Annual Report 2009-10
Annual Report 2009-10
Annual Report 2009-10
2009 - 2010
49.80
1920.30 1618.45 1313.01
Our Mission
To acquire, develop, assimilate and manage
knowledge; to apply this across our businesses
for the benefit of stakeholders; to do so profitably.
BOARD OF DIRECTORS REGISTERED OFFICE
Mr. Gautam S. Adani, Chairman 'Adani House'
Mr. Rajesh S. Adani, Managing Director Nr. Mithakhali Six Road,
Mr. Devang Desai, Executive Director Navrangpura, Ahmedabad - 380009.
(w.e.f. 27th January, 2010) Gujarat (INDIA)
Mr. Vasant S. Adani
Mr. Jay H. Shah SHARE TRANSFER AGENT
Dr. Pravin P. Shah Sharepro Services (India) Pvt. Ltd.
Dr. A. C. Shah 416-420, 4th Floor, Devnandan Mall,
Mr. Yoshihiro Miwa Opp. Sanyash Ashram, Ellisbridge,
Mr. Tatsuo Fuke Ahmedabad - 380006.
(Alternate Director to Mr. Yoshihiro Miwa) Tel. No.: +91 - 79 - 2658 2381 to 84
Mr. Anil Ahuja Fax : +91 - 79 - 2658 2385
BANKERS SHARES LISTED AT
State Bank of India, Ahmedabad. Bombay Stock Exchange Ltd., Mumbai.
Bank of Baroda, Ahmedabad. (BSE)
Bank of India, Ahmedabad. The National Stock Exchange of India Ltd.,
Punjab National Bank, Ahmedabad. Mumbai. (NSE)
State Bank of Travancore, Ahmedabad.
Canara Bank, Ahmedabad. AUDITORS
State Bank of Hyderabad, Ahmedabad.
UCO Bank, Ahmedabad. M/s. Dharmesh Parikh & Co.
Syndicate Bank, Ahmedabad. Chartered Accountants
Oriental Bank of Commerce, Ahmedabad. Ahmedabad.
Allahabad Bank, Ahmedabad.
ICICI Bank Ltd., Mumbai.
Standard Chartered Bank, Mumbai.
Axis Bank Ltd., Ahmedabad.
NOTICE is hereby given that the 18th Annual General Meeting of the members of Adani Enterprises Limited
will be held on Saturday, 21st August, 2010 at 11.30 a.m. at J. B. Auditorium, AMA Complex, ATIRA,
Dr. Vikram Sarabhai Marg, Ahmedabad – 380 015 to transact the following businesses:-
ORDINARY BUSINESS
1. To receive, consider and adopt Audited Balance Sheet as at 31st March, 2010 and Profit and Loss
Account for the year ended on that date and the Reports of the Board of Directors and Auditors
thereon.
3. To appoint a Director in place of Dr. Pravin P. Shah who retires by rotation and being eligible, offers
himself for re-appointment.
4. To appoint a Director in place of Mr. Jay H. Shah who retires by rotation and being eligible, offers
himself for re-appointment.
5. To appoint a Director in place of Mr. Yoshihiro Miwa who retires by rotation and being eligible, offers
himself for re-appointment.
6. To appoint M/s. Dharmesh Parikh and Co., Chartered Accountants, Ahmedabad, as Statutory
Auditors of the Company, to hold office from the conclusion of this meeting until the conclusion of the
next Annual General Meeting of the Company at such remuneration (including for Certification)
and reimbursement of out of pocket expenses as may be approved by the Audit Committee / Board
of Directors of the Company.
SPECIAL BUSINESS
7. To consider and if thought fit, to pass, with or without modification(s), the following resolution as an
Ordinary Resolution :
“RESOLVED THAT in accordance with the provisions of Sections 198, 269, 309, Schedule XIII and other
applicable provisions, if any, of the Companies Act, 1956 (including any statutory modification or
re-enactment thereof for the time being in force), the Company hereby accords its approval to the
re-appointment of Mr. Rajesh S. Adani as Managing Director of the Company for a period of five years with
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effect from 10 June, 2010 on the terms and conditions including terms of remuneration as set out in the
explanatory statement attached hereto and forming part of this notice with a liberty to the Board of Directors
to alter and vary the terms and conditions of the said appointment so as the total remuneration payable to
him shall not exceed the limits specified in Schedule XIII to the Companies Act, 1956 including any
statutory modification or re-enactment thereof, for the time being in force and as agreed by and between the
Board of Directors and Mr. Rajesh S. Adani.
RESOLVED FURTHER THAT notwithstanding anything contained to the contrary in the Companies Act,
1956, wherein any financial year the Company has no profits or inadequate profit, Mr. Rajesh S. Adani will
be paid minimum remuneration within the ceiling limit prescribed under Section II of Part II of Schedule XIII
of the Companies Act, 1956 or any modification or re-enactment thereof.
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Annual Report // 2009 - 2010
RESOLVED FURTHER THAT in the event of any statutory amendment or modification by the Central
Government to Schedule XIII to the Companies Act, 1956, the Board of Directors be and are hereby
authorized to vary and alter the terms of appointment including salary, commission, perquisites,
allowances etc. payable to Mr. Rajesh S. Adani within such prescribed limit or ceiling and as agreed by and
between the Company and Mr. Rajesh S. Adani without any further reference to the Company in General
Meeting.
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to take
such steps as may be necessary to give effect to this Resolution.”
8. To consider and if thought fit, to pass, with or without modification(s), the following resolution as an
Ordinary Resolution :
“RESOLVED THAT Mr. Devang Desai, who was appointed as an Additional Director of the Company on
27th January, 2010 pursuant to the provisions of Section 260 of the Companies Act, 1956 holds office upto
the date of this Annual General Meeting and being eligible, offers himself for appointment and in respect of
whom the Company has received a notice in writing from a member pursuant to the provisions of Section
257 of the Companies Act, 1956, signifying its intention to propose the candidature of Mr. Devang Desai for
the office of Director be and is hereby appointed as a Director of the Company liable to retire by rotation.”
9. To consider and if thought fit, to pass, with or without modification(s), the following resolution as an
Ordinary Resolution :
“RESOLVED THAT in accordance with the provisions of Sections 198, 269, 309, Schedule XIII and other
applicable provisions, if any, of the Companies Act, 1956 (including any statutory modification or
re-enactment thereof for the time being in force), the Company hereby accords its approval to the
appointment of Mr. Devang Desai as an Executive Director of the Company for a period of five years with
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effect from 27 January, 2010 on the terms and conditions including terms of remuneration as set out in the
explanatory statement attached hereto and forming part of this notice with a liberty to the Board of Directors
to alter and vary the terms and conditions of the said appointment so as the total remuneration payable to
him shall not exceed the limits specified in Schedule XIII to the Companies Act, 1956 including any
statutory modification or re-enactment thereof, for the time being in force and as agreed by and between the
Board of Directors and Mr. Devang Desai.
RESOLVED FURTHER THAT notwithstanding anything contained to the contrary in the Companies Act,
1956, wherein any financial year the Company has no profits or inadequate profit, Mr. Devang Desai will be
paid minimum remuneration within the ceiling limit prescribed under Section II of Part II of Schedule XIII of
the Companies Act, 1956 or any modification or re-enactment thereof.
RESOLVED FURTHER THAT in the event of any statutory amendment or modification by the Central
Government to Schedule XIII to the Companies Act, 1956, the Board of Directors be and is hereby
authorized to vary and alter the terms of appointment including salary, commission, perquisites,
allowances etc. payable to Mr. Devang Desai within such prescribed limit or ceiling and as agreed by and
between the Company and Mr. Devang Desai without any further reference to the Company in General
Meeting.
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to take
such steps as may be necessary to give effect to this Resolution.”
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Annual Report // 2009 - 2010
10. To consider and if thought fit, to pass, with or without modification(s), the following resolution as a
Special Resolution :
“RESOLVED THAT pursuant to Section 163 and other applicable provisions, if any, of the Companies Act,
1956 (“the Act”) approval of the members be and is hereby accorded to maintain and keep the Company's
Register of Members, the Index of Members, the Register and Index of debentureholders and copies of all
its annual returns prepared under Sections 159 and 160 and other applicable provisions, if any, of the Act
together with the copies of certificates and documents required to be annexed thereto under Section 161 of
the Act, on and from 1st September, 2010 at the office of Sharepro Services (India) Private Limited, the
Registrar and Transfer Agents of the Company situated at 416-420, 4th Floor, Devnandan Mall,
Opp. Sanyash Ashram, Ellisbridge, Ahmedabad – 380 006 or at such other place as may be agreed by the
Board.”
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Annual Report // 2009 - 2010
NOTES:
4. The Register of members and share transfer books of the Company will remain closed from
th st
14 August, 2010 to 21 August, 2010 (both days inclusive) to determine the entitlement of the
Shareholders to receive dividend for the year 2009-10.
5. Shareholders seeking any information with regard to accounts are requested to write to the
Company at least 10 days before the meeting so as to enable the management to keep the
information ready.
6. All documents referred to in the accompanying notice and explanatory statement will be kept open
for inspection at the Registered Office of Company on all working days between 11.00 a.m. to
1.00 p.m. prior to date of Annual General Meeting.
7. Members are requested to bring their copy of Annual Report at the meeting.
8. Members holding the shares in physical mode are requested to notify immediately the change of
their address and bank particulars to the Registrar and Share Transfer Agent of the Company. In
case shares are held in dematerialized form, the information regarding change of address and bank
particulars should be given to their respective Depository Participant.
9. In terms of Section 109A of the Companies Act, 1956, nomination facility is available to individual
members holding shares in the physical form. The members who are desirous of availing this
facility, may kindly write to Company's share transfer agent M/s. Sharepro Services (India) Private
Limited at 416 - 420, 4th Floor, Devnandan Mall, Opp. Sanyash Ashram, Ashram Road, Ellisbridge,
Ahmedabad - 380 006 for nomination form by quoting their folio number.
10. The balance lying in the unpaid dividend account of the Company in respect of dividend declared for
the financial year 2002-03 will be transferred to the Investor Education and Protection Fund of the
Central Government by November, 2010. Members who have not encashed their dividend warrants
pertaining to the said year may approach the Company or its share transfer agent for obtaining
payments thereof by October, 2010.
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Annual Report // 2009 - 2010
ANNEXURE TO NOTICE
EXPLANATORY STATEMENT PURSUANT TO SECTION 173 (2) OF THE COMPANIES ACT, 1956
ITEM NO. 7
Re-Appointment of Mr. Rajesh S. Adani as Managing Director
The members at the 13th Annual General Meeting of the Company held on 12th August, 2005 re-appointed
Mr. Rajesh S. Adani as Managing Director for a period of 5 years with effect from 10th June, 2005 on the
terms and conditions as approved by them. The term of his present appointment will expire on
10th June, 2010. The Remuneration Committee at its meeting held on 14th May, 2010 recommended and the
th
Board at its meeting held on 14 May, 2010 have re-appointed him as a Managing Director for a further
period of five years with effect from 10th June, 2010 on the following terms and conditions, subject to the
approval of the members in the General Meeting. The brief particulars of his remuneration are as
mentioned herein below :
SALARY : Rs. 15,50,000/- (Rupees Fifteen Lacs Fifty Thousand Only) per month payable in the scale of
Rs. 15,50,000-75,000-20,00,000/- per month.
COMMISSION
Up to 2% of the Company's Net Profit for each financial year as calculated in accordance with Section 349
and 350 of the Companies Act, 1956 subject to the overall ceiling laid down in Sections 198 and 309 of the
Companies Act, 1956.
PERQUISITES
CATEGORY - A
CATEGORY – B
Contribution to Provident Fund and Superannuation Fund will not be included in the computation of the
ceiling on perquisites to the extent they are, either singly or put together not taxable under the Income-tax
Act, 1961. Gratuity will be paid as per applicable laws and rules of the Company.
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Annual Report // 2009 - 2010
CATEGORY -C
The Company shall provide a car with driver for official and personal use. Telephone at residence will be
provided, the cost of which will be borne by the Company.
Notwithstanding anything contained above, where in any financial year during the currency of the tenure
of the Managing Director, the Company has no profits or its profits are inadequate, the Company will pay
remuneration as specified above not exceeding the limits specified under Section II of Part II of
Schedule XIII to the Companies Act,1956.
The Managing Director shall not be liable to retire by rotation and shall not be paid any sitting fees for
attending any meetings of Board or Committees thereof.
A Bachelor in Commerce, Mr. Rajesh S. Adani has been associated with Company since its incorporation.
He is involved in the business and policy decisions and building and maintaining the business relationships
of the Company. He also provides vision to the development of new businesses of the Company.
The Board of Directors felt that it is in the interest of the Company to continue to avail services of
Mr. Rajesh S. Adani as Managing Director.
The Board recommends the Resolution to the members for their approval.
Mr. Rajesh S. Adani is deemed to be interested in the said resolution as it relates to his re-appointment.
Mr. Vasant S. Adani and Mr. Gautam S. Adani being relatives are also interested in the said resolution.
None of the other Directors of the Company is in any way deemed to be concerned or interested in the
above resolution.
This alongwith the relevant resolution may be treated as an Abstract pursuant of Section 302 of the
Companies Act,1956.
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Annual Report // 2009 - 2010
Mr. Devang Desai is a Chartered Accountant. He has approximately 30 years of experience in various
Indian companies, including “new ventures” and “start- ups” in sectors, such as petrochemicals, cement,
textiles, infrastructure and retailing. He overseas the matters related to finance, legal, secretarial, treasury,
shared services, information technology and information systems, taxation, insurance and audit functions
of the Company.
The Executive Director shall be liable to retire by rotation and shall not be paid any sitting fees for attending
any meetings of Board or Committees thereof.
The Board of Directors felt that it is in the interest of the Company to continue to avail services of Mr. Devang
Desai as an Executive Director.
The Board recommends the resolutions as set out at item nos. 8 & 9 of the Notice for your approval.
Mr. Devang Desai is deemed to be interested in the said resolutions as they relate to his appointment.
None of the other Directors of the Company is in any way deemed to be concerned or interested in the
above resolutions.
ITEM NO. 10
Under the provisions of Section 163 of the Companies Act, 1956 (“the Act”), the Register of Members, the
Index of Members, the Register and Index of debentureholders and copies of all annual returns prepared
under sections 159 and 160 of the Act together with the copies of certificates and documents required to be
annexed thereto under Section 160 and 161, shall be kept at the Registered Office of the Company or with
the approval of shareholders at any place within the city, town or village in which the Registered Office is
situated. The Special Resolution at Item No. 10 is proposed for the purpose of enabling the Company to
keep the records at the premises of its Registrar and Transfer Agents at 416-420, 4th Floor, Devnandan Mall,
Opp. Sanyash Ashram, Ellisbridge, Ahmedabad – 380 006 or such other place of the R & T Agent as stated
in the Resolution.
An advance copy of the proposed Special Resolution as set out in item no. 10 will be delivered to the
Registrar of Companies, Gujarat.
The Board of Directors recommends the Resolution as set out at the item no. 10 of the Notice for approval of
the shareholders.
None of the Directors is in any way concerned or interested in the above resolution.
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Date : 14 May, 2010. For and on behalf of the Board
Place : Ahmedabad
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Annual Report // 2009 - 2010
Annexure to Notice
Details of Directors seeking Appointment / Re-appointment
Name Mr. Rajesh Adani Mr. Devang Desai Mr. Jay H. Shah Dr. Pravin P. Shah Mr. Yoshihiro Miwa
Date of Birth 7th December, 1964 1st July, 1956 19th January, 1958 11th November, 1944 30th October, 1955
Appointed on 10th June, 2010 27th January, 2010 20th June, 1995 28th January, 1994 26th September, 2008
Qualifications B.Com FCA B. Com, LL. B. B. Com, FCA, Grad. ICWA, Master of Commerce
Ph.D (Cost Accounting)
Expertise in specific A Bachelor in Commerce, Mr. Devang Desai is a Mr. Jay H. Shah holds degree Dr. Pravin P. Shah is a Chartered Mr. Yoshihiro Miwa holds
functional areas Mr. Rajesh S. Adani has been Chartered Accountant. He in commerce and law. He has Accountant and has a doctorate in a ma ster’s degree in
associated with Company since its has approximately 30 years been with the Company since Cost Accounting. He is a partner of commerce. He has
incorporation. He is involved in the of experience in various its inception. He has wide the Chartered Accountants firm, wide experience in
business and policy decisions and Indian Companies, including experience of the Indian Pravin P. Shah & Co. and is the Commercial Science and
building and maintaining the “new ventures” and “start- petrochemicals sector. proprietor of the Chartered Business Administration.
business relationships of the ups” in sectors, such as Accountancy firm, Pravin P. Shah & He is also the Chairman of
Company. He also provides vision petrochemicals, cement, Associates. Dr. Shah has over 40 Kowa Company Limited,
to the development of new textiles, infrastructure and years of experience in areas of Japan.
businesses of the Company. retailing. He overseas the financial consultancy, taxation,
matters related to finance, valuation, property matters,
legal, secretarial, treasury, accounting, auditing, corporate laws
shared services, information and FEMA. He has also authored
technology and information several books on costing,
systems, taxation, management strategies, billion
insurance and audit dollar Companies and taxation.
functions of the Company.
Directorships held in ?Adani Enterprises Ltd. ?Adani Enterprises ?Adani Enterprises Ltd. ?Adani Enterpnses Ltd. ?Adani Enterprises
Public Companies ?Mundra Port And Special Limited ?Bombay Rayon Limtied
Economic Zone Ltd ?Adani Welspun Fashions Limited
?Adani Power Ltd Exploration Ltd. ?Claris Lifesciences Limited ?Kowa Spining Co.,
?Adani Power Maharashtra Ltd ?Adani Power ?JM Financial Limited Ltd. (Japan)
Maharashtra Ltd. ?Jai Corp Limited
?Adani Power Rajasthan Ltd
?Adani Power ?Raheja Universal Limited
?Adani Pench Power Ltd Dahej Ltd.
?Parsa Kente Collieries Ltd ?Kutchh Power
?Adani Gas Ltd Generation Ltd.
?Swayam Realtors and Traders ?Swayam
Ltd Realtors and
?Adani Cements Ltd Traders Ltd.
?Adani Wilmar Ltd ?Mahaguj Power Ltd.
Memberships/ Shareholders’/ Investors’ Grievance Audit Committee: Remuneration Committee Audit Committee: NIL
Chairmanships of Committee: ? Adani Power ? Adani Enterprises Ltd. ? Adani Enterprises Ltd.
Committees ? Mundra Port and Special Maharashtra Ltd. ? Bombay Rayon
Economic Zone Ltd. Fashions Limited
? Adani Power Ltd.
Shareholders’/ Investors’ ? Claris Lifesciences Ltd.
Grievance Committee: ? JM Financial Limited
Audit Committee: ? Adani Enterprises Ltd. ? Raheja Universal Limited
? Mundra Port and Special
Economic Zone Ltd. Audit Committee: Remuneration Committee:
? Adani Wilmar Ltd. ? Adani Enterprises Ltd. ? Adani Enterprises Ltd.
? Adani Gas Ltd. ? Bombay Rayon
? Adani Power Maharashtra Ltd. Fashions Limited
Remuneration Committee: ? Claris Lifesciences Ltd.
? Adani Gas Ltd. ? JM Financial Limited
? Raheja Universal Limited
Shareholders' / Investors'
Grievance Committee:
? Raheja Universal Limited
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Annual Report // 2009 - 2010
DIRECTORS' REPORT
Your directors have pleasure in presenting the 18th Annual Report of the Company, together with the audited
financial statement of accounts for the year ended March 31, 2010.
FINANCIAL RESULTS
Financial highlights of the Standalone and Consolidated Statement of Operations of your Company for the
financial year 2009-10 are:
(Rs. In Crores)
Year Ended March 31, Standalone Consolidated
2010 2009 2010 2009
Sales and operating earnings 11,584.78 11,575.05 25,889.87 26,258.28
Other income 30.10 12.84 33.49 14.64
Total Income 11,614.88 11587.89 25,923.36 26,272.92
Total Expenditure other than Finance 11,009.13 10983.58 24,200.82 25,256.28
Charges and Depreciation
Gross Profit before Depreciation, Finance 605.75 604.30 1722.54 1016.64
charges and Tax
Finance charges 310.05 214.43 507.86 348.82
Depreciation 12.76 12.08 151.46 82.18
Profit for the period before Prior Period 282.94 377.80 1063.22 585.64
Adjustments & Exceptional Items.
Add / (less) Prior Period Adjustment (1.04) 0.83 (1.07) 0.72
Add / (less) Exceptional Items (Net) 5.85 (4.02) 5.37 (2.44)
Profit before Tax 287.75 374.61 1067.52 583.92
Net Tax 33.34 48.18 94.48 78.48
Share of Minority Interest - - (53.74) (0.79)
Profit after Tax 254.41 326.43 919.30 504.65
Surplus brought forward from previous year 843.95 606.38 1136.67 746.59
Balance available for appropriations 1098.36 932.80 2055.97 1251.24
Appropriations:
Dividend on Equity Shares 49.80 24.67 49.86 24.67
Tax on Dividend 8.27 4.19 8.28 4.19
Transfer to General Reserve 50.00 50.00 55.25 75.71
Transfer to Debenture Redemption Reserve - 10.00 - 10.00
Balance carried to Balance Sheet 990.29 843.95 1942.58 1136.67
Total Appropriation 1098.36 932.81 2055.97 1251.24
In compliance with the applicable Clauses of the Listing Agreements with the Stock Exchanges, the
Company has prepared Consolidated Financial Statements as per the Accounting Standard on
Consolidated Financial Statements (AS 21) issued by the Institute of Chartered Accountants of India. The
Audited Consolidated Financial Statements along with the Auditors' Report have been annexed to this
Annual Report.
Your Company's total consolidated revenue for the year 2009-10 was Rs. 25,923.36 crores as compared to
Rs. 26,272.92 crores in the previous year. The Net Profit after provision for taxation for the year ended 31st
March, 2010 was Rs. 919.30 crores as against Rs. 504.65 crores in the previous year signifying a healthy
growth of 82%. The basic earning per share for the year was Rs. 18.55. Your Company's consolidated net
worth increased to Rs. 6024.49 crores as on 31st March, 2010 from Rs. 2994.76 crores as on 31st March,
2009, reflecting the inherent strength of your Company.
The book value per share is Rs. 79.12 signifying substantial enhancement in shareholder value.
60%
equity shares that may be allotted by the Company
60%
upon the conversion of FCCBs prior to book 45%
45%
closure date for 2009-10. This dividend will be paid 40%
subject to the approval of shareholders at the 40%
40%
30% 30%
forthcoming Annual General Meeting.
SCHEME OF AMALGAMATION
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The Board of Directors of your Company at its meeting held on 24 April, 2010 have approved (subject to
other requisite approvals) scheme of Amalgamation of Adani Infrastructure Services Private Limited,
Advance Tradex Private Limited, Adani Tradelinks Private Limited, Trident Trade and Investments Private
Limited, Pride Trade and Investments Private Limited, Radiant Trade and Investments Private Limited and
Ventura Trade and Investments Private Limited (promoter entities of Mundra Port and Special Economic
Zone Ltd.) with your Company from the Appointed Date i.e. 1st April, 2010. In case of Advance Tradex
Private Limited, Appointed Date is 20th April, 2010. After the scheme becoming effective, Mundra Port and
Special Economic Zone Ltd. will become subsidiary of your Company.
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Annual Report // 2009 - 2010
FIXED DEPOSITS
Your Company has not accepted any fixed deposits within the meaning of Section 58A of the Companies
Act, 1956 and the rules made there under.
SHARE CAPITAL
Your Directors wish to inform that your Company had issued 28,58,77,584 additional Equity Shares on
account of the following:
1. 67,35,250 Equity Shares of the Company of Re. 1 each upon conversion of 5,615 Foreign
Currency Convertible Bonds (FCCBs) of USD 10,000 as per the terms of issuance of
FCCBs.
2. 24,80,15,675 Bonus Equity Shares of Re. 1 each in the ratio of 1 : 1 to the members of the
Company.
3. 3,11,26,659 Equity Shares of Re. 1 each to the members of the Company on Rights basis.
In view of above, the issued and paid up share capital of your Company stands increased from
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Rs. 24,66,09,175/- as on 31 March, 2009 to Rs. 53,24,86,759/- as on date.
During the year under review, the Authorised Share Capital of your Company was reclassified by
converting Preference Share Capital into Equity Share Capital so as to make entire Rs. 100,00,00,000/-
(Rupees One hundred crores only) capital as Equity Share Capital divided into 100,00,00,000
(One hundred crores) Equity Shares of Re. 1 (Rupee one only) each.
Your Directors have also approved a resolution to raise funds through issue of capital of a sum not
exceeding Rs. 4000 crores (Rupees Four Thousand Crore only) subject to approval of members of the
Company in the domestic or international markets by way of private placement or otherwise through QIP /
any other securities issue.
CORPORATE GOVERNANCE
Your Directors reaffirm their continued commitment to good corporate governance practices.
Your Company adheres to all stipulations in this regard as provided in Clause 49 of the Listing Agreement
which relates to Corporate Governance. A detailed report on the Corporate Governance, together with, a
certificate from Statutory Auditors forms part of this report.
Details of various committees constituted by the Board of Directors as per the provisions of Clause 49 of the
Listing Agreement and Companies Act, 1956 are given in the Corporate Governance Report annexed and
form part of this report.
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Annual Report // 2009 - 2010
DIRECTORS
During the year under review, Mr. Devang Desai was appointed as an Additional Director by the Board at its
meeting held on 27th January, 2010. He was also appointed as an Executive Director of the Company
subject to approval of members at the ensuing Annual General Meeting. As an additional director he holds
office upto the ensuing Annual General Meeting. The Company has received notice from a member under
Section 257 of the Companies Act, 1956 proposing his appointment as a Director of the Company.
The tenure of Mr. Rajesh S. Adani, Managing Director of the Company will expire on 10th June, 2010.
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The Remuneration Committee and the Board of Directors at their respective meetings held on 14 May,
2010 recommended and approved the re-appointment of and payment of remuneration to Mr. Rajesh S.
Adani as Managing Director of the Company for a further period of five years i.e. upto 10th June, 2015,
subject to the approval of shareholders. Terms and conditions for his re-appointment are contained in the
Explanatory Statement forming part of the notice of the ensuing Annual General Meeting.
ØRetirement by Rotation
In accordance with the requirements of the Companies Act, 1956 and Articles of Association of the
Company, Dr. Pravin P. Shah, Mr. Jay H. Shah and Mr. Yoshihiro Miwa, Directors of the Company retire by
rotation at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment.
Brief details of Directors proposed to be appointed / re-appointed as required under Clause 49 of the Listing
agreement are provided in the notice of the Annual General Meeting forming part of this Annual Report.
As per the declarations received, none of the Directors of the Company is disqualified to be appointed as a
Director of any Public Limited Company in terms of Section 274(1) (g) of the Companies Act, 1956.
Pursuant to sub-section (2AA) of Section 217 of the Companies Act, 1956, the Board of Directors of your
Company hereby confirm that: -
1. In the preparation of the annual accounts, the applicable accounting standards have been
followed ;
2. Appropriate accounting policies have been selected and applied consistently and
judgments and estimates are reasonable and prudent, so as to give a true and fair view of
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the state of affairs of the Company as at 31 March, 2010 and of the profit and cash flow of
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the Company for the year ended on 31 March, 2010.
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Annual Report // 2009 - 2010
3. Proper and sufficient care has been taken for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 1956 for safeguarding the
assets of the Company and for preventing and detecting frauds and other irregularities;
SUBSIDIARY COMPANIES
Your Company has interests in several businesses and is having global presence with operations in various
countries across the globe either directly or through its Subsidiary Companies.
The following eleven subsidiaries were set up / acquired during the year :
During the year under review, the following Companies ceased to be subsidiary Companies of your
Company:
In view of above, the total number of subsidiary Companies as on March 31, 2010 were 50.
The Company has been granted an exemption for the year ended March 31, 2010 by The Ministry of
Corporate Affairs, Government of India from attaching to its Balance Sheet, the individual Annual Reports
of its subsidiary companies. As per the terms of the exemption letter, a statement containing summarized
financial details of each of the Company's subsidiaries for the year ended March 31, 2010 is included in the
Annual Report.
Shareholders interested in obtaining the statement of Company's interest in the subsidiaries or stand-alone
financial statements of the subsidiary Companies may obtain the same by writing to the Asst. Company
Secretary of the Company.
The annual accounts of subsidiary Companies are available for inspection by any investor at the registered
office of the Company.
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Annual Report // 2009 - 2010
CORPORATE SOCIAL RESPONSIBILITY
Your Company is committed to actively contribute to the social and economic development of the country.
In keeping Adani Group carries on social welfare activities through a trust namely, “Adani Foundation.”
Adani Foundation is one of the prominent organizations engaged in Corporate Social Responsibility
activity in the State of Gujarat. Adani Foundation has a vision for fostering Sustainable and Integrated
Development for communities resulting in improvement of quality of life of people. Adani Foundation
concentrates its efforts in Mundra Taluka, with special focus on 22 villages catering to more than 46,000
people. The work areas have been divided into focus areas like: Education, Community Health, Livelihood
Programmes and Rural Infrastructure Development. Cluster based approach has been adopted with
peoples' participation as cluster Advisory Committee Members.
M/s. Dharmesh Parikh and Co., Chartered Accountants retire as Statutory Auditors of the Company at the
conclusion of the ensuing Annual General Meeting. The Statutory Auditors have confirmed their eligibility
and willingness to accept the office on re-appointment. The necessary resolution seeking your approval for
re-appointment of Statutory Auditors has been incorporated in the notice convening the Annual General
Meeting.
The Audit Committee has recommended their re-appointment as Statutory Auditors of the Company. The
necessary resolution is being placed before the shareholders for approval.
The Board has duly reviewed the Statutory Auditors Report on the Accounts. The notes forming part of the
accounts referred to in the Auditors’ Report of the Company are self explanatory and do not call for any
further explanation under Section 217(3) of the Act.
The information relating to foreign exchange earnings and outgo are annexed hereto as Annexure-I and
forms part of this report.
Since your Company does not own manufacturing facility, the other particulars relating to conservation of
energy and technology absorption stipulated as per Section 217(1)(e) of the Companies Act, 1956 read
with the Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988, are not
applicable.
As required under Clause 3(e) of the Securities and Exchange Board of India (Substantial Acquisition of
Shares and Takeovers) Regulations, 1997, persons constituting “Group” (within the meaning as defined in
the Monopolies and Restrictive Trade Practices Act, 1969) for the purpose of availing exemption from
applicability of the provisions of Regulation(s) 10 to 12 of the aforesaid SEBI Regulations are given in
Annexure II attached herewith and the said Annexure forms part of this report.
16
Annual Report // 2009 - 2010
PERSONNEL
As required by the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies
(Particulars of Employees) Rules, 1975 as amended up-to-date, the names and other particulars of the
Employees are set out in the Annexure to the Directors' Report. However, as per the provisions of
Section 219(1)(b)(iv) of the Companies Act, 1956, the Reports and Accounts are being sent to all the
Shareholders of the Company excluding the aforesaid information. Any shareholder interested in obtaining
such particulars may write to the Asst. Company Secretary of the Company.
The employee strength of your Company as on 31st March, 2010 was 391 as against 505 as on 31st March,
2009.
During the year under review, the relationships of your Company with its employees remained cordial at all
levels.
During the year under review, your company was included in Forbes's annual ranking of Asia-Pacific's
biggest listed companies.
ACKNOWLEDGEMENT
The Board of Directors places on record its deep sense of gratitude to all Investors, Vendors, Traders,
Customers, Banks, Financial Institutions, Central and State Governments, Non-Government Agencies,
local authorities and the society at large for their continued support. Your Directors also acknowledge the
commitment and contribution of all employees to the growth of your Company.
st
Annexure to Directors' Report for the year ended 31 March, 2010
ANNEXURE I
FOREIGN EXCHANGE EARNINGS AND OUTGO:
(Rs. in Crores)
Particulars Current year Previous year
(I) Foreign exchange earned
(Including export of goods on FOB basis) 3707.89 6137.08
(II) Foreign exchange used 7990.05 5895.31
17
Annual Report // 2009 - 2010
ANNEXURE - II FORMING PART OF THE DIRECTORS REPORT
The following is the list (in alphabetical order) of persons constituting “Group” (within the meaning as
defined in the Monopolistic and Restrictive Trade Practices Act, 1969) for the purpose of availing exemption
from applicability of the provisions of Regulation(s) 10 to 12 of Securities and Exchange Board of India
(Substantial Acquisition of Shares and Takeovers) Regulations, 1997 (”the said Regulations”), as provided
in Clause 3(e) of the said Regulations:
18
Annual Report // 2009 - 2010
ANNEXTURE - III
The Management's views on the Company's performance and outlook are discussed below:
Economic Outlook
The year 2009-10 witnessed relative stability contrary to expectations of a prolonged turmoil; the
turnaround was much quicker than apprehensions. On the back of a strong last quarter performance, the
Indian economy has registered an impressive GDP growth of 7.4 per cent in 2009-10. The robust growth is
driven largely due to low dependence on external factors and a growing domestic demand. Your Company
continued to strengthen its business and has sustained its position in the global market and posted
encouraging performance for the year under review.
Core Businesses
We have interests in four business sectors: Energy, Trading, Real Estate and Agro-related businesses.
v
Energy
In the energy sector, we are engaged in coal trading, power trading, coal mining, power generation, power
transmission, city gas distribution, oil and gas exploration and bunkering businesses.
Ø
Coal trading
The Company undertakes coal trading business directly and through its subsidiaries, Adani Global FZE,
Dubai and Adani Global Pte. Ltd., Singapore. We believe that we were one of the largest traders of coal in
India for fiscal 2010. We source coal mainly from suppliers in Indonesia, South Africa and Australia and
supply it to various states within India.
Ø
Power trading
The Company undertakes power trading activities and has been designated as a “Category I” power trader
by CERC until June 2029. Our power trading business involves making purchases of surplus power and
selling this surplus to energy deficit electricity boards. Going forward, we also intend to sell a significant
portion of power generated from our power projects on merchant basis.
Further, we have obtained membership of the first power exchange in India, Indian Energy Exchange
Limited (“IEX”) in Fiscal 2008 and as at 31st March, 2010 held approximately 5% equity interest in IEX.
Our membership of IEX allows us to trade energy units online and widen the scope of our trading business.
Ø
Coal mining
Our coal mining business involves mining, processing and the acquisition, exploration and development of
mining assets.
19
Annual Report // 2009 - 2010
o Indonesian Coal Mining Concessions
PT Adani Global, Indonesia a subsidiary of the Company, has been awarded coal mining concessions in
Bunyu island, Indonesia from which coal will be used for the power projects being developed by
Adani Power Ltd.
In India, as a part of the public private partnership model, Government sector companies, which are allotted
coal blocks, appoint a mine developer and operator (“MDO”) to undertake all activities relating to the
development and operations of a particular coal block.
Rajasthan Rajya Vidyut Utpadan Nigam Limited (RRVUNL) has been allocated the Parsa East and Kente
Basan coal blocks at Chhattisgarh. The Company entered into a joint venture agreement with RRVUNL to
form Parsa Kente Collieries Limited (“PKCL”), wherein we own 74% equity interest and the remaining 26%
equity interest is owned by RRVUNL. We expect to start mining and delivering of coal from June 2011
onwards. In addition, we have been granted clearance from the Ministry of Railways for the movement of
coal from the coal blocks at Parsa East and Kente Basan to the power plants being developed by RRVUNL.
Recently, the Company entered into coal mining services agreement with Mahaguj Collieries Limited for
the development and operation of Machhakata coal block in Orissa. This entails the development of the
coal block, mining of coal from the coal block and supplying coal to the designated power plants of
Maharashtra Power Generation Company Limited and the Gujarat State Electricity Corporation Limited.
The Company has received a LOA dated October 20, 2009 (the “Chhattisgarh LOA”) from Chhattisgarh
State Power Generation Company Limited (“CSPGCL”) regarding selection as joint venture partner for
development, mining and transportation of coal from Parsa coal block.
Ø
Power Generation
We intend to capitalize on the emerging opportunities in the Indian power generation sector, which are
being driven by the current and expected demand and supply imbalance in India. Our power projects are
located in leading industrial areas in the Western and Central parts of India, which are currently
experiencing a significant power deficit.
Adani Power Ltd., our subsidiary has been incorporated to construct and operate power projects.
Adani Power Ltd, together with its subsidiaries, Adani Power Maharashtra Ltd., Adani Power Rajasthan Ltd.
and Adani Pench Power Ltd., currently has seven thermal power projects under various stages of
development and implementation, with combined installed capacity of 10,560 MW out of which 660 MW
has already been commissioned. Additionally, Adani Power Ltd. is planning to develop a thermal power
project in Dahej, Gujarat with installed capacity of 2640 MW.
20
Annual Report // 2009 - 2010
The power projects of Adani Power Ltd. are being developed as follows:
·Mundra phase I and II power projects (“Mundra I and II”) will have four coal-fired,sub-critical
generation units of 330 MW each, with combined capacity of 1,320 MW. The first two 330 MW units
of Mundra I and II were commissioned in July 2009 and March 2010 respectively.
·Mundra phase III power project (“Mundra III”) will have two coal fired, super-critical generation units
of 660 MW each, with combined capacity of 1,320 MW. It is currently expected that the first 660 MW
unit of Mundra III will be commissioned by January 2011, and that the power project will be fully
commissioned by June 2011.
·Mundra phase IV power project (“Mundra IV”) will have three coal fired, super-critical generation
units of 660 MW each, with combined capacity of 1,980 MW. It is currently expected that the first
660 MW unit of Mundra IV will be commissioned by August 2011, and that the power project will be
fully commissioned by April 2012.
·Tiroda I and II power project (“Tiroda I and II”), which is being developed by Adani Power
Maharashtra Limited (“APML”) (a subsidiary of Adani Power Ltd), will have three coal fired, super-
critical generation units of 660 MW each, with combined capacity of 1,980 MW. It is currently
expected that the first 660 MW unit of Tiroda I and II will be commissioned by July 2011 and that the
power project will be fully commissioned by April 2012.
·Tiroda III power project (“Tiroda III”), which is also being developed APML, will have two coal fired,
super-critical generation units of 660 MW each, with combined capacity of 1,320 MW. It is currently
expected that the first 660 MW unit of Tiroda III will be commissioned by April 2013 and that the
power project will be fully commissioned by July 2013.
·Kawai power project, which is being developed by Adani Power Rajasthan Limited (“APRL”)
(a 100% subsidiary of Adani Power Ltd), will have two super-critical generation units of 660 MW
each, with combined capacity of 1,320 MW. It is currently expected that the first 660 MW unit will be
commissioned by April 2013, and that the power project will be fully commissioned by August 2013.
·Chhindwara power project, which is being developed by Adani Pench Power Limited (“Adani
Pench”) (a 100% subsidiary of Adani Power Ltd), to set up a 1,320 MW thermal power project based
on super-critical technology at Chhindwara in the state of Madhya Pradesh. It is currently expected
that the commercial operation of the first unit of the power project will be achieved within 42 months
from the date of Chhindwara LOI and that the power project will be fully commissioned by February
2014.
In addition, Adani Power Ltd. is also planning to develop a coal-based power project with an
aggregate capacity of 2,640 MW at Dahej and it is proposed to be developed by Adani Power Dahej
Limited, a wholly owned subsidiary of Adani Power Ltd.
21
Annual Report // 2009 - 2010
Ø
City gas distribution
Our city gas distribution business is undertaken through Adani Gas Limited (“Adani Gas”) with an objective
to provide piped natural gas (“PNG”) to household and industrial consumers and compressed natural gas
(“CNG”) for use in automobiles. Our city gas distribution business was demerged and transferred to Adani
Gas from Adani Energy Limited (“Adani Energy”), with effect from 1st January, 2007 pursuant to a scheme of
arrangement, approved by the High Court of Gujarat on 19th November, 2009. Adani Gas has set up a gas
distribution network of approximately 328 km of steel pipeline network and approximately 1,800 km of
polyethylene pipelines spread across Ahmedabad and Vadodara in Gujarat and Faridabad in Haryana,
Noida, Khurja and Lucknow in Uttar Pradesh and Jaipur and Udaipur in Rajasthan, and 58 CNG stations in
Ahmedabad and Vadodara in Gujarat and Faridabad in Haryana. Adani Gas is also serving approximately
450 industrial units, 75,000 households and 600 commercial units in these cities through its infrastructure
network.
Adani Gas has received “No Objection Certificates” from respective State Governments to develop,
construct, own, operate and maintain city gas distribution projects in Lucknow Noida, and Khurja in Uttar
Pradesh, and Udaipur, Jaipur in Rajasthan. It has already initiated the infrastructure development in these
cities to meet the fuel needs of industrial and domestic consumers. Pursuant to the enactment of the
Petroleum and Natural Gas Regulatory Board Act, 2006, Adani Gas has applied to Petroleum and Natural
Gas Regulatory Board for authorisation of its operations in Lucknow, Noida, Khurja, Udaipur and Jaipur.
Ø
Oil and gas exploration
As part of our integrated strategy we have entered the oil and gas exploration sector and formed a joint
venture, Adani Welspun Exploration Limited (“Adani Welspun”) in which we have 65% stake.
The Company, in a consortium with Naftogaz India Private Limited, Adani Infrastructure Services Private
Limited (“Adani Infrastructure”) and Welspun group have been awarded 2 Oil and Gas blocks under NELP
VI (Assam Block & Palej Block) which covers a total area of approximately 95 and 75 square kms
respectively. The Company and Adani Infrastructure hold 35% & 20% participating interest in each of the
aforesaid two blocks and is a non-operator.
Adani Welspun was awarded a 100% participation interest in Block under NELP VII (“Mumbai Offshore
Block”) under a production sharing contract which covers a total area of approximately 1191 square kms.
Adani Welspun in a consortium with Oil and Natural Gas Corporation Ltd (“ONGC”), Indian Oil Corporation
Ltd (“IOC”) and Gujarat State Petroleum Corporation Ltd (GSPC) has been awarded a exploration block
located offshore in the gulf of Kutchh region and covers a total area of approximately 1264 square kms.
The Company also in a consortium with ONGC and IOC has been awarded another exploration block
located offshore in the gulf of Kutchh region and covers a total area of approximately 1242 square kms.
Adani Welspun has 20% & 30% participating interest in the aforesaid respective blocks and is a
non-operator.
Adani Welspun was awarded petroleum concessions of two onshore blocks, L39/48 and L22/50 with a total
area of approximately 3,975 square km. and 3,947 square km. respectively, for a period of six years by the
Ministry of Energy of the Government of Thailand.
22
Annual Report // 2009 - 2010
Adani Welspun, in consortium with GSPC, was awarded a Exploration block in Egypt. This block is located
offshore in the Gulf of Suez region and covers total surface area of approximately 108 square kms.
Adani Welspun holds 40% participating interest in the consortium and is a non-operator.
o Bunkering
Chemoil Adani Pvt. Ltd. (Chemoil Adani) our 50% joint venture company, is a registered bunker supplier
with Directorate General of Shipping in India. We have leased one floating barge, with an approximate
capacity of 3,000 metric tons, to refuel vessels. We, along with Chemoil Adani, are engaged in importing
petroleum products, including fuel oil, and gas oil.
v
Trading Business
Ø
Scrap Business
We trade in steel scrap through our wholly owned subsidiary, Adani Global FZE, Dubai. We import scrap
from America and Europe. The imported scrap is sold to large steel mills in the Indian sub-continent.
Ø
Minerals
We trade in iron ore and export a substantial amount of the same through Belekeri port, a dedicated port in
Karnataka. Iron ore is procured from mines in proximity to the port.
Ø
Gems and precious metals
We buy polished diamonds in the Middle East and sell them to jewellery manufacturers primarily in
Singapore and also buy and sell unbranded diamonds in bulk. We also trade in gold and jewellery products.
Ø
Ship dismantling business
Adani Virginia Inc. our wholly owned subsidiary, through its subsidiary, operates ship dismantling yards in
Virginia and Texas, United States. We sell the metal scrap recovered from our ship dismantling operations.
v
Real Estate
We operate the real estate sector through our subsidiary, Adani Infrastructure and Developers Private
Limited (“AIDPL”). AIDPL is the holding Company of our real estate business and each project is
undertaken through separate SPVs.
23
Annual Report // 2009 - 2010
Ø
Commercial
Bandra Kurla Complex (“BKC”) is planned to be developed as an integrated prime commercial property in
Mumbai. Adani Developers Private Ltd. (ADPL), a 100% owned subsidiary of AIDPL, is developing
1.50 million square feet of development area in BKC at the International Finance and Business Centre. We
are developing multi-storey towers and expect to complete the project by 2013.
Ø
Integrated township
Shantigram Estate Management Private Limited, a wholly owned subsidiary of AIDPL, has submitted an
application to Ahmedabad Urban Development Authority for developing a township, “Shantigram”, in
Ahmedabad. The project is expected to have 41.6 million square feet of development area. The project will
involve residential, commercial and community development. The construction of the project will
commence upon receipt of requisite approvals.
Ø
Commercial and residential
v
Agro
Ø
Edible oil and Agro-commodities trading
We entered the edible oil refining business through a 50:50 joint venture company, Adani Wilmar Ltd.
(Adani Wilmar) with Singapore's Wilmar Group.
Our “Fortune” brand products are available in a range of edible oils including, soya oil, sunflower oil,
groundnut oil, non-refined mustard oil and cotton seed oil. Other growing brands of Adani Wilmar are
“Kings”, “Ivory”, “Bullet”, “Avsar”, “Jubilee” and “Raag”. In India, Adani Wilmar has also added Vanaspati
Ghee under its “Raag” brand and bakery shortening under its “Jubilee” brand to its product basket.
Adani Wilmar has 11 refineries and crushing plants at Mundra and Kadi in Gujarat, Mantralayam in Andra
Pradesh, Bundi in Rajasthan, Nagpur in Maharashtra, Shujalpur, Neemuch, Chhindwara and Vidisha in
Madhya Pradesh, Mangalore in Karnataka and Haldia in West Bengal. Adani Wilmar has spread its
distribution network across India and exports to around 19 countries in the Middle-East, South East Asia
and East Africa. Adani Wilmar has a distribution network spread across India.
We have a diverse product mix in respect of agro-commodities, which includes food grains, castor oil,
pulses, soya meal, rapeseed meal and castor meal.
Ø
Agro-storage business
Our wholly owned subsidiary, Adani Agri Fresh Limited (“Adani Agri Fresh”) has been developing integrated
storage, handling and transportation infrastructure. It has set up modern controlled atmospheric storage
facilities for the storage of fruits and vegetables at three locations, Rewali, Sainj, and Rohru in Himachal
Pradesh with a combined capacity of approximately 18,000 metric tonnes per year. It has already set up a
marketing network in major towns across India for wholesale, cash and carry and organized retail.
24
Annual Report // 2009 - 2010
Ø
Agro-supply business
Our wholly owned subsidiary, Adani Agri Logistics Limited (“Adani Logistics”) has entered into a service
agreement with the Food Corporation of India (FCI) to implement a bulk food grains handling, storage and
transportation network on a commercial Build, Own, and Operate basis. Pursuant to this, Adani Logistics
will develop, design, finance, construct, operate and maintain facilities for bulk handling and storage of food
grains procured and handled by FCI for distribution. At present, Adani Logistics has operated and
maintained storage facilities at seven locations across India, including Moga, Kaithal, Hooghly, Navi
Mumbai, Chennai, Coimbatore and Bangalore. Adani Logistics plans to create more storage capacities and
related infrastructure at multiple locations across India to expand its business.
Ø
Synergistic Growth in Operations
The Company invests significant management resources towards ensuring that its businesses are
integrated in an efficient and organized manner that enables it to maximize the synergies that exist
amongst them and provide end-to-end services. We have developed ability and expertise to leverage our
existing assets and experience to expand our product portfolio, geographical coverage and market
presence to cater to increases in demand of our products. Our trading and agro-businesses are
complemented with our relatively new businesses, such as power generation and transmission, coal
mining and oil and gas exploration. Additionally, we also undertake oil and gas exploration which may, in the
future, enable us to address any PNG/CNG demands from our gas distribution business. Our diversified
businesses also diminish the risks associated with the specific dynamics, such as seasonality and
cyclicality, of any particular industry sector. We believe that our synergies across diverse business sectors
provide us with the ability to adapt our business operations in accordance with the opportunities available in
a given business.
Ø
Well-positioned in targeted geographical markets and products
With the growth of our operations and our foray into new business segments in recent years, we have been
able to access new geographic markets successfully. Further, we have also been able to access new
sources for procuring industrial or agricultural raw materials in India and abroad. We have also entered into
concession agreements for oil and gas exploration in India, Thailand and Egypt. We believe our diverse
geographical presence enables us to monitor and respond to global supply and demand imbalances,
identify opportunities for strategic investments and enhance strategies for substitution of suppliers.
Ø
Ability to identify new business opportunities
In addition to our trading business, we have focused on new businesses, such as our power generation and
transmission, coal mining, oil and gas exploration, and property development businesses. We have also
entered into joint ventures and strategic alliances with leading market players to grow our businesses.
We continually seek to identify and enter into business activities that we consider to be high growth
businesses, such as infrastructure and energy businesses.
25
Annual Report // 2009 - 2010
Ø
Proven Project Management and Execution Skills
We have a strong track record in the successful development and execution of projects over a wide range of
industries. We believe that our access to financing sources, partners and industry expertise enables us to
identify and value new projects effectively, assess risks and compare evaluation results against our
experience. Further, we believe that our expertise in the successful execution of projects provide us with a
significant competitive advantage.
Ø
Focus on high value businesses
We will continue to focus on and seek to enter higher value businesses, which we believe present attractive
opportunities and enable us to reduce our exposure to the cyclicality of the commodities trading business.
We are actively focused on becoming a diversified infrastructure player.
Risk taking is intrinsic to business growth. The Company operates in diversified businesses, on its own
and /or through subsidiaries, joint ventures and associates. These various businesses, include power
generation and transmission, coal mining, coal and power trading, gas distribution, oil and gas exploration,
bunkering, real estate development, production and sale of edible oils, storage, supply and trading of
agricultural products and metals and mineral trading. Consequently, the management requires
considerable expertise in managing businesses. The ability of the Company to benefit from developments
in the various sectors and other future growth will depend upon a number of factors, several of which are
beyond Company's control.
The Company's trading operations are international in nature. These international operations involve
additional risks, including the possibility of restrictive actions by foreign governments, changes in foreign
laws; limitations on repatriation of earnings; changes in currency exchange rates; local sabotage;
nationalisation and expropriation risks; loss of contract rights; and political and economic instability, war
and civil disturbances or other risks that may limit or disrupt markets in which the Company operates.
The Company has a well – defined system of identifying and mitigating risks. Risk identification process
starts at the departmental level. Risks identified at the departmental level are collated in the Company level
risk register for review and discussion by the Management. On the basis of discussion and review, risk
ratings and mitigation plans are finalised and documented in Risk Register. For each key risk, responsibility
is assigned to the concerned department head. Risk Register containing key risks, mitigation plan and
responsibility assigned for the risks is presented to the Audit Committee for review and discussion.
This process ensures that the Company is cognizant of possible risks and builds resilience to address the
same.
The Company is committed to ensure a comprehensive internal control structure across its operations to
ensure that all assets are adequately safeguarded and protected against loss from unauthorized use or
disposition. The Company has already established a full fledged operational Internal Audit Department,
which is headed by Head – Internal Audit and assisted by a team of highly qualified professionals.
The Department closely monitors and evaluates the efficacy and adequacy of internal control systems,
their compliance with operating systems and accounting procedures and policies at all Company's
26
Annual Report // 2009 - 2010
locations including its subsidiaries. The Company has also successfully implemented SAP system for
every possible area of deployment. SAP is the most suitable Enterprise Resource Planning software, which
provides for availability of robust information and can be operated from anywhere in the world. Apart from
this, the Company has established well defined written policies and processes across the organization
covering all major activities including authority for approvals. In all cases where monetary decision is
involved, various limits and authorities are in place.
Structured management information and reporting system together with exhaustive budgetary control
process for all major operational activities from part of overall control mechanism to ensure that requisite
information related to operations is being reported and is available for control and review.
Findings of internal audit reports and effectiveness of internal control measures is reviewed by top
management and Audit Committee of the Board.
Details of various milestones achieved and financial performance of the Company with respect to
operational performance are as under :
Ø
Sales & Operating Earnings
During the year under review, the Company has recorded Sales and Operating Earnings on
standalone and consolidation basis to the tune of Rs. 11,584.78 Crores and Rs. 25,889.87 Crores
respectively as compared to Rs. 11,575.05 Crores and Rs. 26,258.28 Crores respectively in the
previous year.
26258.28
25889.87
19609.71
Rs. In Crores
16949.06
15005.34
12341.48
YEAR
27
Annual Report // 2009 - 2010
Ø
Fixed Assets (Net Block) :
st
The Net Block of the Company on standalone and consolidation basis as at 31 March, 2010 was Rs. 160.64
Crores and Rs. 4577.28 Crores respectively as compared to Rs. 210.08 Crores and Rs. 1918.46 Crores
respectively as at 31st March, 2009.
FIXED ASSETS (CONSOLIDATED)
5,500.00
4,960.33
5,000.00 4,577.28
4,500.00
4,000.00
Rs. In Crores
3,500.00
3,000.00
2,500.00 2,130.52
1,918.46
2,000.00
1,500.00
927.54
1,000.00 812.20
465.40
500.00 64.61 161.15 414.08
50.22 140.09
-
2004-05 2005-06 2006-07 2007-08 2008-09 2009-10
Year
Gross Block Net Block
Ø
Profits and profitability
During the year, the Company generated earnings before interest, depreciation, tax and after prior period
adjustments & exceptional items (EBIDTA) of Rs. 605.75 Crores on standalone and Rs. 1722.54 Crores on
consolidation basis as compared to Rs. 604.31 Crores and Rs. 1016.64 Crores respectively as at
31st March, 2009. Net profit of the Company on standalone and consolidation basis was Rs. 254.41 Crores
and Rs. 919.30 Crores respectively as compared to Rs. 326.43 Crores and Rs. 504.65 Crores respectively
during the previous year. Earnings per share (EPS) of the Company on standalone and consolidation basis
st
as on 31 March, 2010 are Rs. 5.13 and Rs. 18.55 respectively on face value of Re. 1 each.
1,500.00
Rs. In Crores
1,016.64
1,000.00 919.30
754.66
474.39 504.65
500.00 369.75
317.55
215.55
121.58 134.58 173.28
-
2004-05 2005-06 2006-07 2007-08 2008-09 2009-10
YEAR
Operating Profit Net Profit
28
Annual Report // 2009 - 2010
The Management is pleased with the financial milestones achieved by the Company during the year under
review and confident of achieving bright growth in the years to come.
The Company believes that a motivated, qualified and skilled employee base is key to our competitive
advantage. The Company through its participative work environment, skill development activities and
values of commitment, integrity, passion, seamlessness and speed ensures a healthy relationship with its
employees at all levels. Our consistent growth firmly establishes our remarkable team, their potential and
capabilities to deliver. The Company involves its employees at all level in personal development
programmes and provides the requisite training at regular intervals.
Our personnel policies are aimed towards recruiting talented employees, facilitating their integration into
our organization and encouraging the development of their skills and expertise. We believe that the skills
and diversity of our employees gives us the flexibility to adapt to the challenging needs of our diverse
businesses.
Cautionary Note
The statements in this Report describing the Company's objectives, projections, estimates, and
expectations may constitute “forward looking statements” within the meaning of applicable laws and
regulations. Forward looking statements are identified in this report, by using the words “anticipates”,
“believes”, “expects”, “intends” and similar expressions in such statements.
Although we believe that our expectations are based on reasonable assumptions, these forward-looking
statements may be influenced by numerous risks and uncertainties that could cause actual outcomes and
results to be materially different from those expressed or implied.
The Company assumes no responsibility to publicly amend, modify or revise any forward-looking
statements on the basis, of any subsequent developments, information or events etc.
**********
29
Annual Report // 2009 - 2010
ANNEXURE IV
CORPORATE GOVERNANCE REPORT
The status of implementation of Clause 49 of the Listing Agreement with the Stock Exchanges on
Corporate Governance in your Company is as under:
A. MANDATORY REQUIREMENTS
Your Company is committed to the adoption of best corporate governance practices and its adherence in
the true spirit, at all times. Adani Enterprises Ltd. (AEL) being a flagship Company of Adani Group adheres
to best corporate governance practices and is constantly striving to better them and adopt emerging best
practices. By combining ethical values with business acumen, globalization with national interests and core
business with emerging business, the Company aims to be amongst the largest and most respected global
corporations. The Company believes that good Corporate Governance means creation of an environment
which ensure accountability, fairness, transparency and integrity at all levels and provide framework for
better performance and greater ability to compete successfully in a globalised business arena and
maximizing value for all its stakeholders, employees, customers, government, lenders and society at large.
The Company will continue to focus its resources, strengths and strategies to achieve its vision of
becoming a truly global Company, while upholding the core values of excellence, integrity, responsibility,
unity and understanding, which are fundamental values of the Adani Group.
Your Company has complied with the Corporate Governance Code enriched in Clause 49 of the Listing
Agreement.
2. BOARD OF DIRECTORS
The Members of the Board are from diversified backgrounds and have varied expertise and considerable
experience in their respective fields.
The Company's policy is to maintain optimum combination of Non-Executive Directors. The Non-Executive
Directors with their diverse knowledge, experience and expertise bring in their independent judgment in the
deliberations and decisions of the Board.
Your Company has a balanced Board, comprising of Executive and Non-Executive Directors which
includes independent professionals.
As on 31st March, 2010, the Board of Directors of your Company comprises of Nine Directors of which six
Directors (67% of the total board strength) are Non Executive. Mr. Gautam S. Adani is the Executive
Chairman of the Company. Hence, as per the provisions of Clause 49 of the Listing Agreement, at least half
of the Board should comprise of independent directors. Out of total Nine Directors of the Company, five
(56% of the total board strength) are Independent Directors. As on date, the composition of the Board is in
conformity with the provisions of the Corporate Governance Code of the Listing Agreement.*
30
Annual Report // 2009 - 2010
Board Procedure
The Board meets atleast once a quarter, inter alia to review the quarterly performance and the financial
results. The Board meetings are generally scheduled well in advance and the notice of each Board Meeting
is given in writing to each Director. The Company Secretary in consultation with the concerned person in the
senior management finalizes the agenda, which is distributed to the Board members in advance before the
meetings. All the Agenda Items are also circulated well in advance and detailed presentations on all Agenda
Items are made regularly. The Board is also free to recommend the inclusion of any matter for discussion in
consultation with the Chairman.
The information as specified in Annexure 1A to Clause 49 of the Listing Agreement is regularly made
available to the Board.
To enable the Board to discharge its responsibility effectively, the members of the Board are briefed at every
Board Meeting on the overall performance of the Company. Senior Management officials are invited to
attend the Board Meetings so as to provide additional inputs to the items being discussed by the Board.
The Boards' role, functions, responsibility and accountability are clearly defined. In addition to matters
statutorily requiring Boards' approval, all major decisions involving policy formulation, strategy and
business plans, annual operating and capital expenditure budgets, new investments, details of joint
ventures, compliance with statutory / regulatory requirements, major accounting provisions and write-offs
are considered by the Board.
The Minutes of the Board Meetings are circulated in advance to all Directors and confirmed at subsequent
Meeting. The Minutes of Audit Committee and other Committees of the Board are on regular basis noted by
the Board at its meeting.
The Board also reviews periodically the compliance status of all the applicable laws. All the decisions are
taken after detailed discussions by the Board Members at the meetings. The members of the Board have
complete freedom to express their views and have unfettered and complete access to information in the
Company.
During the financial year 2009-10, four meetings of the Board were held on 20th May, 2009, 30 July, 2009,
th
30th October, 2009 and 27th January, 2010. The time gap between two meetings did not exceed four months.
The Board Meetings are generally held in Ahmedabad.
The composition of the Board as on date, attendance at Board Meetings and Last Annual General Meeting,
the changes during the year under review and Directorship / Committee positions in other Companies are
as follows:
31
Annual Report // 2009 - 2010
Name of Director Category No. of Attendance No. of No. of Board
Board at the AGM other Committees2 (other
Meetings held on Director than AEL) in which
attended August 31, ships1 Chairman / Member.
(out of 4 2009. held
Meetings (other
held) than
AEL) Chairman Member
Notes : 1. The Directorships held by the Directors, as mentioned above excludes alternate directorships,
directorships in foreign Companies, Companies under Section 25 of the Companies Act, 1956
and Private Limited Companies, which are not the subsidiaries of Public Limited Companies.
3. As on 31st March, 2010, none of the Directors of the Company were related to each other except
Mr. Rajesh S. Adani, Managing Director and Mr. Vasant S. Adani, Director being brothers of
Mr. Gautam S. Adani, Chairman.
32
Annual Report // 2009 - 2010
None of the Directors on the Board is a Member of more than 10 Committees or a Chairman of more than 5
Committees (as specified in Clause 49), across all the Companies in which he is a Director. All the Directors
have intimated periodically necessary disclosures regarding holding of Directorships and Committee
positions held by them in other Companies and none of the Directors of the Company holds the office of
Director in more than 15 Companies.
Brief details of the Directors proposed to be appointed / re-appointed are annexed to the Notice convening
the Annual General Meeting.
In terms of the provisions of the Companies Act, 1956 and Clause 49 (Corporate Governance code) of the
Listing Agreement, the Board of Directors has constituted 3 committees of the Board viz.
· Audit Committee
· Remuneration Committee and
· Shareholders’ / Investors’ Grievance Committee
The Committees comprise of experienced members of the Board who ensure implementation of good
Corporate Governance.
A. Audit Committee
The Board of Directors of the Company had constituted an Audit Committee at its meeting held on
27th January, 2001. The composition of the Audit Committee meets the requirements of Section 292A of the
Companies Act, 1956 and Clause 49 of the Listing Agreement. As on date, the Audit Committee consists of
three Non Executive and Independent Directors as under:
In addition to the members of the audit committee, the Internal Auditors, Statutory Auditors and
Chief Financial Officer are permanent invitees to Audit Committee. The Committee also invites such other
senior executives of your Company as it considers appropriate. Mr. Parthiv Parikh, Asst. Company
Secretary acts as a Secretary to the Audit Committee.
33
Annual Report // 2009 - 2010
Terms of Reference
The role and terms of reference of Audit Committee are as per the Clause 49 of the Listing Agreement and
Section 292A of the Companies Act, 1956 and also and other terms as may be referred by the Board of
Directors, which interalia, include overseeing financial reporting process, reviewing periodical financial
results, financial statements, internal control and internal audit systems, accounting policies and practices,
related party transactions, performance of Internal and Statutory Auditors and fix their remuneration,
adequacy of Internal audit function, discussions with Internal and Statutory Auditors about audit
qualifications, if any, review compliance of listing agreements and other requirements of the Company.
The Committee also reviews the risk factors, mitigation plan and responsibility assigned for the risks.
The Committee also gives directions to the management in areas that needs to be strengthened.
As a part of good corporate governance practice, the Audit Committee also reviews the risk factors and
project reports of Subsidiary Companies.
During the financial year, the Audit Committee met four times on 20th May, 2009, 30th July, 2009,
th th
30 October, 2009 and 27 January, 2010.
Minutes of the Audit Committee are circulated and reviewed at the subsequent Board Meetings.
The Chairman of the Committee was present at the last Annual General Meeting of the Company held on
31st August, 2009.
B. Remuneration Committee
The Remuneration Committee was constituted on 23rd June, 2001. During the financial year 2009-10,
one meeting of remuneration committee was held on 27th January, 2010.
34
Annual Report // 2009 - 2010
The composition of the Committee and attendance during the year under review at meetings is as given
below:
Terms of reference:
Øto recommend to the Board the terms of appointment and remuneration payable to the
Executive Director(s) including Commission, revision in salary based on evaluation of their
performance as well as Company's performance subject to such consents & permissions as
may be required.
The terms of reference of the Committee is as per the provisions of the Companies Act, 1956 and
Clause 49 of the Listing Agreement with stock exchanges.
Remuneration Policy
The remuneration by way of commission to the Non-Executive Directors is decided by the Board of
Directors and distributed to them based on their contribution and attendance at the Board and Committee
meetings. The members had, at the Annual General Meeting held on 29th July, 2006, approved the payment
of remuneration by way of commission to the non-executive and independent Directors of your Company,
in accordance with and up to the limits laid down under the provisions of Section 309(4) of the Act,
computed in the manner specified in the Act, for a period of 5 years from the financial year commencing
from 1st April, 2006, in such manner and up to such extent as the Remuneration Committee / Board may,
from time to time determine in addition to sitting fees being paid to them for attending the meeting of the
Board and its committees.
35
Annual Report // 2009 - 2010
Looking to the increase in the responsibilities, time devoted and contribution made by the non executive
and independent Directors, the board has approved the payment of commission upto Rs. 3 Lacs per
quarter to Dr. Pravin P. Shah, Dr. A.C. Shah, Mr. Jay H. Shah and Mr. Yoshihiro Miwa, Non Executive and
independent Directors in addition to sitting fees being paid to them for attending the meetings of Board and
its Committees.
The Non-Executive and Independent Directors of your Company are being paid an amount of Rs. 10,000/-
as sitting fees for attending each meeting of Board and Committee(s) thereof viz. Audit Committee,
Shareholders / Investors Grievance Committee and Remuneration Committee. Executive and Promoter
group Directors are not being paid sitting fees for attending meetings of the Board of Directors and its
committees. Other than sitting fees and commission paid to non executive Directors, there were no material
pecuniary relationships or transactions by your Company with the Non Executive and Independent
Directors of your Company.
The details of sitting fees and commission paid to Non Executive and Independent Directors for the
Financial Year 2009-10 are as under:
(Rs. in Lacs)
Name(s) Sitting Fees paid during Commission Total No. of Shares
FY 2009 -10 held as on
Board Committee 31st March,
Meeting Meeting 2010.
Dr. Pravin P. Shah 0.30 0.30 12.00 12.60 6000
Dr. A.C. Shah 0.30 0.70 12.00 13.00 NIL
Mr. Jay H. Shah 0.40 0.90 12.00 13.30 21000
Mr. Yoshihiro Miwa 0.10 N.A. 12.00 12.10 NIL
Mr. Anil Ahuja 0.30 N.A. N.A. 0.30 NIL
Mr. Tatsuo Fuke* 0.10 N.A. N.A. 0.10 NIL
The present remuneration structure of Executive Directors comprises of fixed salary, commission and other
perquisites. The said Remuneration has been duly approved by the Board and is as per the resolutions
passed at the respective meetings of the Remuneration Committee, Board of Directors and Annual General
Meetings at the time of fixation / revision. Details of the remuneration paid / payable to them during the year
2009-10 are as under:
36
Annual Report // 2009 - 2010
(Rs. in Crores)
Name(s) & Salary Perquisites & Commission* Incentive Total
Designation(s) Allowances Remuneration
Mr. Gautam S. Adani 1.27 0.15 0.50 Nil 1.92
Executive Chairman
* Payable in FY 2010-11
** Appointed w.e.f. 27th January, 2010.
There is no separate provision for payment of severance fees under the resolutions governing the
appointment of Executive Chairman, Managing Director and Executive Director.
Your Company has not granted stock options to the Managing / Executive Directors or Employees.
The aforesaid Executive Directors, so long as they function as such shall not be entitled to any sitting fees
for attending any meetings of Board or Committees thereof.
The Board of Directors review the Minutes of the Remuneration Committee Meetings at subsequent Board
Meetings.
In order to ensure quick redressal of the complaints of the stakeholders, your Company has in due
compliance with Clause 49 of the Listing Agreement constituted a Shareholders' / Investors' Grievance
Committee. The Shareholders'/Investors' Grievance Committee of the Board of Directors has been
functioning since June, 2001.
During the year 2009-10, four meetings of Shareholders' / Investors' Grievance committee were held on
20th May, 2009, 30th July, 2009, 30th October, 2009 and 27th January, 2010. The composition of
Shareholders' / Investors' Grievance committee as on March 31, 2010 and the details of meetings attended
by its members are as follows :
37
Annual Report // 2009 - 2010
Sr. Name(s) Category Number of Meetings during
No. the year 2009-10
Held Attended
1. Mr. Jay H. Shah Independent, 4 4
Chairman Non -Executive
2. Mr. Vasant S. Adani Non-Independent, 4 4
Director Non -Executive
3. Dr. A.C. Shah Independent, 4 3
Director Non -Executive
Mr. Parthiv Parikh, Asst. Company Secretary acts as a Secretary to the Committee and also designed as
the compliance officer of the Company as per the requirement of Listing Agreements.
The Minutes of the Shareholders’/Investors’ Grievance Committee are reviewed by the Board of Directors
at the subsequent Board Meeting.
Terms of Reference:
This committee has been formed with a view to undertake the following :
ØTo look into the redressal of investors' grievances including related to transfer / transmission of
shares and ensure expeditious share transfer process, non-receipt of declared dividends,
dematerialization / rematerialization of shares, issuance of duplicate share certificates etc.
ØThe committee also reviews the performance of the Company's Registrar & Transfer Agent (R & TA)
and their system of dealing with and responding to correspondences from all categories of
shareholders and statutory authorities and the responses thereto.
The terms of reference of the committee cover the matters specified under Clause 49 of the Listing
Agreement with Stock Exchanges.
As a part of good corporate governance practice, your Company places before the committee a certificate
of practicing Company Secretary certifying the details of complaints received and their disposal every
quarter.
During the year, 257 complaints were received from the shareholders and were resolved to their
satisfaction. There was no unattended or pending investor grievance as on March 31, 2010.
38
Annual Report // 2009 - 2010
Share Transfer Committee
The Board of Directors has delegated the power of approving transfer/transmission of shares, issue of
duplicate share certificates and other related formalities to the Share Transfer Committee comprising of
Mr. Gautam S. Adani, Executive Chairman, Mr. Rajesh S. Adani, Managing Director and Mr. Vasant S.
Adani, Director of your Company.
The meetings of the said committee are held once in a fortnight. The Board of Directors review the Minutes
of such Committee at subsequent Board Meeting.
No requests for share transfers are pending as on 31.03.2010 except those that are disputed and /or
sub-judiced.
Investor Services
M/s. Sharepro Services (India) Pvt. Ltd. have been appointed as new Registrar & Share Transfer Agent of
the Company in place M/s. Pinnacle Share Registry Pvt. Ltd. They have adequate infrastructure and VSAT
connectivity with both the depositories, which facilitate better and faster services to the investors.
Location, day, date and time of Annual General Meetings held during last three years as under:
39
Annual Report // 2009 - 2010
Details on Extraordinary General Meetings (EGMs) held in the last three years:
No Extra Ordinary General Meetings were held during the year 2008-09.
Postal Ballot
Details of voting by means of postal ballot process conducted during the year under review for
seeking approval of the shareholders are as under:
40
Annual Report // 2009 - 2010
The postal ballot process was carried out as per the procedure laid down in terms of Section 192A of the
Companies Act, 1956 read with the Companies (Passing of the Resolution by Postal Ballot) Rules, 2001.
All the above said Resolutions were declared passed through requisite majority. Mr. Rohit Choksi, an
eminent Practicing Chartered Accountant was appointed as a Scrutinizer for conducting the aforesaid
postal ballot process.
No Special Resolution is proposed to be passed by the Postal Ballot at the ensuing Annual General
Meeting.
5. SUBSIDIARY COMPANIES
Your Company does not have a material non-listed Indian Subsidiary Company hence, it is not mandatory
to have an independent Director on the Board of such subsidiary Company.
The financial statements including investments made by the unlisted subsidiaries were placed before and
reviewed by the Audit Committee of your Company. The minutes of all the subsidiary Companies (including
off-shore subsidiaries) are being placed before the Board for its review.
The Board of Directors of your Company, reviewed periodically, the statement of all significant transactions
and arrangements entered into by the unlisted subsidiary Company. The risk factors and project reports of
the Subsidiary Companies are also reviewed by the Audit Committee of your Company.
100%
100% 100%
80%
% OF DIVIDEND
60%
60%
45%
45%
40% 40%
40%
30% 30%
20%
0%
2001-02 2002-03 2003-04 2004-05 2005-06 2006-07 2007-08 2008-09 2009-10
(Proposed)
YEAR
7. OTHER DISCLOSURES
No transaction of material nature has been entered into by your Company with any related parties
as per Accounting Standard that may have any potential conflict with the interests of your Company.
The Register of Contracts containing the transactions in which Directors are interested is being
placed before the Board regularly for its approval. The transactions with Related Parties
are disclosed in Note 32 of Schedule 20 to the Financial Statements of the Annual Report.
The Audit Committee review the related party transactions undertaken by your Company in the
ordinary course of business.
There were no instances of non-compliance by your Company on any matters related to various
capital markets or penalties / strictures imposed on your Company by the Stock Exchange or SEBI
or any statutory authority during the last 3 financial years.
c) Code of Conduct
The Board of Directors has adopted the Code of Conduct for Directors and senior management
personnel and the same has been placed on the Company's website. The Code has been circulated
to all the members of the Board and senior management personnel and the compliance of the same
is affirmed by them annually.
42
Annual Report // 2009 - 2010
The Managing Director has confirmed the compliance of code of conduct and as required under sub
clause I (D) of clause 49 of the listing agreement given a declaration as under :
“In accordance with sub-clause I (D) of Clause 49 of the Listing Agreement with the
Stock Exchanges, I hereby confirm that, all the Directors and the Senior Management
Personnel of the Company have affirmed compliance with the code of conduct
applicable to them, for the year 2009-10."
Place : Ahmedabad Rajesh S. Adani
Date : 14th May, 2010. Managing Director
d) CEO / CFO Certificate
As per the requirements of Clause 49 VII of the Listing Agreement, the Managing Director and the
Chief Financial Officer (CFO) of your Company have furnished the requisite certificate to the Board
of Directors of your Company. They have also provided quarterly certificates on financial results
while placing the same before the Board pursuant to clause 41.
e) OTHERS
In the preparation of the financial statements, the Company has followed the Accounting Standards
issued by the Institute of Chartered Accountants of India. The significant accounting policies
applied in preparation and presentation of financial statements has been set out in Schedule 20
forming part of the financial statements.
The Company has laid down procedure to inform the Board Members about the risk assessment
and minimization procedure covering the entire gamut of business operations of the company and
the same have been reviewed by the Board during the year.
The designated Senior Management Personnel of the company have disclosed to the Board that
no material, financial and commercial transactions have been made during the year under review in
which they have personal interest, which may have a potential conflict with the interest of the
Company at large.
8. MEANS OF COMMUNICATION
a) Financial Results :
The annual, half-yearly and quarterly results were published in the following newspapers:
Financial Results for the quarter ended Newspapers
th
30 June, 2009 Business Standard (English) and Loksatta Jansatta (Gujarati)
30th September, 2009 Indian Express (English) and Financial Express (Gujarati)
31st December, 2009 Indian Express (English) and Financial Express (Gujarati)
st
31 March, 2010 Indian Express (English) and Financial Express (Gujarati)
b) Your Company intimates to Stock Exchanges all price sensitive and other informations which are
material and relevant to the shareholders
c) Management Discussion and Analysis Report is attached with the Directors Report in this
Annual Report.
43
Annual Report // 2009 - 2010
44
Annual Report // 2009 - 2010
Foreign Currency Convertible Bonds (FCCBs) :
The Shares of your Company are traded compulsorily in Demat Segments. The ISIN No. allotted to your
Company's Equity Shares under the depository system is INE423A01024.
Annual Issuer charges for the year 2010-2011 have been paid to the above depositories.
F. Market Price Data : High, Low during each month in financial year 2009-10.
Monthly share price movement during the year 2009-10 at BSE & NSE :
BSE (In Rs.) NSE (In Rs.)
Month
High Low Volume High Low Volume
Pre Bonus
April 462.40 270.00 2059834840 463.40 267.10 2504459565
May 676.65 408.00 1641792005 674.95 406.50 2209810494
June 865.30 658.00 1805106086 868.95 658.00 4031197848
July 858.90 663.00 3198863643 859.85 661.40 4030570938
August 842.00 680.05 999355171 842.20 670.00 1513699313
September 723.90 622.00 554937391 725.00 618.40 1217025566
October 760.00 633.00 1161383150 758.00 630.00 2511218758
November 965.00 707.00 1422304512 959.90 714.00 2868254470
December 868.00 755.00 284806949 857.80 423.00 843743288
Post Bonus
December 444.40 397.00 671477459 445.00 388.00 661124545
January 518.00 429.20 2295336222 519.40 430.10 3755194744
February 527.00 444.00 1705155162 525.90 437.00 2667146551
March 514.90 460.80 937821316 509.90 418.50 2127051036
Total 18738173906 Total 30940497115
Market Capitalisation 23364.92 Market Capitalisation 23392.31
as on 31.03.2010 as on 31.03.2010
45
Annual Report // 2009 - 2010
G. Performance in comparison to broad-based indices such as BSE Sensex.
PRICE SENSEX GRAPH
20,000.00 1200.00
1000.00
16,000.00
14,000.00
800.00
12,000.00
AEL SHARE PRICE
10,000.00 600.00
8,000.00
400.00
6,000.00
4,000.00
200.00
2,000.00
0.00 0.00
April, 09 May, 09 June, 09 July, 09 August, 09September, Oct, 09 Nov, 09 * Dec, 09 * Jan, 10 * Feb, 10 * Mar, 10
09
MONTHS
* Share Price adjusted due to bonus issue in the ratio of 1: 1
M/s. Sharepro Services (India) Private Limited are appointed as Registrar and Transfer Agents
(R & T) of your Company for both Physical and Demat Shares. The address is given below:
Shareholders are requested to correspond with the R & T Agent for transfer / transmission of shares,
change of address, queries pertaining to their shares, dividend etc.
46
Annual Report // 2009 - 2010
Transfer to Investor Education and Protection Fund (IEPF)
As per Section 205C of the Companies Act, 1956, the amount of dividend that remained unpaid / unclaimed
for a period of seven years is required to be transferred to the Investor Education and Protection Fund
(IEPF) administered by the Central Government. To ensure maximum disbursement of unclaimed
dividend, your Company sends reminders to the relevant investors, before transfer of dividend to the IEPF.
During the year under review, the unclaimed dividend amount for the year 2001-2002 was transferred to
the IEPF as per Section 205C of the Companies Act, 1956. The unclaimed dividend for the year 2002-03
will be transferred to the IEPF by October, 2010.
Since your Company's shares are compulsorily traded in the demat segment on stock exchanges, bulk of
the transfers take place in the electronic form.
For expediting physical transfers, the board has delegated the authority relating to transfer of shares to
Share Transfer Committee. All the physical transfers received are processed by the Registrar and Share
Transfer Agent and are approved by the Share Transfer Committee well within the statutory period of one
month. The share transfer committee meets every fortnightly for approval of the transfer, dematerialization
etc. and all valid share transfers during the year ended 31.03.2010 have been acted upon.
All share transfer and other communication regarding share certificates, change of address, dividend etc.
should be addressed to R & T Agents of your Company at the address given above.
During the year under review, following compliance certificates have been obtained by the Company from
a Practicing Company Secretary:
1. Timely transfer and dispatch of share certificates in case of physical transfer of shares
as per Clause 47 (C) of the Listing Agreement.
2. Timely dematerialization of shares and reconciliation of issued and paid up share capital
with the listed capital on the stock exchanges in terms of SEBI (Depositories and
Participants) Regulations, 1996 on a quarterly basis.
The Shares of your Company are compulsorily traded in dematerialized form. A total number of
49,72,66,495 Equity Shares of the Company constituting about 99.85% of the issued, subscribed and paid-
up share capital were in dematerialized form as on March 31, 2010. Your Company has entered into
agreements and established connectivity with both the depositories i.e. National Securities Depository
Limited (NSDL) and Central Depository Services (India) Limited (CDSL) for dematerialization of its Equity
Shares whereby shareholders have an option to dematerialize their shares with either of the depositories.
47
Annual Report // 2009 - 2010
34,01,700 Equity Shares of Re. 1 each allotted pursuant to conversion of 3,316 Foreign Currency
Convertible Bonds (FCCBs) of USD 10,000 each during the year under review were also issued in
de-materialized form.
Your Company's Equity Shares are frequently traded on the Bombay Stock Exchange Ltd. (BSE) and
National Stock Exchange of India Ltd. (NSE).
48
Annual Report // 2009 - 2010
NRIs/Foreign National, 4.87% Any other (Shares in transit), 0.05%
Indian Public, 3.79%
Private Bodies Corporates, 3.45%
Your Company had during January, 2007 issued 25000 Foreign Currency Convertible Bonds
(FCCBs) of USD 10,000 each aggregating to USD 250 million including the green shoe option of
US$ 30 million in the international market.
During the year 2009-10, 3,316 FCCBs of USD 10,000 each were converted into 34,01,700
Equity Shares of Re. 1 each. As on 31st March, 2010, 21,484 FCCBs were outstanding for
conversion, which can be converted into 3,11,51,800 Equity Shares during any time of its
th th
conversion period from 27 January, 2008 to 27 December, 2011 at the option of FCCB holders.
The shares to be issued upon conversion of FCCBs shall rank pari passu with the existing
Equity Shares in all respects.
N. Plant Locations :
Your Company is a “Five Star Export House” engaged in export/import activities and is having no
plants.
49
Annual Report // 2009 - 2010
B. NON-MANDATORY REQUIREMENTS
The non mandatory requirements have been adopted to the extent and in the manner as stated
under the appropriate headings detailed below :
a. Chairman's Office
Your Company has an Executive Chairman and hence, the need for implementing this non
mandatory requirement has not arisen.
b. Remuneration Committee
c. Shareholder rights
The quarterly / half quarterly results of your Company after being subjected to a Limited Review
by the Statutory Auditors are published in the newspapers and posted on Company's website
www.adani.in The same are also available at the sites of the stock exchanges where the shares
of the Company are listed i.e. www.bseindia.com and www.nseindia.com.
d. Postal Ballot
The provisions relating to Postal Ballot have been complied with in respect of matters as
applicable.
e. Audit Qualifications
Your Company continues to adopt best practices to ensure the regime of unqualified financial
statements.
The employees of your Company are accessible to the senior management for any counseling
or consultation and your Company has not denied any employee to access the audit committee.
All the Non-Executive Directors have rich experience and financial expertise in their functional
areas.
50
Annual Report // 2009 - 2010
Auditors' Certificate on Corporate Governance
The Members,
Adani Enterprises Limited
We have examined the compliance of conditions of Corporate Governance by Adani Enterprises Limited
for the year ended on March 31, 2010, as stipulated in clause 49 of the Listing Agreement of the said
Company with the Stock Exchange(s).
In our opinion and to the best of our information and according to the explanations given to us, and the
representations made by the Directors and the Management, we hereby certify that the Company has
complied with the conditions of Corporate Governance as stipulated in clause 49 of the above mentioned
Listing Agreement.
We further state that such compliance is neither an assurance as to the future viability of the Company nor
the efficiency or effectiveness with which the Management has conducted the affairs of the Company.
51
Annual Report // 2009 - 2010
The Board of Directors
Adani Enterprises Ltd.
Ahmedabad.
CERTIFICATON BY
We have reviewed the financial statements and the cash flow statements for the year 2009-2010 and that to
the best of our knowledge and belief:
1. These statements do not contain any materially untrue statement or omit any material fact or
contain statements that might be misleading;
2. These statements together present a true and fair view of the Company's affairs and are in
compliance with existing accounting standards, applicable laws and regulations.
3. There are, to the best of our knowledge and belief, no transactions entered into by the Company
during the year which are fraudulent, illegal or violative of the Company's code of conduct.
4. We accept responsibility for establishing and maintaining internal controls and that we have
evaluated the effectiveness of the internal control systems of the Company and we have disclosed
to the auditors and the Audit Committee, deficiencies in the design or operation of internal controls,
if any, of which we are aware and the steps we have taken or propose to take to rectify these
deficiencies.
(a) there have been no significant changes in internal control during this year.
(b) there have been no significant changes in accounting policies during this year and that the
same have been disclosed in the notes to the financial statements; and
(c) there have been no instances of significant fraud, of which we have become aware, involving
management or an employee having a significant role in the Company's internal control
systems.
PLACE : Ahmedabad
DATE : 14th May, 2010.
52
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
(i) (a) The Company has maintained proper records showing full particulars, including
quantitative details and situation of fixed assets. The same are in the process of being
updated;
(b) As explained to us, fixed assets, according to the practice of the Company, are physically
verified by the management at reasonable intervals, in a phased verification-programme,
which, in our opinion, is reasonable, looking to the size of the Company and the nature of its
business. No material discrepancies were noticed on such verification.
(c) As the Company has disposed off an insignificant part of the fixed assets during the year,
provisions of clause 4 (i)(c) of the Order are not applicable.
(ii) (a) During the year, the inventories have been physically verified by the management, except
for stocks lying with third parties, which have, however, been confirmed by them. In our
opinion, the frequency of verification is reasonable.
(b) In our opinion and according to the information and explanations given to us, the procedures
of physical verification of inventories followed by the management are reasonable and
adequate in relation to the size of the Company and the nature of its business.
(c) On the basis of our examination of the record of inventories, we are of the opinion that, the
Company is maintaining proper records of inventories. The discrepancies noticed on
physical verification of inventories as compared to book records were not material and have
been properly dealt with in the books of account.
(iii) (a) According to the information and explanation given to us, the Company had granted
unsecured loan to six Companies covered in the Register maintained under Section 301 of
the Companies Act, 1956. The maximum amount involved during the year was Rs. 1040.15
Crores and the year end balance of loans granted to such parties was Rs. 935.68 Crores.
The Company has not granted secured or unsecured loans to firms or other parties covered
in the Register maintained under Section 301 of the Companies Act, 1956.
(b) In our opinion, the rate of interest, (except the interest free loan given to two of its Wholly
Owned Subsidiary) and the other terms and conditions on which loans have been granted to
Companies listed in the register maintained under Section 301 of the Companies Act, 1956
are not, prima facie, prejudicial to the interest of the Company.
(c) The parties have repaid the principal amounts as stipulated and have been regular in the
payment of interest, where applicable and in absence of an agreement on repayment terms
and conditions, we are unable to comment about the regularity of principal payment.
(d) There is no overdue amount of loans granted to Companies listed in the Register
maintained under Section 301 of the Companies Act, 1956. Accordingly, provisions of
clause 4 (iii)(d) of the Order are not applicable.
54
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
(e) According to the information and explanation given to us, the Company has not taken any
loan secured or unsecured from Companies, firms or other parties covered in the Register
maintained under Section 301 of the Companies Act, 1956. Accordingly, provisions of
clause 4 (iii)(e) to 4(iii)(g) of the Order are not applicable.
(iv) According to the information and explanations given to us, there is an adequate internal control
system commensurate with the size of the Company and the nature of its business for the purchase
of inventory and fixed assets and for the sale of goods and services. During the course of our audit,
no major weakness has been noticed in the internal control system.
(v) (a) Based on the audit procedures applied by us and according to the information and
explanations provided by the management, we are of the opinion that the particulars of the
contracts or arrangements that need to be entered into the register maintained under
Section 301 have been so entered.
(b) In respect of transactions made in pursuance of such contracts or arrangements have been
entered into during the financial year are reasonable except in some of the transactions, for
which no comments is being made owing to the unique and specialized nature of the items
involved and absence of any comparable prices. For price justification reliance is placed on
the information and explanation given by the management.
(vi) The Company has not accepted deposits from the public within the meaning of section 58A & 58AA
of the Companies Act, 1956 or any other relevant provisions of the Act and the Rules framed there
under. We are informed that no order has been passed by the Company Law Board or National
Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal.
(vii) As per the information and explanations given to us by the management, the Company's internal
control procedures together with the internal checks conducted by the group internal audit team
during the year can be considered as an internal audit commensurate with the size and nature of its
business.
(viii) According to the information and explanations given to us, the maintenance of cost records under
Section 209(1)(d) of the Companies Act, 1956 is not applicable to the Company. Accordingly, the
provisions of Clause 4(viii) of the Order are not applicable.
(ix) (a) As explained to us, the statutory dues payable by the Company comprises of Provident
Fund, Investor Education and Protection Fund, Employees State Insurance, Income Tax,
Sales Tax/VAT, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess, Octroi, Entry Tax,
Purchase Tax, Municipal tax and other applicable statutory dues. According to the records
of the Company, the Company is generally regular in depositing undisputed statutory dues
with the appropriate authorities; however there has been delay in few cases which is not in
arrears for more than six months at the end of financial year. There are no undisputed
statutory dues as referred to above as at 31st March, 2010 outstanding for a period of more
than six months from the date they become payable.
There were no dues on account of Cess under Section 441A of the Companies Act, 1956
since the aforesaid section has not yet been made effective by the Central Government.
55
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
(b) According to the records of the Company and representation made by the Management, the
following are the disputed amounts in respect of various statutes:
Name of Statute Nature of the dues Amount Period to Forum where dispute
(Rs. in Crores) which the is pending
amount
relates
Income Tax Act, 1961 Income Tax and Interest 1.46 2001-2002 Appellate Tribunal, Ahmedabad
Income Tax Act, 1961 Income Tax and Interest 0.55 2005-2006 CIT Appeal, Ahmedabad
Income Tax Act, 1961 Withholding Tax and Interest 17.77 2008-2010 CIT Appeal, Gandhinagar
Income Tax Act, 1961 Fringe Benefit Tax 0.34 2006-2007 CIT Appeal, Ahmedabad
Income Tax Act, 1961 Income Tax and Interest 0.20 2004-2005 CIT Appeal, Ahmedabad
Income Tax Act, 1961 Income Tax and Interest 0.05 2003-2004 CIT Appeal, Ahmedabad
1988-1989 High Court of Gujarat
Income Tax Act, 1961 Income Tax 0.02
1990-1991
Sales Tax , Penalty and Dy. Commissioner
Gujarat Sales Tax Act 0.07 1999-2000
Interest Appeals, Ahmedabad
Sales Tax, Penalty and Appellate Tribunal,
Maharashtra Sales Tax 0.31 2001-2002
Interest Mumbai,Maharashtra
Maharashtra Central Sales Tax, Penalty and Appellate Tribunal,
0.69 2001-2002
sales Tax Interest Mumbai,Maharashtra
Sales Tax, Penalty and Joint Commissioner
Maharashtra sales Tax 1.03 2002-2003
Interest Appeal, Mumbai
Maharashtra Central Sales Tax, Penalty and Joint Commissioner
0.58 2002-2003
sales Tax Interest Appeal, Mumbai
Kerala VAT Tax Dy. Commissioner
Sales Tax and Interest 0.98 2005-2007
Appeals, kochin
Sales Tax, Penalty and Interest Asst.Commissioner Appeal
Rajasthan Sales Tax 2.32 2007-2008
Appellate Tribunal,
Maharashtra Sales Tax Sales Tax 31.74 2001-2003
Mumbai, Maharashtra
Customs Act, 1962 Custom Duty and Penalty 0.74 1997-1998 Supreme Court
Customs Act, 1962 Custom Duty and Penalty 0.41 1998-1999 Supreme Court
Customs Act, 1962 Custom Duty and Penalty 0.83 1999-2000 Supreme Court
Amount - With various appellate authorities
Customs Act, 1962 Custom Duty and Penalty
Unascertainable
Foreign Exchange
Penalty 4.00 1998-1999 High Court of Gujarat
Regulation Act
Customs, Excise and
Customs Act, 1962 Custom Duty and Interest 0.22 2003-2004 Service Tax appellate
Tribunal, Chennai.
Customs Act, 1962 Penalty 0.05 1998-1999 CESTAT - Ahmedabad.
Customs Act, 1962 Custom Duty and Penalty 2.31 1997-1998 CESTAT, Mumbai
1997-1998 With various Assessing &
Customs Act, 1962 Custom Duty 0.39 1999-2000 Appellate Authorities.
2000-2001
Commissioner of Income Tax
Foreign Exchange
Penalty 0.16 1997-1998 (Appeals) - V, Chennai
Regulation Act
56
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
Name of Statute Nature of the dues Amount Period to Forum where dispute
(Rs. in Crores) which the is pending
amount
relates
Commissioner of
Recovery Excess Rebate and 1998-1999
Central Excise Rules 0.61 Customs
Penalty 1999-2000
(Appeals),Salem
Commissioner of
Customs Act, 1962 Custom Duty 0.30 1997-1998 Customs,ICD,
Tuglakabad
1993-1994 Commissioner of
Customs Act, 1962 Custom Duty 0.22
1995-1996 Customs, Mumbai
Asst. Commissioner of
Customs Act, 1962 Custom Duty 0.07 2004-2005
customs, Mundra
Customs Act, 1962 Custom Duty 0.50 2006-2007 Deputy Commissioner
2004-2005 Commissioner of
Customs Act, 1962 Custom Duty 5.02
2005-2006 Customs (Appeal)
Commissioner of
Customs Act, 1962 Custom Duty 0.14 2005-2006
Customs (Appeal)
2003-2004 Commissioner of
Customs Act, 1962 Custom Duty 0.30
2004-2005 Customs, Mumbai
2006-2007 Asst. Commissioner of
Customs Act, 1962 Duty Drawback 0.31
2007-2008 Customs, Mundra
Commissioner of
Customs Act, 1962 Custom Duty 29.98 2004-2005 Customs (import),Air
Cargo, Sahar,Mumbai
(x) The Company has no accumulated losses at the end of the financial year and it has not incurred any
cash losses in the current and immediately preceding financial year.
(xi) Based on our audit procedures and on the information and explanations given by the management,
we are of the opinion that the Company has not defaulted in repayment of dues to a financial
institution, bank and debenture holders.
(xii) According to the information and explanations given to us, the Company has not granted loans and
advances on the basis of security by way of pledge of shares, debentures and other securities.
Accordingly, the provisions of Clause 4(xii) of the Order are not applicable.
(xiii) According to the information and explanations given to us, the Company is not a chit fund or a
nidhi/mutual benefit fund/society. Accordingly, the provisions of clause 4(xiii) of the order are not
applicable.
(xiv) In respect of dealing in securities and other investments, in our opinion and according to the
information and explanations given to us, proper records have been maintained of the transactions
and contracts and timely entries have been made therein. All investments at the end of the year are
held in the name of the Company and its nominees, wherever required.
(xv) In respect of guarantees given by the Company for loans taken by others from banks, the terms and
conditions are prima facie not prejudicial to the interest of the Company.
(xvi) To the best of our knowledge and as explained, the term loans raised during the year have been
applied for the purpose for which they were raised.
57
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
(xvii) According to the Cash-flow statement and other records examined by us and the information and
explanations given to us, on an overall basis, funds raised on short term basis have not, prima facie,
been used during the year for long term investment except permanent working capital.
(xviii) The Company has not made any preferential allotment of shares to parties and Companies covered
in the Register maintained under Section 301 of the Companies Act, 1956. Accordingly, the
provisions of Clause 4(xviii) of the Order are not applicable.
(xix) According to the information and explanations given to us, during the period covered by our audit
report, the Company has not issued any debentures. The Company has created securities or
charge in respect of secured debentures issued in earlier years.
(xx) During the year, the Company has not raised money by way of public issue. Accordingly, the
provisions of Clause 4(xx) of the Order are not applicable.
(xxi) Based upon the audit procedures performed and information and explanations given by the
management, no fraud on or by the Company were reported or noticed, except the fact that
complaint is filed alleging evasion of customs duty in sum of Rs.1.07 Crores.
58
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
BALANCE SHEET AS AT 31st MARCH, 2010 (RS. IN CRORES)
PARTICULARS SCHEDULE AS AT 31-03-2010 AS AT 31-03-2009
A SOURCES OF FUNDS :
I. SHAREHOLDERS' FUND
(A) Share Capital 1 49.80 24.66
(B) Reserves & Surplus 2 1,920.30 1,618.45
1,970.10 1,643.11
B APPLICATION OF FUNDS :
I. FIXED ASSETS 5
(A) Gross Block 203.38 253.07
(B) Less : Depreciation 42.74 42.99
(C) Net block 160.64 210.08
(D) Capital Work-In-Progress 31.61 11.92
(E) Capital Advance 19.35 6.96
211.60 228.96
A INCOME :
B EXPENDITURE :
Profit for the year before Prior Period Adjustments & Exceptional items 282.94 377.80
(Less)/Add : Prior Period Adjustment (1.04) 0.83
Add/(Less) : Exceptional items (net) 5.85 (4.02)
APPROPRIATIONS :
Proposed Dividend on Equity Shares 49.80 24.67
Tax on Dividend (including surcharge) 8.27 4.19
Transfer to General Reserve 50.00 50.00
Transfer to Debenture Redemption Reserve - 10.00
60
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
CASH FLOW STATEMENT FOR THE YEAR ENDED 31st MARCH, 2010 ( Rs. In crores )
Particulars 2009-2010 2008-2009
A CASH FLOW FROM OPERATIONS
Net Profit before tax 287.75 374.60
Adjustment for:
Depreciation / Amortization 12.76 12.08
Interest / Dividend from investments (1.70) (1.73)
Provision for Diminution of Investment 0.29 0.83
Unrealised Exchange Rate Difference (46.96) 139.53
Loss on sale of investment - 4.04
Income From Mutual Fund/profit on sale of Investment (4.91) (7.23)
Loss/(Profit) on sale of fixed assets (Net) (2.54) 0.24
Bad debts / Provision for doubtful debts, loans & advances 10.77 46.33
Interest Expenses 300.10 417.72
Interest Income (140.10) (198.66)
Exceptional Items (Net) (5.85) 4.02
121.86 417.17
Operating Profit before working capital changes 409.61 791.77
Adjustment for:
Trade & other receivables 342.81 (500.74)
Inventories 65.65 583.09
Loans & Advances (1323.09) 784.62
Trade Payables 141.36 (508.30)
(773.27) 358.67
Cash generated from operations (363.66) 1150.44
Direct tax (paid) / refund (44.29) (44.30)
Net cash from operating activities (407.95) 1106.14
As per our attached report of even date. For and on behalf of the Board
For DHARMESH PARIKH & CO., GAUTAM S. ADANI RAJESH S. ADANI
Chartered Accountants Chairman Managing Director
SCHEDULE : 1
SHARE CAPITAL
AUTHORISED
100,00,00,000 (Previous year 50,00,00,000) 100.00 50.00
Equity Shares of Re. 1/- (Previous Year Re. 1/-) each
SCHEDULE : 2
1 GENERAL RESERVE
As per last balance sheet 561.32 495.32
Add : Transferred during the year from Profit & Loss Account 50.00 50.00
Add : Transferred from Debenture redemption Reserve 24.00 16.00
635.32 561.32
2 DEBENTURE REDEMPTION RESERVE
As per last balance sheet 24.00 30.00
Add : Created during the year - 10.00
Less :Transfer to General Reserve 24.00 16.00
- 24.00
3 SHARE PREMIUM ACCOUNT
As per last balance sheet 189.18 181.31
Add : Amount received on conversion of Foreign Currency Convertible Bonds 130.31 7.87
Less : Bonus shares issued by capitalisation of share premium 24.80 -
294.69 189.18
SCHEDULE : 3
SECURED LOANS
SCHEDULE : 4
UNSECURED LOANS
62
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
SCHEDULE : 5 SCHEDULES 1 TO 13 FORMING PART OF THE BALANCE SHEET AS AT 31st MARCH, 2010
FIXED ASSETS : (Rs. in Crores)
GROSS BLOCK DEPRECIATION NET BLOCK
Sr.No. PARTICULARS Additions Deductions As at Provided for the Deductions As at As at As at
As at 1-4-2009 As at 1-4-2009
during the year during the year 31-03-2010 year during the year 31-03-2010 31-03-2010 31-3-2009
A Tangible
1 Land 17.06 0.13 0.16 17.03 0.00 0.00 0.00 0.00 17.03 17.06
2 Building
Office Building 40.23 2.37 0.30 42.30 4.00 0.89 0.02 4.87 37.44 36.22
Factory Building 3.06 0.70 0.00 3.76 0.06 0.11 0.00 0.17 3.59 3.00
3 Plant & Machinery 91.94 6.46 71.66 26.74 11.25 3.91 10.77 4.39 22.35 80.70
4 Furniture & Fixtures 17.60 4.39 0.14 21.85 5.68 1.65 0.03 7.30 14.56 11.92
5 Electrical Fittings 5.59 2.38 0.01 7.96 1.20 0.67 0.00 1.87 6.09 4.38
6 Office Equipment 10.98 5.42 0.11 16.29 2.56 0.59 0.02 3.12 13.17 8.42
7 Computer Equipments 9.80 2.17 1.20 10.77 5.65 1.20 0.63 6.22 4.55 4.15
8 Vehicles 12.03 2.31 2.52 11.82 4.45 1.07 1.51 4.01 7.81 7.58
9 Air Craft 14.26 0.00 0.00 14.26 3.43 0.80 0.00 4.23 10.03 10.83
10 Ship 27.46 0.00 0.00 27.46 3.33 1.37 0.00 4.70 22.76 24.13
(A) Total 250.01 26.33 76.10 200.24 41.62 12.26 12.99 40.87 159.36 208.39
B
Intangible
1 Software 3.06 0.17 0.09 3.14 1.37 0.50 0.00 1.87 1.28 1.69
(B) Total 3.06 0.17 0.09 3.14 1.37 0.50 0.00 1.87 1.28 1.69
Grand Total(A+B) 253.07 26.50 76.19 203.38 42.99 12.76 12.99 42.74 160.64 210.08
Previous Year 233.55 21.16 1.64 253.07 31.60 12.09 0.69 42.99 210.08 -
Capital Work In Progress 31.61 11.92
Capital Advances 19.35 6.96
Note : Addition to Office Buildings Includes Rs. 2.37 Crore incurred towards Leasehold Improvements,which is amortised over a period of 10 years
(RS. IN CRORES)
PARTICULARS AS AT 31-03-2010 AS AT 31-03-2009
SCHEDULE : 6
INVESTMENTS -
IV OTHERS
1) 3,77,02,278 (3,77,02,278) Equity Shares of Adani Wilmar Ltd of Rs. 10/- each 157.74 157.74
2) 20,000 (20,000) Equity Shares of Kalupur Commercial Co-op. Bank of Rs. 25/- each 0.05 0.05
3) 31,50,000(31,50,000) Equity Shares of Adani Welspun Exploration Ltd of Rs.10/- each 10.95 10.95
4) 3,70,000 (3,70,000 ) Equity Shares of Parsa Kente Collieries Ltd of Rs 10/- each 0.37 0.37
5) 3,52,000 (3,52,000) Equity Shares of Mundra SEZ Textile & Apparel Park Pvt Ltd of Rs. 10/- each. 0.35 0.35
6) 3,61,08,450 (3,61,08,450) 0% Optionally Fully Convertible Preference Shares of Adani Wilmar Ltd. of Rs.10/- each. 36.11 36.11
7) 12,50,000 (12,50,000 ) Equity Shares of Indian Energy Exchange Ltd of Rs. 10/- each. 1.25 1.25
63
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
st
SCHEDULES 1 TO 13 FORMING PART OF THE BALANCE SHEET AS AT 31 MARCH, 2010
(RS. IN CRORES)
PARTICULARS AS AT 31-03-2010 AS AT 31-03-2009
(B) SHORT TERM INVESTMENTS
I INVESTMENT IN BONDS (QUOTED)
2 ( 2 ) Bond of 7.49% GOI 2017 of Rs.5,00,00,000/- each 11.01 11.01
Less : Provision for diminution in value (1.12) (0.83)
9.89 10.18
II INVESTMENTS IN MUTUAL FUNDS (UNQUOTED)
1) 43,348,755.501 (75,503,609.073) units of Reliance Liquidity Fund of Rs.10/- each
60.07 100.00
2) 16,268,068.626 (5,674,241.779) Units of HDFC Liquid Fund of Rs.10/- each
30.02 10.00
3) Nil (7,248,793.076) Units of Principal Mutual Fund of Rs 10/- each
- 10.00
4) 13,893,279.009 (3,624,633.006) Units of J M High Liquidity Fund of Rs 10/- each
20.00 5.00
5) 31,128,633.1592 (10,798,902.831) Units of SBI premier liquid fund of Rs 10/- each
45.02 15.00
6) Nil (9,332,188.585) Units of LICMF Liquid Fund of Rs 10/- each - 15.00
7) Nil (11,220,070.462) Units of Fortis overnight growth Fund of Rs 10/- each
- 15.00
8) 66,162.932 (Nil) Units UTI Liquid Cash Plan of Rs 10/- each 10.00 -
9) 1,102,488.832 (Nil) Units PRU ICICI Inst Liquidity Fund of Rs 10/- each 15.00 -
10) 5,000,000 ( Nil) AXIS equity fund-growth of Rs. 10/- each 5.00 -
11) 88,325.598 (Nil) Units Tata liquid super high inv.Fund of Rs 10/- each
15.00 -
12) 8,934,314.917 (Nil) Units IDFC cash Fund of Rs 10/- each 10.00 -
13) 13,581,789.537 (Nil) Units Birla sun life cash plus Fund of Rs 10/- each
20.00
14) 250,000.000 (Nil) Units Baroda Pioneer Psu Bond Fund of Rs 10/- each -
0.25
15) 7,918,277.296 (Nil) Units Religare Liquid Fund of Rs 10/- each 10.01 --
16) 2,611,279.684 ( Nil ) SBNPP money fund institutional of Rs 10/- each
17) 196,260.871 ( Nil ) Axis Liquid Fund -Institutional Growth of Rs. 1000/- each 5.00 -
20.00 -
18) 3,418,239.753 ( Nil ) Principal Floating Rate Fund FMP-Inst. Option of Rs. 10/- each
4.98 -
2,381.01 2,217.69
Aggregate Book Value - Quoted 870.69 10.18
- Unquoted 1,510.32 2,207.51
Aggregate Market Value - Quoted 15,186.46 10.18
*** Persuant to the order of Hon’ble High Court of Gujarat for demerger of City Gas distribution business of Adani Energy Limited with Adani Gas Limited dated 9th December, 2009, and by virtue of
Special Resolution passed by the Members in the form of Consent Letter dated 17th August, 2009, Subscribed and Paid Up Equity Share Capital of Adani Energy Limited has been reduced from
Rs.163,13,92,000/- divided in to 16,31,39,200 no of Equity Shares to Rs.1,36,12,280/- divided into 13,61,228 no of Equity Shares, resulting into reduction of investment of the Company to that
extent. Further, under the scheme of demerger the Company has been alloted Equity Shares of Adani Gas Limited 19,57,67,040 no of Equity Shares of Rs.10/- each as fully paid up Equity Shares as
per the aggreed ratio 120 Equity Shares of Adani Gas Limited for every 100 Equity Shares of Adani Energy Limited. Part of these Shares are earmarked for pledge with financial institution as collateral
security for loan taken by a subsidiary Company, however the process for pledge is under progress.
* Includes 53.14 crores Shares pledged with banks as collateral security for loans taken by a Subsidiary Company.
# Include 5.10 crores Shares pledged with banks as collateral security for loans taken by a Subsidiary Company.
## Include 15,000 Shares pledged with financial institutions as collateral security for loans taken by a Subsidiary Company.
PURCHASED AND SOLD DURING THE YEAR
( A ) MUTUAL FUND
Sr No Name of Fund Face value Nos. Cost
(Rs.) (Rs In Crores)
1 UTI Liquid Cash Plan 1,000 619,913.520 92.16
2 Reliance Liquidity Fund -Growth Option 10 4,507,338,981.271 6,125.09
3 Kotak Liquid(Institutional Premium)-Growth 10 5,425,699.516 10.00
4 Pru Icici Inst Liquidity - Super Inst Growth 10 304,773,782.182 1,163.79
5 HDFC Liquid Fund -Premium Plan- Growth 10 881,168,894.295 1,584.74
6 Principal Liquid Option-Insti Plan Growth Plan 10 1,369,675.387 2.00
7 Principal Insti.Option. Growth Plan 10 99,410,969.886 139.00
8 ING Vysya Mutual Fund 10 3,491,048.122 5.00
9 JM High Liquidity Fund Super Institutional Plan Growth (94) 10 143,124,736.374 203.27
10 SBI Premier Liquid Fund-Super Institutional Growth 10 1,130,460,264.789 1,603.84
11 LIC MF Liquid Fund-Growth Plan 10 57,647,824.447 93.00
12 Fortis Overnight -Institutional Growth 10 85,155,530.606 117.00
13 DWS Insta Cash Fund-Super Institutional Plan Growth 10 49,746,661.074 58.00
14 Tata Liquid Super High Inv.Fund-Appreciation 1,000 2,029,785.249 340.20
15 SBNPP Money Fund Institutional -Apprn 10 6,925,857.672 13.07
16 IDFC Cash Fund -Super Inst Plan C-Growth 10 219,721,900.976 243.11
17 Birla Sun Life Cash Plus 10 974,562,899.968 1,417.25
18 Birla Sun Life Saving Fund Instl.Growth 10 5,850,519.234 10.00
19 Reliance Money Manager Fund-Institutional Option-Growth Plan 1,000 611,190.309 75.00
20 Axis Treasury Advantage Fund-Growth 1,000 123,853.980 16.00
21 Baroda Pioneer Liquid Fund-Institutional Growth Plan 10 1,926,411.096 2.00
22 Bharti Axa Liquid Fund 1,000 91,777.675 10.00
23 Canara Robeco Liquid Super Instt Growth Fund 10 4,519,733.155 5.00
24 Religare Liquid Fund -Super Institutional Growth 10 36,536,919.244 46.03
25 Principal Monthly Income Plan-Growth Accumulation Plan 10 2,453,626.460 5.00
26 Axis Liquid Fund-Growth 1,000 256,611.022 26.00
27 JM Money Fund Super Plus Plan-Growth 10 7,757,320.618 10.00
28 Axis Liquid Fund -Institutional Growth 1,000 196,468.234 20.01
29 L &T Liquid Inst.Plus-Cummulative 10 1,077,760.414 2.00
( B ) BONDS
Sr No Name of Bond Face value Nos. Cost
(Rs.) (Rs In Crores)
1 JP Associates - 11.75% 1,000,000 3.000 0.31
2 GOI -2014 -7.56% 100 2,000,000.000 21.36
64
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
SCHEDULES 1 TO 13 FORMING PART OF THE BALANCE SHEET AS AT 31st MARCH, 2010
(RS. IN CRORES)
PARTICULARS AS AT 31-03-2010 AS AT 31-03-2009
SCHEDULE : 7
INVENTORIES
(AS CERTIFIED BY THE MANAGEMENT)
65
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
st
SCHEDULES 14 TO 19 FORMING PART OF THE PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED 31 MARCH, 2010
(RS. IN CRORES)
PARTICULARS 2009-2010 2008-2009
SCHEDULE : 14
SCHEDULE : 15
OTHER INCOME
COST OF MATERIALS
10,462.18 10,464.64
SCHEDULE : 17
PERSONNEL EXPENSES
66
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
st
SCHEDULES 14 TO 19 FORMING PART OF THE PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED 31 MARCH, 2010
(RS. IN CRORES)
PARTICULARS 2009-2010 2008-2009
SCHEDULE : 18
FINANCE CHARGES
INTEREST PAID
160.00 219.06
67
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
SCHEDULE: “20”
The financial statements have been prepared under the historical cost convention using the
accrual basis of accounting and comply with all the mandatory Accounting Standards as
specified in the Companies (Accounting Standard) Rules, 2006 and relevant provisions of
the Companies Act, 1956, as adopted consistently by the Company.
b) USE OF ESTIMATES
c) INVENTORIES
ii). Cost of inventories have been computed to include all costs of purchases, cost of
conversion and other costs incurred in bringing the inventories to their present
location and condition.
iii). The basis of determining cost for various categories of inventories are as follows:
The Cash flow Statement is being prepared in accordance with the format prescribed by
Securities and Exchange Board of India and as per Accounting Stanadard-3 as specified in
the Companies (Accounting Standard) Rules, 2006.
All identifiable items of Income and Expenditure pertaining to prior period are accounted
through “Prior Period Adjustment Account”
Exceptional items are generally non-recurring items of income and expense within profit or
loss from ordinary activities, which are of such size, nature or incidence that their disclosure
is relevant to explain the performance of the Company for the year.
68
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
f) DEPRECIATION
i) Depreciation on Fixed Assets is provided on straight line method at rates and in the
manner specified in Schedule XIV to the Companies Act, 1956 read with the relevant
circulars issued by the Ministry of Corporate Affairs.
ii) Depreciation on Assets acquired / disposed off during the year is provided on pro-rata
basis with reference to the date of addition/disposal.
iii) Individual assets costing less than Rs.5,000/- are fully depreciated in the year of
purchase.
iv) Intangible Assets in the form of Software which are an integral part of Computer
Systems are amortised at the same rate as that of Computer Systems.
g) REVENUE RECOGNITION
i) Sales of goods are recognised on shipment or dispatch to customer sales and net of
Value added tax and return.
ii) Dividend income from investments is recognised when the Company's right to receive
payment is established.
iii) Income from services rendered is accounted for when the work is performed.
iv) Interest income is recognised on time proportion basis taking into account the amount
outstanding and the rate applicable.
vi) Export benefits under various scheme announced by the Central Government under
Exim policies are accounted for on accrual basis to the extent considered receivable,
depending on the certainty of receipt.
h) FIXED ASSETS
i) Fixed assets are stated at cost of acquisition or construction. They are stated at
historical cost less accumulated depreciation.
iii) Any capital expenditure in respect of assets, the ownership of which would not vest with
the Company, is charged off to revenue in the year of incurrence.
iv) The cost of fixed assets not put to use before the year end, are disclosed under capital
work-in-progress.
69
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
i) Initial Recognition
ii) Conversion
At the year-end, monetary items denominated in foreign currencies, other than those
covered by forward contracts, are converted into rupee equivalents at the year end
exchange rates.
The Company uses foreign currency forward contracts to hedge its risks associated with
foreign currency fluctuations relating to certain firm commitments and forecasted
transactions.
The use of such foreign currency forward contracts is governed by the Company's policies
approved by the management, which provide principles on use of such financial derivatives
consistent with the Company's risk management strategy. The Company does not use
derivative financial instrument for speculative purposes.
j) INVESTMENTS
a) Long-term Investments are stated at cost. Provision for diminution in the value of
long-term Investments is made only if such a decline is other than temporary in the opinion
of the management.
b) Current investments are carried at the lower of cost and quoted/fair value, computed
category wise.
70
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
Gratuity with respect to defined benefit schemes are accrued based on actuarial valuations,
carried out by an independent actuary as at the balance sheet date. These contributions are
covered through Group Gratuity Scheme with Life Insurance Corporation of India and are
charged against revenue.
c) Provision is made for leave encashment based on actuarial valuation, carried out by an
independent actuary as at the balance sheet date.
l) BORROWING COSTS
Borrowing costs that are attributable to the acquisition or construction of qualifying assets
are capitalized as a part of the cost of such assets. A qualifying asset is one that necessarily
takes substantial period of time to get ready for intended use. All other borrowing costs are
charged to revenue.
m) SEGMENT ACCOUNTING
o) LEASES
The Company's significant leasing arrangements are in respect of operating leases for
premises (residential, office, stores, godowns, etc.) and land. The aggregate lease rental
payable are charged as rent including lease rentals.
71
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
The Company reports basic and diluted earnings per share (EPS) in accordance with the
Accounting Standard 20 as specified in the Companies (Accounting Standard) Rules, 2006.
The Basic EPS has been computed by dividing the income available to Equity Shareholders
by the weighted average number of Equity Shares outstanding during the accounting year.
The Diluted EPS has been computed using the weighted average number of Equity Shares
and dilutive potential Equity Shares outstanding at the end of the year.
q) TAXES ON INCOME
I) DEFERRED TAXATION
Deferred tax assets arising from timing differences are recognised to the extent there is
virtual certainty that the assets can be realised in future.
Provision for taxation has been made in accordance with the income tax laws prevailing for
the relevant assessment years.
The carrying amount of assets, other than inventories, is reviewed at each balance sheet
date to determine whether there is any indication of impairment. If any such indication
exists, the assets recoverable amount is estimated.
The impairment loss is recognised whenever the carrying amount of an asset or its cash
generation unit exceeds its recoverable amount. The recoverable amount is the greater of
the asset's net selling price and value in the uses which is determined based on the
estimated future cash flow discounted to their present values. All impairment losses are
recognised in the profit and loss account.
An impairment loss is reversed if there has been a change in the estimates used to
determine the recoverable amount and is recognised in the profit and loss account.
72
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
t) EXPENDITURE
u) DERIVATIVE INSTRUMENTS
As per the Institute of Chartered Accountants of India ('ICAI') Announcement, accounting for
derivative contracts, derivative contract other than those covered under As–11 as specified
in the Companies (Accounting Standard) Rules, 2006, “The effects of Changes in the
Foreign exchange rates”, are marked to market on a portfolio basis, and the net loss after
considering the offsetting effect on the underlying hedge item is charged to the income
statement. Net gains are ignored.
v) ACCOUNTING OF CLAIMS
I). Claims received are accounted at the time of lodgment depending on the certainty of
receipt and claims payable are accounted at the time of acceptance.
ii). Claims raised by Government authorities regarding taxes and duties, which are
disputed by the Company, are accounted based on legality of each claim. Adjustments,
if any, are made in the year in which disputes are finally settled.
w) PROPOSED DIVIDEND
Dividend proposed by the Directors is provided for in the books of account pending approval
by the members at the Annual General Meeting.
x) DOUBTFUL DEBTS/ADVANCES
Provision is made in the accounts for Debts/Advances which in the opinion of the
management are considered doubtful of recovery.
Share issue expenses incurred in connection with the Rights Issue of the Company is
shown under Miscellaneous Expenditure (to the extent not written off or adjusted).
Such expenditure would be adjusted against the Share Premium Account as and when
shares will be issued after completion of rights issue.
73
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
1. The Authorised Share Capital of the Company has been restructured and accordingly
50,00,000 Preference Shares have been reclassified and converted into 5,00,00,000
Equity Shares of Re.1 each as per the Ordinary Resolution passed in the Extra Ordinary
General meeting of the Company held on 27th November, 2009.
2. The Company is a Partner in a Partnership firm namely M/s. Adani Exports. Information in
respect of Partnership Firms in which the Company is a partner :
Name of Partners Capital (as on 31/03/2010) Share of Profit (%)
Adani Enterprises Ltd. 1,032,592,172 99
386,976,974 99
Adani Agro Private Ltd. 20,915,134 01
10,477,374 01
Total 1,053,507,306 100
397,454,348 100
3. Buildings include cost of shares in Co-operative Housing Society Rs. 3,500/- (Previous year
Rs. 3,500/-).
4. Office premises of Rs. 3.75 Crores, include Rs. 2.32 Crores of unquoted Shares
(160 Equity Shares of A type and 1,280 Equity Shares of B type of Rs. 100 each fully
paid-up) in Ruparelia Theatres P. Ltd. by virtue of Investment in shares, the Company is
enjoying rights in the leasehold land and Rs. 1.44 Crores, towards construction contribution
and exclusive use of terrace and alloted parking space.
a) Building worth Rs. 0.65 Crore (Previous Year Rs. 0.65 Crore) which is in dispute and the
matter is sub-judice.
b) Agricultural Land worth Rs 0.45 Crore (Previous Year Rs 0.45 Crore) recovered under
settlement of debts, in which certain formalities are yet to be executed.
6. The Company has ventured into Oil and Gas exploration business jointly with others,
whereby two exploration blocks - at Palej and Assam, has been awarded by Government of
India through NELP - VI bidding round. All cost on acquisition, exploration and development
incurred by the Company according to the participating interest (35%) are accounted under
capital work in progress, as the extraction phase has not commenced.
7. For the Current Year on review as required by the Accounting Standard 28, Impairment of
Fixed Assets, as specified in the Companies (Accounting Standard) Rules, 2006, the
management is of the opinion that no impairment or reversal of loss is required.
8. In the opinion of the Board, the current assets, loans and advances are approximately of the
value stated, if realised in the ordinary course of business, except unless stated otherwise.
The provision for all the known liabilities is adequate and not in excess of the amount
considered reasonably necessary.
74
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
9. The Company has raised US$ 250 million by way of 25,000, 6% Foreign Currency
Convertible Bonds (FCCBs) of US$ 10,000 each during the financial year ended
31st March, 2007. The Bondholders has an option to convert these bonds in to Equity Shares
between 27th January, 2008 to 27th December, 2012 at a conversion price as specified in the
Offering Circular.
At the time of Maturity, unless previously converted, redeemed or cancelled, the Company
must, if the 20 days volume weighted average is above the Minimum Floor Price 30 days
th th
before 27 January, 2012, elect, 30 days before 27 January, 2012, whether to redeem the
bonds in cash or convert them in to Shares.
If the 20 days volume weighted average price is below minimum floor price, 30 days before
27th January, 2012, the bonds will be redeemed in cash at par at 27th January, 2012.
During the year, 34,01,700 Equity Shares, having face value of Re. 1 each have been issued
upon conversion of 3,316 FCCBs.
10. The Company holds Redeemable Preference shares of its subsidiary, which are
denominated in foreign currency. Such Preference shares have been considered to be
monetary assets for the purpose of AS-11, the Accounting Standard of "the effects of
changes in Foreign Exchange rates". As required by AS, the said monetary assets have
been restated on the basis of the closing rate as on 31st March, 2010 and the difference of
Rs. 59.40 Crores has been reflected in financial charges in Schedule-19.
b) Loss of coal stock worth Rs.13.14 Crores due to fire, for which insurance claim has
been lodged.
a) The outstanding foreign currency derivative contracts as at 31st March, 2010 in respect
of various types of derivative hedge instruments and nature of risk being hedged are as
follows:
75
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
(Amount in Crores)
Amount in Amount in
Derivative Equivalent Equivalent
Foreign Foreign
Contracts Indian Rupees Indian Rupees
Currency Currency
31st March, 31st March, 31st March, 31st March,
2010 2010 2009 2009
USD/INR 0.50 22.57 7.35 375.90
USD/JPY 1.23 55.30 1.61 76.57
EUR/INR - - 0.01 0.90
b) In accordance with principles of prudence and other applicable guidelines as per Accounting
Standards notified by the Companies (Accounting Standards) Rules, 2006 read with Schedule
VI of the Companies Act, 1956 the Company has charged an amount of Rs.2.97 Crore
(Previous Year Rs.1.96 Crores) to profit and loss account in respect of derivative contracts
outstanding as on 31st March, 2010.
76
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
Share application money pending allotment of Rs.Nil (Previous Year Rs. 57.02 Crores) in
which some of the Directors of the Company are interested.
(Rs. In Crores)
Sr.No. Particulars 2009-10 2008-09
1 Adani Agri Fresh Ltd. - 56.96
2 Adani Power Ltd. - 0.06
TOTAL - 57.02
14. Looking to the history and uncertainty attached to “Target Plus Scheme -2004-05”, benefit
under the scheme, will be accounted when certainty exists.
77
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
15. During the year, the company has invested Rs. 58.11 Crores (Previous year Rs. 614.64
Crores) in shares of the following Group Companies.
(Rs. In Crores)
% of Holding
Total As on
Name of Company Type No of Shares
Investment
31st March, 2010
56,961,000 56.96 100%
Adani Agri Fresh Ltd. Preference (Nil) (Nil) (100%)
Nil Nil 50%
Adani Wilmar Ltd. Equity
(78,43,170) (70.59) (50%)
Nil Nil 83.14%
Adani Power Ltd. Equity (103,14,40,000)* (360.80) (83.14%)
50,000 0.05 100%
Adani Cements Ltd. Equity
(Nil) (Nil) (Nil)
Adani Welspun Exploration Ltd. Nil Nil 65%
Equity
(26,00,000) (10.40) (65%)
Maharastra Eastern Grid 50,000 0.05 100%
Equity
Power Trasmission Co. Ltd (Nil) (Nil) (Nil)
950,000 0.95 100%
Adani Mining Pvt. Ltd. Equity
(Nil) (Nil) (Nil)
Nil Nil 100%
Adani Energy Ltd. Equity
(16,31,39,200) (172.85) (100%)
50,000 0.05 100%
Adani Infra (India) Ltd. Equity
(Nil) (Nil) (Nil)
50,000 0.05 100%
Adani Gas Ltd. Equity
(Nil) (Nil) (Nil)
58.11
Total
(614.64)
* Includes bonus shares issued nos. 68,06,40,000 during the previous year.
16. The Company has initiated legal proceedings against various parties for recovery of dues
and such legal proceedings are at different stages as at the date of the Balance Sheet and
are expected to materialise in recovering the dues in the future. Management is hopeful of
their recovery. In the opinion of the Management adequate balance is lying in General
Reserve to meet the eventuality of this account being irrecoverable.
17. Other liabilities include Rs. 0.13 Crores (Previous Year Rs. Nil), being temporary overdrawn
balance in current account with scheduled banks.
18. a) Provision for taxation for the year has been made after considering allowance, claims
and relief available to the Company as advised by the Company's tax consultants.
b) Various taxes related legal proceedings are pending against the Company. Potential
liabilities, if any, have been adequately provided for, and the management does not
estimate any incremental liability in respect of the legal proceedings.
The management is of the opinion that its international transactions are at arm's length
such that the aforesaid legislation will not have any impact on the financial statements,
particularly on the amount of tax expense and that of provision for taxation.
78
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
Certain claims / show cause notices disputed have neither been considered as contingent
f)
liabilities nor acknowledged as claims, based on internal evaluation of the management.
Show cause notice in terms of value of export goods under section14 of the Customs Act,
1962 read with Section 11 of FTDR Act, 1992 and rule 11 & 14 of FT(Regulation) Rule,
g) 1993 in which liability is unascertainable. And under Section 16 of the Foreign Exchange
Management Act, 1999 readwith Rule (4) of the Foreign Exchange Management
(Adjudication Proceedings and Appeal) Rule, 2000, in which liability is uncertainable.
Show cause notices issued under the Custom Act, 1962 , wherein the Company has been
h) asked to show cause why, penalty should not been imposed under section 112 (a) and 114
(iii) of the Custom Act,1962 in which liability is uncertainable.
Investments are pledged with Banks / Financial Institutions towards collateral security for
i) loan taken by a group Company - Amount of contingent liability is to the extent of value of
Shares Pledged.
Complaint filed by Asst. Labour Commissioner, Hubli under Section 30 of the Payment of
j) Bonus Act, 1956. Matter being contested by the Company and projected liability in terms of
penalty would be not more than Rs. 0.01 Crore (P.Y. Rs. 0.01 Crore).
20. Capital Commitments:-
(Rs. In Crores)
PARTICULARS AS AT A S AT
31-03-2010 31-03-2009
Estimated amounts of contracts remaining to be
98.14 59.94
executed and not provided for (Net of Advances)
21. The Company has circulated letters to all its suppliers requesting them to confirm whether
they are covered under the Micro, Small and Medium Enterprises Act, 2006 ('MSMED').
The Company has not received any intimation from “suppliers”, regarding their status under
the Micro, Small and Medium Enterprises Act, 2006 ('MSMED') and hence disclosure
requirements in this regards as per schedule-VI of the Companies Act ,1956 could not be
provided.
79
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
22. No amounts are due for deposits as at the Balance Sheet date to the Investors' Education
and Protection Fund.
23. The Company has consistently followed the practice of netting the interest earned against
interest paid . The aggregate interest earned and expended is set out in the Schedule 19.
24. Items of Expenditure in the Profit and Loss Account include reimbursements for common
sharing facilities to and by the Company.
25. The Company has paid donation to the political parties of Rs. Nil, (Previous Year
Rs. 2.25 Crore) (All India Congress Samiti Rs.1.50 Crores & Bharatiya Janta Party
Rs. 0.75 Crore.)
26. Disclosure as required by the Accounting Standard 19, “Leases” as specified in the
Companies (Accounting Standard) Rules, 2006, are given below :
(i) The aggregate lease rentals payable are charged to the Profit and Loss Account as
Rent in Schedule 18.
(ii) The Leasing arrangements, which are cancellable at any time on month to month
basis and in some cases between 11 months to 5 years, are usually renewable by
mutual consent mutually agreeable terms. Under these arrangements, generally
interest free refundable deposits have been given.
27. As per the Accounting Standard 21 on “Consolidated Financial Statements” issued by the
Institute of Chartered Accountants of India, the Company has presented consolidated
financial statements separately.
81
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
31. The Company has made provision in the Accounts for Gratuity based on Actuarial valuation.
The particulars under the AS 15 (Revised) furnished below are those which are relevant and
available to Company for this year.
a) Contributions to Defined Contribution Plan, recognized as expense for the year are as
under: (Rs. In Crores)
Particulars 2009-10 2008-09
Employer’s Contribution to Provident Fund 1.42 1.49
Employer’s Contribution to Superannuation Fund 0.62 0.78
Employer’s Contribution to Pension Fund 0.25 0.33
b) Contributions to Defined Benefit Plans are as under:
82
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
(Rs. In Crores)
Particulars 2009-10 2008-09
(ii) Leave Encashment
Change In the defined benefit obligation
st
Defined benefit obligation as at 1 April, 2009 3.97 4.79
Service cost 0.26 0.26
Interest cost 0.08 0.40
Actuarial loss/(gain) 0.19 (0.20)
Benefits paid (0.71) (1.28)
st
Defined benefit obligation as at 31 March, 2010 3.79 3.97
32. As per the Accounting Standard 18, disclosure of transactions with related parties
(As identified by the Management ), as defined in Accounting Standard are given below:
1. Controlling Companies
-
2. Subsidiary Companies
? Adani Agri Logistics Ltd. ?Adani Agri Fresh Ltd,
? Adani Power Ltd. ?Adani Power Maharashtra Ltd.
? Adani Power Rajasthan Ltd. ?Adani Power Dahej Ltd.
? Mundra Power SEZ Ltd ?Adani Pench Power Ltd.
? Adani Infrastructure and Developers
?Adani Estates Pvt. Ltd.
Pvt. Ltd.
? Adani Land Developers Pvt. Ltd. ?Adani Developers Pvt. Ltd.
? Adani Energy Ltd. ?Adani Landscapes Pvt. Ltd.
? Adani Mining Pvt. Ltd. ?Columbia Chrome (India) Pvt. Ltd.
? Swayam Realtors and Traders Ltd. ?Miraj Impex Pvt. Ltd.
? Shantigram Estate Management ?Adani Mundra SEZ Infrastructure
Pvt. Ltd. Pvt. Ltd.
83
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
2. Subsidiary Companies
? Belvedere Golf and Country club Pvt. Ltd. ?Shantigram Utility Services Pvt Ltd.
? Lushgreen Landscapes Pvt. Ltd. ?Natural Growers Pvt. Ltd.
? Jade Food and Properties Pvt. Ltd. ?Jade Agri Land Pvt. Ltd.
? Jade Agricultural Co. Pvt. Ltd. ?Rajendra Agri Trade Pvt. Ltd.
? Rohit Agri-Trade Pvt. Ltd. ?Panchdhara Agro Farms Pvt. Ltd.
? Aaloka Real Estate Pvt. Ltd. ?Kutchh Power Generation Ltd.
? Adani Gas Ltd. ?Adani Cements Ltd.
? Maharashtra Eastern Grid Power
?Mahaguj Power Ltd.
Transmission Company Ltd.
? Adani Infra (India) Ltd. ?Adani Global Ltd., Mauritius.
? Adani Global Pte. Ltd., Singapore. ?Adani Global FZE, Dubai.
? Adani Shipping Pte. Ltd, Singapore. ?Rahi Shipping Pte. Ltd, Singapore.
? Vanshi Shipping Pte. Ltd, Singapore. ?Adani Virginia Inc, USA
? PT Adani Global, Indonesia. ?Adani Power Pte. Ltd., Singapore
? Adani Power (Overseas) Ltd., Dubai ?Bay Bridge Enterprise LLC, USA
? PT Kapuas Coal Mining, Indonesia
th ?M/s. Adani Exports
(upto 25 February, 2010)
? Sunanda Agri Trade Pvt. Ltd.
th ?M/s. Adani Township and Real Estate Co. (Firm)
(upto 25 February, 2010)
3. Associate Entities
?Adani Petronet (Dahej) Port Pvt. Ltd. ?Accurate Finstock Pvt. Ltd.
?Mundra SEZ Textile and Apparel Park
?Adani Retail Pvt. Ltd. Pvt. Ltd.
?Mundra Port and Special Economic
?Rajasthan SEZ Pvt. Ltd. Zone Ltd.
?Adani Logistics Ltd. ?I Call India Pvt. Ltd.
?Aditya Corpex Pvt. Ltd. ?Hinduja Exports Pvt. Ltd.
?Adani Shipyard Pvt. Ltd. ?Adani Infrastructure Services Pvt. Ltd.
?m to M Traders Pvt. Ltd. ?Netvantage International Pvt. Ltd.
?M/s. Adani Textile Industries ?M/s. Ezy Global
?M/s. Adani Commodities (Formerly
Adani Investments) ?M/s Advance Exports
?M/s Advance Tradex (Formerly Advance ?Adani Tradelinks Pvt. Ltd. (Formerly
Investment) M/s. Adani Tradelinks)
?M/s. Crown International ?M/s. Shanti Builders
?Adani Agro Pvt. Ltd. ?Gujarat Adani Infrastructure Pvt. Ltd.
?B2B India Pvt. Ltd. ?Adani Habitats Pvt. Ltd.
?Adani Properties Pvt. Ltd. ?I-Gate (India) Pvt. Ltd.
?Dholera Port and Special Economic
Zone Ltd. ?Mundra Aviation U.K.
?Karnavati Aviation Pvt. Ltd. ?Mundra SEZ Utilities Pvt. Ltd.
?Ventura Trade and Investment Pvt Ltd., ?Trident Trade and Investment Pvt Ltd.,
Mauritius Mauritius
?Pride Trade and Investment Pvt Ltd., ?Radiant Trade and Investment Pvt Ltd.,
Mauritius Mauritius
?Baramati Power Pvt. Ltd. ?Shankheshwar Buildwell Pvt. Ltd.
?Adani Hazira Port Pvt. Ltd. ?Mundra International Airport Pvt. Ltd.
?Adani Murmugao Terminal Port Pvt. L td. ?Gujarat State Export Corporation Ltd.
84
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
4. Joint Control
? Adani Wilmar Ltd. ?Chemoil Adani Pte Ltd. Singapore
? Parsa Kente Collieries Ltd. ?Adani Welspun Exploration Ltd.
? Chemoil Adani Pvt. Ltd. ?Adani Wilmar Pte. Ltd. Singapore
Relatives of Key Management Personnel with whom transactions done during the
6.
year.
? Mr. Vinod S. Adani
85
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
(Rs. In Crores)
Relatives
Subsidiary Associate Jt Control Key Mgmt of Key
Particulars
Company Entities Company Personnels Management
Personnel
Guarantee & Collateral securities 195.42 - 243.29 - -
17
(Outstanding facility as on 31-03-2010) 157.85 - 223.04 - -
18 Balance Outstanding
31st March 2010 (Due From) 2,020.62 47.69 65.16 - -
31st March 2010 (Due To) (390.13) (613.14) (25.70) - -
31st March 2009 (Due From) 1,376.37 50.16 14.45 - -
31st March 2009 (Due To) 204.44 17.55 5.99 - -
* The above does not include Provision for Leave Encashment and Gratuity as it is provided
in the books on the basis of actuarial valuation for the Company as a whole and hence
individual figures cannot be identified.
1. Sales (Net of Return) to M/s. Adani Exports Rs. 2,320.23 Crore (Previous Year
Rs. 2,644.97 Crore); Adani Global FZE Rs. 21.65 Crore (Previous Year Rs. 204.72 Crore);
Adani Global Pte Ltd. Rs.63.76 Crore (Previous Year Rs. 327.57 Crore); Mundra Port &
Special Economic Zone Ltd.Rs. Nil (Previous Year Rs. 34.12 Crore); Aditya Corpex Pvt. Ltd.
Rs.3.52 Crore (Previous Year Rs.Nil); Hinduja Exports Pvt. Ltd. Rs. Nil (Previous Year
Rs. 30.63 Crore); Gujarat State Export Corporation Ltd. Rs. 2.16 Crore (Previous Year
Rs. 27.33 Crore); Adani Wilmar Ltd. Rs.69.49 Crore (Previous Year Rs. 110.26
Crore); Chemoil Adani Pvt. Ltd. Rs.37.39 Crore (Previous Year Rs.8.96 Crore).
2. Purchase (Net of Return) from Adani Global FZE Rs.299.97 Crore (Previous Year
Rs. 83.94 Crore); Adani Global Pte Ltd. Rs.1,558.56 Crore (Previous Year Rs. 703.31
Crore); Adani Power Ltd. Rs.437.04 Crore (Previous Year Rs. Nil); Aditya Corpex Pvt. Ltd.
Rs.Nil (Previous Year Rs. 26.99 Crore); Adani Wilmar Ltd. Rs.0.64 Crore (Previous Year
Rs. 3.23 Crore).
3. Sale of Investment to B2B India Pvt. Ltd. Rs. Nil (Previous Year Rs. 0.05 ).
4. Sale of Fixed Asset to Adani Global FZE Rs.0.50 Crore (Previous Year Rs.Nil); Adani
Power Ltd. Rs.0.08 Crore (Previous Year Rs. Nil); Adani Minning Pvt. Ltd.Rs.0.07 Crore
(Previous Year Rs. Nil); Gujarat State Export Corporation Ltd. Rs. 0.07 Crore (Previous
Year Rs Nil); Adani Wilmar Ltd. Rs.0.11 Crore (Previous Year Rs 2.45 Crore ); Chemoil
Adani Pvt. Ltd. Rs.0.04 Crore (Previous Year Rs.Nil).
5. Purchase of Fixed Asset from Adani Agrifresh Ltd. Rs.0.06 (Previous Year Rs.Nil); Adani
Infrastructure and Developers Pvt. Ltd. Rs.0.09 Crore (Previous Year Rs. Nil); Chemoil
Adani Pvt. Ltd. Rs.0.01 Crore (Previous Year Rs.Nil); Adani Wilmar Ltd. Rs.Nil (Previous
Year Rs. 0.05 Crore).
6. Purchase of Investments from Adani Mining Pvt. Ltd. Rs.0.15 Crore (Previous Year
Rs.Nil); Adani Habitats Pvt. Ltd. Rs. Nil (Previous Year Rs. 106.04 Crore).
7. Interest – received / (paid) from Adani Infrastructure and Developers Pvt. Ltd. Rs.55.26
Crore (Previous Year Rs. 77.57 Crore); M/s. Adani Townships and Real Estate Co.Rs.19.05
Crore (Previous Year Rs.Nil); Aditya Corpex Pvt. Ltd. Rs.5.00 Crore (Previous Year Rs. Nil);
Adani Welspun Exploration Ltd. Rs. 1.28 Crore (Previous Year Rs. 0.23 ); Parsa Kente
Collieries Ltd. Rs.0.43 Crore (Previous Year Rs. 0.32 Crore).
86
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
8. Dividend received from Adani Global Ltd. Rs.Nil (Previous Year Rs. 0.46 Crore).
9. Funds given [includes investment in Preference shares/equity participation/
business arrangement] to Adani Infrastructure and Developers Pvt. Ltd. Rs.966.16 Crore
(Previous Year Rs. 423.63 Crore); M/s. Adani Townships and Real Estate Co.Rs.382.57
Crore (Previous Year Rs.Nil); Adani Power Ltd. Rs.138.75 Crore (Previous Year Rs.326.15
Crore); Aditya Corpex Pvt. Ltd. Rs. 453.63 Crore (Previous Year Rs. 403.82 Crore); Adani
Agro Pvt. Ltd. Rs.235.96 Crore (Previous Year Rs.Nil); Hinduja Exports Pvt. Ltd. Rs. Nil
(Previous Year Rs 78.60); Adani Welspun Exploration Ltd.Rs.74.16 Crore (Previous Year
Rs. 7.79 Crore ); Adani Wilmar Ltd. Rs.1.78 Crore (Previous Year Rs. 50.87 Crore).
10. Funds received [including redemption of Preference share/business arrangement]
from Adani Infrastructure and Developers Pvt. Ltd. Rs.183.32 Crore (Previous Year
Rs. 1,061.88 Crore); Adani Developers Pvt. Ltd. Rs.76.00 Crore (Previous Year Rs.Nil);
Adani Power Ltd. Rs.147.54 Crore (Previous Year Rs.10.51 Crore); Adani Habitats Pvt. Ltd.
Rs.Nil (Previous Year Rs 176.39 Crore); Aditya Corpex Pvt. Ltd. Rs. 453.53 Crore
(Previous Year Rs. 403.82 Crore); Adani Agro Pvt. Ltd. Rs.848.86 Crore (Previous Year
Rs. 4.00 Crore); Hinduja Exports Pvt. Ltd. Rs.Nil (Previous Year Rs. 43.55 Crore);
Adani Welspun Exploration Ltd. Rs.72.98 Crore (Previous Year Rs. 10.85 Crore ).
11. Service rendered to Adani Agri Fresh Ltd. Rs.0.10 Crore (Previous Year Rs. 0.17 Crore);
Adani Agri Logistics Ltd. Rs.0.09 Crore (Previous Year Rs.0.14 Crore); Adani Power Ltd.
Rs.3.29 Crore (Previous Year Rs. 5.92 Crore); Adani Energy Ltd. Rs. Nil (Previous Year
Rs.1.74 Crore); Adani Gas Ltd. Rs.11.09 Crore (Previous Year Rs. Nil); Mundra Port &
Special Economic Zone Ltd. Rs. 3.00 Crore (Previous Year Rs. 4.47 Crore); Adani Wilmar
Ltd. Rs.0.13 Crore (Previous Year Rs. 0.08 Crore); Parsa Kente Collieries Ltd. Rs.Nil
(Previous Year Rs. 0.03 ); Chemoil Adani Pvt. Ltd. Rs.0.01 Crore (Previous Year Rs. 0.14
Crore).
12. Service availed from Mundra Port & Special Economic Zone Ltd. Rs. 678.19 Crore
(Previous Year Rs. 620.33 Crore); Adani Wilmar Ltd. Rs.0.03 Crore (Previous Year Rs. 0.06
Crore).
13. Profit/(Loss) Sharing / Business Arrangement from M/s. Adani Exports Rs.147.88 Crore
(Previous Year Rs. 232.04 Crore); Adani Global Pte Ltd. Rs. 9.25 Crore (Previous Year
Rs. 128.26 Crore).
14. Rent paid to Mundra Port & Special Economic Zone Ltd. Rs. Nil (Previous Year Rs. 0.13
Crore); Adani Properties Pvt. Ltd. Rs.0.50 Crore (Previous Year Rs. 0.54 Crore); Adani
Wilmar Ltd. Rs.0.02 Crore (Previous Year Rs. 0.03 Crore); Mr. Vinod S. Adani Rs.0.02 Crore
(Previous Year Rs. 0.02 Crore).
15. Rent received from Mundra Port & Special Economic Zone Ltd. Rs. 0.02 Crore (Previous
Year Rs. 0.02 Crore); Adani Wilmar Ltd. Rs.0.42 Crore (Previous Year Rs. 0.03 Crore).
16. Remuneration to Mr. Gautam S Adani Rs.1.92 Crore (Previous Year Rs. 9.20 Crore);
Mr.Rajesh S Adani Rs.2.71 Crore (Previous Year Rs. 9.95 Crore); Mr. Pradeep Mittal Rs.Nil
(Previous Year Rs. 2.99 Crore).
17. Guarantee & Collateral securities to Adani Agri Fresh Ltd. Rs.60.00 Crore (Previous Year
Rs. 5.00 Crore); Adani Global Pte Ltd. Rs.45.14 Crores (Previous Year Rs. 120.50 Crores);
Adani Global FZE Rs.90.28 Crores (Previous Year Rs. 101.90 Crores); Adani Wilmar Ltd.
Rs.83.91 Crores (Previous Year Rs. 101.49 Crores); Adani Welspun Exploration Ltd.
Rs.159.38 Crores (Previous Year Rs.121.55 Crores).
87
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
iii) As required by the amendment to the clause 32 of the listing agreement vide SEBI circular
no. 2 /2003 of 10th January, 2003, the following disclosure have been made :
(b) Loans and Advances shown above, to subsidiaries fall under the category of Loans &
Advances in nature of Loans where there is no repayment schedule and are re-payable on
demand.
All the above loans and advances are interest bearing except for an amount of Rs.14.68
Crore to Adani Agrifresh Ltd. and Rs. 58.36 Crores to Adani Gas Ltd.,
(c) Loans and advances in the nature of loans to firms / companies in which directors are
interested :
(Rs. In Crores)
Closing Balance Maximum amount
Sr. No. Name of Entity
As at 31-03-2010 Outstanding during the year
14.68 14.68
1 Adani Agri Fresh Limited
6.35 6.85
Adani Infrastructure and Developers 782.85 782.85
2
Private Limited 187.99 918.55
15.38 55.00
3 Adani Power Limited
Nil 11.00
32.15 32.15
4 Adani Agri Logistics L imited
2.94 2.94
Nil Nil
5 Adani Habitats Private Limited
Nil 173.93
73.06 73.06
6 Adani Mining Private Limited
10.93 10.95
13.99 13.99
7 Miraj Impex Private Limited
11.12 11.12
Nil Nil
8 Vyom Tradelinks Private Limited
Nil 33.28
88
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
(Rs. In Crores)
Closing Balance Maximum amount
Sr. No. Name of Entity
As at 31-03-2010 Outstanding during the year
Nil Nil
9 Adani Energy Limited
4.00 4.00
1.96 66.81
10 Adani Welspun Exploration Limited.
Nil 4.85
4.07 4.07
11 Parsa Kente Collieries Limited
3.12 3.12
58.36 58.36
12 Adani Gas Limited
Nil Nil
33. Earning Per Share
(Rs. In Crores)
Year ended Year ended
Particulars
31-03-2010 31-03-2009
Net Profit after tax available for Equity Shareholders 254.41 326.43
Weighted Number of shares used in computing Earning Per Share
Basic 49,56,13,007 49,32,18,350
Diluted 52,67,64,807 52,68,26,472
Earning Per Share (Equity Shares, face value Re. 1/-)
Basic (in Rs.) 5.13 6.62
Diluted (in Rs.) 5.59 7.15
Dilutive potential Equity Shares are those which are deemed for the purpose of the computation
pertains to the expected conversion of Foreign Currency Convertible Bonds.
89
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
35. Pursuant to Accounting Standard (AS 27) – Financial Reporting of Interests in Joint Venture,
the disclosures relating to the Joint Ventures are as follows :
Percentage of Percentage of
Country of ownership ownership
Name
Incorporation interest as at interest as at
st st
31 March,2010 31 March,2009
Adani Wilmar Ltd. India 50.00% 50.00%
Parsa Kente Collieries Ltd. India 74.00% 74.00%
Chemoil Adani Pvt. Ltd. India 50.00% 50.00%
Adani Welspun Exploration Ltd. India 65.00% 65.00%
Adani Wilmar Pte. Ltd. Singapore 50.00% -
Chemoil Adani Pte Ltd. Singapore 50.00% 50.00%
As at As at
Particulars 31st March, 2010 31st March, 2009
(Rs. In Crores) (Rs. In Crores)
I ASSETS
90
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
As at As at
st st
31 March, 2010 31 March, 2009
Particulars
(Rs. In Crores) (Rs. In Crores)
2009-10 2008-09
III INCOME
91
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
(B) SALES AND STOCKS OF GOODS TRADED AND PROCESSED (Rs. In Crores)
Sr. CLASS UNITS OPENING STOCK CLOSING STOCK SALES
No. QTY RUPEES QTY RUPEES QTY RUPEES
- - - - 172,650.000 0.76
KGS
CHEMICAL / - - - - - -
1
PLASTICS - - - - 1,846.610 8.62
MT
189.453 0.87 - - 1,061.940 8.24
41,272.898 79.58 - - 326,185.200 677.08
2 AGRO PRODUCTS MT
443,608.786 704.45 41,272.898 79.58 1,069,959.365 1,807.48
300.000 44.69 200.000 32.10 10,878,431.768 5,983.69
PRECIOUS & KGS
- - 300.000 44.69 48,237.651 3,208.03
3 OTHER
METAL 55,826.550 29.55 - - 2,190,878.420 1,123.76
CTS
- - 55,826.550 29.55 3,111,155.480 1,628.60
468,116.470 154.15 545,414.692 205.65 5,773,115.056 2,656.15
MT
318,147.302 156.39 468,116.470 154.15 2,950,469.705 1,924.58
100.795 0.08 - - - -
4 MINERALS / OILS CBM
221.061 0.28 100.795 0.08 78.127 0.02
22,109.870 0.19 18,628.602 0.26 197,988.000 2.00
SFT
42,581.496 0.83 22,109.870 0.19 97,162.860 1.68
- - - - 986,598,000.00 628.92
5 POWER TRADING KWH
- - - - 2,788,000,000.000 2,051.08
9,420.000 0.14 - - 23,250.430 0.33
KGS
TEXTILE - - 9,420.000 0.14 942,403.600 12.68
6
PRODUCTS - - - - - -
MTR
4,485.500 0.04 - - 3,300,280.000 18.01
2,346.090 2.51 1,581.447 8.85 3,501.509 3.87
MT
4,114.150 5.15 2,346.090 2.51 22,076.750 36.99
7 OTHERS
- - - - - -
NOS
- - - - 1.000 0.81
310.89 246.86 11,085.17
GRAND TOTAL
868.02 310.89 10,698.19
92
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
93
Annual Report // 2009 - 2010
STANDALONE FINANCIAL STATEMENTS
37. The Ministry of Corporate Affairs, Government of India vide its Order No.47/333/2010/-CL
–III dated 4th May, 2010 has granted approval that the requirement to attach various
documents in respect of Subsidiary Companies, as set out in sub-section (1) of Section 212
of the Companies Act, 1956, shall not apply to the Company. As per the Order, financial
Information of each Subsidiary Company is attached.
38. Previous year's figures have been regrouped wherever necessary to confirm to this year's
classification.
1) We have audited the attached consolidated Balance Sheet of Adani Enterprises Limited, its
Subsidiaries and Associates (the Adani Group) as at March 31, 2010 and the related consolidated
Profit and Loss Account and consolidated cash flow statement for the year ended on that date
annexed thereto, which we have signed under reference to this report. These consolidated
financial statements are the responsibility of the Company's management and have been prepared
by the management on the basis of separate financial statement and other financial information
regarding its Subsidiaries and Associates. Our responsibility is to express an opinion on these
consolidated financial statements based on our audit.
2) We conducted our audit in accordance with auditing standards generally accepted in India. Those
Standards require that we plan and perform and 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
the management, as well as evaluating the overall financial statements presentation. We believe
that our audit provides a reasonable basis for our opinion.
3) a) We conducted the audit of financial statements of 25 (Twenty Five) Indian subsidiaries for the
st
year ended 31 March, 2010 whose financial statements reflect total assets of Rs. 1,842.14
st
crore as at 31 March, 2010, total revenue of Rs. 517.40 crore and cash flows amounting to
Rs. 43.36 crore for the year then ended. The said financial statements have been considered for
consolidation.
b) We did not audit the financial statements of 9 (Nine) Foreign subsidiaries for the year ended
31st March, 2010 whose financial statements reflect total assets of Rs. 3,642.92 crore as at
st
31 March, 2010, total revenue of Rs. 11,625.32 crore and cash flows amounting to Rs. (27.44)
crore for the year ended on that date as considered in the consolidated financial statements.
These financial statements have been audited by other auditors, whose reports have been
furnished to us and our opinion, insofar as it relates to the amounts included in respect of these
subsidiaries, is based solely on the report of the other auditors.
c) We did not audit the financial statements of 12 (Twelve) Indian subsidiaries for the year ended
st
31 March, 2010, whose financial statements reflect total assets of Rs. 22,596.58 crore as at
st
31 March, 2010, total revenue of Rs. 614.54 crore and cash flows amounting to Rs. 566.95
crore for the year ended on that date as considered in the consolidated financial statements.
These financial statements have been audited by other auditors, whose reports have been
furnished to us and our opinion, insofar as it relates to the amounts included in respect of these
subsidiaries, is based solely on the report of the other auditors.
4) a) We conducted the audit of the separate financial statements of 5 (Five) joint ventures for the year
ended 31st March, 2010 whose audited financial statements reflect total assets of Rs. 2,548.54
crore as at 31st March, 2010, total revenue of Rs. 6,190.44 crore and cash flows amounting to
Rs. (43.18) crore for the year then ended. The said financial statements have been considered
for consolidation.
b) We did not audit the financial statements of 4 (Four) joint ventures for the year ended 31st March,
2010 whose financial statements reflect total assets of Rs. 819.78 crore as at 31st March, 2010,
total revenue of Rs. 2,326.37 crore and cash flows amounting to Rs. (71.27) crore for the year
95
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
ended on that date as considered in the consolidated financial statements. These financial
statements have been audited by other auditors, whose reports have been furnished to us and
our opinion, in sofar as it relates to the amounts included in respect of these joint ventures, is
based solely on the report of the other auditors.
c) We did not audit the financial statements of 1 (One) joint venture (Foreign) for the year ended
31st March, 2010 whose unaudited financial statements reflect total assets of Rs. 65.59 crore as
st
at 31 March, 2010, total revenue of Rs. 250.84 crore and cash flows amounting to Rs. 3.11
crore for the year ended on that date as considered in the consolidated financial statements.
5) a) We conducted the audit of the separate financial statements of partnership firm namely,
Adani Exports, whose audited financial statements reflect total assets of Rs. 671.21 crore as at
31st March, 2010, total revenues of Rs. 2,473.67 crore and cash flows amounting to Rs. (0.89)
crore for the year ended on that date. The said financial statements have been considered for
consolidation.
b) We did not audit the financial statements of partnership firm namely Adani Township and Real
Estate Company. whose audited financial statements reflect total assets of Rs. 467.49 crore as
at 31st March, 2010, total revenues of Rs. 0.04 crore and cash flows amounting to Rs. 1.31 crore
for the year ended on that date. The said financial statements have been considered for
consolidation.
6) We report that the consolidated financial statements have been prepared by the Company's
management in accordance with the requirements of Accounting Standard (AS) 21–Consolidated
Financial Statements, Accounting Standard (AS) 23–Accounting for Investments in Associates and
Accounting Standard (AS) 27– Financial Reporting of Interest in Joint Ventures in consolidated
financial statement notified pursuant to the Companies (Accounting Standards) Rules, 2006
(as amended).
7) On the basis of the informations and explanations given to us and on the consideration of the
separate audit reports on individual audited financial statements and on the other financial
information of the subsidiaries and associates and to the best of our information, we are of the
opinion that the consolidated financial statements give a true and fair view in conformity with the
accounting principles generally accepted in India:
a) in the case of the Consolidated Balance Sheet, of the state of affairs of the Adani Group as at
March 31, 2010;
b) in the case of the Consolidated Profit and Loss Account, of the profit of the Adani Group for the
year ended on that date; and
c) in the case of the Consolidated Cash Flow Statement, of the cash flows of the Adani Group for the
year ended on that date.
ANNEXURE I
Sr. No. Name of the Subsidiaries (Foreign)
1 Adani Global Ltd.
2 Adani Global FZE
3 Adani Global Pte Ltd.
4 Adani Virginia Inc.
5 PT Adani Global
6 PT. Aneka Sumber Bumi
7 Adani Shipping Pte. Ltd.
8 Rahi Shipping Pte. Ltd. (consolidated with Adani Shipping Pte Ltd.)
9 Vanshi Shipping Pte. Ltd. (consolidated with Adani Shipping Pte Ltd.)
10 Adani Power (Overseas) Ltd.
11 Adani Power Pte. Ltd.
ANNEXURE II
Sr. No. Name of the Subsidiaries (Domestic)
1 Adani Agri Fresh Ltd.
2 Adani Agri Logistic Ltd.
3 Adani Power Ltd.
4 Adani Power Maharastra Ltd.
5 Adani Power Rajasthan Ltd.
6 Mundra Power SEZ Ltd.
7 Adani Pench Power Ltd.
8 Kutchh Power Generation Ltd.
9 Mahaguj Power Ltd.
10 Maharashtra Eastern Grid Power Transmission Company Ltd.
11 Adani Infra (India) Ltd.
12 Adani Infrastructure and Developers Pvt. Ltd.
13 Adani Landscapes Pvt. Ltd.
14 Adani Estates Pvt. Ltd.
15 Swayam Realtors and Traders Ltd.
16 Columbia Chrome (India) Pvt. Ltd.
17 Shantigram Estate Management Pvt. Ltd.
18 Adani Land Developers Pvt. Ltd.
19 Adani Developers Pvt. Ltd.
20 Rajendra Agri Trade Pvt. Ltd.
21 Rohit Agri Trade Pvt. Ltd.
22 Shantigram Utility Services Pvt. Ltd.
23 Belvedere Golf and country club Pvt. Ltd.
97
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
ANNEXURE III
98
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
CONSOLIDATED BALANCE SHEET AS AT 31st MARCH, 2010 (Rs. In Crores)
PARTICULARS SCHEDULE AS AT 31-03-2010 AS AT 31-03-2009
A SOURCES OF FUNDS :
I. SHAREHOLDERS' FUND
(A) Share Capital 1 49.80 24.66
(B) Share Application Money pending allotment - 0.25
(C) Reserves & Surplus 2 5,987.89 2,994.01
6,037.69 3,018.92
B APPLICATION OF FUNDS :
I. FIXED ASSETS
(A) Gross Block 5 4,960.33 2,130.52
(B) Less : Depreciation 383.05 212.05
(C) Net block 4,577.28 1,918.46
(D) Capital Work-in-Progress 13,317.24 6,951.96
(E) Capital Advance 19.35 6.96
17,913.87 8,877.38
Notes forming part of the accounts 20 For and on behalf of the Board
As per our attached report of even date
For DHARMESH PARIKH & CO., GAUTAM S. ADANI RAJESH S. ADANI
Chartered Accountants Chairman Managing Director
99
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
CONSOLIDATED PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED 31st MARCH, 2010
(Rs. In Crores)
PARTICULARS SCHEDULE 2009-10 2008-09
A INCOME :
B EXPENDITURE :
Notes forming part of the accounts 20 For and on behalf of the Board
As per our attached report of even date
For DHARMESH PARIKH & CO., GAUTAM S. ADANI RAJESH S. ADANI
Chartered Accountants Chairman Managing Director
100
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31st MARCH, 2010 (Rs. In Crores)
Particulars 2009-2010 2008-2009
A CASH FLOW FROM OPERATIONS
D Others
Exchange Reserve (78.76) 41.40
Adjustment for Subsidiary and Joint Venture 37.42 123.50
(41.34) 164.90
Net Increase/(Decrease) in cash & cash equivalents 433.16 1053.09
Cash & cash equivalent at the beginning of the year 2755.97 1702.88
Cash & cash equivalent as at 31/03/2010 3189.13 2755.97
Notes : Cash and Cash equivalents includes Short Term Investments of Rs.270.35 crores (Previous Year Rs. 172.77 crores) and Rs. 1356.59 crores
(Previous Year Rs.483.61 crores) which are not available for use by the Company (refer schedule 9 to accounts).
Notes forming part of the accounts For and on behalf of the Board
As per our attached report of even date
101
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
SCHEDULES 1 TO 13 FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31st MARCH 2010
(Rs. In Crores)
PARTICULARS AS AT 31-03-2010 AS AT 31-03-2009
SCHEDULE : 1
SHARE CAPITAL
AUTHORISED
100,00,00,000 (Previous year 50,00,00,000) 100.00 50.00
Equity Shares of Re. 1/- each
49.80 24.66
NOTES :
Of the above Equity Shares
(i) 2,95,36,875 (Previous Year 2,61,35,175) Equity Shares of Re. 1/- each were
allotted as fully paid up at premium on conversion of foreign currency
convertible bonds.
(ii) 50,00,000 (Previous Year 50,00,000) Equity Shares of Re. 1/- each were
allotted as fully paid up at premium without payment being received in cash, on
amalgamation.
(iii) 50,00,000 (Previous Year 50,00,000) Equity Shares of Re. 1/- each were
issued as Bonus Shares by capitalization of profit.
(iv) 41,33,70,675 (Previous Year 16,53,55,000) Equity Shares of Re. 1/- each were
issued as Bonus shares by capitalization of share premium.
SCHEDULE : 2
1 GENERAL RESERVE
ADD :- Amount received on conversion of Foreign Currency Convertible Bonds 130.31 7.87
ADD :- Amount received during the year 2,088.15 493.67
Add : On Equity Shares issued upon conversion of Cumulative Compulsorily Convertible - 117.94
Less : Share issue expenses written off (net off tax) 38.96 -
Less : Bonus shares issued by capitalisation of share premium 24.80 787.43
2,800.14 645.44
102
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
SCHEDULES 1 TO 13 FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31st MARCH 2010
(Rs. In Crores)
PARTICULARS AS AT 31-03-2010 AS AT 31-3-2009
SCHEDULE : 3
SECURED LOANS
1 From Banks/ Financial Institution - Term Loans (Note-I & II) 11,094.78 5,978.01
2 From Banks - Working Capital (Note I & II)
a) Foreign Currency 5.76 9.76
b) Rupee Loan 206.42 231.13
3 Non Convertible Debenture - 33.33
4 Vehicle Loans (Note III) 0.30 0.28
5 Home Loans - 0.37
6 From Others - Trust Receipts 61.99 227.94
11,369.26 6,480.82
Share in joint Venture 531.94 218.34
11,901.20 6,699.16
NOTES :
I Above facilities are secured by :
a) Hypothecation of all immovable, movable assets,
stocks and book debts by way of first charge
ranking pari-passu among the Banks.
b) Hypothecation of furnitures & fixtures at
Corporate House Gurgaon (Haryana), All the future
and present machinery, plants, engines, apparatus,
tools etc of its project assets at Lucknow, Jaipur &
Udaipur.
c) The above Secured Loans are further secured by
pledge of Equity Shares of the Company through
execution of Pledge Agreement.
SCHEDULE : 4
UNSECURED LOANS
5,419.69 5,380.26
Share in Joint Venture 117.96 4.82
5,537.65 5,385.08
NOTE :-
Loans from Banks are secured by Demand
Promissory Note and pledge of shares of some of
the relatives of promoters and guaranteed by some
of the promoter directors of the Company in their
personal capacity.
103
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
ADANI ENTERPRISES LTD
SCHEDULES 1 TO 13 FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31st MARCH 2010
SCHEDULE : 5
CONSOLIDATED FIXED ASSETS AS AT 31ST MARCH, 2010 (Rs. In Crores)
Sr.No. PARTICULARS GROSS BLOCK DEPRECIATION NET BLOCK
Deductions Deductions
Additions Provided for As at As at As at
As at 1/4/2009 during the Transfer As at 31/3/2010 As at 1/4/2009 during the
during the year the year 31/3/2010 31/3/2010 31/3/2009
year year
A Tangible
Owned Assets
1 Land 74.02 3.99 0.16 - 77.85 - - - - 77.85 74.02
2 Building 238.11 219.56 0.30 - 457.37 14.68 11.41 0.03 26.06 431.31 223.43
3 Plant & Machinery 1,091.43 2,374.43 74.20 - 3,391.66 103.73 117.51 11.26 209.98 3,181.68 987.70
4 Furniture & Fixtures 35.17 8.46 0.14 - 43.49 10.93 3.66 0.04 14.55 28.94 24.24
5 Electrical Fittings 16.77 2.41 0.01 0.00 19.16 2.33 1.38 0.01 3.70 15.46 14.44
6 Office Equipment 20.30 10.35 0.13 0.02 30.50 3.77 1.43 0.02 5.18 25.32 16.53
7 Computer Equipments 26.89 6.58 1.73 - 31.73 9.44 4.40 0.80 13.04 18.70 17.45
8 Vehicles 20.86 5.57 3.47 - 22.95 6.58 2.43 2.02 6.99 15.96 14.28
9 Air Craft 14.26 - - - 14.26 3.43 0.80 - 4.23 10.03 10.83
10 Ship 27.46 - - - 27.46 3.33 1.37 - 4.70 22.76 24.13
11 Site Establishment 1.57 0.03 - - 1.60 0.56 0.33 - 0.89 0.71 1.00
Sub total 1,566.83 2,631.38 80.16 0.02 4,118.03 158.78 144.74 14.18 289.32 3,828.71 1,408.06
Leased Assets
1 Building 22.81 0.05 - - 22.86 2.65 0.72 - 3.37 19.49 20.16
2 Land 310.23 124.19 - - 434.42 3.80 11.79 - 15.59 418.83 306.44
Sub total 333.04 124.24 - - 457.28 6.45 12.51 - 18.96 438.32 326.60
Sub total -A 1,899.87 2,755.62 80.16 0.02 4,575.31 165.22 157.25 14.18 308.27 4,267.04 1,734.65
B Intangible
1 Software 15.55 0.44 0.09 - 15.90 4.76 2.62 0.00 7.38 8.52 10.79
2 Goodwill 4.63 33.99 - - 38.63 0.67 0.23 - 0.90 37.72 3.96
3 Right of Use of Land 0.42 - - - 0.42 0.11 0.06 - 0.16 0.26 0.31
Sub total -B 20.60 34.43 0.09 - 54.95 5.53 2.91 0.00 8.44 46.51 15.07
Total(A+B) 1,920.47 2,790.05 80.25 0.02 4,630.26 170.75 160.16 14.18 316.72 4,313.54 1,749.72
Share of Joint Venture 266.12 66.28 2.32 - 330.07 53.26 13.95 0.88 66.34 263.73 212.85
Grand Total 2,186.59 2,856.33 82.57 0.02 4,960.33 224.02 174.11 15.06 383.05 4,577.28 1,962.57
Previous Year 916.75 1,217.17 3.38 0.02 2,130.52 117.47 95.67 1.09 212.05 1,918.47 799.28
Capital Work In Progress 13,317.24 6,951.96
Capital Advances 19.35 6.96
Note : Addition to Office Building Includes Rs. 2.37 Crore incurred towards Leasehold Improvements, which is amortised over a period of 10 years.
(Rs. In Crores)
PARTICULARS AS AT 31-03-2010 AS AT 31-3-2009
SCHEDULE : 6
(A) LONG TERM INVESTMENTS (NON TRADING) (UNQUOTED)
GOVERNMENT SECURITIES
(Lodged with Government departments) 0.03 0.03
in 6 year National Saving Certificates
OTHERS
1) 20,000(20,000) Equity Shares of KCCB of Rs. 25/- each 0.05 0.05
2) 3,52,000 (3,52,000 ) Equity Shares of Mundra Sez Textile & Apparel Park Pvt Ltd of Rs. 10/-
each. 0.35 0.35
3) Land - Khatau Mills 301.69 266.10
4) 12,50,000( Nil ) Equity Shares of Indian Energy Exchange Ltd of Rs. 10/- each. 1.25 1.25
5) Khatau Makanjee Spinning & Weaving Company Ltd ( FV -Rs 100 each @ 164.28 per
debenture) 5.89 -
INVESTMENT IN PARTNERSHIP FIRM 5.40 -
(B) CURRENT INVESTMENT (QUOTED)
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CONSOLIDATED FINANCIAL STATEMENTS
PURCHASED AND SOLD DURING THE YEAR
(A) MUTUAL FUND
Sr No Name of Fund Face value Nos. Cost
(Rs.) (In Crores)
1 UTI Liquid Cash Plan 1,000 619,914 92.16
2 Reliance Liquidity Fund -Growth Option 10 4,507,338,981 6,125.09
3 Kotak Liquid(Institutional Premium)-Growth 10 5,425,700 10.00
4 Pru Icici Inst Liquidity - Super Inst Growth 10 304,773,782 1,163.79
5 HDFC Liquid Fund -Premium Plan- Growth 10 881,168,894 1,584.74
6 Principal Liquid Option-Insti Plan Grwoth Plan 10 1,369,675 2.00
7 Principal Insti.Option. Growth Plan 10 99,410,970 139.00
8 ING Vysya Mutual Fund 10 3,491,048 5.00
9 JM High Liquidity Fund Super Institutional Plan Growth (94) 10 143,124,736 203.27
10 SBI Premier Liquid Fund-Super Institutional Growth 10 1,130,460,265 1,603.84
11 LIC MF Liquid Fund-Growth Plan 10 57,647,824 93.00
12 Fortis Overnight -Institutional Growth 10 85,155,531 117.00
13 DWS Insta Cash Fund-Super Institutional Plan Growth 10 49,746,661 58.00
14 Tata Liquid Super High Inv.Fund-Appreciation 1,000 2,029,785 340.20
15 SBNPP Money Fund Institutional -Apprn 10 6,925,858 13.07
16 IDFC Cash Fund -Super Inst Plan C-Growth 10 219,721,901 243.11
17 Birla Sun Life Cash Plus 10 974,562,900 1,417.25
18 Birla Sun Life Saving Fund Instl.Growth 10 5,850,519 10.00
19 Reliance Money Manager Fund-Institutional Option-Growth Plan 1,000 611,190 75.00
20 Axis Treasury Advantage Fund-Growth 1,000 123,854 16.00
21 Baroda Pioneer Liquid Fund-Institutional Growth Plan 10 1,926,411 2.00
22 Bharti Axa Liquid Fund 1,000 91,778 10.00
23 Canara Robeco Liquid Super Instt Growth Fund 10 4,519,733 5.00
24 Religare Liquid Fund -Super Institutional Growth 10 36,536,919 46.03
25 Principal Monthly Income Plan-Growth Accumulation Plan 10 2,453,626 5.00
26 Axis Liquid Fund-Growth 1,000 256,611 26.00
27 JM Money Fund Super Plus Plan-Growth 10 7,757,321 10.00
28 Axis Liquid Fund -Institutional Growth 1,000 196,468 20.01
29 L &T Liquid Inst.Plus-Cummulative 10 1,077,760 2.00
30 DSP Black Rock Institutional Plan 1,000 199,974 20.00
31 DSP Black Rock Money Manager Fund 1,000 200,456 20.00
32 ICICI Prudential Institutional Liquid Plan 10 99,987,440 100.00
33 ICICI Pridential Ultra Short Term Plan 10 100,133,516 100.01
34 IDFC Super institutionla Plan 10 49,991,563 50.00
35 IDFC Money Manager Plan 10 50,173,865 50.00
36 JM High Liquidity Fund 10 49,921,312 50.00
37 JM Money Manager Fund 10 50,155,573 50.00
38 Kotak Flexi Debt Scheme 10 299,454,307 300.00
39 LIC Liquid Plus Fund 10 364,334,189 400.00
40 LIC Income Plus Fund 10 521,635,871 500.05
41 LIC Liquid Plus Fund 10 91,084,194 100.00
42 Principal Cash Management Fund 10 10,000,115 10.00
43 Principal Floating Rate Fund 10 10,009,599 10.00
44 Reliance Money Manager Fund 1,000 15,003,068 1,500.00
45 Reliance Liquid Fund 10 53,663,985 82.00
46 SBI Magnum Insta Cash Fund 10 41,793,590 70.00
47 SBI SHF Ultra Short Term Fund 10 70,181,393 70.01
48 SBI SHF Ultra Short Term Fund 10 23,564,332 23.58
49 SBI Magnum Insta Cash Fund 10 14,076,602 23.58
50 AXIS Treasury Advantage Fund 1,000 200,422 20.00
51 Birla Sun Life Cash Fund 10 24,953,721 25.00
52 DWS Ultra Short Term Fund 10 100,187,909 100.00
53 HDFC Cash Management Fund 10 498,615,822 500.00
54 Kotak Floater Loan Term 10 26,641,713 43.01
55 Reliance Money Manager Fund 1,000 189,784 19.00
56 Reliance Liquidity Fund 10 169,633,594 226.00
57 LIC Income Plus Fund 10 26,500,000 26.50
58 Reliance Liquidity Fund 10 168,980,479 169.03
59 Reliance Money Manager Fund 1,000 399,583 40.00
60 HDFC Cash Management Fund 20 5,445,705 10.75
61 Reliance Liquidity Fund 10 83,496,234 83.50
(B) BONDS
Sr No Name of Bond Face value Nos. Cost
(Rs.) (in Crs.)
1 JP Associates - 11.75% 1,000,000 3.000 0.31
2 GOI -2014 -7.56% 100 2,000,000.000 21.36
(C) EQUITY SHARE
Sr No Name of Company Face value Nos. Cost
(Rs.) (in Crs.)
1 Ahmedabad Commodity Exchange Limited 10 374,000.000 0.75
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CONSOLIDATED FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
SCHEDULES 1 TO 13 FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31St MARCH 2010
(Rs. In Crores)
PARTICULARS AS AT 31-03-2010 AS AT 31-3-2009
SCHEDULE : 7
INVENTORIES
(AS CERTIFIED BY THE MANAGEMENT)
RECEIVABLES
(UNSECURED)
Over six months
Considered Good 74.03 49.01
Considered Doubtful 19.18 6.23
93.21 55.24
Less :- Provision for doubtful debts (19.18) 74.03 (6.23) 49.01
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CONSOLIDATED FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
SCHEDULES 1 TO 13 FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31St MARCH 2010
(Rs. In Crores)
PARTICULARS AS AT 31-03-2010 AS AT 31-3-2009
SCHEDULE : 11
CURRENT LIABILITIES
Sundry Creditors
-Micro, Small & Medium Enterprises - -
-Others 3,292.06 2,681.07
PROVISIONS
MISCELLANEOUS EXPENDITURE
(To the extent not written off or adjusted)
1) Deferred Revenue Expenditure 13.60 15.31
Less : written off during the year 2.72 10.88 1.12 14.19
13.20 23.91
Share in Joint Venture - -
13.20 23.91
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CONSOLIDATED FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
SCHEDULES 14 TO 19 FORMING PART OF THE CONSOLIDATED PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED 31St MARCH, 2010
(Rs. In Crores)
PARTICULARS 2009-10 2008-09
SCHEDULE : 14
SALES & OPERATING EARNINGS
Sales 21,120.70 22,573.63
Export Incentives 12.41 60.08
Insurance Claim Received 3.57 8.81
Service Income 380.06 370.09
Profit From Partnership Firm 0.17 -
Profit on sale of Development Rights - 7.58
Other Operating Income 54.35 213.62
21,571.26 23,233.81
Share in Joint Venture 4,318.61 3,024.47
25,889.87 26,258.28
SCHEDULE : 15
OTHER INCOME
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CONSOLIDATED FINANCIAL STATEMENTS
ADANI ENTERPRISES LIMITED
SCHEDULES 14 TO 19 FORMING PART OF THE CONSOLIDATED PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED 31St MARCH, 2010
(Rs. In Crores)
PARTICULARS 2009-10 2008-09
SCHEDULE : 18
REPAIRS TO :
Office building 1.80 1.68
Plant & Machinery 8.82 7.77
Others 5.36 5.29
15.98 14.74
Electric power expenses 5.00 5.90
Insurance expenses 9.93 19.45
Fees & Subscription 34.28 44.69
Miscellaneous expenses 22.02 13.11
Payment to Auditors 1.37 0.80
Office Expenses 5.57 7.74
Computer software - 0.22
Directors sitting fees 0.06 0.03
Commission (Non-Executive Directors) 0.54 -
Loss on sale of assets 0.16 0.22
Clearing & Forwarding Expenses (Net) 408.89 313.46
Packing Materials Consumed 2.43 7.27
Supervision & testing expenses 7.89 7.32
Donation to Political parties - 2.25
Loss of stock due to Accident/in transit 0.03 0.01
Advertisement and Selling Expenses 101.80 106.40
Provisions/ Write off for Doubtful Debts, Loans & Advances 12.18 50.85
Provisions for Bad and Doubtful Debts 9.37 -
Business support services 19.43 7.27
Travelling & conveyance expenses 12.90 14.45
Diminution in value of Investments 0.29 0.83
Impairment Loss - 2.29
Loss on Sale / transfer of Investments (net) - 3.15
684.98 636.57
Share in Joint Venture 426.17 301.66
1,111.15 938.23
SCHEDULE : 19
FINANCE CHARGES
INTEREST EXPENSES
Interest on Term Loan / Short Term Loan 320.29 218.08
Interest on Debentures/Bonds 65.14 98.45
Interest on Bank Borrowings & Others 23.71 161.10
409.14 477.63
Less : Interest Income
Interest on Deposit & Others (96.11) (130.66)
313.03 346.97
Bank Commission / Charges 58.35 59.69
Exchange Rate Difference (including premium) 104.46 (78.85)
475.84 327.81
Share in Joint Venture 32.02 21.01
507.86 348.82
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CONSOLIDATED FINANCIAL STATEMENTS
SCHEDULE: “20”
1. Basis of accounting:
The financial statements have been prepared under the historical cost convention using the accrual
basis of accounting and comply with all the mandatory Accounting Standards as specified in the
Companies (Accounting Standard) Rules, 2006 and relevant provisions of the Companies Act,
1956, as adopted consistently by the Company.
2. Principles of consolidation:
a) The consolidated financial statements have been prepared in accordance with Accounting
Standard 21 (AS 21) on “Consolidated Financial Statements”, Accounting Standard 23
(AS 23) on “Accounting for Investments in Associates in Consolidated Financial
Statements” and Accounting Standard 27 (AS 27) “Financial Reporting of Interests in Joint
Venture” as specified in the Companies (Accounting Standard) Rules, 2006 and on the
basis of the separate audited financial statements of Adani Enterprises Limited (AEL) its
subsidiaries, associates and jointly controlled entities. Reference in the notes to “Group”
shall mean to include AEL, its subsidiaries, associates and jointly controlled entities
consolidated in these financial statements unless otherwise stated.
b) The consolidated financial statements have been prepared on the following basis.
i). The financial statements of the Group are combined on a line-by-line basis by
adding together the book values of like items of assets, liabilities, income and
expenses, after fully eliminating intra-group balances and intra-group transactions
resulting in unrealised profits or losses in accordance with Accounting Standard
(AS) 21 “Consolidated Financial Statements” as specified in the Companies
(Accounting Standard) Rules, 2006.
ii). In case of associates where the Group directly or indirectly holds more than 20% of
equity, investments in associates are accounted for using equity method in
accordance with Accounting Standard (AS) 23 – “Accounting for investments” in
associates in consolidated financial statements” as specified in the Companies
(Accounting Standard) Rules, 2006.
iii). Interest in jointly controlled entities are reported using proportionate consolidation.
iv). The difference between the cost of investment in the subsidiaries / Associates over
the net assets at the time of acquisition of the investment in the subsidiaries /
Associates is recognised in the financial statements as Goodwill or Capital Reserve
as the case may be.
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CONSOLIDATED FINANCIAL STATEMENTS
v). Minority Interest's share of net profit of consolidated subsidiary for the year is
identified and adjusted against the income of the group in order to arrive at the net
income attributable to shareholders of the Company.
vi). Minority Interest's share of net assets of consolidated subsidiary is identified and
presented in the consolidated balance sheet separate from liabilities and the equity
of the Company's shareholders.
viii). Intragroup balances and intragroup transactions are eliminated to the extent of
share of the parent Company in full.
ix). Unrealised profits on account of intra group transactions have been accounted for
depending upon whether the transaction is an upstream or downstream transaction.
x). The consolidated financial statements are prepared using uniform accounting
policies for like transactions and other events in similar circumstances and
necessary adjustments required for deviations if any have been made in the
consolidated financial statements.
The list of Companies / firms included in consolidation, relationship with Adani Enterprises Limited
and Adani Enterprises Limited's shareholding therein is as under: The reporting date for all the
entities is 31St March, 2010.
Name of Company / firm Country of Relationship Shareholding
Incorporation
Adani Global Ltd. (AGL) Mauritius Subsidiary 100% by AEL
Adani Global FZE (AGFZE) U.A.E. Subsidiary 100% by AGL
Adani Global Pte Ltd. (AGPTE) Singapore Subsidiary 100% by AGL
Adani Virginia Inc. ( AVINC) U.S.A. Subsidiary 100% by AGFZE
Bay Bridge Enterprise LLC (BBELLC) U.S.A. Subsidiary 100% by AVINC
95% by AGPTE,
PT Adani Global (PT AG) Indonesia Subsidiary
5 % by AGL
100% by APL
(Became subsidiary of
Adani Shipping Pte. Ltd.(ASPL) Singapore Subsidiary
Adani Power Ltd.
w.e.f. 03.09.2009)
Rahi Shipping Pte. Ltd (RS PTE). Singapore Subsidiary 100% by ASPL
Vanshi Shipping Pte. Ltd.(VS PTE) Singapore Subsidiary 100% by ASPL
Adani Agri Fresh Ltd ( AAFL) India Subsidiary 100% by AEL
Adani Agri Logistics Ltd (AALL) India Subsidiary 100% by AEL
Adani Power Ltd. (APL) India Subsidiary 70.25% by AEL
111
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
112
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CONSOLIDATED FINANCIAL STATEMENTS
113
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CONSOLIDATED FINANCIAL STATEMENTS
Name of Company / firm Country of Relationship Shareholding
Incorporation
Parsa Kente Collieries Ltd. (PKCL) India Joint –Venture 74% by AEL
Adani Welspun Exploration Ltd.(AWEL) India Joint –Venture 65 % by AEL
Adani Infrastructure and Developers Pvt Ltd
India Subsidiary 95% by AEL
(AIDPL)
Adani Estates Pvt. Ltd (AEPL) India Subsidiary 100% by AIDPL
Swayam Realtors & Traders Ltd. (SRTL) India Subsidiary 60% by AEPL
Columbia Chrome (India) Pvt. Ltd.(CCPL) India Subsidiary 60% by AEPL
Shantigram Estate Management
India Subsidiary 100% by AIDPL
Pvt.Ltd.(SEMPL)
Adani Developers Pvt Ltd.(ADPL) India Subsidiary 100% by AIDPL
Adani Land Developers Pvt Ltd.(ALDPL) India Subsidiary 100% by AIDPL
Adani Landscapes Pvt Ltd.(ALPL) India Subsidiary 100% by AIDPL
Miraj Impex Pvt.Ltd.(MIPL) India Subsidiary 100% by AEL
Adani Power Dahej Ltd.(APDL) India Subsidiary 100% by APL
Adani Mundra SEZ infrastructure Pvt. Ltd.
India Subsidiary 100% by AIDPL
(AMSEZ)
Lushgreen Landscapes Pvt. Ltd. (LLPL) India Subsidiary 100% by AIDPL
Natural Growers Pvt. Ltd. (NGPL) India Subsidiary 100% by AIDPL
Jade Food and Properties Pvt. Ltd.(JFPL) India Subsidiary 100% by AIDPL
Jade Agri Land Pvt. Ltd. (JALPL) India Subsidiary 100% by AIDPL
Jade Agricultural Co. Pvt. Ltd. (JACPL) India Subsidiary 100% by AIDPL
Mundra Power SEZ Ltd.(MSEZL) India Subsidiary 100% by APL
Adani Power (Overseas) Ltd.(APOL) Dubai Subsidiary 100% by APL
PT Kapuas Coal Mining (PTKCM) Indonesia Subsidiary 87% by AGPTE
Rajendra Agri Trade Pvt Ltd (RATPL) India Subsidiary 100% by AIDPL
Rohit Agri Trade Pvt Ltd (RTPL) India Subsidiary 100% by AIDPL
Sunanda Agri Trade Pvt Ltd (SATPL) India Subsidiary 100% by AIDPL
Shantigram Utility Services Pvt. Ltd.
India Subsidiary 100% by SEMPL
(SUSPL)
Belvedere Golf and Country club Pvt
India Subsidiary 100% by SEMPL
Ltd.(BGPL)
Aaloka Real Estate Pvt. Ltd.(AREPL) India Subsidiary 100% by AIDPL
Panchdhara Agro Farms Pvt. Ltd. (PAFPL) India Subsidiary 100% by SEMPL
Adani Wilmar Ltd. (AWL) India Joint -Venture 50% by AEL
Chemoil Adani Pvt. Ltd. (CAPL) India Joint –Venture 100% by CA PTE
Chemoil Adani Pte Ltd. (CA PTE) Singapore Joint -Venture 50% by AGL
M/s Adani Township and Real Estate Co.
India Partnership 75% by ALDPL
(ATRECO, FIRM)
M/s Adani Exports (AE ,FIRM) India Partnership 99% by AEL
Vyom Tradelinks Pvt. Ltd.(Upto 01.11.2008) India Subsidiary 100% by AEL
Libra Shipping Pte Ltd. (Upto 01.11.2008) India Subsidiary 100% by AGL
Adani Habitats Pvt.Ltd. (Upto 20.02.2009) India Subsidiary 100% by AEL
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CONSOLIDATED FINANCIAL STATEMENTS
The financial statements have been prepared under the historical cost convention using the
accrual basis of accounting and comply with all the mandatory Accounting Standards as
specified in the Companies (Accounting Standard) Rules, 2006 and relevant provisions of
the Companies Act, 1956, as adopted consistently by the Company. All income and
expenditure having a material bearing on the financial statements are recognized on
accrual basis.
Most of the accounting policies of the reporting Company and those of its Subsidiaries,
Joint Venture and Associates are similar. However, since certain Subsidiaries / Joint
Venture/ Associates are in businesses that are distinct from that of the reporting Company
and function in different regulatory environments, certain accounting policies may differ.
The accounting policies of all the Companies are in line with Generally Accepted Accounting
Principles.
b) USE OF ESTIMATES
c) INVENTORIES
ii). Cost of inventories have been computed to include all costs of purchases, cost of
conversion and other costs incurred in bringing the inventories to their present
location and condition.
iii). The basis of determining cost for various categories of inventories are as follows:
The Cash flow Statement is being prepared in accordance with the format prescribed by
Securities and Exchange Board of India and as per Accounting Stanadard-3 as specified in
the Companies (Accounting Standard) Rules, 2006.
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CONSOLIDATED FINANCIAL STATEMENTS
e) MATERIAL EVENTS
Material events occurring after the balance sheet date are taken into cognizance.
All identifiable items of Income and Expenditure pertaining to prior period are accounted
through “Prior Period Adjustment Account”
Exceptional items are generally non-recurring items of income and expense within profit or
loss from ordinary activities, which are of such size, nature or incidence that their disclosure
is relevant to explain the performance of the Company for the year.
g) DEPRECIATION
i). Depreciation on Fixed Assets is provided on straight line method at rates and in the
manner specified in Schedule XIV to the Companies Act, 1956 read with the
relevant circulars issued by the Ministry of Corporate Affairs.
ii). Depreciation on Assets acquired / disposed off during the year is provided on
pro-rata basis with reference to the date of addition/disposal.
iii). Individual assets costing less than Rs.5,000/- are fully depreciated in the year of
purchase.
iv). Intangible Assets in the form of Software which are an integral part of Computer
Systems are amortized at the same rate as that of Computer Systems.
h) REVENUE RECOGNITION
ii). Dividend income from investments is recognized when the Company's right to
receive payment is established.
iii). Income from services rendered is accounted for when the work is performed.
iv). Interest revenues are recognized on time proportion basis taking into account the
amount outstanding and the rate applicable.
vi). Export benefits under various scheme announced by the Central Government
under Exim policies are accounted for on accrual basis to the extent considered
receivable, depending on the certainty of receipt.
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CONSOLIDATED FINANCIAL STATEMENTS
Grants and subsidies from the Government are recognized when there is reasonable
assurance that the grant / subsidy will be received and all attaching conditions will be
complied with. When the grant or subsidy relates to an expense item, it is recognized as
income over the periods necessary to match them on a systematic basis to the costs, which
it is intended to compensate.
j) GOODWILL
Goodwill which has a limited useful economic life is amortised over a period of fifteen years
on straight line basis from the year of creation.
k) FIXED ASSETS
i). Fixed assets are stated at cost of acquisition or construction. They are stated at
historical cost less accumulated depreciation.
iii). Any capital expenditure in respect of assets, the ownership of which would not vest
with the Company, are charged off to revenue in the year of incurrence.
iv). The cost of fixed assets not put to use before the year end, are disclosed under
capital work-in-progress.
i) Initial Recognition
117
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
ii) Conversion
The Company uses foreign currency forward contracts to hedge its risks associated
with foreign currency fluctuations relating to certain firm commitments and
forecasted transactions.
The use of such foreign currency forward contracts is governed by the Company's
policies approved by the management, which provide principles on use of such
financial derivatives consistent with the Company's risk management strategy.
The Company does not use derivative financial instrument for speculative
purposes.
m) INVESTMENTS
a) Long-term Investments are stated at cost. Provision for diminution in the value of
long-term Investments is made only if such a decline is other than temporary in the
opinion of the management.
b) Current investment are carried at the lower of cost and quoted/fair value, computed
category wise.
Gratuity with respect to defined benefit schemes are accrued based on actuarial
valuations, carried out by an independent actuary as at the balance sheet date.
These contributions are covered through Group Gratuity Scheme with Life
Insurance Corporation of India and are charged against revenue.
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CONSOLIDATED FINANCIAL STATEMENTS
c) Provision is made for leave encashment based on actuarial valuation, carried out by
an independent actuary as at the balance sheet date.
o) BORROWING COSTS
Borrowing costs that are attributable to the acquisition or construction of qualifying assets
are capitalized as part of the cost of such assets. A qualifying asset is one that necessarily
takes substantial period of time to get ready for intended use. All other borrowing costs are
charged to revenue.
q) LEASES
The Company's significant leasing arrangements are in respect of operating leases for
premises (residential, office, stores, godowns, etc.) and land. The aggregate lease rental
payable are charged as rent including lease rentals.
The Company reports basic and diluted earnings per share (EPS) in accordance with
Accounting Standard 20 as specified in the Companies (Accounting Standard) Rules, 2006.
The Basic EPS has been computed by dividing the income available to Equity Shareholders
by the weighted average number of Equity Shares outstanding during the accounting year.
The Diluted EPS has been computed using the weighted average number of Equity Shares
and dilutive potential Equity Shares outstanding at the end of the year.
s) TAXES ON INCOME
119
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CONSOLIDATED FINANCIAL STATEMENTS
Deferred tax assets arising from timing differences are recognised to the extent there is
virtual certainty that the assets can be realised in future.
Provision for taxation has been made in accordance with the income tax laws
prevailing for the relevant assessment years.
The carrying amount of assets, other than inventories, is reviewed at each balance sheet
date to determine whether there is any indication of impairment. If any such indication
exists, the assets recoverable amount is estimated.
The impairment loss is recognised whenever the carrying amount of an asset or its cash
generation unit exceeds its recoverable amount. The recoverable amount is the greater of
the asset's net selling price and value in the uses which is determined based on the
estimated future cash flow discounted to their present values. All impairment losses are
recognised in the profit and loss account.
An impairment loss is reversed if there has been a change in the estimates used to
determine the recoverable amount and is recognised in the profit and loss account.
v) EXPENDITURE
w) DERIVATIVE INSTRUMENTS
As per the Institute of Chartered Accountants of India ('ICAI') Announcement, accounting for
derivative contracts, derivative contract other than those covered under AS – 11,
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Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
“The effects of Changes in the Foreign exchange rates”, are marked to market on a portfolio
basis, and the net loss after considering the offsetting effect on the underlying hedge item is
charged to the income statement. Net gains are ignored.
x) ACCOUNTING OF CLAIMS
i). Claims received are accounted at the time of lodgement depending on the certainty
of receipt and claims payable are accounted at the time of acceptance.
ii). Claims raised by Government authorities regarding taxes and duties, which are
disputed by the Company, are accounted based on legality of each claim.
Adjustments, if any are made in the year in which disputes are finally settled.
y) PROPOSED DIVIDEND
Dividend proposed by the Directors is provided for in the books of account pending approval
by the members at the Annual General Meeting.
Provision is made in the accounts for Debts / Advances which in the opinion of the
management are considered doubtful of recovery.
This represents preliminary and pre-operating costs incurred during the period. It will be
fully written off on commencement of operations.
Share issue expenses incurred in connection with the Rights Issue of the Company is
shown under Miscellaneous Expenditure (to the extent not written off or adjusted). Such
expenditure would be adjusted against the Share Premium Account as and when shares
will be issued after completion of the rights issue.
These are set out in the notes to accounts under “Statement of Accounting Policies” of the
financial statements of the Company, AGL, AGFZE, AGPTE, AVINC, BBELLC, PT AG,
ASPL,RS PTE,VS PTE, AAFL, AALL, APL, APML, APRL, APNPL, KPGL, APOL, MGPL,
AP PTE, PT AS, AENL, AGASL, ACL, MEGPTCL, AIIL, AMPL, PKCL, AWEL, AIDPL, AEPL,
SRTL, CCPL, SEMPL, ADPL, ALDPL, ALPL, MIPL, APDL, AMSEZ, LLPL, NGPL, JFPL,
JALPL, JACPL, MSEZL, APOL, PTKCM, RATPL, RTPL, SATPL, SUSPL, BGPL, AREPL,
PAFPL, AWL, RPL, VPPL, ASPL, CAPL, CA PTE, AWPTE.
121
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
1. In AGL, AGFZE, AGPTE, AVINC, BBELLC, PT AG, ASPL, RSPTE, VSPTE, APOL, AP PTE,
PT AS, CA PTE, AW PTE the summarized revenue and expenses transactions at the year
end reflected in Profit & Loss Account have been translated into Indian Rupees at an
average of monthly exchange rate.
The assets and liabilities in the Balance Sheet have been translated into Indian Rupees at
the closing exchange rate at the year end. The resultant translation exchange, gain / loss
has been disclosed as Exchange Reserves in Reserves and Surplus.
The Company has disclosed only such policies and notes from individual financial
statements, which fairly present the needed disclosures. Lack of homogeneity and other
similar considerations made it desirable to exclude some of them, which in the opinion of the
management, could be better viewed, when referred from the individual financial
statements.
2. The Consolidated results for the year ended 31st March, 2010 are not comparable with the
previous year, due to following :
·
th
PT Kapuas Coal Mining w.e.f. 25 February, 2010
·
th
Sunanda Agri Trade Pvt. Ltd. w.e.f. 25 February, 2010
122
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CONSOLIDATED FINANCIAL STATEMENTS
123
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CONSOLIDATED FINANCIAL STATEMENTS
o) One of the group Company entered into an agreement (PPA) dated 2nd February, 2007
with Gujarat Urja Vikas Nigam Limited (GUVNL) for supply of power on long term basis
subject to certain conditions to be complied within stipulated time. Amongst others, one of
the conditions was pertaining to tie-up of fuel supply based on coal to be provided by
Gujarat Mineral Development Corporation (GMDC). This arrangement did not materialize.
Consequently, the Company had terminated the PPA and offered to pay the liquidated
damages. However, GUVNL has contested the termination and approached Gujarat
Energy Regulatory Commission (GERC) to resolve the matter. Pending the matter before
GERC and being sub-judice, no effect of the same has been given in these financial
statements.
p) Investments are pledged with Banks / Financial Institutions towards collateral security for loan
taken by a group Company. - Amount of contingent liability is to the extent of value of Shares
Pledged.
q) Complaint filed by Asst. Labour Commissioner, Hubli under Section 30 of The Payment of
Bonus Act, 1956. Matter being contested by the Company and projected liability in terms of
penalty would be not more than Rs. 0.01 Crore (P.Y. 0.01 Crore).
4. Segment Reporting
i) Primary Segment
Segments have been identified in line with Accounting Standard-17 “Segment Reporting”, taking
into account the organization structure as well as different risk and returns of these segments.
Two Secondary Segments have been identified based on the geographical locations of customers:
within India and outside India.
124
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
(Rs. In Crores)
Inter
Trading Real Others Total
Particulars Power Segment
Estate
Elimination
- - - - - 94.48
Income taxes
- - - - - 78.48
- - - - - 973.04
Net Profit after tax
- - - - - 505.44
- - - - - 53.74
Share of Minority Interest
- - - - - 0.79
Net Profit Attributable to - - - - - 919.30
Shareholders - - - - - 504.65
OTHER INFORMATION
11,891.95 2,856.88 17,928.05 2,975.34 (5,236.31) 30,415.91
Segment assets
11,775.97 2,514.85 7,760.30 2,309.08 (4,228.14) 20,145.06
11,891.95 2,856.88 17,928.05 2,975.34 (5,236.31) 30,415.91
Segment liabilities
11,775.97 2,527.85 7,760.30 2,309.08 (4,228.14) 20,145.06
53.69 1.56 35.35 60.86 - 151.46
Depreciation/Amortisation
47.52 0.68 - 33.98 - 82.18
98.80 (0.17) 8,687.90 372.78 (20.20) 9,139.10
Capital Expenditure
225.22 9.35 4,689.22 258.41 (0.08) 5,182.12
125
Annual Report // 2009 - 2010
(ii) The Leasing arrangements, which are cancelable, range between 11 months and 5 years. They are
usually renewable by mutual consent on mutually agreeable terms. Under these arrangements,
generally refundable interest free deposits have been given. Disclosure in respect of the same
arrangements:
(Rs. In Crores)
Particulars 2009-10 2008-09
Total of future minimum lease payments under cancelable
operating lease for each of the following periods
Not later than one year 4.21 3.15
Later than one year and not later than five years 5.47 4.33
Lease payment recognised in Profit and Loss Accounts 2.48 1.70
(iii) The Leasing arrangements, which are non-cancelable, and for a period of 5 years or more.
Disclosure in respect of the same arrangements:
(Rs. In Crores)
Particulars 2009-10 2008-09
Total of future minimum lease payments under non-
cancellable operating lease for each of the following periods
Not later than one year 7.75 7.22
Later than one year and not later than five years 6.41 5.86
Later than five years 21.63 22.72
Lease payment recognised in Profit and Loss Accounts 1.89 0.71
6. Disclosure regarding Derivative Instruments and Unhedged Foreign Currency Exposure.
a) The outstanding foreign currency derivative contracts as at 31st March, 2010 in respect of various
types of derivative hedge instruments and nature of risk being hedged are as follows.
126
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
127
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
128
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
7. As per the Accounting Standard 18, disclosure of transactions with related parties (As identified by
the Management), as defined in Accounting Standard are given below:
i) Name of related parties & description of relationship
1. Associate Entities
? Adani Petronet (Dahej) Port Pvt. Ltd. ?Accurate Finstock Pvt. Ltd.
? Adani Retail Pvt. Ltd. ?Mundra SEZ Textile and Apparel Park Pvt. Ltd.
? Rajasthan SEZ Pvt. Ltd. ?Mundra Port and Special Economic Zone Ltd.
? Adani Logistics Ltd. ?I Call India Pvt. Ltd.
? Aditya Corpex Pvt. Ltd. ?Hinduja Exports Pvt. Ltd.
? Adani Shipyard Pvt. Ltd. ?Adani Infrastructure Services Pvt. Ltd.
? m to M Traders Pvt. Ltd. ?Netvantage International Pvt. Ltd.
? M/s. Adani Textile Industries ?M/s. Ezy Global
? M/s. Adani Commodities (Formerly
Adani Investments) ?M/s Advance Exports
? M/s Advance Tradex (formerly ?Adani Tradelinks Pvt. Ltd.
Advance Investment) (formerly M/s. Adani Tradelinks)
? M/s. Crown International ?M/s. Shanti Builders
? Adani Agro Pvt. Ltd. ?Gujarat Adani Infrastructure Pvt. Ltd.
? B2B India Pvt. Ltd. ?Adani Habitats Pvt. Ltd.
? Adani Properties Pvt. Ltd. ?I-Gate India Pvt. Ltd.
? Dholera Port and Special Economic
Zone Ltd. ?Mundra Aviation U.K.
? Karnavati Aviation Pvt. Ltd. ?Mundra SEZ Utilities Pvt. Ltd.
? Ventura Trade and Investment Pvt ?Trident Trade and Investment Pvt Ltd.,
Ltd., Mauritius Mauritius
? Pride Trade and Investment Pvt Ltd., ?Radiant Trade and Investment Pvt Ltd.,
Mauritius Mauritius
? Baramati Power Pvt. Ltd. ?Shankheshwar Buildwell Pvt. Ltd.
? Adani Hazira Port Pvt. Ltd. ?Mundra International Airport Pvt. Ltd.
? Adani Murmugoa Terminal Port Pvt.
Ltd. ?Gujarat State Export Corporation Ltd.
2. Key Management Personnel
? Shri Gautam S. Adani, Chairman ?Shri Devang S. Desai
Executive Director & CFO (w.e.f. 27.01.2010)
? Shri Rajesh S. Adani
Managing Director
3. Relatives of Key Management Personnel with whom transactions done during the year.
129
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
130
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
1. Sales (Net of Return) to Mundra Port & Special Economic Zone Ltd. Rs. 140.18 Crores
(Previous Year Rs. 34.12 Crores); Hinduja Exports Pvt. Ltd. Rs. Nil (Previous Year Rs. 30.63
Crores); Gujarat State Export Corporation Ltd. Rs. 2.16 Crores (Previous Year Rs. 27.33
Crores).
2. Purchase ( Net of Return) from Aditya Corpex Pvt. Ltd. Rs. Nil (Previous Year Rs. 26.99
Crores); Mundra Port & Special Economic Zone Ltd. Rs. 0.68 Crores (Previous Year
Rs. 0.73 Crores); Adani Tradelinks Pvt. Ltd. Rs. Nil (Previous Year Rs. 4.47 Crores).
3. Sale of Investment to B2B India Pvt. Ltd. Rs. Nil (Previous Year Rs. 0.05 Crores).
4. Sale of Fixed Asset to Gujarat State Export Corporation Ltd. Rs. 0.07 Crore (Previous
Year Rs Nil); Mundra Port & Special Economic Zone Ltd. Rs. 0.14 (Previous Year Rs. Nil).
5. Interest – received / (paid) to Aditya Corpex Pvt. Ltd. Rs. 5.00 Crore (Previous Year
Rs. Nil).
8. Service rendered to Mundra Port & Special Economic Zone Ltd. Rs. 3.67 Crores
(Previous Year Rs. 4.47 Crores); Karnavati Aviation Pvt. Ltd. Rs. 6.30 Crore (Previous Year
Rs. Nil).
9. Service availed from Mundra Port & Special Economic Zone Ltd. Rs. 834.46 Crores
(Previous Year Rs. 625.90 Crores).
10. Rent paid to Mundra Port & Special Economic Zone Ltd. Rs. 33.68 Crore (Previous Year
Rs. 89.53 Crores).
11. Rent received from Mundra Port & Special Economic Zone Ltd. Rs. 0.24 Crore
(Previous Year Rs. 0.12 Crore); Adani Logistics Ltd. Rs. Nil (Previous Year Rs. 0.10 Crore).
12. Remuneration to Shri Gautam S. Adani Rs.1.92 Crore (Previous Year Rs. 9.20 Crore);
Shri Rajesh S. Adani Rs. 2.71 Crore (Previous Year Rs. 9.95 Crore); Shri Pradeep Mittal
Rs. Nil (Previous Year Rs. 2.99 Crore).
131
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
Dilutive potential Equity Shares are those which are deemed for the purpose of the computation
pertains to the expected conversion of Bonds.
10. Pursuant to Accounting Standard (AS 27) – Financial Reporting of Interests in Joint Venture, the
disclosures relating to the Joint Ventures are as follows :
Percentage of Percentage of
Country of ownership ownership
Name
Incorporation interest as at interest as at
st st
31 March, 2010 31 March, 2009
Adani Wilmar Ltd. India 50.00% 50.00%
Parsa Kente Collieries Ltd. India 74.00% 74.00%
Chemoil Adani Pvt. Ltd. India 50.00% 50.00%
Adani Welspun Exploration Ltd. India 65.00% 65.00%
Adani Wilmar Pte. Ltd. Singapore 50.00% -
Chemoil Adani Pte Ltd. Singapore 50.00% 50.00%
132
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
st
As at 31 As at 31st
Particulars March,2010 March,2009
(Rs.In Crores) (Rs.In Crores)
I ASSETS
1 Fixed Assets (Including Capital Work In Progress) 445.43 227.22
2 Investments 103.73 27.12
3 Current Assets, Loans & Advances
(a) Inventories 592.79 325.58
(b) Sundry Debtors 259.15 111.56
(c) Cash & Bank Balances 109.45 164.32
(d) Loans & Advances 175.92 59.08
4 Miscellaneous Expenditure - -
Total 1,686.47 914.88
II LIABILITIES
1 Share Capital 100.13 103.65
2 Reserve & Surplus 152.48 153.69
3 Loan Funds
(a) Secured Loans 530.07 218.34
(b) Unsecured Loans 117.96 4.82
4 Deferred Tax Net 26.34 20.64
5 Current liabilities and Provisions
(a) Current Liabilities 752.67 411.88
(b) Provisions 6.82 1.86
Total 1,686.47 914.88
III INCOME 2009-10 2008-09
1 Sales & Operating earnings 4,317.69 3,024.47
2 Other Income 1.69 0.50
Total 4,319.38 3,024.97
IV EXPENSES
1 Operating Expenses 4,257.96 2,954.22
2 Finance Expenses 32.02 21.01
3 Miscellaneous Expenditure Written off - 0.19
4 Depreciation 13.86 8.47
Total 4,303.84 2983.89
PROFIT FOR THE YEAR BEFORE PRIOR
15.54 41.08
PERIOD ADJUSTMENTS
Add: Prior Period Income / (Expenses) (0.43) (0.09)
PROFIT FOR THE YEAR BEFORE TAXATION 15.11 40.99
Less: Provision For Taxation 7.11 11.39
Add : Excess Tax Provision of Earlier years (0.14) 0.06
PROFIT AFTER TAXATION 8.14 29.54
Surplus brought forward from previous year 1.97 4.54
133
Annual Report // 2009 - 2010
CONSOLIDATED FINANCIAL STATEMENTS
11. In view of the general clarification issued by the Institute of Chartered Accountants of India
on Accounting Standard 21 “Consolidated Financial Statement”, the consolidated financial
statement do not include notes such as quantitative information, forex earnings/expense
etc. which are not necessary to present true and fair view of the financial statements.
12. Previous year's figures have been regrouped wherever necessary to confirm to this year's
classification.
134
Annual Report // 2009 - 2010
Financial Information of Subsidiary Companies
( Rs. In Crores )
INVESTMENTS
TOTAL PROFIT PROVISION PROFIT AFTER PROPOSED
Sr No PARTICULARS Reporting CAPITAL RESERVES TOTAL ASSETS (OTHER THAN TURNOVER COUNTRY
LIABILITIES BEFORE TAX FOR TAXATION TAX DIVIDEND
Currency SUBSIDIARY)
1 Adani Global Ltd. INR 490.39 (20.23) 470.18 470.18 0.00 0.00 0.05 0.00 0.05 0.00
Adani Global Ltd. USD MN 108.64 (4.48) 104.16 104.16 0.00 0.00 0.01 0.00 0.01 0.00 Mauritius
2 Adani Global Fze INR 22.01 535.56 772.78 772.78 0.00 3316.85 350.23 0.00 350.23 0.00
Adani Global Fze AED MN 18.00 437.90 631.94 631.94 0.00 2565.63 272.59 0.00 272.59 0.00 Dubai
135
43 Jade Agricultural Co. Pvt. Ltd. INR 0.05 (0.01) 0.37 0.37 0.00 0.00 (0.00) 0.00 (0.00) 0.00 India
44 Mundra Power SEZ Ltd. INR 0.05 (0.01) 0.05 0.05 0.00 0.00 (0.00) 0.00 (0.00) 0.00 India
45 Rajendra Agri Trade Pvt Ltd. INR 0.05 0.01 37.93 37.93 0.00 0.00 (0.01) 0.00 (0.00) 0.00 India
46 Rohit Agri Trade Pvt Ltd. INR 0.05 0.01 0.17 0.17 0.00 0.00 (0.01) 0.00 (0.00) 0.00 India
47 Shantigram Utility Services Pvt Ltd. INR 0.05 (0.01) 0.05 0.05 0.00 0.00 (0.00) 0.00 (0.00) 0.00 India
48 Belvedere Golf and Country club Pvt Ltd. INR 0.05 (0.01) 0.05 0.05 0.00 0.00 (0.00) 0.00 (0.00) 0.00 India
49 Aaloka Real Estate Pvt. Ltd. INR 0.05 0.20 32.97 32.97 0.00 0.00 (0.00) 0.00 (0.00) 0.00 India
50 Panchdhara Agro Farms Pvt. Ltd. INR 0.05 0.03 0.65 0.65 0.00 0.00 (0.00) 0.00 (0.00) 0.00 India
As on 31.3.10 : 1 USD = Rs. 45.14, 1 IDR = Rs. 0.004936, 1 AED = Rs. 12.93
Avg Rate for the year 2009-10 : 1 USD = Rs. 47.51, 1 IDR = Rs.0.004827, 1 AED = Rs. 12.23
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ADANI ENTERPRISES LIMITED
Regd. Office : “Adani House”, Near Mithakhali Six Roads, Navrangpura,
Ahmedabad - 380 009. Gujarat, India.
PROXY FORM
I / We ____________________________________________________ of __________________________
in the district of __________________________ being a member / members of the Adani Enterprises Limited
as my / our proxy to vote for me / us and on my / our behalf at the Annual General Meeting of the Company
st
to be held on Saturday, 21 August, 2010 at 11.30 a.m. and any adjournment thereof.
Notes :
1. A member entitled to attend and vote is entitled to appoint a proxy to attend and vote instead of himself/herself.
2. A proxy need not be a member.
3. The proxy form duly completed should be deposited at the Registered Office of the Company not less than
48 hours before the meeting.
ATTENDANCE SLIP
(To be filled in if first named joint - holder does not attend meeting)
(To be filled in if Proxy Form has been duly deposited with the Company)
I hereby record my presence at the Annual General Meeting held at J.B. Auditorium, AMA Complex,
ATIRA, Dr. Vikram Sarabhai Marg, Ahmedabad – 380 015 on Saturday, 21st August, 2010 at 11.30 a.m.
11624.61 11614.88
11587.89
2000.00
1967.84
1800.00
2007-08 2008-09 2009-10
1643.11
1600.00
1337.66
1400.00
(Rs.)*
80
79.12
75
60
54.27
55
50
13.24
12.66
10.26
300.00
254.41
250.00
200.00
150.69
150.00
118.30 124.08 118.34
110.98 108.29
100.00 88.34
50.00
0.00
1997-98 1998-99 1999-00 2000-01 2001-02 2002-03 2003-04 2004-05 2005-06 2006-07 2007-08 2008-09 2009-10
www.adorn.co.in