Adani

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BOARD OF DIRECTORS

CONTENTS

Mr.
Mr.
Mr.
Mr.
Mr.
Mr.
Dr.
Mr.

Notice ----------------------------------------------------------------2

Gautam S. Adani, Chairman


Rajesh S. Adani, Managing Director
Devang S. Desai, Executive Director & CFO
Vasant S. Adani
Anil Ahuja
S. K. Tuteja
Ravindra Dholakia
Berjis Desai
(w.e.f. 3rd December, 2012)
Mr. Yoshihiro Miwa
(Upto 24th December, 2012)

COMPANY SECRETARY
Mr. Parthiv Parikh

BANKERS
State Bank of India, Ahmedabad.
ICICI Bank Ltd., Mumbai.
Axis Bank Ltd., Ahmedabad.
Standard Chartered Bank, Mumbai.

Directors Report -------------------------------------------------9


Management Discussion and Analysis Report--------16
Corporate Governance Report -----------------------------25
Certification by CEO & CFO---------------------------------42
Business Responsibility Report ---------------------------43
Auditors Report-------------------------------------------------52
Balance Sheet ---------------------------------------------------60
Statement of Profit and Loss-------------------------------61
Cash Flow Statement -----------------------------------------62
Notes forming part of Financial Statements ---------64
Auditors Report on Consolidated Financial
Statements------------------------------------------------------108
Consolidated Balance Sheet-------------------------------112

REGISTERED OFFICE
Adani House,
Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad - 380 009.
Gujarat (INDIA).

SHARE TRANSFER AGENT


Sharepro Services (India) Pvt. Ltd.
416-420, 4th Floor, Devnandan Mall,
Opp. Sanyash Ashram, Ellisbridge,
Ahmedabad - 380 006.
Tel. No.: +91 - 79 - 2658 2381 to 84
Fax : +91 - 79 - 2658 2385

SHARES LISTED AT
BSE Ltd., Mumbai. (BSE)
The National Stock Exchange of India Ltd., Mumbai. (NSE)

AUDITORS
M/s. Dharmesh Parikh & Co.
Chartered Accountants
Ahmedabad.

Consolidated Statement of Profit and Loss----------113


Consolidated Cash Flow Statement --------------------114
Notes forming part of Consolidated Financial
Statements ------------------------------------------------------116
Subsidiary Company Details ------------------------------167

Important Communication to Members


The Ministry of Corporate Affairs has taken a
Green Initiative in the Corporate Governance by
allowing paperless compliances by the companies
and has issued circulars stating that service of
notice / documents including Annual Report can be
sent by e-mail to its members. To support this green
initiative of the Government in full measure,
members who have not registered their e-mail
addresses, so far, are requested to register their
e-mail addresses, in respects of electronic holding
with the Depository through their concerned
Depository Participants.

NOTICE
NOTICE is hereby given that the 21st Annual General Meeting of Adani Enterprises Limited will be held on
Thursday, 8th August, 2013 at 11.00 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, 2013 and Statement of Profit
and Loss for the year ended on that date and the Reports of the Board of Directors and Auditors
thereon.
2. To declare dividend on Equity Shares.
3. To appoint a Director in place of Mr. Vasant S. Adani who retires by rotation and being eligible, offers
himself for re-appointment.
4. To appoint a Director in place of Mr. Anil Ahuja who retires by rotation and being eligible, offers himself for
re-appointment.
5. To appoint M/s. Dharmesh Parikh and Co., Chartered Accountants, Ahmedabad, as 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 fees for Certification) and
reimbursement of out of pocket expenses for the purpose of audit as may be approved by the Audit
Committee / Board of Directors of the Company.

SPECIAL BUSINESS
6. To consider and if thought fit, to pass, with or without modification(s), the following resolution as an
Ordinary Resolution:
st

RESOLVED THAT Dr. Ravindra Dholakia, who was appointed as Director of the Company on 21 May, 2012 to fill
up casual vacancy caused due to sad demise of Dr. A.C. Shah pursuant to Section 262 of the Companies Act, 1956
and Articles of Association of the Company and he holds office only 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 his intention to propose the candidature of Dr. Ravindra Dholakia for the office of Director, be and is
hereby appointed as a Director of the Company, liable to retire by rotation.
7. To consider and if thought fit, to pass, with or without modification(s), the following resolution as an
Ordinary Resolution:
RESOLVED THAT Mr. Berjis Desai, who was appointed as an Additional Director of the Company on
3rd December, 2012 pursuant to the provisions of Section 260 of the Companies Act, 1956 and he holds
office only 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 his intention to propose the candidature of Mr. Berjis Desai
for the office of Director, be and is hereby appointed as a Director of the Company, liable to retire by rotation.
8. 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, 310, 311, Schedule XIII

and other applicable provisions 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. Gautam
S. Adani as Executive Chairman of the Company for a period of five years w.e.f 01/12/2013 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. Gautam S. Adani without any further reference to the
Company in General Meeting.
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. Gautam S. Adani within such prescribed limit or ceiling and as agreed by and between the Company and
Mr. Gautam S. Adani without any further reference to the Company in General Meeting.
RESOLVED FURTHER THAT the Board of Directors of the Company is authorized to take such steps as may be
necessary to give effect to this Resolution.
th

Date : 20 May, 2013


Place : Ahmedabad
Regd. Office :
Adani House, Near Mithakhali Six Roads,
Navrangpura Ahmedabad - 380 009. Gujarat, India.

For and on behalf of the Board


Parthiv Parikh
Company Secretary

NOTES:
1.

A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO
ATTEND AND VOTE INSTEAD OF HIMSELF / HERSELF. THE PROXY NEED NOT BE A MEMBER.

2.

THE INSTRUMENT APPOINTING PROXY SHOULD HOWEVER BE DEPOSITED AT THE REGISTERED OFFICE
OF THE COMPANY NOT LATER THAN 48 HOURS BEFORE THE COMMENCEMENT OF THE MEETING.

3.

As per clause 49 of the listing agreement(s), informations regarding appointment / re-appointment of


directors (Item Nos. 3, 4, 6, 7 & 8) and explanatory statement pursuant to Section 173 (2) of the Companies
Act, 1956 in respect of special business (Item Nos. 6, 7 & 8) are annexed hereto.

4.

The Register of members and share transfer books of the Company will remain closed from 1st August, 2013
to 8th August, 2013 (both days inclusive) to determine the entitlement of the shareholders to receive
dividend for the year 2012-13.

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 R & T Agent of the Company. In case shares held in dematerialized form,
the information regarding change of address and bank particulars should be given to their respective
Depository Participant.
3

9.

In terms of Section 109A of the Companies Act, 1956, nomination facility is available to individual
shareholders holding shares in the physical form. The shareholders who are desirous of availing this facility,
may kindly write to Company's R & T Agent - M/s. Sharepro Services (India) Private Limited at 416-420,
th
4 Floor, Devnandan Mall, Opp. Sanyash Ashram, Ashram Road, Ellisbridge, Ahmedabad 380 006, for
nomination form by quoting their folio number.
th
10. The balance lying in the unpaid dividend account of the Company in respect of dividend declared on 29 July,
2006 for the financial year 2005-06 will be transferred to the Investor Education and Protection Fund of the
Central Government by September, 2013. Members who have not encashed their dividend warrants
pertaining to the said year may approach the R & T Agent to the Company for obtaining payments thereof by
August, 2013.

ANNEXURE TO NOTICE
EXPLANATORY STATEMENT PURSUANT TO SECTION 173(2) OF THE COMPANIES ACT, 1956
FOR ITEM NO. 6 :
Dr. Ravindra Dholakia, who was appointed as Director of the Company on 21st May, 2012 to fill up casual vacancy
caused due to sad demise of Dr. A.C. Shah pursuant to Section 262 of the Companies Act, 1956 and Articles of
Association of the Company. He holds office only upto the date of the ensuing Annual General Meeting.
Dr Ravindra Dholakia, a faculty of economics and public systems at IIM, Ahmedabad, has more than 35 years of
experience in regional economic development, economic analysis and policy, international economics and health
economics. He holds a post-doctoral research fellowship from the University of Toronto and a Ph.D.in Economics
from M. S.University, Baroda.
He also served as a consultant to State and Central governments, private sector institutions and international
organizations such as WHO, UNICEF, ADB and World Bank. He has also been a member of various committees
appointed by the Government and has more than 100 research papers and 12 books to his credit.
As required by Section 257 of the Companies Act, 1956, notice has been received from a member signifying his
intention to propose the appointment of Dr. Ravindra Dholakia as a Director along with a deposit of Rs. 500/-.
The particulars of Dr. Ravindra Dholakia are annexed hereto with this notice. The Board considers it desirable that
the Company should continue to avail the services of Dr. Ravindra Dholakia.
The Board recommends this resolution for your approval.
Except Dr. Ravindra Dholakia, none of the other Directors of the Company is interested in the resolution.
FOR ITEM NO. 7 :
Mr. Berjis Desai was appointed as an Additional Director of the Company on 3rd December, 2012, by the Board of
Directors of the Company. According to the provisions of Section 260 of the Companies Act, 1956, he holds office as
Director only upto the date of ensuing Annual General Meeting.
Mr. Berjis Desai is a law graduate from the Mumbai University and a post-graduate in law from Cambridge University, U.K.
He is the Managing Partner of J. Sagar Associates, a national law firm having offices in Mumbai, Delhi, Gurgaon,
Bangalore and Hyderabad. Mr. Desai specializes in mergers and acquisitions, derivatives, corporate and financial
laws, International business laws and international commercial arbitration.
As required by Section 257 of the Companies Act, 1956, notice has been received from a member signifying his
intention to propose the appointment of Mr. Berjis Desai as a Director along with a deposit of Rs. 500/-.
The particulars of Mr. Berjis Desai are annexed hereto with this notice. The Board considers it desirable that the
Company should continue to avail the services of Mr. Berjis Desai.
The Board recommends this resolution for your approval.
Except Mr. Berjis Desai, none of the other Directors of the Company is interested in the resolution.
4

FOR ITEM NO. 8 :


th

The members at the Sixteenth Annual General Meeting of the Company held on 26 September, 2008 re-appointed
st
Mr. Gautam S. Adani as Executive Chairman for a period of 5 years with effect from 1 December, 2008 on the
th
terms and conditions as approved by them. The term of his present appointment will expire on 30 November, 2013.
The Remuneration Committee at its meeting held on 20th May, 2013 recommended and the Board at its meeting held
on 20th May, 2013 have re-appointed him as Executive Chairman for a further period of five years with effect from
1st December, 2013 on the following terms and conditions, subject to the approval of the shareholders in General
Meeting.
MR. GAUTAM S. ADANI : AS EXECUTIVE CHAIRMAN
PERIOD OF APPOINTMENT : 5 YEARS WITH EFFECT FROM 1st DECEMBER, 2013
SALARY : Rs. 12,75,000/- (Rupees Twelve Lacs Seventy Five Thousand Only) per month in the scale of
Rs. 12,75,000-55,000-15,50,000/- .
COMMISSION
Upto 2% of the Company's Net Profit for each financial year as calculated in accordance with Section 349 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
(a)

Medical benefit
All medical expenses incurred for self and family shall be reimbursed.

(b) Leave Travel Concession


For self and family once in a year including one foreign trip in accordance with
Company.
(c)

the

rules of the

Club fees
Annual fees of club subject to a maximum of two clubs. This will not include admission and life
membership fees.

(d) Personal Accident Insurance


Personal Accident Insurance of an amount in accordance with the rules of the company.
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.
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 to the contrary herein contained, where in any Financial Year during the currency of the
tenure of the Executive Chairman, the Company has no profits or its profits are inadequate, the Company will
pay remuneration as specified above.
The Executive Chairman 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.
5

Mr. Gautam Adani, the Chairman and Founder of the Adani Group, has more than 33 years of business experience.
Under his leadership, Adani Group has emerged as a global integrated infrastructure player with interest across
Resources, Logistics and Energy verticals.
Mr. Adani's success story is extraordinary in many ways. His journey has been marked by his ambitious and
entrepreneurial vision, coupled with great vigour and hard work. This has not only enabled the Group to achieve
numerous milestones but also resulted in creation of a robust business model which is contributing towards building
sound infrastructure in India.
The Board of Directors felt that it is in the interest of the Company to continue to avail services of Mr. Gautam S.
Adani as Executive Chairman.
The Board recommends this resolution for your approval.
Mr, Gautam S. Adani is deemed to be interested in the said resolution as it relates to his re-appointment.
Mr. Vasant S. Adani and Mr. Rajesh S. Adani being relatives are also interested in the said resolution.
None of the other Directors of the Company is in any way concerned or interested in the above resolution.
This, alongwith the relevant resolution may be treated as an Abstract pursuant to Section 302 of the Companies
Act,1956.
th

For and on behalf of the Board

Date : 20 May, 2013


Place : Ahmedabad

Parthiv Parikh

Regd. Office :
Adani House, Near Mithakhali Six Roads,
Navrangpura Ahmedabad - 380 009. Gujarat, India.

Company Secretary

Important Communication to Members


The Ministry of Corporate Affairs has taken a Green Initiative in the Corporate Governance by allowing paperless
compliances by the Companies and has issued circulars stating that service of notice / documents including
Annual Report can be sent by e-mail to its members. To support this green initiative of the Government in full
measure, members who have not registered their e-mail addresses, so far, are requested to register their e-mail
addresses, in respect of electronic holding with the Depository through their concerned Depository Participants.

ANNEXURE TO NOTICE

Details of Directors seeking Appointment / Re-appointment


Name

Mr. Vasant S. Adani

Mr. Anil Ahuja

Dr. Ravindra Dholakia

Date of Birth

8th September, 1955

1st December, 1962

Age

58 years

51 years

60 years

Appointed on

1st July, 1995

20th May, 2009.

21st May, 2012

Qualifications

B.A

B. Tech in Mechanical Engineering from


Indian Institute of Technology (IIT), New
Delhi. Post Graduate Diploma in
Business Management from the Indian
Institute of Management(IIM),
Ahmedabad.

2nd April, 1953

- M.A. with Distinction, M.S.University,


Baroda (1975)
(Economics and Econometrics)
- Ph.D. in Economics, M.S.
University, Baroda (1978)
(Regional Disparities in Economic
Growth in India)
-Post-Doctoral Fellow,
University of Toronto (1983-84)
(Regional Economic Disparities in
Canada)

Expertise in specific
functional areas

Mr. Vasant Adani looks into the


administrative aspects of Adani Group.
He has over 30 years of experience in
administrative management and real
estate development.

Mr. Anil Ahuja has over 20 years of


experience in international financial
services and is considered one of the
earliest private equity investors in India.
In the past, he has worked with 3i Group,
JP Morgan Partners Asia and Citibank.

Dr Ravindra Dholakia, a faculty of


economics and public systems at IIM,
Ahmedabad, has more than 35 years of
experience in regional economic
development, economic analysis and
policy, international economics and
health economics.
He holds a post-doctoral research
fellowship from the University of
Toronto and a Ph.D. in Economics from
M. S.University, Baroda.
He also served as a consultant to State
and Central governments, private sector
institutions and international
organizations such as WHO, UNICEF,
ADB and World Bank. He has also been a
member of various committees
appointed by the Government and has
more than 100 research papers and
12 books to his credit.

Directorships held in
Public Companies.

Adani Enterprises Ltd.

Adani Enterprises Ltd.

Membership/
Chairmanships of
Committees across
Public Companies#

No. of Shares held in the


Company

Shareholders/ Investors
Grievances Committee:
Adani Enterprises Ltd.

Audit Committee:
Adani Enterprises Ltd.

Adani Enterprises Limtied


The State Trading Corporation of
India Ltd.
Union Bank of India
{Shareholders' (non-executive)
Director}

Audit Committee:
Adani Enterprises Limtied
The State Trading Corporation of
India Ltd.

Nil

Nil

Nil

#Represents Membership / Chairmanship of two Committees viz. Audit Committee and Shareholders / Investors Grievances Committee as per clause 49 of
the Listing Agreement .

ANNEXURE TO NOTICE

Details of Directors seeking Appointment / Re-appointment


Mr. Berjis Desai

Name

Mr. Gautam S. Adani

Date of Birth

2nd August, 1956

Age

57 years

51 years

Appointed on

3rd December, 2012

2nd March, 1993

Qualifications

Law graduate from the Mumbai University and a postgraduate in law from Cambridge University, U.K.

Expertise in specific
functional areas

Mr. Berjis Desai is the Managing Partner of J. Sagar


Associates, a national law firm having offices in Mumbai,
Delhi, Gurgaon, Bangalore and Hyderabad. Mr. Desai
specializes in mergers and acquisitions, derivatives, corporate
and financial laws, International business laws and
international commercial arbitration.

Directorships held in
Public Companies.

Membership/Chairman
ships of Committees
across Public
Companies#

Adani Enterprises Ltd.


Sterlite Industries (India) Ltd.
The Great Eastern Shipping Company Ltd.
Praj Industries Ltd.
Edelweiss Financial Services Ltd.
Man Infraconstruction Ltd.
Himatsingka Seide Ltd.
DCW Ltd.
Greatship (India) Ltd.
Emcure Pharmaceuticals Ltd.

24th June, 1962

S.Y.B.Com.

Mr. Gautam Adani, the Chairman and Founder of the Adani


Group, has more than 33 years of business experience. Under
his leadership, Adani Group has emerged as a global
integrated infrastructure player with interest across
Resources, Logistics and Energy verticals.
Mr. Adani's success story is extraordinary in many ways.
His journey has been marked by his ambitious and
entrepreneurial vision, coupled with great vigour and hard
work. This has not only enabled the Group to achieve
numerous milestones but also resulted in creation of a robust
business model which is contributing towards building
sound infrastructure in India.

Adani Enterprises Ltd.


Adani Ports and Special Economic Zone Ltd.
Adani Power Ltd.

Audit Committee:

Sterlite Industries (India) Ltd.


Praj Industries Ltd.
The Great Eastern Shipping Company Ltd.
Edelweiss Financial Services Ltd.
Greatship (India) Ltd.
Emcure Pharmaceuticals Ltd.

Nil

Shareholders' / Investors' Grievances Committee:

No. of Shares held in the


Company

Sterlite Industries (India) Ltd.


The Great Eastern Shipping Company Ltd.
Edelweiss Financial Services Ltd.

Nil

Nil

#Represents Membership / Chairmanship of two Committees viz. Audit Committee and Shareholders / Investors Grievances Committee as per clause 49 of
the Listing Agreement .

DIRECTORS' REPORT
st

Your Directors take pleasure in presenting the 21 Annual Report together with the Audited Statement of Profit
and Loss for the year ended March 31, 2013 and Balance Sheet as on that date.
FINANCIAL PERFORMANCE SUMMARY
Particulars

(` in Crores)

Consolidated Results
2012-13
2011-12

Standalone Results
2012-13
2011-12

FINANCIAL RESULTS
Total Revenue

47,351.63

39,903.77

12,504.28

5,743.85

Total Expenditure other than Finance Charges and

40,453.94

34,357.81

11,736.00

5,159.83

Gross Profit before Depreciation, Finance charges and Tax

6,897.69

5,545.96

768.28

584.02

Finance Costs

3,492.93

1,825.56

302.57

165.03

Depreciation, Amortization and Impairment Expense

2,297.86

1,223.99

57.55

29.90

Profit for the year before Exceptional and Extra Ordinary

1,106.90

2,496.41

408.16

389.09

898.33

(0.02)

202.99

(2.01)

2,005.23

2,496.39

611.15

387.08

2,005.23

2,496.39

611.15

387.08

787.66

476.06

91.31

25.36

1,217.57

2,020.32

519.84

361.72

395.41

(181.12)

1,612.98

1,839.21

519.84

361.72

Net Profit for the year after Minority Interest

1,612.98

1,839.21

519.84

361.72

Balance brought forward from previous year-Profit / (Loss)

5,733.60

4,225.35

1,430.50

1,246.60

(0.22)

Add : On account of Amalgamation

(13.45)

Amount available for appropriations

7,333.13

6,064.34

1,950.34

1,608.32

153.97

109.98

153.97

109.98

Tax on Dividend (including surcharge) (net of credit)

34.93

43.02

8.54

17.84

Credit of Tax on Dividend Earlier year Adjustment

(7.56)

(7.55)

194.15

141.22

60.00

50.00

53.55

36.41

0.11

0.11

6,903.97

5,733.60

1,735.38

1,430.50

Depreciation

Items and Tax


Add / (Less) Exceptional Items
Profit for the year before Extra Ordinary Items and Tax
Add / (Less) Extraordinary Items
Profit for the year before Taxation
Total Tax Expenses
Net Profit before Minority Interest
Add / (Less) Share of Minority Interest
Net Profit for the year after Minority Interest
APPROPRIATIONS

Less : Minority loss absorbed by Holding Company

Less : appropriations
Proposed Dividend on Equity Shares

Transfer to General Reserve


Transfer to Debenture Redemption Reserve
Transfer to Capital Redemption Reserve
Balance carried to Balance Sheet

PERFORMANCE OF YOUR COMPANY


During the year under review, your Company continues its focus on consolidation and transformation, reducing its
overall leverage and posted yet another year of encouraging overall performance reflecting the inherent strength of
your Company's low cost business model, operational excellence and a balanced de-risked portfolio.

Consolidated Financial Results :


The audited Consolidated financial statements of your company as on 31st March, 2013, which form part of the
annual report, have been prepared pursuant to Clause 41 of the Listing Agreement entered into with the Stock
exchanges, in accordance with provisions of the Companies Act, 1956, the Accounting Standards AS-21 on
Consolidated Financial Statements read with Accounting Standard 23 on Accounting for investments in Associates
and AS-27 on Financial Reporting of Interest in Joint Ventures.
Your Company's consolidated income increased by 19% to ` 47,351.63 Crore, against ` 39,903.77 Crore in the
previous year. The consolidated EBIDTA rose by 24% to ` 6,897.69 Crore against ` 5,545.96 Crore in the last year. The
consolidated net profit stood at ` 1,612.98 Crore.

Standalone financial Results :


On standalone basis, your Company registered gross revenue of ` 12,504.28 Crore as compared to ` 5,743.85 Crore
in the previous year. The net profit after tax stood at ` 519.84 Crore as against ` 361.72 Crore in the previous
year.
160%

DIVIDEND

140%

120%

% OF DIVIDEND

Considering the Company's financial performance, your


Directors have recommended a dividend of 140% (` 1.40 each
per Equity Share of ` 1 each) to be appropriated from the profits
of the year 2012-13 (Previous year 100% i.e ` 1 each per Equity
Share of ` 1 each). The said dividend, if approved by the
Members, would involve a cash outflow of ` 154.96 Crore
including tax thereon (net of credit) (previous year ` 127.82
Crore) of the standalone profits of the Company.

CONSISTENT DIVIDEND PAYMENT TRACK RECORD


140%

100%
100%

100%
100%

100%

80%
60%

60%
40%

40%

45%

45%

40%

20%
0%
2003-04 2004-05

2005-06

2006-07

2007-08

2008-09

YEAR

2009-10

2010-11

2011-12

2012-13
(Proposed)

FIXED DEPOSITS
During the year under review, 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 and as on March 31, 2013 the
Company had no unclaimed deposits or interest thereon due to any depositor.
CORPORATE GOVERNANCE
To comply with conditions of Corporate Governance, pursuant to Clause 49 of the Listing Agreements with the
Stock Exchanges, a Management Discussion and Analysis, Report on Corporate Governance and Statutory Auditors'
Certificate are included in the Annual Report.
FORMATION OF VARIOUS COMMITTEES
Details of various committees constituted by the Board of Directors as per the provisions of Clause 49 of the L i s t i n g
Agreement and Companies Act, 1956 are given in the Corporate Governance Report annexed and form part of this
report.

10

DIRECTORS
During the year under review, Mr. Yoshihiro Miwa, Non Executive and Non Independent Director of the Company
resigned w.e.f. 24th December, 2012. Consequently, Mr. Tatsuo Fuke also ceased to be an alternate director with
effect from the said date. The Board places on record its deep appreciation of the valuable services rendered as well
as advice and guidance provided by Mr. Yoshihiro Miwa during his tenure.
Mr. Berjis Desai was appointed as an Additional Director with effect from 3rd December, 2012, in accordance with
Article 76 of the Articles of Association of the Company and Section 260 of the Companies Act, 1956 (the Act).
Mr. Berjis Desai & Dr. Ravindra Dholakia hold office only upto the date of the forthcoming Annual General Meeting
(AGM) and a Notices under Section 257 of the Act has been received from Member(s) signifying their intention to
propose Mr. Berjis Desai & Dr. Ravindra Dholakia as Directors of the Company.
Dr. Pravin P. Shah, Ex. Non Executive and Independent Director of the Company passed away on December 4, 2012.
The tenure of Mr. Gautam S. Adani, Executive Chairman of the Company will expire on 30th November, 2013.
The Remuneration Committee and the Board of Directors at their respective meetings held on 20th May, 2013
recommended and approved the re-appointment of and payment of remuneration to Mr. Gautam S. Adani as
Executive Chairman of the Company for a further period of five years i.e. upto 30th November, 2018, subject to the
approval of shareholders. The terms and conditions for his re-appointment are contained in the Explanatory
Statement forming part of the notice of the ensuing Annual General Meeting.
Pursuant to the requirements of the Companies Act, 1956 and Articles of Association of the Company, Mr. Vasant S.
Adani and Mr. Anil Ahuja, Directors of the Company retire by rotation at the ensuing Annual General Meeting and
being eligible, offer themselves for re-appointment.
Brief resume of the Directors proposed to be appointed / re-appointed, nature of their expertise and other details as
stipulated under Clause 49 of the Listing agreement are provided in the Notice for convening the Annual General
Meeting forming part of this Annual Report.
DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to Section 217(2AA) of the Companies Act, 1956, with respect to Directors' Responsibility
Statement, the Board of Directors of the Company hereby confirm that:
1.

In preparation of the annual accounts for the financial year ended 31st March, 2013, the applicable
accounting standards have been followed ;

2.

The Board of Directors of the Company have selected appropriate accounting policies and applied them
consistently and made judgments and estimates that are reasonable and prudent, so as to give a true and
fair view of the state of affairs of the Company as at 31st March, 2013 and of the profit and cash flow of the
Company for the year ended on that date;

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;

4.

The annual accounts have been prepared on a going concern basis.

SUBSIDIARY COMPANIES
Your Company had 103 (direct and indirect) subsidiaries as on March 31, 2012. During the year, the following changes
have taken place in subsidiary Companies:

11

Subsidiary Companies formed/acquired:


1.
2.
3.

Adani Warehousing Services Private Limited (Subsidiary of Adani Ports and Special Economic Zone Ltd.)
Galilee Transmission Holdings Pty Ltd., Australia (Subsidiary of Adani Mining Pty Ltd., Australia)
Galilee Transmission Pty Ltd., Australia (Subsidiary of Galilee Transmission Holdings Pty Ltd., Australia)

Companies ceasing to be subsidiary Companies:


As you are aware, during the year under review, the Company had disposed off its investment in Subsidiary
Company, Adani Infrastructure and Developers Pvt. Ltd., (AIDPL). Accordingly, M/s. AIDPL and its subsidiary
Companies ceased to be subsidiaries / step down subsidiaries of the Companies:
1. Adani Infrastructure and Developers Pvt. Ltd., (AIDPL)
2. Adani Estates Pvt. Ltd. (Subsidiary of AIDPL)
3. Adani Developers Pvt. Ltd. (Subsidiary of AIDPL)
4. Adani Land Developers Pvt. Ltd. (Subsidiary of AIDPL)
5. Adani Landscapes Pvt. Ltd. (Subsidiary of AIDPL)
6. Swayam Realtors and Traders LLP (formerly Swayam Realtors and Traders Ltd.) (Subsidiary of AIDPL)
7. Columbia Chrome (India) Pvt. Ltd. (Subsidiary of AIDPL)
8. Lushgreen Landscapes Pvt. Ltd. (Subsidiary of AIDPL)
9. Jade Food and Properties Pvt. Ltd. (Subsidiary of AIDPL)
10. Jade Agri Land Pvt. Ltd. (Subsidiary of AIDPL)
11. Jade Agricultural Co. Pvt. Ltd. (Subsidiary of AIDPL)
12. Adani Mundra SEZ Infrastructure Pvt. Ltd. (Subsidiary of AIDPL)
13. Rajendra Agri Trade Pvt. Ltd. (Subsidiary of AIDPL)
14. Rohit Agri Trade Pvt. Ltd. (Subsidiary of AIDPL)
15. Aaloka Real Estate Pvt. Ltd. (Subsidiary of AIDPL)
16. Shantigram Estate Management Pvt. Ltd. (SEMPL) (Subsidiary of AIDPL)
17. Belvedere Golf and Country club Pvt. Ltd. (Subsidiary of SEMPL)
18. Shantigram Utility Services Pvt Ltd. (Subsidiary of SEMPL)
19. Panchdhara Agro Farms Pvt. Ltd. (Subsidiary of SEMPL)
20. Mundra Power SEZ Ltd. (Subsidiary of Adani Power Ltd.)
21. Adani Power Pte. Ltd., Singapore (Subsidiary of Adani Power Ltd.)
22. Adani Power (Overseas) Ltd., Dubai (Subsidiary of Adani Power Ltd.)
23. PT Kapuas Coal Mining, Indonesia. (Subsidiary of PT Sumber Dana Usaha)
24. PT Andalas Bumi Persada, Indonesia (Subsidiary of PT Sumber Dana Usaha)
25. PT Citra Persada Luhur, Indonesia (Subsidiary of PT Sumber Dana Usaha)
26. PT Pahala Buana Abadi, Indonesia (Subsidiary of PT Sumber Dana Usaha)
27. PT Sumber Bumi Lestari, Indonesia (Subsidiary of PT Sumber Dana Usaha)
28. Rajasthan SEZ Pvt. Ltd. (Subsidiary of Adani Ports and Special Economic Zone Ltd.)
29. Adani International Container Terminal Pvt. Ltd. (Subsidiary of Adani Ports and Special Economic Zone Ltd.)
30. Adani Abbot Point Terminal Holdings Pty Ltd. (Subsidiary of Adani Ports and Special Economic Zone Ltd.)
31. Mundra Port Pty Ltd. (Subsidiary of Adani Ports and Special Economic Zone Ltd.)
32. Adani Abbot Point Terminal Pty Ltd. (Subsidiary of Adani Abbot Point Terminal Holdings Pty Ltd.)
33. Mundra Port Holdings Pty Ltd., (Subsidiary of Mundra Port Pty Ltd. )
In view of above, the total number of subsidiaries as on March 31, 2013 was 73.
Other than the above there has been no material change in the nature of the business of the subsidiary companies.
12

Pursuant to the General Exemption under Section 212(8) of the Companies Act, 1956 granted by the Ministry of
Corporate Affairs vide its circular no. 02/2011 dated 8th February, 2011 and in compliance with the conditions
enlisted therein, the Audited Statement of Accounts and the Auditors' Reports thereon for the financial year ended
31st March, 2013 along with the Reports of the Board of Directors of the Company's subsidiaries have not been
annexed.
The Annual Accounts and related documents of the Subsidiary Companies shall be made available for inspection at
the Registered Office of the Company. The Company will also make available these documents upon request by any
Member of the Company interested in obtaining the same.
As directed by the said circular, the financial data of the Subsidiaries have been furnished under 'Subsidiary
Companies Particulars' forming part of the Annual Report.
The Company announces consolidated financial results on a quarterly basis. Further, pursuant to Accounting
Standard AS-21 issued by the Institute of Chartered Accountants of India, Consolidated Financial Statements
presented by the Company in this Annual Report includes the financial information of its subsidiaries.
CORPORATE SOCIAL RESPONSIBILITY
The Adani Foundation is the Corporate Social Responsibility (CSR) arm for Adani Group, committed to attain the
betterment of the communities in and around the sites of business operations. With a commitment to improve the
lives of the people by fostering sustainable and integrated development of the communities, Adani Foundation is
carefully increasing its CSR footprints to cover more families. It reaches to 6 states, more than 175
Villages/Towns/Cities and more than 1,65,000 families; touching lives to make difference. At present, it renders its
services in core areas of Education, Community Health, Sustainable Livelihood and Rural Infrastructure
Development
Adani Foundation runs Adani Vidya Mandir (AVM), a school with difference for underprivileged children. It aims to
impart quality education and inculcate the habits of discipline, regularity as well as character building among the
students. Adani Foundation is also engaged in improving the quality of health services, through easy accessibility of
the services to the community. Committed to Health for all, the Foundation works towards improving the quality of
life of the people by promoting sustainable livelihoods. Special emphasis is given to the marginalized communities
such as women in need and fisher folk with the vision to change the face of the rural communities, it has particularly
focused on developing and harvesting water resources in dry area. Adani Foundation has developed rural
infrastructures such as approach roads, school buildings, health care facilities, recreational zones like garden, sports
ground and water storage tanks.
BUSINESS RESPONSIBILITY REPORT
SEBI, vide its Circular CIR/CFD/DIL/8/2012 dated August 13, 2012, mandated the top 100 listed entities, based on
market capitalisation at BSE and NSE, to include Business Responsibility Report as part of the
Annual Report describing the initiatives taken by the Companies from Environmental, Social and Governance
perspective.
Accordingly, the Business Responsibility Report is attached and forms part of the Annual Report.
AUDITORS & AUDITORS' REPORT
The Statutory Auditors of the Company, M/s. Dharmesh Parikh and Co., Chartered Accountants retire at the
conclusion of the ensuing Annual General Meeting. The said Statutory Auditors have confirmed their eligibility and
willingness to accept the office on re-appointment. The necessary resolution seeking your approval for reappointment of Statutory Auditors has been incorporated in the Notice convening the Annual General Meeting.
The Board has duly reviewed the Statutory Auditors' Report on the Accounts. The observations and comments, if any
appearing in the Auditors' Report are self-explanatory and do not call for any further explanation / clarification by
the Board of Directors under Section 217(3) of the Companies Act, 1956.
13

COST AUDITORS
Pursuant to the provisions of section 233B of the Companies Act, 1956, Ms. Koushlya V. Melwani, Practising Cost
Accountant have been appointed to conduct audit of cost records of solar power plant of the Company for the year
ended 31st March 2013. The Cost Audit Report for the year 2011-12 was filed before the due date with the Ministry of
Corporate Affairs.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO.
Information pursuant to 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 regarding conservation of energy, technology absorption
and foreign exchange earnings and outgo are set out as an annexure to the Directors' Report.
PERSONNEL
The information required under section 217(2A) of the Companies Act, 1956 and the Rules made thereunder, in
respect of the employees of the Company, is provided in the Annexure forming part of this Directors Report. In terms
of Section 219(1)(b)(iv) of the companies Act, 1956, the Annual Report excluding the aforesaid information is being
sent to all the members of the company and others entitled thereto. Any member interested in obtaining a copy of
such particulars may write to the Company Secretary at the Registered office of the Company. The said information
is also available for inspection by any member at the Registered Office of the Company
The Company maintained healthy, cordial and harmonious industrial relations at all levels..
HUMAN RESOURCES
Your Company, being a flagship Company of Adani Group, believes that people are the biggest strength in line with
its vision to create a world-class organization. Your Company focuses on learning and development, to enhance the
knowledge & skill and preparing its people to face the challenges. During the year, your Company has continuously
upgraded the training infrastructure and organised various training programmes for enhancing personal and
professional skills of its employees.
ACKNOWLEDGEMENTS
Your Directors acknowledge the support and assistance extended by the Government of India, various state
Governments and Government Departments, Financial institutions, Bankers, Shareholders and Investors at large and
look forward to having the same support in our endeavors. Your Directors also wish to convey their appreciation to all
of the Company's employees for their enormous personal efforts as well as their collective contribution to the
Company's performance.

For and on behalf of the Board of Directors


Place : Ahmedabad

GAUTAM S. ADANI

Date : 20th May, 2013

Chairman

14

ANNEXURE - I TO THE DIRECTORS' REPORT


Particulars pursuant to Section 217(1) (e) of the Companies Act, 1956.
Information as required under 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 set out as under:
A Conservation of energy:
a) Measures taken for conservation of energy:
= Optimize auxiliary power consumption using 100 numbers of Energy Efficient 65W LED lights in place of
250W HPSV lights.
= Optimize auxiliary power consumption using 35 nos. of LED Solar Lights
b) Additional investments and proposals, if any, being implemented for reduction of consumption of energy
= Installation of additional 75 numbers of energy efficient LED lights in place of 250W HPSV Street Lights
and 150W HPSV ITC Room lights for outdoor illumination.
c) Impact of the measures at (a) and (b) above for reduction of energy consumption and consequent impact
on the cost of production of goods
= Reduced auxiliary power consumption.
d) Total energy consumption and energy consumption per unit of production as per Form A in respect of
industries specified in the schedule thereto
= Not applicable.
B. Technology Absorption:
a) Specific areas in which R & D carried out by the company and benefits arrived out of it
In the year 2012-13, following projects have been taken up to improve the performance and reliability of the
plant.
= Auxiliary power reduction in plant lighting by using 65W LED lights in place of 250W / 150W HPSV Lamps.
= Reliability improvement of equipments in switchyards in the prevalent Coastal conditions.
b) Future plan of action
The following mentioned R&D activities are planned for the year 2013-14:
= Aluminum Painting in the structures for solar modules for the prevention of corrosion in the structure.
= High Voltage Silicone Coating in Switchyard Equipment insulators.
= Development of green belt for the optimum utilization of spare land.
= Installation of energy efficient 65W LED lights in place of 150W HPSV Lights for ATC / ITC rooms.
c) Technology absorption, Adaptation and Innovation
= High pressure pumps for module cleaning system
= Installation of RO plant for drinking purpose in the plant.
d) Benefits derived as a result of the above efforts.
= Higher Efficiency
= Reduction in auxiliary power consumption.
= Better reliability and availability
= Reduced Maintenance
C. Foreign Exchange Earnings and Outgo:
Particulars
(1) Foreign exchange earned

Current year
17.29

(` in Crores)
Previous year
-

(Including export of goods on FOB basis)


(2) Foreign exchange used

7617.87

3,672.87
15

ANNEXTURE - II
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Management's views on the Company's performance and outlook are discussed below:

Overview
During the fiscal year 2013, the economic environment remained challenging with growth slowing down
globally. Global Gross Domestic Product (GDP) is expected to expand about 2.2% in 2013 and to grow at 3.0%
and 3.3% in 2014 and 2015 respectively as per the World Bank report. Risks from advanced economies have
eased and growth is firming up, despite ongoing contraction in the Euro area. However, global economic
growth is expected to be muted in current year, led by developing world.
On domestic front, the Indian economy slowed down considerably during the year with GDP growth at 5% for
FY 13 - lowest in a decade, as per the latest estimate of Central Statistical Organisation (CSO). This is mainly on
account of poor performance of manufacturing, agriculture and services sector. India is expected to record
6.5% GDP growth in the current fiscal. The growth is expected to increase further to 6.7% in FY15, according to
the World Bank's latest report.
India's 'twin deficit' challenge also came under the spotlight during the year. The current account deficit
widened to an all-time high of 6.7% during the third quarter of the year and has boiled down to 4.8% of GDP
during 2012-13, mainly contributed by high oil prices, subdued merchandise exports and a marginal decline in
net services exports. On the other hand, the fiscal deficit, which seemed like heading towards 6% of GDP in the
middle of the year, was reined in by the Government to 5.1% of GDP through aggressive compression in
expenditure. Deteriorating current account deficit and fiscal deficit with weak domestic growth and excessive
domestic credit expansion would further put pressure on depreciating currency.
Among other, several policy measures were announced by the Government during the year including the new
Companies Bill, Land Acquisition Bill and power tariff revision. These coupled with seamless execution and
resilience in overcoming all challenges, the Company continues delivering in its focus areas of Resources,
Logistics and Energy.

Financial Performance
Highlights of the Company's consolidated performance for the year are as follows:
Key Performance Indicators (Consolidated)
Particulars
2012-13

(` In Crores)
2011-12

47,351.63
33,980.19
71.76%
641.34
1.35%
5,832.40
12.32%
6,897.69
14.57%
3,492.93
7.38%
2,297.86
4.85%
1,612.98
3.41
4,133.68
8.73%

39,903.77
30,853.22
77.32%
459.62
1.15%
3,044.97
7.63%
5,545.96
13.90%
1,825.56
4.57%
1,223.99
3.07%
1,839.21
4.61%
3,634.96
9.11%

1. Sales & Operating earnings (Sales)


2. Cost of Materials
% of Sales
3. Employee Benefits expenses
% of Sales
4. Operation and other Expenses
% of Sales
5. EBIDITA
% of Sales
6. Finance Costs
% of Sales
7. Depreciation
% of Sales
8. PAT
% of Sales
9. Cash Profit
% of Sales

16

For the year ended March 31, 2013, consolidated income increased by 19% to ` 47,351.63 Crore, against
` 39,903.77 Crore in the previous year. The consolidated EBIDTA rose by 24% to ` 6,897.69 Crore against
` 5,545.96 Crore in the last year. The consolidated Net Profit stood at ` 1,612.98 Crore.

Segment Revenue

Segment EBIT
3,000

20,000

20,433
18,399

2,000

15,666
14,412

10,000

6,742
3,941

Trading

Power
FY13

3,621
2,605

Port

Other

FY12

` in Crores

` in Crores

30,000

2,344
1,609

2,133
1,576

1,518
669

1,000

559

-589

-1,000
Trading

Power
FY13

Port
FY12

Other

Operational Performance
The Company continues to strengthen its competitiveness in the global market and posted an encouraging
performance for the year under review.

v Resources
Natural Resources are essential for rapid growth and development of a nation. Presently, India faces an acute
thermal coal deficit to cater to the demand of the power stations and resorted to imported coal to meet the
internal deficit scenario. The Company is focused on this sector of national importance and strategically
placed to help overcome those challenges through developing and operating mines in India, Indonesia and
Australia as well as importing coal and providing end to end solution to the customer.

Coal Mining
Our coal mining business involves mining, processing, acquisition, exploration and development of mining
assets.

q Coal Mining in Indonesia.


Our wholly owned step down Indonesian subsidiaries have been awarded coal mining concessions in Bunyu
island, Indonesia. The Bunyu Mines has a Joint Ore Reserves Committee (JORC) compliant resource of
269 Million Metric Tonnes (MMT) of coal. Production during the year FY 13 has been 4 MMT.

q Coal Mining in Australia


Our wholly owned step down subsidiaries in Australia have 100% interest in the Carmichael Coal Mine in the
Galilee Basin in Queensland, Australia. During the year under review, the Company has undertaken an
extensive exploration program. The Carmichael Coal Mine has a Joint Ore Reserves Committee (JORC)
compliant resource of 10.15 billion tonnes of coal. The mine is being developed for producing 100 MMTPA of
coal at peak capacity.

q Domestic Coal Mining Operations


In India, as 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 coal block allotted.

17

q Parsa East and Kanta Basan Coal Block


Rajasthan Rajya Vidyut Utpadan Nigam Limited ("RRVUNL") has been allocated the Parsa East and Kanta
Basan coal blocks at Chhattisgarh. To undertake the MDO operations, the Company entered into a joint
venture agreement with RRVUNL to form Parsa Kente Collieries Limited ("PKCL"), wherein the Company owns
74% equity interest.
The project has started Mining Operations and dispatches of coal to Thermal Power stations of RRVUNL in
FY 13.

q Machhakata Coal Block


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 thermal power plants of Maharashtra
State Power Generation Company Limited and the Gujarat State Electricity Corporation Limited. Preliminary
project activities including work on Land Acquisition have commenced and are at an advanced stage.

q Parsa Coal Block


Chhattisgarh State Power Generation Company Ltd. (CSPGCL) has been allocated the Parsa Captive Coal
Block in Chhattisgarh. The Company has entered into a joint venture agreement with CSPGCL and formed joint
venture Company, CSPGCL AEL Parsa Collieries Ltd., ("JVC") in the state of Chhattisgarh wherein we own 49%
equity interest. This entails development and operation of the Parsa Captive Coal Block and transportation of
coal upto End-use Thermal Power Station located at Marwa, Chhattisgarh.

q Chendipada Coal Block


The Company has been selected as Mine Developer and Operator (MDO), by UCM Coal Company Limited, a
Joint Venture of Uttar Pradesh Rajya Vidyut Utpadan Nigam Limited (UPRVUNL), Chhattisgarh Mineral
Development Corporation Limited (CMDC) and Maharashtra State Power Generation Company Limited
(MAHAGENCO) for development and operation of the Chendipada and Chendipada II coal block in the District
Angul, State of Orissa. The Company will undertake development and operation of the Chendipada coal block,
which includes mining, beneficiation of coal, arranging transportation and delivery of washed coal to end
power projects of UPRVUNL, CMDC and MAHAGENCO. The environment and other approvals are expected in
due course.

Coal Trading
The Company remains the largest procurer of thermal coal in India. As India's primary power generating
capacity is still coal based, the country is expected to remain increasingly dependent on imported thermal coal
to bridge the demand-supply gap in future.
The Company provides multiple services of procurement and logistics for its customers. The major coal
sourcing is from suppliers in Indonesia and South Africa, and supply it to various state utilities in India.
The Company, through its subsidiaries, has entered into long-term arrangement for uninterrupted supply of
imported coal with some of the biggest suppliers in Indonesia.

Coal Trading (MMT)


50

35%

40

R
CAG

30
20
10

18

FY08

FY09

FY10

FY11

FY12

FY13

Coal demand is expected to increase substantially in the coming years, which will strengthen the Company's
presence in this segment. The Company also continues to improve coal trading business by cost effective
shipping & logistics management and expanding its sourcing network.

Edible oil and Agro-commodities trading


The Company entered the edible oil refining business through a 50: 50 joint venture Company, Adani Wilmar
Ltd. ("Adani Wilmar") with Singapore's Wilmar Group. Adani Willmar's flagship brand 'Fortune' has successfully
retained its top position in edible oil segment and has been voted the No. 1 cooking oil brand in India for the
tenth consecutive year as per Nielsen RSA Report for the year 2012-13. Adani Wilmar is scaling new heights
each year, and is today the 12th largest FMCG Company in India, as per the Nielsen Company.
In 2012-13, Adani Wilmar continued sustained efforts on development of new plant infrastructure, brandbuilding and distribution. One of the key thrust areas during the year was retail coverage expansion which has
grown by over 9% YoY as per the Nielsen Company. Adani Wilmar has wholly owned 85 stock points and 5,000
distributors catering to about 1 million outlets across the country. Adani Wilmar has become the 6th largest
food Company in India, growing at 27% YoY as per the Nielsen Company.
During the year, Fortune has registered volume growth of about 10%. 'Kings" and 'Raag Gold' for edible oil and
'Pilaf' and 'Pilaf Gold' brands of Basmati rice have been widely accepted and gained significant popularity
across the country. This year, Adani Wilmar achieved landmark sales of 1 Lac MT of packed oil sales in a single
month.
Keeping a keen eye on the changing needs of consumers, Fortune Rice bran health - 100% refined rice bran oil,
was launched targeting the health conscious consumer.
Adani Wilmar aims to have Pan-India coverage and plans to leverage on its sourcing and supply chain expertise
by adding branded edible commodities to its existing portfolio of cooking medium in consumer space.

Agri Fresh business


Adani Agri Fresh Limited ("Adani Agri Fresh"), our wholly owned subsidiary, has been developing integrated
storage, handling and transportation infrastructure for horticulture produce. Adani Agri Fresh has set up
modern controlled atmosphere storage facilities at three locations, Rewali, Sainj, and Rohru in Shimla District
of Himachal Pradesh with a combined capacity of approximately 18,000 metric tonnes of Apple per annum.
Adani Agri Fresh has also set up a marketing network in major towns across India to cater to the needs of
wholesale, cash and carry and organized retail customers. Adani Agri Fresh, marketing Indian fruits under the
brand name 'Farm-pik', has expanded its footprints in the branded fruit segment and is giving a comparable
competition to Imported Apples. Adani Agri Fresh imports Apple, Pear, Kiwi, Orange etc. from various countries
for sale in India.

Agro-storage business
Adani Agri Logistics Limited ("AALL"), our wholly owned subsidiary, had entered into a service agreement with
the Food Corporation of India (FCI) for bulk food grains handling, storage and transportation network on a
commercial Build, Own and Operate Basis for a period of 20 years. The project was started in 2007 & it is now
in the 6th year of successful operations. At present, AALL has seven storage facilities in India, including Moga,
Kaithal, Hooghly, Navi Mumbai, Chennai, Coimbatore and Bangalore. The total storage capacity of 5.5 Lac MT
food grain is spread across these seven locations. The Company is eligible for revenues based on Annual
Guaranteed Tonnage of 8 Lac MT irrespective of actual usage by FCI. It also has 5 special purpose bulk food
grain rakes.

v Logistics
Ports handle approximately 95% of India's total trade in terms of volume and 70% in terms of value.
Total volumes are expected to increase further as India continues its economic expansion, making India one of
the fastest growing economies in the world.
19

The Company's subsidiary, Adani Ports and Special Economic Zone Ltd. (Adani Ports) has shown impressive
performance during the year under review.

Ports Operation and Growth


Adani Ports have developed and operate the port at Mundra, Gujarat, the largest Non-major Port in India by
volume, which handled 82.13 million tonnes of cargo in FY 13, a growth of 21% year on year. It ranks 2nd in terms
of total cargo and container cargo handled during the year compared with the major as well as non-major ports
of India. It has a dry bulk terminal at the port at Dahej, Gujarat; and a multi-purpose terminal and a container
terminal at the port at Hazira, Gujarat. Adani Ports handled 90.71 MMT of consolidated cargo in FY 13, a growth
of 29% over a year ago.
Adani Ports would continue to lead innovative practices, adoption of technology and setting examples of
efficient port operations.

Capacity
The capacities at Adani ports have increased significantly in recent years as we have commissioned new
terminals and expanded the capacity at our operational facilities. We have developed and operate six bulk
terminals, four container terminals, automobile handling and coal handling facilities and two single-point
mooring facilities across the Mundra Port, the Dahej Port and the Hazira Port, that together allow us to provide
port services for dry and liquid bulk (including coal), container, crude oil and other cargo. We benefit from, and
our capacities are higher because of, the deep drafts at our facilities, which allow us to accommodate larger
ships that can handle larger volumes of cargo. We have recently expanded our facilities at the Mundra Port to
accommodate larger ships, including the recent commissioning of Container Terminal 3, fourth berth at the
Coal Bulk Terminal and Multi-purpose Terminal-III, at the Mundra Port.

Cargo and Service Mix


The three broad categories of cargo handled are bulk (consisting primarily of coal cargo), container and crude
oil cargo. Our cargo volume handled has increased in recent years as we have developed new terminals, berths
and other infrastructure at the Mundra Port and commenced commercial operations at the Dahej Port and the
Hazira Port. Our cargo volume handled continues to increase as we expand the capacities and utilizations at
the Mundra Port, the Dahej Port and the Hazira Port, and as we commence operations at our terminals at the
Mormugao Port, the Vizag Port and the Kandla Port.
The port services include marine, intra-port transport, storage and handling, other value-added and
evacuation services for a diverse range of customers, primarily terminal operators, shipping lines and agents,
exporters, importers and other port users. In addition to port services, we provide value-added, evacuation and
other logistics services to our customers. Our ability to maintain a diverse mix of cargo handled and other
services performed allows us to diversify our income sources, reduce financial risk and compete more
effectively.

Expansion Plans
The Company has commenced operations at Container Terminal 3, fourth berth at the Coal Terminal and Bulk
Terminal-III at Mundra Port. During the year, the company has started operations at Hazira port The Company is
also in the process of developing facilities at the Murmugao Port, the Vizag Port and the Kandla Port (Tuna).
The majority of the capital expenditure at our operational facilities and the Murmugao Port has been
completed.

Special Economic Zone


During the year under review, Adani Port has been focusing on development of robust infrastructure for
supporting the industrial development within the Special Economic Zone (SEZ) at Mundra, which is one of the
largest operating port-based multi-product special economic zones in India. Construction of road over bridge
20

within the Zone has been completed enabling seamless connectivity to the Port and SEZ development.
Elaborate arterial road network has been completed for SEZ users. Execution of utility infrastructures like
Common Effluent Treatment Plant (CETP), water desalination plant has also been completed. Work for
doubling of Mundra-Adipur rail line is completed. These multi-modal connectivities are expected to attract
more investments in the coming years.
The Co-developers of the SEZ have provided various social infrastructure facilities such as Housing, Hospital
and School in the SEZ. MPSEZ Utilities Pvt. Ltd. (MUPL), a 100% subsidiary of Adani Port and approved Codeveloper, had developed electricity distribution network and is distributing electricity at competitive rate in
the SEZ. MUPL has also been approved as co-developer of the Free Trade Warehousing Zone (FTWZ) SEZ to
provide infrastructure facilities/utilities. The company has set up a FTWZ in an area of 168.41 Ha. in Taluka:
Mundra. Some of the approved Units have already started export activities in the Zone.

v Energy
Efficient infrastructure is a pre-requisite for sustainable and inclusive economic growth and it holds the key to
global competitiveness of the Indian economy. India needs to substantially bridge the gap between demand
and supply of electricity for sustained economic growth and to kindle hope in the lives of its people and to
accomplish that the Country needs all sources of power it can get access to.
The Indian power sector has historically been characterized by demand-supply gap which has been increasing
over the years. During the Eleventh Plan period (FY08-12) the Government of India (GoI) has targeted capacity
addition of 78,700 MW. Against which, actual capacity addition in 11th Plan period was 54,964 MW. Moving
forward, GoI has targeted 88,537 MW of power generation capacity during twelfth plan period, creating
massive opportunity in the sector.

Power Generation and Transmission


The Company's listed subsidiary Adani Power Ltd., is developing various power projects with a combined
installed capacity of 9,240 MW, out of which 5,940 MW is operational and 3,300 MW is under implementation.
Adani Power Ltd. intends to sell the power generated from these projects under a combination of long-term
PPAs and on merchant basis. With fully operationalized capacity, the Company will become one of the largest
private power producers in the country and best placed to gain from business opportunity in the power sector.

q Mundra Power Plant


The Mundra power project with total capacity of 4,620 MW is located at Mundra, Gujarat and fully operational.
It has four units of 330 MW & five units of 660 MW. Therefore, Mundra Power Project has become India's
largest single location thermal plant. The power project continues to operate at high PLF and operational
efficiency. The Company is selling the power generated through long term PPAs and on merchant basis.
Additionally, Fuel Supply Agreement (FSA) for supply of indigenous coal equivalent to 70% of the capacity of
Unit-7, 8 & 9 has been executed with Coal India (CIL). To ensure continued efficient operations at the plant, the
Company has installed world class Operations and Maintenance (O&M) systems. A training simulator which is
a replica of unit control system has been set up at Mundra power plant for training operation staff at regular
frequency.
q Tiroda Power Plant
The Tiroda power project with total capacity of 3,300 MW is being developed at Tiroda, Maharashtra by stepdown subsidiary Company, Adani Power Maharashtra Limited (APML). It has five super critical units of 660
MW. Two units of 660 MW each - 1320 MW were commissioned during FY 13. The Company intends to sell the
power generated from this project under long-term PPAs and on merchant basis till the obligation under PPAs
commences. Entire 3,300 MW capacity is expected to be commissioned by FY 14.

21

Coal requirement for 1,980 MW projects has been planned from domestic sources and FSA for supply of
indigenous coal equivalent to 1180 MW has been executed with Coal India and an application for coal linkage
to meet the balance coal requirement has been made.

q Kawai Power Plant


The Kawai power project with total capacity of 1,320 MW is being developed at Kawai, Rajasthan by step-down
subsidiary Company Adani Power Rajasthan Limited (APRL). It has two super critical units of 660 MW.
We intend to sell the power generated from this project under a combination of long-term PPA and on
merchant basis.
An application for coal linkage to meet the coal requirements of the Kawai power project has been made.
Entire capacity of 1320 MW is expected to be commissioned by FY 14.
q Transmission
Adani Power has about 1,633 kilometre of operational transmission network in India, comprising of 1,000
kilometre of 500kV of High Voltage Direct Current (HVDC), 633 kilometre of 400kV double circuit line and in
process of developing 1,290 kilometre of 765 kV single circuit transmission line connecting Tiroda to
Aurangabad.
The 433 km long double circuit 400 kV transmission line with a capacity to transmit up to 1,000 MW of power,
connecting to the Central Transmission Utility (CTU) grid at 400 kV Power Grid Corporation of India Limited
(PGCIL) Sub-station at Dehgam, Gandhinagar is operational.
During the year, the Company commissioned a 400 kV double circuit, 200 Km long Transmission line for Power
evacuation with a capacity to transmit about 2,000 MW of power, from Tiroda to Warora in Maharashtra.
Further, we have also implemented transmission line with the configuration of 500 kV High Voltage Direct
Current (HVDC) with a capacity to transmit up to 2,500 MW of power, from Mundra to Mohindergarh, Haryana.

Solar
During the year under review, the Company efficiently operated the 40 Megawatt (MW) solar power plants at
Bitta-Naliya, Kutch, Gujarat. The plant was certified for Occupational Health and Safety Management System
in accordance with IS 18001:2007 by Bureau of Indian Standards as well as certified for ISO 9001:2008 for
Quality Management System by TUV NORD, a technical inspection association based at Germany.

City gas distribution


The city gas distribution business is undertaken through the Company's Wholly Owned Subsidiary, Adani Gas
Limited ("Adani Gas"). Adani Gas has set up a gas distribution network of approximately 410 km of steel pipeline
network and approximately 4,100 km of polyethylene pipelines spread across Ahmedabad and Vadodara in
Gujarat, Faridabad in Haryana, Noida, Khurja and Lucknow in Uttar Pradesh and Jaipur and Udaipur in
Rajasthan. It has set up 63 CNG stations in Ahmedabad and Vadodara in Gujarat and Faridabad in Haryana.
Adani Gas is also serving approx. 850 industrial units, 1,78,000 households and 1,300 commercial units in
these cities through its infrastructure network.

Key Strategic Initiatives

Along the group's core integrated infrastructure businesses, Adani has interests in Ships fueling.

Ship Fuelling

The Company through its subsidiary Chemoil Adani Pvt. Ltd. (CAPL), trades in ship bunker (Fuel oil and Marine
Gas Oil) in India. Currently the Company has its operations at Mundra and Goa and is planning for expansion at
Chennai, Vizag & Haldia during the FY14.

22

Competitive Strengths and Outlook on opportunities


The Company operates in a highly competitive and rapidly changing market and has competitors in each of our
major business operations on a local, regional, national and international level. Although barriers to entry are
high in a number of our businesses due to the costs associated with such entry, we continue to face
competition from new entrants.
The Company continues to strengthen its position as a leading global integrated infrastructure Company by
successfully differentiating its product and service offerings and increasing the scale of its operations.
The Company has a strong track record in the successful development and execution of its projects in
infrastructure space. Access to financing sources, partners and industry expertise enables us to identify and
value new projects effectively, assess risks and evaluate results which provide a significant competitive edge.
We will continue to focus on and create world class infrastructure facilities in each of our business initiatives
in resources, logistics and energy verticals.

Risk Management
The Company like any infrastructure player has national as well global business interests and is exposed to
business risks which may be internal as well as external. The Company has a comprehensive risk management
system in place, which enables it to recognize and analyze risks early and to take the appropriate action.
The senior management of the Company regularly reviews the risk management policy and process of the
Company for effective risk management.
The Company is subject to risks arising from interest rate fluctuations. The Company maintains its accounts
and reports its financial results in rupees. As such, the Company is exposed to risks relating to exchange rate
fluctuations. The Corporate Risk Management Cell works with the businesses to establish and monitor the
specific profiles including both strategic, financial and operational risks.
We believe that our multi-location operations also allow us to leverage the competitive advantages of each
location to enhance our competitiveness and reduce geographic and political risks in our businesses.

Business Process Transformation


The Company's transformation journey is now in full flow across multiple businesses and functions. Few
companies in India have embarked on a transformation program of this scale that is necessary to enable the
continued growth and scaling of future business.
As the Company lays the foundation for the next growth phase, it intends to be smarter in utilization of
physical and personnel assets, and inculcate best in class process discipline that it can benefit from.
At Adani, the senior management has identified and engaged the world-class consulting firms in driving large
scale business transformation across the businesses and decided to leverage our growth trajectory in creating
a global scale to lead and set sustainable footprints.
In line with our core strengths, we have named the overall business transformation across Adani as 'Tezz'
symbolizing speed. 'Tezz' is made up of four individual business transformations running in parallel - 'Agile' for
Projects, 'Synergy' for Corporate Services, 'Ignite' for Port Operations and 'Disha' for Power Operations. 'Tezz'
will reinforce that best-in-class processes, systems and organisation capabilities should help us scale up,
without compromising with our speed of execution and quality of operations.

Internal Control Systems


The Company has put in place global best practices of internal control system and processes commensurate
with its size and scale of operations. For ensuring an effective internal control environment, the
comprehensive internal audit processes are web enabled and managed on-line by a state of the art Audit
Management System (AMS). The Company has successfully started using Legatrix and Business Planning &
Consolidation (BPC) tools to continuously manage legal & regulatory aspects and financials of the Company.
23

Audit Committee, comprising independent directors, regularly reviews the audit plans, significant audit
findings, internal controls and compliance with Accounting Standards. The multi-disciplinary Internal Audit
team carries out extensive audits like Management & Operational audit, Systems audit, Financial audit and
Compliance audit, round the year to ensure accuracy, transparency, reliability and consistency of records,
systems and procedures.

Human Resources Strategy


The Company firmly believes that employees constitute the most vital forces in moving the organisation
forward. In tune with the business requirement, a number of HR initiatives were taken by the Company to
maintain its position as one of the leading integrated infrastructure conglomerate in the country.

Talent pool to match Organizational growth


Knowing the importance of human resources for the success of business and its sustainability, the
Company has always accorded unique attention to its employees. We build on this brand Adani by working
to understand our potential recruits better and we devise programmes that would help us attract the best
talent.
At Adani we have well defined talent pool assessment practices and conducted and identified a HighPotential talent and development assessments for about 500 resources. With this year on year, we are
grooming right competencies of talent to address business transition and growth. It will also strengthen
our successor talent pool across business; thereby reduce the risk and dependencies of critical talent
attrition.

Creating a performance culture:


In our endeavor to create a robust performance management process, we are geared up in building a
culture -focused on execution and performance and by leveraging organizations values. We have
implemented a holistic 'Performance Management System-PMS, through Success Factors' encompassing
three clear steps: setting goals/ KRAs, assessing performance and rewards to deliver clarity, consistency
and encourage employees to live up to our standards of leadership. Further it helps in building an open and
transparent performance culture across organization.

Encouraging learning element across organization:


We strongly believe in 70:20:10 approaches in our Learning & Development Intervention wherein 70% of all
capability is built on the job, 20% is built through shadowing Executive coaching and Involving High
potential Executives in short term projects and 10% is being built through Learning & Development
Programs. With this backdrop we provide multiple forums for learning. These include competency based
development and providing new role shift and job assignments and nominating employees to external
learning forums /sessions with industry leaders.

Cautionary Note
Statements in the Management Discussion and Analysis describing the Company's objectives, projections,
estimates, expectations and others may constitute "forward-looking statements" within the meaning of
applicable securities laws and regulations. Actual results may differ from those expressed or implied. Several
factors that could significantly impact the Company's operations include economic conditions affecting
demand, supply and price conditions in the domestic and overseas markets, changes in the Government
regulations, tax laws and other statutes, climatic conditions and such incidental factors over which the
Company does not have any direct control.
The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether
as a result of new information, future events, or otherwise.

24

ANNEXURE III
CORPORATE GOVERNANCE REPORT
COMPANY'S PHILOSOPHY ON CORPORATE GOVERNANCE

Adani Enterprises Limited (AEL) being the flagship Company of the Adani Group is committed to good
corporate governance practices at different levels and to achieve its objectives. The Company believes in
adopting and adhering to the best recognized corporate governance practices and continuously
benchmarking itself against each such practice. Transparency, fairness, disclosure and accountability are
the main thrust to the working of Adani Group. Given the Company's size and complexity in operations,
AEL's Corporate Governance framework is based on the following core values and culture of the Adani Group:

Values
Courage
: We shall embrace new ideas and businesses.
Trust
: We shall believe in our employees and other stakeholders.
Commitment : We shall stand by our promises and adhere to high standards of business.

Culture
P
R
I
D
E

= Passion
= Results
= Integration
= Dedication
= Entrepreneurship

We keep our Corporate Governance practices under continuous review and benchmark ourselves to the best
practices across the globe. The Company is fully compliant with all the mandatory provisions of Clause 49 of
the Listing Agreement entered into with the Stock Exchange(s). The details of the compliance are as follows:
1. BOARD OF DIRECTORS
The Board of Directors (the Board) define the Company's policy and oversees its implementation in
attaining these goals. The Board is at the core of your Company's corporate governance practice and
oversees how the management serves and protects the long term interests of all stakeholders. This belief is
reflected in our governance practices, under which we strive to maintain an effective, informed and
independent Board.
Composition of the Board
The Board currently comprises 8 (Eight) Directors out of which 5 (Five) Directors (63%) are Non-Executive
Directors. The Company has an Executive Chairman and the four Independent Directors comprise half the
total strength of the Board.
None of the Directors on the Company's Board is a Member of more than ten Committees and Chairman of
more than five Committees (Committees being Audit Committee and Shareholders'/Investors' Grievences
Committee) across all the companies in which he is a Director. All the Directors have made necessary disclosures
regarding Committee positions held by them in other companies and do not hold the office of Director in more than
fifteen public Companies.
The composition of the Board is in conformity with the Clause 49 of the Listing Agreement entered into with the
Stock Exchanges.

25

The composition of the Board of Directors and the number of Directorships and Committee positions held by them
are as under:

No. of Board Committees2


(other than AEL) in which
Chairman / Member
Chairman
Member

Name of Director(s)

Category

No. of other
Directorships
1
held (Other than AEL)

Mr. Gautam S. Adani


Executive Chairman
Mr. Rajesh S. Adani
Managing Director
Mr. Devang Desai
Executive Director &
CFO

Promoter Executive

Promoter Executive

Executive Director

Mr. Vasant S. Adani


Dr. Ravindra Dholakia
Mr. Anil Ahuja
Mr. S.K. Tuteja
Mr. Berjis Desai

Promoter Non Executive


Non Executive (Independent)
Non Executive (Independent)
Non Executive (Independent)
Non Executive (Independent)

2
13
9

4
1

1
4
8

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.
2.
Represents Membership / Chairmanship of two Committees viz.Audit Committee and Shareholders /
Investors Grievances Committee as per Clause 49 of the Listing Agreement.
3.
As on 31st March, 2013, 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.
4. During the year under review, Mr. Jay H. Shah and Dr. Pravin P. Shah ceased to be Directors of the
Company w.e.f. 29th June, 2012 in accordance with the retirement policy for Non-Executive Independent
Directors of the Company.
Consequently, they also ceased as Chairman / Member of the Audit, Remuneration and Shareholders' /
Investors' Grievances Committee(s) of the Board of Directors of the Company .
5.
Mr. Berjis Desai was appointed as an Additional Director of the Company on 3rd December, 2012.
6. Dr. Pravin P. Shah, Ex. Non Executive and Independent Director of the Company passed away on
December 4, 2012.
7.
Mr. Yoshihiro Miwa, Non Executive and Non Independent Director of the Company resigned w.e.f.
24th December, 2012. Consequently, Mr. Tatsuo Fuke also ceased to be an alternate director with effect from
the said date.
Board Meetings and Procedure
The internal guidelines for Board / Board Committee meetings facilitate the decision making process at the meetings
of the Board/Committees in an informed and efficient manner.
Agenda papers and Notes on Agenda are circulated to the Directors, in advance, in the defined Agenda format.
All material informations are being circulated along with Agenda papers for facilitating meaningful and focused
discussions at the meeting. Where it is not practicable to attach any document to the Agenda, the same is tabled
before the meeting with specific reference to this effect in the Agenda. In special and exceptional circumstances,
additional or supplementary item(s) on the Agenda are permitted. In order to transact some urgent business, which
may come up after circulation of agenda papers, the same is placed before the Board by way of Table Agenda or
Chairman's Agenda.
26

Minimum 4 (four) pre-scheduled Board meetings are held every year. Apart from the above, additional Board
meetings are convened by giving appropriate notice to address the specific needs of the Company. In case of
business exigencies or urgency of matters, resolutions are also passed by circulation. The meetings are usually held
at the Company's Registered Office at Adani House, Near Mithakhali Six Roads, Navranpura, Ahmedabad 380 009,
Gujarat.
Detailed presentations are made at the Board / Committee meetings covering Finance, major business segments
and operations of the Company, global business environment, all business areas of the Company including business
opportunities, business strategy and the risk management practices before taking on record the quarterly / annual
financial results of the Company.
The required information as enumerated in Annexure IA to Clause 49 of the Listing Agreement is made available to
the Board of Directors for discussions and consideration at every Board Meetings. The Board periodically reviews
compliance reports of all laws applicable to the Company. The important decisions taken at the Board / Committee
meetings are communicated to departments concerned promptly. Action taken report on the decisions taken at the
meeting(s) is placed at the immediately succeeding meeting of the Board / Committee for noting by the Board /
Committee.
Four Board Meetings were held during the financial year 2012-13. The Company has held at least one Board meeting
in every quarter and the gap between two meetings did not exceed four months. The dates on which the Board
Meetings were held are as follows:
st

th

th

st

21 May, 2012, 9 August, 2012, 25 October, 2012 and 1 February, 2013.


The details of attendance of Directors at the Board Meetings and at the last Annual General Meeting are as under:
Name of Director(s)

Number of Board Meetings held during the tenure


Held

Attended Last AGM

Attended

Mr. Gautam S. Adani

Yes

Mr. Rajesh S. Adani

Yes

Mr. Devang Desai

Yes

Mr. Vasant S. Adani

Yes

N.A.

Mr. S.K. Tuteja

Yes

Mr. Berjis Desai

N.A.

Dr. Pravin P. Shah (Late)1

N.A.

Dr. Ravindra Dholakia

Yes

Mr. Yoshihiro Miwa

Yes

Mr. Anil Ahuja

Yes

Mr. Jay H. Shah

1.

Ceased as Director(s) of the Company w.e.f. 29th June, 2012 in accordance with the retirement policy for
Non-Executive Independent Directors of the Company.

2.

Resigned as Director of the Company w.e.f. 24th December, 2012. Mr. Tatsuo Fuke an alternate director to
Mr. Yoshihiro Miwa attended Board Meeting(s) held on 21st May, 2012 and 25th October, 2012.

Notes on Directors appointment / re-appointment


Brief resume(s) of the Directors proposed to be appointed / reappointed are given in the explanatory statement
annexed to the Notice convening the Annual General Meeting.
27

2. COMMITTEES OF THE BOARD


The Board Committees play a crucial role in the governance structure of the Company and have been
constituted to deal with specific areas / activities which concern the Company and need a closer review.
The Board Committees are set up under the formal approval of the Board to carry out clearly defined
roles under which are considered to be performed by members of the Board, as a part of good
governance practice. The Board supervises the execution of its responsibilities by the Committees and is
responsible for their action. The minutes of the meetings of all the Committees are placed before the
Board for review. The Board has currently established the following Committees:
Audit Committee
Shareholders / Investors Grievances Committee and
Remuneration Committee
A. Audit Committee
Terms of Reference:
The terms of reference of the Audit Committee are wide enough to cover the matters specified for Audit
Committee under Clause 49 of the Listing Agreements, as well as in Section 292A of the Companies Act, 1 9 5 6 .
The terms of reference of the Audit Committee are broadly as under :
a. To review compliance with overseeing financial reporting process,
b. To review compliance with internal control systems and the findings of the Internal Auditor relating to
various functions of the Company;
c. To hold periodic discussions with the Statutory Auditors and Internal Auditors of the Company concerning
the accounts of the Company, internal control systems, scope of audit and observations of the Statutory
Auditors/Internal Auditors;
d. To review the quarterly, half-yearly and annual financial results of the Company both standalone and
consolidated before submission to the Board for approval;
e. To make recommendations to the Board on any matter relating to the financial management of the Company,
including Statutory & Internal Audit Reports;
f. Recommending the appointment of Statutory & Cost Auditors and fixation of their remuneration.
g. To review the related party transactions, compliance of listing agreements and other requirements of the
Company.
h. To review the risk factors, mitigation plan and responsibility assigned for the risks.
i. As a part of good corporate governance practice, the Audit Committee also reviews the risk factors and
project reports of Subsidiary Companies.
j. Reviewing with the management the statement of uses / application of funds raised through an issue (public
issue, rights issue, preferential allotment, QIP etc) for the purpose laid out in the relevant offer
document and make appropriate recommendations to the Board.
Details of the composition of the Audit Committee and attendance of members are as follows:
Composition:
th

The Audit Committee was reconstituted on 9 August, 2012. Mr. S.K. Tuteja, Non Executive and Independent
Director was appointed as Chairman of the Committee and Dr. Ravindra Dholakia, Non Executive and Independent
Director was inducted as member of the Committee due to retirement of Mr. Jay H. Shah, Chairman and Dr. Pravin P.
Shah, Member of the Committee as Director(s) of the Company w.e.f. 29th June, 2012 in accordance with the
retirement policy for Non-Executive Independent Directors' of the Company.
28

st

The composition of the Audit Committee as on 31 March, 2013 is as given below:


Sr.No
1.

Name of the Member(s)

Designation(s)

Category

Chairman

Non-Executive &

(w.e.f. 9th August, 2012)

Independent Director
Executive & Non

Mr. S. K. Tuteja

2.

Mr. Devang Desai

Member

3.

Mr. Anil Ahuja

Member

Independent Director
Non-Executive &
Independent Director
4

Dr. Ravindra H. Dholakia

Member

Non-Executive &

(w.e.f. 9th August, 2012)

Independent Director

Meetings:
During the year 2012-13, four meetings of the Audit Committee were held on 21st May, 2012, 9th August, 2012,
25thOctober, 2012 and 1st February, 2013.
Attendance Record
The details of attendance of the Committee meetings are given below:

Sr.No

1.

Name

Category

Mr. S.K. Tuteja,

Non-Executive &

Chairman 1
2.

Mr. Devang Desai,

Executive & Non

Mr. Anil Ahuja,

Non-Executive &

Dr. Ravindra H.Dholakia


Mr. Jay H. Shah
Dr. Pravin P.
(Late)

Non-Executive &

Independent Director

Chairman3
6.

Independent Director
2

Member
5.

Independent Director

Member
4.

Independent Director

Member
3.

Number of Meetings held during the tenure


held
Attended

Non-Executive &
Independent Director

Shah4

Non-Executive &
Independent Director

1. Appointed as Chairman w.e.f. 9th August, 2012


2. Appointed as member w.e.f. 9th August, 2012.
3. Ceased as Chairman and Member w.e.f. 29th June, 2012.
4. Dr. Pravin P. Shah, ceased as member w.e.f. 29th June, 2012.
All members of the Audit Committee have accounting and financial management knowledge and expertise.
The Audit Committee meetings are attended by the Internal Auditors, Statutory Auditors, Chief Financial Officer and
head of finance. Mr. Parthiv Parikh, the Company Secretary acts as the Secretary of the Audit Committee.
th
The Chairman of the Audit Committee attended the last Annual General Meeting (AGM) held on 9 August, 2012 to
answer shareholders' queries.
29

B. Remuneration Committee
The Remuneration Committee of the Company being non-mandatory as per clause 49 of the Listing Agreement is
empowered to Review the performance of the Executive Director(s) after considering the Company's performance,
to recommend to the Board the terms of appointment and fixation of remuneration of the Executive Director(s)
including commission, revision in salary and the remuneration payable to Non-Executive Directors.
th

The Remuneration Committee was reconstituted on 9 August, 2012. Mr. S.K. Tuteja, Non Executive and
Independent Director was appointed as Chairman of the Committee and Mr. Anil Ahuja and Dr. Ravindra Dholakia,
Non Executive and Independent Directors were inducted as member(s) of the Committee due to retirement of
Dr. Pravin P. Shah, Chairman and Mr. Jay H.Shah, Member of the Committee as Director(s) of the Company w.e.f.
29th June,2012.
The remuneration committee comprises three independent and non-executive directors. The composition of the
st
Remuneration Committee as on 31 March, 2013 is as given below:
Sr.No
1.

Name of the Member(s)


Mr. S. K.Tuteja

Designation(s)

Category

Chairman

Non-Executive &
Independent Director

2.

Mr. Anil Ahuja

Member

Non-Executive &
Independent Director

3.

Dr. Ravindra H. Dholakia

Member

Non-Executive
& Independent Director

No Remuneration Committee Meeting was held during the year under review i.e. F.Y. 2012-13.
The Quorum of the Committee is of two members.
The Board of Directors review the Minutes of the Remuneration Committee Meetings at subsequent Board
Meetings.
The Company Secretary acts as a Secretary to the Committee.
Remuneration Policy
In order to achieve its strategic and operational objectives, the Company has framed its remuneration policy so as to
attract, motivate and retain qualified and expert individuals by rewarding performance, based on review of
achievements on a periodic basis. The remuneration policy is in consonance with the existing industry practice.
A.

Remuneration to Non-Executive Directors

The remuneration by way of commission to the non-executive directors is decided by the Board of Directors and paid
to them based on their participation and contribution at the Board and certain Committee meetings as well as time
spent on company's matters. The Members had at the Annual General Meeting held on August, 10, 2011 approved the
payment of remuneration by way of commission to the Non-Executive directors other than promoter directors of the
Company, of a sum not exceeding 1% per annum of the net profits of the Company calculated in accordance with the
provisions of the Act for a period of 5 years commencing April 1, 2011.

30

The Company has also taken a Directors' & Officers' Liability Insurance Policy.
The 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 any of 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 2012-13 are as under:
(` in Lacs)

Name

Sitting Fees paid during FY 2012-13

Board Meeting
Mr. Anil Ahuja
Mr. S.K. Tuteja
Dr. Ravindra
Dholakia1

Commission

Total

No. of Shares
held as on
31st March, 2013

Committee Meeting

0.60
0.80
0.80

0.60
1.60
0.40

N.A.
12.00
10.32

1.20
14.40
11.52

Nil
Nil
Nil

Mr. Berjis Desai2

Nil

Nil

3.90

3.90

Nil

Dr. Pravin P. Shah


(Late)3

0.20

0.20

3.00

3.40

N.A.

Mr. Jay H.Shah3

0.20

0.40

3.00

3.60

N.A.

Mr. Yoshihiro Miwa4

0.20

N.A.

8.77

8.97

N.A.

Mr. Tatsuo Fuke4


(AlternateDirector
to Mr. Yoshihiro
Miwa)

0.40

N.A.

N.A.

0.40

N.A.

1.
2.
3.
4.

Appointed as Director w.e.f. 21st May, 2012.


Appointed as Director w.e.f. 3rd December, 2012.
Resigned from Directorship of the Company w.e.f. 29th June, 2012.
Resigned from Directorship of the Company w.e.f. 24th December, 2012. Consequently, Mr. Tatsuo
Fuke also ceased to be an alternate director with effect from the said date.
No remuneration has been paid to one Non-executive and Non-independent Director of your Company.

B.

Remuneration to Executive Directors.

The remuneration of the Executive Directors is recommended by the Remuneration Committee based on
criteria such as industry benchmarks, the Companys performance vis--vis the industry, responsibilities
shouldered, performance/track record, macro economic review on remuneration packages of heads of other
organisations and is decided by the Board of Directors.
The Company pays remuneration by way of salary, commission, perquisites and allowances to its Executive Directors
within the limits prescribed under the Companies Act, 1956 and approved by the shareholders.
Details of the remuneration paid / payable to the Executive Directors of the Company during the year 2012-13 are
as follows :

31

(` in Crores)

Name

Designation

Salary

Perquisites

Commission*

Total

& Allowances
Mr. Gautam S. Adani

Executive Chairman

1.46

0.18

--

1.64

Mr. Rajesh S. Adani

Managing Director

2.04

0.44

1.00

3.48

Mr. Devang Desai

Executive Director

0.78

1.18

3.00

4.96

* Payable in FY 2013-14
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 any stock options to the Managing / Executive Directors or Employees of the
Company.
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.
C.

Shareholders/Investors Grievances Committee

Terms of Reference:
The terms of reference of the Committee is to redress shareholders and investors complaints/
grievances pertaining to share transfers, non-receipt of annual reports, non-receipt of dividend and other allied
complaints. 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 during the quarter.
Composition
The Shareholders'/Investors Grievances Committee was reconstituted on 9th August, 2012. Mr. Vasant S. Adani,
Non Executive and Promoter Director was appointed as Chairman of the Committee and
Mr. Devang Desai, Executive Director was inducted as member of the Committee due to retirement of
Mr. Jay H. Shah, Chairman & Member of the Committee as Director of the Company w.e.f. 29th June, 2012.
As on March 31, 2013, the Committee consists of three members, Mr. Vasant S. Adani, Non Executive Promoter
Director as Chairman, Mr. S. K. Tuteja, Independent and Non Executive Director & Mr. Devang Desai, Executive
Director as members of the Committee.
Meetings
During the year 2012-13, four meetings of Shareholders / Investors Grievance committee were held on 21st May,
2012, 9th August, 2012, 25th October, 2012 and 1st February, 2013.
Attendance Record
The details of attendance of the Committee meetings are given below:
Sr.
No.

Name & Designation

Category

Number of Meetings held during the tenure


Held
Attended

1.
2.

Mr. Vasant S. Adani, Chairman1 Non-Executive Promoter


Mr. Devang Desai, Member 2
Executive Director

4
3

4
3

3.

Mr. S.K. Tuteja, Member

Independent, Non-Executive

Independent, Non-Executive

4.

32

Mr. Jay H. Shah, Chairman

1. Appointed as Chairman w.e.f. 9th August, 2012


2. Appointed as member w.e.f. 9th August, 2012.
3. Ceased as Chairman and Member w.e.f. 29th June, 2012.
Compliance Officer
Mr. Parthiv Parikh, Company Secretary is the Compliance Officer of the Company as per the requirement of Listing
Agreement.
The Minutes of the Shareholders/Investors Grievances Committee are reviewed by the Board of Directors at the
subsequent Board Meeting.
Redressal of Investor Grievances
The Company and its Registrar and Share Transfer Agent addresses all complaints, suggestions and grievances
expeditiously and replies are sent usually within 7-10 days except in case of dispute over facts or other legal
impediments. The Company endeavours to implement suggestions as and when received from the investors.
During the year under review, a total of 48 investors complaints / correspondences were received and resolved.
There was no unattended or pending investor grievance as on March 31, 2013.
Share Transfer Committee
In order to provide efficient services to investors, the Board of Directors has delegated the power of approving
transfer/transmission of shares, issue of duplicate share certificates, split up / sub-division, and consolidation of
shares, issue of new certificates on re-materialization, sub-division 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 31.03.2013 except those that are disputed and / or sub-judiced.
Investor Services
M/s Sharepro Services (India) Private Limited are acting as Registrar & Share Transfer Agent, of your Company.
They have adequate infrastructure and VSAT connectivity with both the depositories, which facilitate better and
faster services to the investors.
a)

Name, designation and Address of Compliance Officer:


Mr. Parthiv Parikh, Company Secretary and Compliance Officer
Adani Enterprises Ltd.
Adani House, Near Mithakhali Six Roads, Navarangpura, Ahmedabad 380 009, Gujarat, India.
Tel No. (079) 25555 555, 26565 555, Fax No. (079) 26565 500, 25555 500,
[email protected]

33

3. ANNUAL GENERAL MEETINGS


Location, day, date and time of Annual General Meetings (AGMs) and Special Resolutions passed thereat :
Financial

Day & Date

Location of Meeting

Time

No. of Special

Year
2009-10

resolutions passed
Saturday,

J.B. Auditorium, AMA Complex, ATIRA,

11.30 a.m.

11.00 a.m.

10.30 a.m.

21st August, 2010 Dr. Vikram Sarabhai Marg, Ahmedabad 380015.


2010-11

Wednesday,

J.B. Auditorium, AMA Complex, ATIRA,

10th August, 2011 Dr. Vikram Sarabhai Marg, Ahmedabad 380015.


2011-12

Thursday,

J.B. Auditorium, AMA Complex, ATIRA,

9th August, 2012

Dr. Vikram Sarabhai Marg, Ahmedabad 380015.

No Extraordinary General Meetings (EGM) were held during last three years.
No Postal Ballots were used for voting at the meeting during the year under review.
No Special Resolution is proposed to be passed by the Postal Ballot at the ensuing Annual General Meeting.
4. SUBSIDIARY COMPANIES
Your Company does not have a material unlisted Indian Subsidiary, whose turnover or net worth (paid-up capital and
free reserves) exceeds 20% of the consolidated turnover or net worth respectively of the Company.
The Audit Committee of the Company reviews the investments made by unlisted subsidiary companies. The minutes
of unlisted subsidiary companies are placed before the board of the Company.
A statement, wherever applicable, of all significant transactions and arrangements entered into by the Companys
subsidiaries is presented to the Board of the Company at its meetings.
The risk factors and project reports of the Subsidiary Companies are also reviewed by the Audit Committee of your
Company.
5. DIVIDEND PAYMENT AND HISTORY (EQUITY SHARES)
Year(s)

Rate

Per Share (`)

Dividend Payout
(` in Crores)#

2002-03

30.00%

3.00

6.61

2003-04

40.00%

4.00

8.82

2004-05

40.00%

0.40

9.02

2005-06

45.00%

0.45

10.18

2006-07 (Interim)

45.00%

0.45

11.09

2007-08

60.00%

0.60

17.30

2008-09

100.00%

1.00

28.85

2009-10*

100.00%

1.00

58.27

2010-11

100.00%

1.00

128.25

2011-12

100.00%

1.00

127.82

2012-13 (Proposed)

140.00%

1.40

154.96

* Bonus issue in proportion of 1 : 1 # Including dividend tax


The face value of shares changed to ` 1/- per share w.e.f. 7th August, 2004.
34

160%

CONSISTENT DIVIDEND PAYMENT TRACK RECORD


140%
140%

% OF DIVIDEND

120%
100%
100%

100%
100%

100%

80%
60%

60%
40%

45%

45%

40%

40%
20%
0%

2003-04 2004-05

2005-06

2006-07

2007-08

2008-09

2009-10

2010-11

2011-12

YEAR

2012-13
(Proposed)

6. OTHER DISCLOSURES
a) Disclosure on materially significant related party transactions:
The related party transactions are placed before the Audit Committee on a quarterly basis. For the
financial year ended March 31, 2013, there were no transactions of material nature entered into with
related parties which were not on the arms length basis or that may have potential conflict with the
interest of the Company at large. The particulars of related party transactions have been disclosed under N o t e
41 of the Balance Sheet forming part of the Annual Report.
b) Details of non-compliance by the Company
The Company has complied with all the requirements of the Stock Exchanges as well as the regulations
and guidelines prescribed by the Securities and Exchange Board of India (SEBI). There were no penalties
or strictures imposed on the Company by Stock Exchanges or SEBI or any statutory authority on any matter
related to capital markets during the last three years.
c ) Code of Conduct
The Code of Conduct for the Directors and Senior Management of the Company has been laid down by
the Board and the same is posted on the website of the Company.
A declaration signed by the Managing Director affirming the compliance with the Code of Conduct by
the Board Members and Senior Management Personnel of the Company is as under:
As provided under Clause 49 of the Listing Agreement entered into with the Stock Exchange(s), it is hereby
confirmed that all the Board Members and Senior Management Personnel of the Company have affirmed the
compliance with the Code of Conduct for the year ended March 31, 2013.
Place : Ahmedabad
Date : 20th May, 2013.

Rajesh S. Adani
Managing Director
35

d)

CEO / CFO Certificate


The CEO and CFO have certified to the board with regard to the financial statements and other
matters as required by clause 49 of the listing agreement. The certificate is appended as an Annexure to
this report.
They have also provided quarterly certificates on financial results while placing the same
before the Board pursuant to clause 41 of the Listing Agreement.

e)

Proceeds from public issues, rights issues, preferential issues etc.


The Company discloses to the Audit Committee, the uses /application of proceeds / funds raised from Rights
Issue, Preferential Issue as part of the quarterly review of financial results.

7.

MEANS OF COMMUNICATION
Financial Results:
The annual/half-yearly/quarterly financial results of the Company are normally published in the Indian
Express (English) and Financial Express (a regional daily published from Gujarat).
The annual / half-yearly/quarterly results and other official news releases are displayed on the website of the
Company www.adani.com.
The Company also regularly intimates to the Stock Exchanges all price sensitive and other
information which are material and relevant to the investors.
At the end of each quarter, the Company organizes meetings / conference call with analysts and
investors and the transcripts are uploaded on the website thereafter.
The Management Discussion and Analysis Report forms part of the Directors Report.

8.

GENERAL SHAREHOLDER INFORMATION


A. Details of ensuing AGM :
Day and Date

Time

Venue

Thursday, 8th August, 2013

11.00 a.m.

J.B. Auditorium, AMA Complex, ATIRA,


Dr. Vikram Sarabhai Marg, Ahmedabad 380 015.

B. Financial Calendar: (tentative and subject to change)


Your Company observes 1st April to 31st March as its financial year. The tentative schedule of Board Meetings
for consideration of financial results for the year ended 31st March, 2014 are as under:

36

Period

Approval of Financial results

Quarter ending 30th June, 2013.

Mid August, 2013

Quarter and half year ending 30th September, 2013.

Mid November, 2013

Quarter and Nine Months ending 31st December, 2013.

Mid February, 2014

The year ending 31st March, 2014.

End May, 2014.

C.

Date of Book Closure:


1st August, 2013 to 8th August, 2013 (both days inclusive)

D.

Dividend Payment:
Credit / dispatch between 9th August, 2013 to 13th August, 2013.

E.

Listing on Stock Exchanges:


(a) The Equity Shares of your Company are listed with the following Stock Exchanges
Bombay Stock Exchange Ltd. (BSE)
P. J. Towers, Dalal Street, Fort, Mumbai - 400 001
National Stock Exchange of India Limited (NSE)

(Stock Code : 512599)


(Stock Code : ADANIENT)

Exchange Plaza, Bandra-Kurla Complex, Bandra (E), Mumbai 400051.


(b) Depositories :

1.

2.

National Securities Depository Ltd. (NSDL)


Trade World, 4th Floor, Kamala Mills Compound, Senapati Bapat Marg,
Lower Parel, Mumbai 400 013.
Central Depository Services (India) Limited (CDSL)
Phiroze Jeejeebhoy Towers, 28th Floor, Dalal Street, Mumbai 400 023.

The Shares of your Company are traded compulsorily in Demat Segments. The ISIN No. allotted to your
Companys equity shares under the depository system is INE423A01024.
Annual Issuer charges for the year 2013-2014 have been paid to the above depositories.
F.

Market Price Data : High, Low during each month in Financial Year 2012-13.
Monthly share price movement during the year 2012-13 at BSE & NSE :
Month

BSE

NSE

High (`)

Low (`)

Volume
(No. of shares)

High (`)

Low (`)

Volume
(No. of shares)

April, 2012

324.90

269.00

4706455

325.00

270.00

19913638

May, 2012

285.00

222.70

4551565

285.25

208.10

18842801

June, 2012

257.95

204.20

9567514

257.75

204.00

35531615

July, 2012

243.30

168.35

23667731

243.30

169.25

86270978

August, 2012

195.30

151.70

11019495

195.30

151.50

41644407

September, 2012

208.80

152.00

13843190

208.90

151.70

57467083

October, 2012

238.70

195.20

26726630

238.55

195.00

63320308

November,2012

241.90

215.40

5484277

241.85

215.45

22798643

December,2012

296.90

241.50

14569101

296.80

240.25

63196421

January, 2013

287.50

240.60

6319300

287.30

240.50

33753803

February, 2013

255.70

211.55

4997483

255.85

211.50

28243268

March, 2013

245.65

188.70

9636485

245.95

188.45

33386264

Total

135089226

Total

504369229

Market Capitalisation as on
31.03.2013 (` In Crores)

22,211

Market Capitalisation as on
31.03.2013 (` In Crores)

22,238

37

Performance in comparison to broad-based indices such as BSE Sensex.

25,000

BSE SENSEX

AEL Share Price

BSE SENSEX

20,000

300
250
200

15,000

150

10,000

100

5,000

50

AEL SHARE PRICE

G.

MONTHS
H.

Registrar and Transfer Agents :


M/s. Sharepro Services (India) Private Limited are appointed as Registrar and Transfer (R & T) Agents of
your Company for both Physical and Demat Shares. The address is given below:
M/s. Sharepro Services (India) Private Limited
416-420, 4th Floor, Devnandan Mall,
Opp. Sanyash Ashram,
Ashram Road, Ellisbridge,
Ahmedabad 380 006.
Tel: +91-79-26582381 to 84
Fax : +91-79-26582385
Contact Person : Mr. Narendra Tavde
Shareholders are requested to correspond directly with the R & T Agent for transfer / transmission of shares,
change of address, queries pertaining to their shares, dividend etc.
Transfer to Investor Education and Protection Fund (IEPF)
In terms of the Section 205C of the Companies Act, 1956, the amount of dividend that remained unclaimed
for a period of seven years are 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 shareholders, before transfer of dividend to IEPF.
During the year under review, the unclaimed dividend amount for the year 2004-2005 was transferred to
the IEPF established by the Central Government under Section 205C of the Companies Act, 1956.
The unclaimed dividend for the year 2005-06 will be transferred to the IEPF by September, 2013.

38

I.

Share Transfer System:


Your Company's shares are compulsorily traded in the demat segment on stock exchanges, bulk of the transfers
take place in the electronic form. The share transfers received in physical form are processed through R & T
Agent, within seven days from the date of receipt, subject to the documents being valid and complete in all
respects. The Board has delegated the authority for approving transfer, transmission, issue of duplicate share
certificate, dematerialization etc. to the Share Transfer Committee. All the physical transfers received are
processed by the R & T Agent and are approved by the Share Transfer Committee well within the statutory
period of one month. The share transfer committee meets every fortnight for approval of the transfer,
transmission, issue of duplicate share certificate, dematerialization / rematerialization of shares etc. and all
valid share transfers received during the year ended 31.03.2013 have been acted upon. The share certificates
duly endorsed are returned immediately to the shareholders by the R & T Agent.
The Company obtained following certificate(s) from a Practising Company Secretary and submitted the same
to the stock exchanges within stipulated time 1. Certificate confirming due compliance of share transfer formalities by the Company pursuant to Clause 47(c)
of the Listing Agreement with the Stock Exchanges on half yearly basis; and
2. Certificate regarding reconciliation of the share capital audit of the Company on quarterly basis.
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.

J.

Dematerialization of Shares and Liquidity :


The Equity Shares of the Company are tradable in compulsory dematerialized segment of the Stock
Exchanges and are available in depository system of National Securities Depository Limited (NSDL) and
Central Depository Services (India) Limited (CDSL). The demat security (ISIN) code for the equity share is INE
423A01024
As on 31st March, 2013, 1099242327 (constituting 99.95%) were in dematerialized form.
Your Company's Equity Shares are frequently traded on the Bombay Stock Exchange Ltd. (BSE) and National
Stock Exchange of India Ltd. (NSE).

K.

The Distribution of Shareholding as on March 31, 2013 is as follows:


Number of shares
category

Number of shareholders

Equity Shares held in each category

Holders

% of Total

Total Shares

% of Total

44324

91.16

3959515

0.36

501 to 1000

1744

3.59

1356369

0.12

1001 to 2000

982

2.02

1507686

0.14

2001 to 3000

369

0.76

941992

0.09

3001 to 4000

237

0.49

878980

0.08

4001 to 5000

118

0.24

538841

0.05

5001 to 10000

351

0.72

2567979

0.23

10001 to 20000

144

0.30

2111470

0.19

Above 20000

352

0.72

1085947251

98.74

48621

100.00

1099810083

100.00

1 to 500

TOTAL

39

L.

Shareholding Pattern as on 31st March, 2013 is as follows :


Categories

No. of Shares held

(%) of total

Promoters and Promoter Group

84,08,97,809

76.46

Foreign Institutional Investors

20,85,85,354

18.97

1,42,40,933

1.29

99,01,440

0.90

N.R.I. and Foreign National

56,13,233

0.51

Private Bodies Corporate

34,58,901

0.31

1,69,20,526

1.54

1,91,887

0.02

109,98,10,083

100.00

Foreign Venture Capital Investor and Foreign Bodies


Mutual Funds, Financial Institutions / Banks

Indian Public
Clearing Members (Shares in Transit)
Total

Private Bodies Corporates,


0.31%

NRI / Foreign National 0.51%


Mutual Funds, Financial
Institutions / Banks 0.90%

Indian Public, 1.54%

Foreign Venture Capital


Investor and Foreign Bodies
1.29%

Clearing Members, 0.02%

Foreign Institutional Investors


18.97%

Promoters and Promoter


Group 76.46%

M.

Outstanding GDRs/ADRs/Warrants or any convertible instruments conversion date and likely impact on
Equity.
There were no outstanding GDRs/ADRs/Warrants or any convertible instruments as at 31st March, 2013.
Plant Locations:
Your Companys solar power plant is located in Kutch district, Gujarat. Your Company has diversified
interests in Power, Mining, Oil and Gas Explorations, Natural Gas distribution businesses supported by Port,
Shipping and trading activities through its subsidiary / joint venture companies.
Address for correspondence:
The shareholders may address their communications / suggestions / grievances /queries to :

N.

O.

1.

40

Mr. Parthiv Parikh


Company Secretary and Compliance Officer
Adani Enterprises Ltd.
Adani House, Near Mithakhali Six Roads,
Navarangpura, Ahmedabad 380 009
Tel No. (079) 25555 555, 26565 555.
Fax No. (079) 26565 500, 25555 500.
Email id : [email protected]

2.

M/s. Sharepro Services (India) Private Limited


416-420, 4th Floor, Devnandan Mall,
Opp. Sanyash Ashram,
Ashram Road, Ellisbridge,
Ahmedabad 380 006.
Tel: +91-79-26582381 to 84
Fax : +91-79-26582385
Contact Person : Mr. Narendra Tavde
Email id : [email protected]

NON-MANDATORY REQUIREMENTS
Apart from complying with all the mandatory requirements, the Company has adopted non-mandatory requirements
of Clause 49 of the Listing Agreement as under:
a. Chairmans Office
Your Company has an Executive Chairman and hence, the need for implementing this non mandatory
requirement has not arisen.
b. Remuneration Committee
Your Company has a Remuneration Committee to recommend appointment / re-appointment and to
recommend/review remuneration of the Executive Chairman / Managing / Executive Directors.
c. Shareholder rights
The quarterly / half quarterly financial results of your Company after being subjected to a Limited
Review by the Statutory Auditors are published in newspapers and posted on Companys website
www.adani.com. 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 are being complied with in respect of matters where applicable.
e. Audit Qualifications
Your Company continues to adopt best practices to ensure the regime of unqualified financial
statements. Statutory Auditors have issued an unqualified report on the statutory financial statements
of your Company.
f. Whistle Blower Policy
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.
g. Training of Board Members
All the Non-Executive Directors have rich experience and expertise in their functional areas. During
Audit and Board Meetings, the Management and the Executive Directors give extensive presentations
and briefings to the Board Members on the business of your Company.

Auditors' Certificate Regarding Compliance of conditions of Corporate Governance


The Members of
The Adani Enterprises Ltd.
We have examined the compliance of conditions of Corporate Governance by Adani Enterprises Limited for the year
ended on March 31, 2013, as stipulated in clause 49 of the Listing Agreement of the said Company with the Stock
Exchange(s) in India.
The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination
has been limited to a review of the procedures and implementations thereof, adopted by the Company for ensuring
the compliance with the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on
the financial statements of the Company.
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 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.
For DHARMESH PARIKH & CO.
Chartered Accountants
Firm Reg No : 112054W

Place : Ahmedabad
Date : 20th May, 2013.

ANUJ JAIN
Partner
(Membership No.119140)
41

20th May, 2013

The Board of Directors


Adani Enterprises Ltd.
Ahmedabad.

CERTIFICATON BY
CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER (CFO)
We have reviewed the financial statements and the cash flow statements for the year 2012-2013 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.

5.

We further certify that:


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 over financial reporting.

Rajesh S. Adani
Managing Director

42

Devang S. Desai
Executive Director & CFO

BUSINESS RESPONSIBILITY REPORT


Section A: General Information about the Company
1. Corporate Identity Number (CIN): L51100GJ1993PLC019067
2. Name of the Company: Adani Enterprise Limited
3. Registered Office Address: 'Adani House', Shrimali Society Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad - 380 009, Gujarat, India
4. Website: www.adani.com
5. Email id: [email protected]
6. Financial Year reported: 01.04.2012 to 31.03.2013
7. Sector(s) that the Company is engaged in (industrial activity code-wise):
Group

Class

Sub-class

Description

466

4661

46610

Coal trading

351

3510

35105

Electric power generation


using solar energy

469

4690

46909

Merchant exporters

As per National Industrial Classification Ministry of Statistics and Program Implementations


8. List three key products that the Company manufactures/provides (as in balance sheet):
The Company does not manufacture any product, but is involved in the business activities listed in the
table above.
9. Total number of locations where business activity is undertaken by the Company:
The total number of locations of Adani Group Companies is as follows:
(i) Number of international locations: 7 (including offices)
(ii) Number of national locations: 32 (including offices)
10. Markets served by the Company: State, National, International
Section B: Financial Details of the Company
1. Paid up capital (INR):109.98 Crores
2. Total turnover (INR): 12,504.28 Crores
3. Total Profit After Taxes (INR):519.84 Crores
4. Total spending on Corporate Social Responsibility (CSR) as percentage of profit after tax:
The Company carries its CSR activities through its dedicated CSR wing viz. Adani Foundation.
The Company has spent 3.00% of its net profit towards CSR activities.
5. List of activities in which expenditure in 4 above has been incurred:
The major activities in which Corporate Social Responsibility was undertaken are Education Initiatives,
Community Health Initiatives, Water Resource Development, Sustainable Livelihood Development
Projects, Rural Infrastructure Development and Community Environment Projects.
Section C: Other Details
1. Does the Company have any Subsidiary Company / Companies?
Yes, the Company has 73 Subsidiary Companies (including step-down subsidiaries).
43

2. Do the Subsidiary Company / Companies participate in the BR initiatives of the parent Company?
Business Responsibility initiatives of the parent company are applicable to the Subsidiary Companies to
the extent that they are material in relation to the business activities of the subsidiaries.
3. Do any other entity / entities that the Company does business with participate in the BR initiatives
of the Company?
No other entity / entities participate in the BR initiatives of the Company.
Section D: BR Information
1. Details of Director / Directors responsible for BR:
Details of the Director / Directors responsible for implementation of the BR policy/ policies:

DIN Number: 00005743

Name: Mr. Devang Desai

Designation:Executive Director & CFO

a) Details of the BR head:


Sr. No.
1.
2.
3.
4.
5.

Details
00005743
Mr. Devang Desai
Executive Director & CFO
(079) 2555 5756
[email protected]

44

Environment

Policy
Advocacy

Inclusive
Growth

Customer
Value

3.

Human Rights

2.

Stakeholder
Engagement

1.

P1

P2

P3

P4

P5

P6

P7

P8

P9

Y*

Questions

Do you have a policy


/policies for....
Has the policy been formulated
in consultation with the
relevant stakeholders?
Does the policy conform to
any national /international
standards? If yes, specify?
(The policies are based on
the NVG-guidelines in
addition to conformance
to the spirit of international
standards like ISO 9000, ISO
14000, OHSAS 18000)

Product Life
Responsibility

Sr.
No.

Employee Well
being

Principle-wise (as per NVGs) BR Policy / policies (Reply in Y/N):

Business
Ethics

2.

Particulars
DIN Number (if applicable)
Name
Designation
Telephone Number
E-mail Id

8.

9.

10.

Does the Company have


in-house structure to
implement the policy/policies.
Does the Company have
a grievance redressal
mechanism related to the
policy/policies to address
stakeholders grievances
related to the policy/
policies?
Has the Company carried
out independent
audit/evaluation of the
working of this policy by
an internal or external
agency?

Product Life
Responsibility

Customer
Value

Has the policy been formally


communicated to all relevant
internal and external
stakeholders?

Inclusive
Growth

7.

Policy
Advocacy

Indicate the link for the policy to


be viewed online?

Environment

6.

Human Rights

Does the Company have a


specified committee of the
Board/ Director/ Official to
oversee the implementation
of the policy?

Stakeholder
Engagement

5.

Has the policy being approved by


the Board? If yes, has it been
signed by MD/owner/CEO/
appropriate Board Director?

Employee Well
being

4.

Questions

Business
Ethics

Sr.
No.

* While the Company does not manufacture any products, the policy addresses the aspect of environmental
protection in the Companys solar power plant operations.
# http://www.adani.com /Investor Relation
@ Policies pertaining to our human resources are available on the Companys internal web portal.

45

2a. If answer to S. No. 1 against any principle, is 'No', please explain why: (Tick up to 2 options)
Sr.
No.
1.

2.

3.

4.

5.

6.

46

Questions

P1

P2

P3

P4

P5

P6

P7

P8

P9

The Company
does not have
financial or
manpower
resources
available for
the task

It is planned to
be done within
next six month

The Adani
Foundation
undertakes specific
programs for the
marginalized and
vulnerable sections
of our local
communities,
as identified in the
needs assessment
exercises.

The Company
strictly adheres
to all applicable
labor laws and
other statutory
requirements in
order to uphold
the human
rights within its
organizational
boundary.

The Company
has not
understood
the principle
The Company
is not at stage
where it finds
itself in a
position to
formulate and
implement the
policies on
specified
principle

It is planned
to be done
within next
one year
Any other reason
(please specify)

As a relatively
young
business, the
Company
undertakes
need-based
advocacy on
certain
industry
specific
issues.
The Company
currently does
not have a
stated policy;
However it
will continue
to assess the
evolving
business and
regulatory
environment
in future in
this regard.

The Company is
committed to the
development of
its local
communities.
This is reflected
in the activities
undertaken by
the Adani
Foundation,
which is guided
by a Group level
mandate. The
Company is
currently in the
process of
developing a
formal CSR
Policy.

The
Company
has
processes in
place for
customer
engagement
and
grievance
redressal.
Further, the
Company
gives the
highest
priority to
responsibility
towards its
customers.

3.

Governance related to BR:


(i) Indicate the frequency with which the Board of Directors, Committee of the Board or CEO to assess
the BR performance of the Company. Within 3 months, 3-6 months, Annually, More than 1 year:
The Managing Director / CEO periodically assess the BR performance of the Company.
(ii) Does the Company publish a BR or a Sustainability Report? What is the hyperlink for viewing this
report? How frequently it is published?
This report comprises the Companys first Business Responsibility Report as per the National Voluntary
Guidelines on Social, Environmental and Economic Responsibility of Business (NVG). The Company
currently does not publish a separate Sustainability Report.

Section E: Principle-wise Performance


Principle 1: Business should conduct and govern themselves with Ethics, Transparency and Accountability
1. Does the policy relating to ethics, bribery and corruption cover only the Company? Yes/No.
Does it extend to the Group/Joint Ventures/Suppliers/Contractors/NGOs/Others?
The Company has adopted a Code of Conduct for its Directors and Senior Management personnel.
Additionally, the Policy on Code of Conduct for Employees applies to all employees across the Adani Group
of Companies. These do not extend to any other entities.
2. How many stakeholder complaints have been received in the past financial year and what percentage
was satisfactorily resolved by the management? If so, provide details thereof, in about 50 words or so.
No stakeholder complaints pertaining to the above codes were received in the past financial year.
Principle 2: Business should provide goods and services that are safe and contribute to sustainability
throughout their life cycle
1. List up to 3 of your products or services whose design has incorporated social or environmental
concerns, risks and/or opportunities.
The Company understands its obligations on social and environmental concerns and opportunities.
The Companys solar power generation business produces power with zero environmental pollution and
contributes to conservation of natural resources. Several of our energy efficiency and conservation
activities adopted in FY 2012-13 are described under Principle 6 in this section of the Business
Responsibility Report
2. For each such product, provide the following details in respect of resource use (energy, water, raw
material etc) per unit of product (optional):
I. Reduction during sourcing / production / distribution achieved since the previous year through the
value chain:
In the Companys Solar PV Power Project at Bitta (Gujarat), the auxiliary consumption of electricity has
been reduced by 30% as compared to previous year. Also, the water requirement for cleaning of
modules is as low as one liter per module every ten day, there by leading to water conservation.
II. Reduction during usage by consumers (energy, water) achieved since the previous year?
Not applicable.

47

3. Does the Company have procedures in place for sustainable sourcing (including transportation)?
No specific procedures have been adopted for sustainable sourcing.
4. Has the Company undertaken any steps to procure goods and services from local and small producers,
including communities surrounding their place of work? If yes, what steps have been taken to improve
the capacity and capability of local and small vendors?
The Company has procured several auxiliary services at its Solar PV Power Project from local vendors,
with an aim to generate local employment and economic growth. These services include module
cleaning, housekeeping, horticulture etc., for which the Company has also provided trainings
contracted manpower.
5. Does the company have a mechanism to recycle products and waste? If yes, what is the percentage of
recycling of products and waste? (Separately as < 5%, 5-10%, >10%). Also, provide details thereof, in
about 50 words or so.
The solar power plant does not generate significant waste. The Company complies with all
applicable regulatory requirements pertaining to waste disposal as prescribed by the regulatory agencies.

Principle 3: Business should promote the wellbeing of all employees


1. Please indicate total number of employees:
The Company had a total of 703 employees as of 31st March 2013.
2. Please indicate total number of employees hired on temporary/contractual/casual basis:
The Company had a total of 329 employees hired on contractual basis as of 31st March 2013.
3. Please indicate the number of permanent women employees:
The Company had 27 women employees as of 31st March 2013.
4. Please indicate the number of permanent employees with disabilities.
The Company had 3 permanent employees with disabilities as of 31st March 2013.
5. Do you have an employee association that is recognized by the Management?
The Company does not have an employee association.
6. What Percentage of permanent employees who are members of this recognized employee
association?
Not applicable.
7. Please indicate the number of complaints relating to child labour, forced labour, involuntary labour, sexual
harassment in the last financial year and those pending as on the end of the financial year.
There were no complaints of these nature during the financial year.
8. What Percentage of under mentioned employees were given safety and skill up-gradation training in
the last year?
Employee training and skills development is an integral aspect of the Company's human resource
strategy. The Company's training programs extend to all permanent and contractual employees, which
are rolled out as per the annual training calender and individual employee training needs, covering a
significant percentage of employees. All contractual employees are given mandatory safety training on
induction as well as on the job skills related training through the contractors and the Company.
Principle 4: Business should respect the interest of, and be responsive towards all stakeholders, especially
those who are disadvantaged, vulnerable and marginalized
1. Has the company mapped its internal and external stakeholders?
Yes, the Companys key stakeholders include employees, suppliers, customers, business associates,
regulatory agencies and local communities around its sites of operations.
48

2. Out of the above, has the Company identified the disadvantaged, vulnerable and marginalized
stakeholders?
Yes, the Company has identified the disadvantaged, vulnerable and the marginalized sections within
the local communities around its sites of operations.
3. Special initiatives taken by the Company to engage with the disadvantaged, vulnerable and
marginalized stakeholders:
The Company, through the Adani Foundation, has undertaken several initiatives to engage with and
ensure sustainable development of the marginalized groups in the local communities. Key initiatives
include:
(i) Adani Vidyamandir, Ahmedabad and Bhadreshwar for the students who come from economically
challenged background which provides excellent educational and extracurricular opportunities in the
state of art facility absolutely free of cost.
(ii) Health Cards and cashless treatment for senior citizens in Mundra (Gujarat).
(iii) Support to malnourished kids, adolescent girls and women in terms of additional nutritional food,
awareness and medical care is provide at Mundra, Hazira and Dahej.
(iv) Diagnosis, Treatment and Awareness building for kidney stone problem in the highly saline coastal
areas of Mundra (Gujarat).
(v) Infrastructure Development for basic amenities for Education, Health Care, Potable water, Solar
Lights as well as Sustainable Livelihood Development support to improve the Quality of Life for
fishing communities in the coastal zones of Mundra, Dahej and Hazira (Gujarat).
(vi) Education grants and medical support to the needy.

Principle 5: Business should respect and promote human rights


1. Does the Companys policy on human rights cover only the Company or extend to the Group / Joint
Ventures / Suppliers / Contractors / NGOs / others?
The Company currently does not have a policy on human rights, however the Company strictly
adheres to all applicable labour laws and other statutory requirements in order to uphold the human
rights within its organizational boundary.
2. How many stakeholder complaints have been received in the past financial year and what percent
was satisfactorily resolved by the Management?
No stakeholder complaints were received during the last financial year.
Principle 6: Business should respect, protect, and make effort to restore the environment
1. Does the policy pertaining to this Principle cover only the Company or extends to the Group / Joint
Ventures / Suppliers / Contractors / NGOs / others?
The Companys Environmental Policy has been adopted for the Solar PV Power Project in Bitta
(Gujarat), and it does not extend to any other entities.
2. Does the Company have strategies / initiatives to address global environmental issues such as climate
change, global warming, etc? Y / N. If yes, please give hyperlink for webpage etc.
Yes, the Company is committed to addressing the global environmental issues such as climate change
and global warming through energy conservation, efficient natural resource utilization and adoption
of cleaner energy sources such as solar power.
3. Does the Company identify and assess potential environmental risks? Y/N
Yes, the Company regularly identifies and assesses environmental risk during all stages of its existing and
planned projects.
49

4. Does the Company have any project related to Clean Development Mechanism (CDM)? If so provide
details thereof, in about 50 words or so. Also, If Yes, whether any environmental compliance report is
filed?
Yes, the Companys Solar PV Power Project got registered under the CDM Executive Board in March
2012. During the monitoring period of 23/03/2012 to 30/06/2012, total emission reduction of
18,828 tCO2 was achieved. The project contributes towards reduction in the demand-supply gap
during periods of electricity shortage in the NEWNE Grid and increases the share of renewable energy
in the grid mix.
5. Has the Company undertaken any other initiatives on - clean technology, energy efficiency, renewable
energy etc?
The Company has undertaken several energy conservation initiatives, some of which are listed below:
(i)
Optimization of auxiliary power consumption using 100 numbers of Energy Efficient 65W LED lights
in place of 250W HPSV lights
(ii) Optimization of auxiliary power consumption using 35 nos. of LED Solar Lights
(iii) Installation of additional 75 numbers of energy efficient LED lights in place of 250W HPSV Street
Lights and 150W HPSV ITC Room lights for outdoor illumination.
(iv) Reliability improvement of equipments in switchyards in the prevalent coastal conditions.
6. Are the Emissions / Waste generated by the Company within the permissible limits given by CPCB /
SPCB for the financial year being reported?
Yes, the emissions / waste generated are within the permissible limits given by CPCB/SPCB.
7. Number of show cause / legal notices received from CPCB / SPCB which are pending as of end of
financial year.
There are no show cause / legal notices received from CPCB/SPCB which are pending as of end of
financial year.
Principle 7: Business, when engaged in influencing public and regulatory policy, should do so in a responsible
manner
1.

2.

Is your Company a member of any trade and chambers of association? If Yes, name only those major
ones that your business deals with.
Yes, the Company is a member of the following key associations:
(i)
Confederation of Indian Industry (CII)
(ii) Independent Power Producers Association of India (IPPAI)
(iii) Gujarat Chamber of Commerce and Industry (GCCI)
(iv) Ahmedabad Management Association (AMA)
Have you advocated / lobbied through above associations for the advancement or improvement of public
good? Yes/No; If yes specify the broad areas (Governance and Administration, Economic Reform,
Inclusive Development Polices, Energy security, Water, Food Security, Sustainable Business Principles,
Others):
Yes, through its membership in the above bodies, the Company has advocated on the key areas of energy
security and electricity pricing, food security with respect to edible oil and pulses, increasing the
productivity of coal mining and improvement in logistics and rail connectivity of ports.

Principle 8: Business should support inclusive growth and equitable development


1. Does the company have specified programme / initiatives/ projects in pursuit of the policy related to
principle 8? If yes details thereof.
Adani Foundation, the Corporate Social Responsibility (CSR) wing of Adani Group, is devoted to undertake
various activities for the sustainable development of communities around the sites of operations of the
Group companies. The Foundation works in four core areas i.e. Education with special focus on quality
50

education and girl child education, Community Health, Sustainable Livelihood Development and Rural
Infrastructure Development. It lays a special focus on the marginalized sections of the communities.
Through its activities in the above areas, the Adani Foundation reaches to 6 States, more than 175
villages/towns and over 1,65,000 families touching their lives to make a positive difference. Though the
Company has not adopted a formal CSR Policy yet, it has a mandate to work for and with communities
around its physical presence through a set of guiding principles.
2. Are the programmes/projects undertaken through in-house team / own foundation /external NGO/
Govt. structure /any other organisation?
Adani Foundation is the well structured and developed Corporate Social Responsibility (CSR) arm of Adani
Group. The CSR programs are carried out internally as well as in partnership with several government
agencies, government supported organizations, non-governmental organizations, community
service organizations and the CSR network of other corporate houses.
3. Have you done any impact assessment of your initiative?
Yes, impact assessments and SROI (Social Returns on Investment) analysis of the ongoing CSR
programs are conducted at regular intervals to evaluate and continually improve the program
implementation and outcomes.
4. What is the Companys direct monetary contribution to community development projects and details
of projects undertaken?
The Companys monetary contribution to community development projects in FY 2012-13 was
Rs. 15.60 Crores. The focus areas of the Companys community development projects are outlined
in response to Question 5 under Section B.
5. Have you taken steps to ensure that community development initiative is successfully adopted by
the community? Please explain in 50 words.
The community participation is encouraged at all stages of our community development / CSR initiatives,
including program planning, monitoring, implementation and assessment / evaluation. Our community
engagement is strengthened through conducting third-party need assessment surveys, participatory
rural appraisals as well as formation of Village Development Committees (VDCs) and Cluster
Development Advisory Committee (CDAC), and Advisory Council with representation from the community,
government and the Company. This high level of engagement and participation of community members
lead to a greater sense of ownership among the people, ensuring successful adoption and sustained
outcomes.
Principle 9: Business should engage with and provide value to their customers and consumers in a responsible manner

1. What Percentage of customer complaints / consumer cases are pending as on the end of financial year
2012-13?
There are no customer complaints / consumer cases pending as on end of financial year 2012-13.
2. Does the company display product information on the product label, over and above what is mandated as
per local laws? Yes/No/N.A. /Remarks (additional information)
- Not applicable.
3. Is there any case filed by any stakeholder against the Company regarding unfair trade practices,
irresponsible advertising and/or anti-competitive behavior during the last five years and pending as
of end of FY 2012-13?
There are no such pending cases against the Company in any court of law.
4. Did your Company carry out any consumer survey / consumer satisfaction trends?
The Company has not carried out a formal consumer survey, however there is a continuous
improvement process through which periodic feedback is taken on a regular basis from
customers/stakeholders and immediate action is taken on any issues that they are facing.
51

INDEPENDENT AUDITORS REPORT


To the Members of Adani Enterprises Limited
Report on the Financial Statements
We have audited the accompanying financial statements of Adani Enterprises Limited (the Company), which
comprise the Balance Sheet as at March 31, 2013, and the Statement of Profit and Loss and Cash Flow Statement
for the year then ended, and a summary of significant accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
Management is responsible for the preparation of these financial statements that give a true and fair view of the
financial position, financial performance and cash flows of the Company in accordance with the Accounting
Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 (the Act). This responsibility
includes the design, implementation and maintenance of internal control relevant to the preparation and
presentation of the financial statements that give a true and fair view and are free from material misstatement,
whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our
audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India.
Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial statements. The procedures selected depend on the auditor's judgment, including the assessment of
the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the Company's preparation and fair presentation
of the financial statements in order to design audit procedures that are appropriate in the circumstances. An
audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the
accounting estimates made by management, as well as evaluating the overall presentation of the financial
statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the financial
statements give the information required by the Act in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India:
a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2013;
b) in the case of the Statement of Profit and Loss, of the profit for the year ended on that date; and
c) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2003 (the Order) issued by the Central
Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure
a statement on the matters specified in paragraphs 4 and 5 of the Order.
2. As required by section 227(3) of the Act, we report that:
a) we have obtained all the information and explanations which to the best of our knowledge and
belief were necessary for the purpose of our audit;
b) in our opinion proper books of account as required by law have been kept by the Company so far
as appears from our examination of those books;
c) the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement dealt with by this
Report are in agreement with the books of account;
52

d) in our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement
comply with the Accounting Standards referred to in subsection (3C) of section 211 of the
Companies Act, 1956;
e) on the basis of written representations received from the directors as on March 31, 2013, and taken on
record by the Board of Directors, none of the directors is disqualified as on March 31, 2013, from being
appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.
For DHARMESH PARIKH & CO.
Chartered Accountants
Firm Reg. No: 112054W

Place : Ahmedabad
th
Date : 20 May, 2013

Anuj Jain
Partner
Membership No. 119140

ANNEXURE TO THE INDEPENDENT AUDITOR'S REPORT


RE: ADANI ENTERPRISES LIMITED
(Referred to in Paragraph 1 of our Report of even date.)
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and
situation of fixed assets.
(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, except transit stock have been physically verified by the management.
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) The Company has given loans to nine subsidiaries of the Company. In respect of the said loans, the
maximum amount outstanding at any time during the year was ` 7,889.96 Crores and the year end
balance is ` 6,765.87 Crores (including interest free loan of ` 703.70 Crores). The Company has not
given any loans to firms or other parties covered in the Register maintained under Section 301 of the
Companies Act, 1956.
(b) In our opinion and explanation given to us, the rate of interest, where applicable and the other terms
and conditions, are not prima facie prejudicial to the interest of the company.
(c) The principal amounts are repayable as per the terms of the loan, while the interest where applicable
is payable annually at the discretion of the Company.
53

(d) In respect of the said loans and interest thereon, there are no overdue amounts.
(e) According to the information and explanation given to us and record produced to us for verification, the
Company has taken unsecured loan from a subsidiary company covered in the register maintained under
Section 301 of the Companies Act, 1956. The maximum amount involved during the year was ` 744.52
Crores and the year end balance was ` Nil. The Company has not taken loan during the year
from any firm or other parties covered in the register maintained under section 301 of the companies
Act, 1956.
(f) In our opinion, the rate of interest and other terms and conditions on which such loan had been taken are
not prima facie, prejudicial to the interest of the Company.
(g) In respect of the loan taken by the Company, the terms of repayments of principal amount and interest
thereon are regular.
(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) In our opinion and according to the information and explanations given to us, the transactions made in
pursuance of contracts or arrangements, that need to be entered in Register maintained under section
301 of the Companies Act,1956 have been so entered.
(b) In our opinion and according to the information and explanations given to us, the transactions made in
pursuance of contracts or arrangements referred to in (a) above and exceeding the value of ` 5,00,000/- in
respect of each party during the year have been made at prices which appear reasonable as per
information available with the Company.
(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)
We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost
Accounting Records) rules 2011 prescribed by the Central Government under section 209(1) (d) of the
Companies Act, 1956 in respect of the company's Renewable Energy (Solar Power) division and are of the
opinion that prima facie the prescribed cost records have been made and maintained. However, we have
not made a detailed examination of the cost records with a view to determine whether they are accurate
or complete.
(ix) (a) As explained to us, the statutory dues payable by the Company comprises of Provident Fund, Investors
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 March 31, 2013 outstanding for a period of more than six months
from the date they become payable.

54

(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
(` in Crores)
which the amount
dispute is pending
relates
Income Tax Act, 1961
Income Tax and
1.46
2001-02
ITAT, Ahmedabad
Interest
Income Tax Act, 1961
Income Tax
0.02
1988-89
High Court of Gujarat
1990-91
Income Tax Act, 1961
Income Tax and
0.05
2003-04
ITAT, Ahmedabad
Interest
Income Tax Act, 1961
Income Tax and
3.97
2007-08
CIT (Appeal), Ahmedabad
Interest
Income Tax Act, 1961
Income Tax and
1.36
2008-09
High Court, Gujarat
Interest
Income Tax Act, 1961
Withholding tax and
4.93
2009-10
ITAT, Ahmedabad
Interest
Income Tax Act, 1961
Withholding tax and
3.89
2009-10
ITAT, Ahmedabad
Interest
Income Tax Act, 1961
Income Tax and
9.45
2008- 09
Assessing Officer
Interest
Gujarat Sales Tax Act
Sales Tax, Penalty
0.07
1999-00
Dy. Commissioner
and Interest
Appeals, Ahmedabad
Gujarat Sales Tax (CST) Sales Tax, Penalty
0.90
2004-05
Jt. Commissioner
and Interest
Commercial Tax
Gujarat Sales Tax (CST) Sales Tax, Penalty
0.78
2005-06
Jt. Commissioner
and Interest
Commercial Tax
Gujarat Value
Sales Tax, Penalty
28.83
2006-07
Jt. Commissioner
Added Tax (VAT)
and Interest
Commercial Tax
Gujarat Value
Sales Tax, Penalty
4.80
2006-07
Jt. Commissioner
Added Tax (CST)
and Interest
Commercial Tax
Gujarat Value
Sales Tax, Penalty
4.85
2007-08
Jt. Commissioner
Added Tax (VAT)
and Interest
Commercial Tax
Gujarat Value
Sales Tax, Penalty
4.59
2007-08
Jt. Commissioner
Added Tax (CST)
and Interest
Commercial Tax
Gujarat Value
Sales Tax, Penalty
25.14
2008-09
Jt. Commissioner
Added Tax (VAT)
and Interest
Commercial Tax
Gujarat Value
Sales Tax, Penalty
0.07
2008-09
Jt. Commissioner
Added Tax (CST)
and Interest
Commercial Tax
Maharashtra
Sales Tax, Penalty
15.13
2001-02
Appellate Tribunal,
Central Sales Tax
and Interest
Mumbai, Maharashtra
Maharashtra
Sales Tax, Penalty
17.61
2002-03
Appellate Tribunal,
Central sales Tax
Mumbai, Maharashtra
and Interest
Maharashtra Sales Tax Sales Tax, Penalty
1.03
2002-03
Joint Commissioner
and Interest
Appeal, Mumbai
55

Name of Statute

Maharashtra
Central Sales Tax
Maharashtra Value
Added Tax
Kerala VAT Tax
Andhra Pradesh
Central Sales Tax
Orissa Value
Added Tax
Orissa Entry Tax
Orissa Entry Tax

Nature of the dues

Amount
(` in Crores)

Sales Tax, Penalty


and Interest
Sales Tax, Penalty
and Interest
Sales Tax and
Interest
Sales Tax, Penalty
and Interest
Value Added Tax,
Penalty and Interest

7.00

Period to
which the amount
relates
2002-05

18.58

2005-06

0.98

2005-07

2.67
0.03

2008-09
2009-10
2006-10

11.47

2006-10

59.46

2010-12

Entry Tax, Penalty


and Interest
Entry Tax, Penalty
and Interest

Forum where
dispute is pending
Joint Commissioner
Appeal, Mumbai
Joint Commissioner
Appeal, Mumbai
Dy. Commissioner
Appeals, Kochin
Dy. Commissioner
Appeals
Additional
Commissioner,
Appeals
Supreme Court
Additional
Commissioner,
Appeal
Additional
Commissioner,
Sales Tax
High Court

Orissa Central
Sales Tax

Sales Tax, Penalty


and Interest

0.93

2006-11

Orissa Central
Sales Tax
Madhya Pradesh
Entry Tax
Madhya Pradesh
Central Sales Tax
Uttar Pradesh
Sales Tax
The Finance Act
1994 (Service Tax)

Sales Tax, Penalty


and Interest
Entry Tax, Penalty
and Interest
Sales Tax and
Interest
Sales Tax and
Interest
Cenvat Credit
availed against
Service Tax and
Interest and
Penalty on Service
Tax
Demand of Service
Tax and Interest
and Penalty on
Service Tax
Custom Duty and
Penalty
Custom Duty and
Penalty
Custom Duty and
Penalty
Custom Duty
Penalty

7.39

2011-12

0.47

2005-06

Appellate Board

1.06

2004-05

Appellate Board

0.18

2006-07

13.99

2004-05
to
2009-10

Dy. Commissioner,
Appeal
Customs, Excise
and Service Tax
appellate Tribunal,
Ahmedabad

2.54

2004-05
to
2009-10

Additional
Commissioner
(Service Tax)

0.74

1997-1998

Supreme Court

0.41

1998-1999

Supreme Court

0.83

1999-2000

Supreme Court

0.25
4.00

1997-1998
1998-1999

Supreme Court
High Court of Gujarat

The Finance Act


1994 (Service Tax)

Customs Act, 1962


Customs Act, 1962
Customs Act, 1962
Customs Act, 1962
Foreign Exchange
Regulation Act
56

Name of Statute

Foreign Exchange
Regulation Act

Penalty

4.10

Period to
which the amount
relates
2000-01

Customs Act, 1962

Custom Duty and


Interest

0.22

2003-2004

Customs Act, 1962

Custom Duty and


Penalty
Custom Duty

2.31

1997-1998

0.14

Foreign Exchange
Regulation Act

Penalty

0.16

1997-1998
1999-2000
2000-2001
1997-1998

Central Excise Rules

Recovery Excess
Rebate and Penalty

0.61

1998-1999
1999-2000

Customs Act, 1962

Custom Duty

0.30

1997-1998

Customs Act, 1962

Custom Duty

13.48

Customs Act, 1962

Custom Duty

0.07

1993-1994
1995-1996
2004-2005

Customs Act, 1962

Custom Duty

0.50

2006-2007

Customs Act, 1962

Custom Duty

0.14

2005-2006

Customs Act, 1962

Custom Duty

0.30

Customs Act, 1962

Duty Drawback

0.31

Customs Act, 1962

Custom Duty

29.98

2003-2004
2004-05
2006-07
2007-08
2004-05

Customs Act, 1962

Customs duty and


penalty
Customs duty

1.74

1996-97

1.63

2004-05

Customs Act, 1962

Customs Act, 1962

Nature of the dues

Amount
(` in Crores)

Forum where
dispute is pending
Appellate Tribunal
for Foreign
Exchange, New
Delhi
Customs, Excise
and Service Tax
appellate Tribunal,
Chennai.
CESTAT, Mumbai
With various
Assessing & Appeal
Authorities.
Special Director
(Appeals)
Commissioner of
Income Tax
Appeals-V, Chennai
Joint Secretary,
Ministry of Finance.
New Delhi
Commissioner of
Customs, ICD,
Tuglakabad
Commissioner of
Customs, Mumbai
Asst. Commissioner
of Customs, Mundra
Deputy Comm. of
Customs,
Murmugao
Commissioner of
Customs (Appeals)
Commissioner of
Customs, Mumbai
Asst. Commissioner
of Customs, Mundra
Commissioner of
Customs (import),
Air Cargo, Mumbai
High Court of
Gujarat
Comm. of Customs
Appeals, Ahmedabad
57

Name of Statute

Nature of the dues

Amount
(` in Crores)

Period to
which the amount
relates
2005-06

Customs Act, 1962

Agriculture Cess

0.003

Customs Act, 1962

Customs duty &


Penalty

6.93

1992-93 to
1993-94

Customs Act, 1962

Customs duty &


Penalty

9.90

2006-07
2007-08

Customs Act, 1962


Customs Act, 1962

Penalty
Penalty

0.05
25.00

1998-99
2004-05
2005-06

Customs, Central
Excise Duties &
drawback
Service Tax Rules,
1995

Recovery of duty

0.55

2001-09

(x)
(xi)

(xii)

(xiii)
(xiv)

(xv)
(xvi)

58

Forum where
dispute is pending
Asst. Comm. of
Customs (Export),
GAPL, Mundra
Customs, Excise
and Service Tax
appellate Tribunal,
Ahmedabad
Customs, Excise
and Service Tax
appellate Tribunal,
Ahmedabad
Supreme Court
Customs, Excise
and Service Tax
appellate Tribunal,
Mumbai
Assistant
Commissioner of
Customs
(Drawback)
Vishakhapatnam

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.
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 bank. The Company has not
borrowed any sums through financial institution or debentures.
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.
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.
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.
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.
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.

(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) The Company has not issued any debentures during the year and there are no debentures outstanding as at
the year end. Accordingly, the provisions of Clause 4(xix) of the Order are not applicable.
(xx) During the year, since the Company has not raised money by way of public issue. Accordingly, the provisions of
Clauses 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 during the year.
For DHARMESH PARIKH & CO.
Chartered Accountants
Firm Reg. No: 112054W
Place : Ahmedabad
Date : 20th May, 2013

Anuj Jain
Partner
Membership No. 119140

59

Balance Sheet as at 31st March, 2013


Particulars

Notes

As at 31st March, 2013

As at 31st March, 2012

3
4

109.98
10,256.96
10,366.94

109.98
9,892.08
10,002.06

NON-CURRENT LIABILITIES
(a) Long Term Borrowings
(b) Deferred Tax Liabilities (net)
(c) Other Long Term Liabilities
(d) Long Term Provisions

5
6
7
8

1,490.00
72.61
341.25
5.19
1,909.05

857.70
22.68
287.32
4.34
1,172.04

CURRENT LIABILITIES
(a) Short Term Borrowings
(b) Trade Payables
(c) Other Current Liabilities
(d) Short Term Provisions

9
10
11
12

3,438.27
3,770.36
635.29
182.76
8,026.68
20,302.67

705.07
1,768.28
381.87
142.90
2,998.12
14,172.22

13
13
14

895.46
21.53
163.49
1,080.48
4,046.10
5,753.21
10,879.79

889.38
26.32
145.24
1,060.94
3,545.69
3,778.42
0.55
8,385.60

20.59
736.71
3,698.32
1,898.88
3,001.10
67.28
9,422.88
20,302.67

82.44
643.31
1,833.03
374.46
2,714.80
138.58
5,786.62
14,172.22

EQUITY AND LIABILITIES


(1) SHAREHOLDERS' FUNDS
(a) Share Capital
(b) Reserves & Surplus
(2)

(3)

TOTAL
II

ASSETS
(1) NON-CURRENT ASSETS
(a) Fixed Assets
(i) Tangible Assets
(ii) Intangible Assets
(iii) Capital Work-In-Progress
(b) Non Current Investments
(c) Long Term Loans and Advances
(d) Other Non Current Assets

15
16
17

CURRENT ASSETS
(a) Current Investments
(b) Inventories
(c) Trade Receivables
(d) Cash & Bank Balances
(e) Short Term Loans and Advances
(f) Other Current Assets

18
19
20
21
22
23

TOTAL
Summary of significant accounting policies

(2)

(` in Crores)

The accompanying notes are an integral part of the financial statements.

As per our attached report of even date


For DHARMESH PARIKH & CO.,
Chartered Accountants
Firm Reg No : 112054W
ANUJ JAIN
Partner
Membership No. 119140
Place:Ahmedabad
Date :20th May, 2013
60

For and on behalf of the Board


GAUTAM S. ADANI
Chairman

RAJESH S. ADANI
Managing Director

DEVANG S. DESAI
Executive Director and CFO

PARTHIV PARIKH
Company Secretary
Place : Ahmedabad
Date : 20th May, 2013

Statement of Profit & Loss for the year ended 31st March, 2013
Particulars
I.
II.
III.
IV.

Notes

Revenue from Operations


Other Income
Total Revenue (I + II)
Expenses
Cost of Materials Consumed
Purchase of Traded Goods
(Increase) / Decrease in Inventories
Employee Benefits Expense
Finance costs
Depreciation, Amortization and Impairment Expense
Other Expenses
Total Expenses

V. Profit before Exceptional items and tax (III-IV)


VI. Add/(Less) : Exceptional items
VII. Profit for the year before taxation (V-VI)
VIII. Tax Expense:
Current Tax (MAT Payable)
MAT Credit Entitlement
Adjustment for earlier year
Deferred tax
Total Tax Expense

24
25

For the year ended For the year ended


31st March, 2012
31st March, 2013
11,890.88
5,282.20
613.40
461.65
12,504.28
5,743.85

26
27
28
29
30
13
31

32

IX. Profit (Loss) for the year (VII - VIII)


X Earning per Equity Share of ` 1/- each
- Basic & Diluted

47

Summary of significant accounting policies

(` in Crores)

10.29
10,091.11
(109.25)
123.20
302.57
57.55
1,620.65
12,096.12

4.93
4,508.92
(154.17)
104.15
165.03
29.90
696.00
5,354.76

408.16
202.99
611.15

389.09
(2.01)
387.08

101.64
(60.70)
0.44
49.93
91.31

59.83
(57.80)
1.59
21.74
25.36

519.84

361.72

4.73

3.29

The accompanying notes are an integral part of the financial statements.


As per our attached report of even date
For DHARMESH PARIKH & CO.,
Chartered Accountants
Firm Reg No : 112054W
ANUJ JAIN
Partner
Membership No. 119140
Place:Ahmedabad
Date :20th May, 2013

For and on behalf of the Board


GAUTAM S. ADANI
Chairman

RAJESH S. ADANI
Managing Director

DEVANG S. DESAI
Executive Director and CFO

PARTHIV PARIKH
Company Secretary
Place : Ahmedabad
Date : 20th May, 2013

61

Cash Flow Statement for the year ended 31st March, 2013
Particulars

For the year ended


31st March, 2013

(` in Crores)

For the year ended


31st March, 2012

CASH FLOW FROM OPERATING ACTIVITIES


Net Profit Before Tax

611.15

387.08

Adjustment for:
Depreciation / Amortization / Impairment

57.55

29.90

(108.92)

(108.80)

Provision for Diminution of Investment

(1.77)

0.50

Exchange Rate Difference Adjustment

(49.46)

13.96

Interest / Dividend from Investments

Loss on sale of investment


Loss from LLP (C.Y. ` 5,413/-)
Income From Mutual Fund/Profit on Sale of Investment
Loss/(Profit) on sale of Fixed Assets (Net)
Bad debts / Provision for Doubtful Debts, Loans & Advances

1.14

0.01

0.00

0.01

(4.35)

(2.59)

3.95

(15.39)

6.57

35.12

(1.73)

(5.13)

165.81

120.64

Interest Income

(488.92)

(316.49)

Exceptional Items (Net)

(202.99)

2.01

Liability no Longer Required to be Written back


Interest Expenses

Loss of stock due to accident


Operating Profit before Working Capital changes

0.06

25.28

( 11.91)

166.11

(1,871.54)

(901.08)

Adjustment for:
Trade & Other Receivables
Inventories
Loans & Advances
Trade Payables, Other Liabilities & Provisions
Cash generated from operations
Direct Tax (paid) / refund
Net Cash from Operating Activities
B

(93.47)

(220.22)

(266.51)

(123.09)

2,079.22
(164.21)
(108.88)
(273.09)

870.64
(207.64)
(50.77)
(258.41)

(68.38)

(607.34)

3.68

24.91

(2,079.64)

(299.43)

CASH FLOW FROM INVESTING ACTIVITIES


Capital Expenditure on Fixed Assets (after adjustment of
increase/decrease of Capital Work-in-Progress and advances)
Sale/Disposal of Fixed Assets
Loans to Subsidiary Companies and Others (Net)
Proceeds from Sale/Redemption of Investments

6,431.10

5,047.25

Sale/Disposal of Investments

0.04

Withdrawal/(Investments) in Partnership Firm (Net)

0.15

(6,526.24)

(5,136.80)

Purchase of Investments

62

Cash Flow Statement for the year ended 31st March, 2013
Particulars

For the year ended


31st March, 2013

Withdrawal/(Investments) in long term deposits


Withdrawal/(Investments) in short term deposits
Withdrawal/(Deposits) in Earmarked bank balances
Income From Liquid / Mutual Fund
Dividend from Investments
Interest Received
Net Cash used in Investing Activities
B
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds/(Repayment) Short term loan from Subsidiary (Net)
Proceeds/(Repayment) from Short term borrowings (Net)
Proceeds from Long term loan from Subsidiary
Repayment of Long term loan from Subsidiary
Proceeds from Long Term Borrowings
Movement of Acceptances for Capital Assets
Interest Paid
Dividend Paid (Including Dividend Tax)
Net Cash from Financing Activities
C
Net Increase/(Decrease) in Cash & Cash Equivalents
Cash & Cash equivalent at the beginning of the year
Cash & Cash Equivalents as at 31st March, 2013
Earmarked balances with banks
Short term bank deposits
Cash & Bank balances as at 31st March, 2013

As per our attached report of even date


For DHARMESH PARIKH & CO.,
Chartered Accountants
Firm Reg No : 112054W
ANUJ JAIN
Partner
Membership No. 119140
Place:Ahmedabad
Date :20th May, 2013

(A+B+C)

(` in Crores)

For the year ended


31st March, 2012

0.55
1.43
(1,403.38)
4.35
108.92
560.29
(2,967.32)

3.78
(0.74)
(81.62)
2.59
108.80
213.85
(724.56)

278.87
2,472.15
(707.70)
1,500.00
92.97
(163.23)
(110.18)
3,362.88

(473.50)
5 14.23
1,400.00
(692.30)
460.00
(96.24)
(128.21)
983.98

122.47
98.62
221.09
1,677.09
0.70
1,898.88

1.01
97.61
98.62
2 73.71
2.13
374.46

For and on behalf of the Board


GAUTAM S. ADANI
Chairman

RAJESH S. ADANI
Managing Director

DEVANG S. DESAI
Executive Director and CFO

PARTHIV PARIKH
Company Secretary
Place : Ahmedabad
Date : 20th May, 2013

63

Notes forming part of the Financial Statements for the year ended 31st March, 2013
1

Corporate Information
Adani Enterprises Limited (the Company, AEL) is a public Company domiciled in India and incorporated under
the provisions of Companies Act, 1956. The Company along with its subsidiaries ('Adani Group') is a global
integrated infrastructure player with businesses spanning coal trading, coal mining, oil & gas exploration, ports,
multi-modal logistics, power generation & transmission, gas distribution.

Summary of Significant Accounting Policies


a) Basis of Preparation of Financial Statement
i)

The financial statements of the Company have been prepared and presented in accordance with the
Generally Accepted Accounting Principles in India (Indian GAAP) under historical cost convention on an
accrual basis. The Company has prepared these financial statements to comply in all material respects with
the Accounting Standards notified under the Companies (Accounting Standard) Rules, 2006 (as amended)
and the relevant provisions of the Companies Act, 1956. The accounting policies adopted in the preparation
of the financial statements are consistent with those of previous year.

ii) Use of Estimates


The preparation of the financial statements in conformity with Indian GAAP requires the management to
make judgement, estimates and assumptions that affect the reported amounts of assets and liabilities and
disclosures of contingent liabilities on the date of the financial statements and reported amounts of
revenues and expenses for the year. Although these estimates are based on Managements best knowledge
of current events and actions, uncertainty about these assumptions and estimates could result in the
outcomes different from the estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Any revision to accounting
estimates is recognized prospectively in the current and future periods.
iii) Current & Non-Current Classification
All the assets and liabilities have been classified as current or non-current as per the company's normal
operating cycle and other criteria set out in Revised Schedule VI to the Companies Act, 1956. Based on the
nature of activities and time between the activities performed and their subsequent realisation in cash or
cash equivalents, the company has ascertained its operating cycle as 12 months for the purpose of current /
non-current classification of assets and liabilities.
b) Inventories
i)

Inventories are valued at lower of cost or Net Realisable Value.

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:
Raw material

Weighted Average Cost

Traded goods

Weighted Average Cost

Stores and Spares

Weighted Average Cost

Net realizable value is the estimated selling price in the ordinary course of business, less estimated cost of
completion and estimated cost necessary to make the sale.
c) Cash Flow Statement
i)

Cash & Cash Equivalents (for purpose of cash flow statement)


Cash comprises cash on hand and demand deposit with banks. Cash equivalents are short-term balances
(with an original maturity of three months or less from the date of acquisition), highly liquid investments
that are readily convertible into known amounts of cash and which are subject to insignificant risk of
changes in value.

64

Notes forming part of the Financial Statements for the year ended 31st March, 2013
ii) Cash Flow Statement
Cash flows are reported using the indirect method, whereby profit / (loss) before extraordinary items and
tax is adjusted for the effects of transactions of non-cash nature and any deferrals or accruals of past or
future cash receipts or payments. The cash flows from regular revenue generating, financing and investing
activities of the company are segregated.
d) Prior Period and Exceptional Items
i)

All identifiable items of Income and Expenditure pertaining to prior period are accounted through Prior
Period items.

ii) 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.
e) 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 in respect of tangible assets for power generation project is provided on straight line method
considering the rates provided in Appendix III of the Regulation issued by the Central Electricity
Regulatory Commission (CERC) dated 19th January, 2009 or rates prescribed under schedule XIV of the
Companies Act, 1956 whichever is higher. The following categories of the assets have higher rates as per
aforesaid CERC Regulation as compared to the rates mentioned in Schedule XIV to the Companies Act,
1956.
Land (Leasehold)

3.34%

Building

3.34%

Plant & Machinery :

5.28%

iii) Depreciation on Leasehold improvements is provided per estimated useful life amortised over the balance
of the lease period.
iv) Individual assets costing less than ` 5,000/- are fully depreciated in the year of purchase.
v) 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.
f) Revenue Recognition
Revenue is recognised when consideration can be reasonably measured and there exists reasonable
certainty of its recovery.
i)

Sales of goods are recognised when the significant risk and rewards of ownership of the goods have been
passed to the customer and net of Value added tax and return.

ii) Income from services rendered is accounted for when the work is performed.
iii) Dividend income from investments and interest income from mutual funds is recognised when the
Company's right to receive payment is established.
vi) Interest income is recognised on time proportion basis taking into account the amount outstanding and
the rate applicable.
v) Profit/Loss on sale of investments are recognised on the contract date.
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.
65

Notes forming part of the Financial Statements for the year ended 31st March, 2013
g)

Fixed Assets
1. Tangible fixed assets
i)

Fixed assets are stated at cost of acquisition or construction. They are stated at historical cost less
accumulated depreciation and impairment losses, if any. Cost comprises the purchase price, import duty
and other non-refundable taxes or levies and any directly attributable cost of bringing the asset to its
working condition for its intended use. Borrowing cost relating to acquisition / construction of fixed assets
which take substantial period of time to get ready for its intended use are also included to the extent they
relate to the period till such assets are ready to be put to use.

ii) Expenditure on account of modification/alteration in plant and machinery, which increases the future
benefit from the existing asset beyond its previous assessed standard of performance, is capitalized.
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) In line with Notification No. G.S.R. 225 (E) dated March, 2009 (further amended by notification no. G.S.R.
378 (E) dated 11.05.2011) issued by the Ministry of Corporate Affairs, Government of India, the company
has opted for adjusting the exchange difference, arising on long term foreign currency monetary items
relating to acquisition of depreciable capital assets to the cost of capital and, to depreciate over the
balance useful life of the assets.
v) Tangible assets not ready for the intended use on the date of Balance sheet are disclosed as "Capital workin-progress".
2.

Intangible assets
Intangible assets are stated at cost of acquisition/ cost incurred less accumulated depreciation.

h)

Foreign Currency Transactions


i)

Initial Recognition and measurement


Foreign currency transaction is recorded, on initial recognition in the reporting currency, by applying to the
foreign currency amount at the exchange rate between the reporting currency and the foreign currency at
the date of the transaction.

ii) Subsequent Measurement


Foreign currency receivables, payables and investments in subsidiaries (monetary items) are subsequently
measured as stated below:
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.
iii) Exchange Differences
All exchange differences arising on settlement and conversion of foreign currency transaction are
included in the Statement of Profit and Loss.
iv) Forward Exchange Contracts
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 Companys policies approved by the
management, which provide principles on use of such financial derivatives consistent with the Companys
risk management strategy. The company does not use derivative financial instruments for speculative
purposes.
In respect of transactions covered by forward exchange contracts, the difference between the year end
rate and the exchange rate at the date of contract is recognised as exchange difference and the premium
paid on forward contracts is recognised over the life of the contracts.
66

Notes forming part of the Financial Statements for the year ended 31st March, 2013
I)

Investments
i)

Investments that are readily realisable and intended to be held for not more than a year are classified as
current investments. All other investments are classified as long term investments.

ii) 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.
iii) Current investments are carried at the lower of cost and fair value, computed category wise.
j)

Employee Benefits
Short Term Employee Benefits
Short-term employees benefits are recognised as an expense at the undiscounted amount in the
Statement of Profit and Loss of the year in which the related service is rendered.
Post Employment Benefits
i)

Defined Benefit Plan


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.

ii) Defined Contribution plans


The Companys Officer's Superannuation Fund Scheme, state governed Provident Fund Scheme, Employee
State Insurance Scheme and Labour Welfare Fund Scheme are considered as defined contribution plans.
The contribution under the schemes is recognized as an expense in the Statement of Profit and Loss, as
they are incurred. There are no other obligations other than the contribution payable to the respective
funds.
iii) Provision is made for leave encashment based on actuarial valuation, carried out by an independent
actuary as at the balance sheet date.
vi) Termination benefits, if any, are recognised as an expense as and when incurred.
v) For the purpose of presentation of Defined benefit plans and other long term benefits, the allocation
between short term and long term provisions has been made as determined by an actuary.
k)

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 Statement of Profit and Loss.

I)

Segment Accounting
Based on guiding principles given in Accounting Standard on Segment Reporting- AS 17 as specified in
the Companies (Accounting Standard) Rules, 2006 (as amended), single financial report contains both
Standalone financial statement and Consolidated Financial Statement of the Company. Hence, the
required segment information has been appended in the Consolidated Financial Statements (CFS).

m)

Related Party Transactions


Disclosure of transactions with Related Parties, as required by Accounting Standard 18 Related Party
Disclosures as specified in the Companies (Accounting Standard) Rules, 2006 (as amended), has been set
out in a separate statement annexed to this note. Related parties as defined under clause 3 of the
Accounting Standard 18 have been identified on the basis of representations made by the management
and information available with the Company.

67

Notes forming part of the Financial Statements for the year ended 31st March, 2013
n)

Leases
Lease arrangement where risk and rewards incidental to ownership of an asset substantially vest with the
Lessor are recognised as Operating Leases. The Companys significant leasing arrangements are in respect
of operating leases for immovable property which includes residential premises, office, godowns, etc.
The aggregate lease rentals payable/receivables are recognised as expenditure/income in the Statement
of Profit and Loss as per the respective lease agreements.

o)

Earning Per Share


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 (as amended). 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.

p)

Provision for Tax


Tax expenses comprises of current tax and deferred tax.
i)

Current Tax
Provision for taxation has been made in accordance with the direct tax laws prevailing for the relevant
assessment years.
The current tax charge for the Company includes minimum alternative tax (MAT) determined under
section 115JB of the Income Tax Act, 1961.

ii) Deferred Tax


In accordance with the Accounting Standard 22 Accounting for Taxes on Income, as specified in the
Companies (Accounting Standard) Rules 2006 (as amended), the deferred tax for timing differences
between the book and tax profits for the year is accounted for by using the tax rates and laws that have
been enacted or substantively enacted as of the Balance Sheet Date.
Deferred tax assets arising from timing differences are recognised to the extent there is virtual certainty
that the assets can be realized in future.
Net outstanding balance in Deferred Tax account is recognised as deferred tax liability/asset. The deferred
tax account is used solely for reversing timing difference as and when crystallized.
q)

Impairment of Fixed Assets


i)

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.

ii) 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 assets 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 Statement of Profit and Loss.
iii) 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 Statement of Profit and Loss.
r)

Provision, Contingent Liabilities and Contingent Assets


Provision are recognised for when the company has at present, legal or contractual obligation as a result
of past events, only if it is probable that an outflow of resources embodying economic outgo or loss will be
required and if the amount involved can be measured reliably.

68

Notes forming part of the Financial Statements for the year ended 31st March, 2013

s)
t)

u)

v)

w)

x)

Contingent liabilities being a possible obligation as a result of past events, the existence of which will be
confirmed only by the occurrence or non occurrence of one or more future events not wholly in control of
the company are not recognised in the accounts. The nature of such liabilities and an estimate of its
financial effect are disclosed in notes to the Financial Statements.
Contingent assets are neither recognised nor disclosed in the financial statements.
Expenditure
Expenses are net of taxes recoverable, where applicable.
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 (as amended), 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.
Accounting for 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.
Proposed Dividend
Dividend proposed by the Directors is provided for in the books of account pending approval by the
members at the ensuing Annual General Meeting.
Doubtful Debts/Advances
Provision is made in the accounts for Debts/Advances which in the opinion of the management are
considered doubtful of recovery.
Service Tax Input Credit
Service tax input credit is accounted for in the books in the period in which the underlying service received
is accounted and when there is no uncertainty in availing / utilising the credits.

69

Notes forming part of the Financial Statements for the year ended 31st March, 2013

(` in Crores)

Particulars
3

As at
31st March, 2013

SHARE CAPITAL
AUTHORISED
320,82,00,000 (31st March, 2012: 320,82,00,000)
Equity Shares of ` 1/- each
45,00,000 (31st March, 2012: 45,00,000)
Preference Shares of ` 10/- each
ISSUED, SUBSCRIBED & FULLY PAID-UP
109,98,10,083 (31st March, 2012: 109,98,10,083)
Equity Shares of ` 1/- each

As at
31st March, 2012

320.82

320.82

4.50

4.50

325.32

325.32

109.98

109.98

109.98

109.98

a) Reconciliation of the Number of Shares Outstanding


Equity Shares
At the beginning of the year
Movements for the year

As at 31st March, 2013


Nos.
` In Crores
1099810083
109.98
-

As at 31st March, 2012


Nos.
` In Crores
1099810083
109.98
-

Outstanding at the end of the year

1099810083

1099810083

109.98

109.98

b) Rights, Preferences and Restrictions Attached to Each Class of Shares


The Company has only one class of Equity Shares having a par value of ` 1/- per share and each holder of the
Equity Shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees.
The dividend proposed by the Board of Directors is subject to the approval of shareholders in the ensuing
Annual General Meeting.
For the financial year ended 31st March, 2013, the Board has proposed a final dividend of ` 1.40 per share
(31st March, 2012: ` 1).
In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive any of
the remaining assets of the company, after distribution of all preferential amounts. However, no preferential
amounts exist currently. The distribution will be in proportion to the number of shares held by the
shareholders.
(c) Aggregate number of bonus shares issued, share issued for consideration other than cash and shares
bought back during the period of five years immediately preceding the reporting date:
Particulars
Equity shares allotted as fully paid Bonus shares by
capitalization of securities premium
Equity shares allotted as fully paid
shares pursuant to the scheme of amalgamation

70

As at
31st March, 2013

As at
31st March, 2012

248015675

248015675

464899087

464899087

712914762

712914762

Notes forming part of the Financial Statements for the year ended 31st March, 2013
(d)

Details of shareholders holding more than 5% shares in the company


Equity shares

As at 31st March, 2013


Nos.
% Holding

As at 31st March, 2012


Nos.
% Holding

Equity shares of ` 1 each fully paid


Mr. Gautam S. Adani/Mr. Rajesh S. Adani
(on behalf S. B. Adani Family Trust)

621197910

56.48%

621197910

56.48%

Adani Agro Pvt Ltd.

83089065

7.55%

100328829

9.12%

90749100
795036075

8.25%
72.29%

90941484
812468223

8.27%
73.87%

Mr. Vinod Shantilal Adani

( ` In Crores )

Particulars
4
RESERVES & SURPLUS
4.1 GENERAL RESERVE
As per last Balance Sheet
Add : Transferred from Statement of Profit & Loss

As at 31st March, 2013

250.80
60.00

As at 31st March, 2012

200.80
50.00
310.80

4.2 SECURITY PREMIUM ACCOUNT


As per last Balance Sheet

8,210.78

250.80
8,210.78

8,210.78
4.3 SURPLUS IN STATEMENT OF PROFIT & LOSS
As per last Balance Sheet
Add : Profit for the year
Amount available for appropriation
Less: Appropriations
Proposed Dividend on Equity Shares
Tax on Dividend (net of credit)*
Credit of Tax on Dividend Earlier year Adjustment
Transfer to General Reserve

*Note: Net of credit of ` 17.63 Crores


(31st March, 2012: ` Nil) being dividend
distribution tax paid by a subsidiary.
LONG TERM BORROWINGS
Term Loans
From Banks - Secured (note a & b)
Loans and advances from Related parties
Loans from Subsidiary Company-Unsecured (note c)
Inter - Corporate Loans - Unsecured (note d)

8,210.78

1,430.50
519.84
1,950.34

1,246.60
361.72
1,608.32

(153.97)
(8.54)
7.55
(60.00)

(109.98)
(17.84)
(50.00)
1,735.38
10,256.96

1,430.50
9,892.08

1,390.00

100.00
1,490.00

707.70
150.00
857.70

71

Notes forming part of the Financial Statements for the year ended 31st March, 2013
a)

b)

c)
d)
e)
f)

Terms of the Long term borrowings:


Secured Term Loan from Bank for ` 1000 Crores (P.Y. ` Nil) secured by pledge of some of the
investments of the company amounting equivalent to 50% of the loan amount and to be repaid in
9 quarterly instalments (8 quarterly instalments of ` 110 Crores each and last instalment of ` 120 Crore)
commencing from 28th February, 2014.
Secured Term Loan from Bank for ` 500 Crores (P.Y. ` Nil) secured by first pari-passu charge on
Leasehold Rights on Sub-Leased contiguous land of Associate Entity at Mundra, Kutch & subservient
Charge on the current assets of the company and to be repaid in 12 unequal structured quarterly
instalments commencing from the quarter ending 31st March, 2015.
Unsecured loan form subsidiary company are repayable on demand at the discretion of the company,
however the same is expected to be repayable within a period of 2-5 years.
The Inter-Corporate Loans repayable in 3 yearly instalments of ` 50 Crore each commencing from
29th October, 2013.
The above loans carries interest rate ranging 6% to 12.25% p.a.
For the current maturities of long-term borrowings, refer note 11 - Other current liabilities.
( ` In Crores )

Particulars
6

As at 31st March, 2013

As at 31st March, 2012

DEFERRED TAX LIABILITIES (NET)


Deferred tax liability
Depreciation
Unrealised loss on forex fluctuation
Gross deferred tax liability
Deferred tax assets
Provision for Bad-debts/advances
Gratuity
Deferred Revenue Expenditure
Gross deferred tax assets

95.77
95.77

25.19
21.58
46.77

15.10
8.06
23.16

12.20
0.35
11.54
24.09

Net deferred tax liability

72.61

22.68

Note: In accordance with the Accounting standard


22, the deferred tax liability of ` 49.93 Crores ( 31st
March, 2012: ` 21.74 Crores) for the year has been
recognised in the Statement of Profit & Loss.
7

OTHER LONG TERM LIABILITIES


Acceptances for capital assets (Secured)
(The facilities secured by hypothecation of
tangible movable assets both present & future
of the solar power project at Bitta, Kutch.)
Security Deposit

72

341.16

287.32

0.09

341.25

287.32

Notes forming part of the Financial Statements for the year ended 31st March, 2013
( ` In Crores )

Particulars

As at 31st March, 2013 As at 31st March, 2012

LONG TERM PROVISIONS


Provision for employee benefits (note 40 )
Provision for gratuity

5.19

4.34

5.19

4.34

278.87

Short term loan- Secured (note a)

175.00

375.00

Short term loan-Unsecured

350.00

0.00

0.42

2,409.40

329.65

225.00

3,438.27

705.07

2,584.40

705.07

853.87

3,438.27

705.07

470.24

55.45

Provision for leave benefits


9

SHORT TERM BORROWINGS

Loans from related parties repayable on demand (Unsecured)

ii

From Banks

Cash credit facilities- Secured (note b)


Buyer's credit facilities - Secured (note c)
iii

Inter - Corporate Deposits (Unsecured)

The above amount includes


Secured borrowings
Unsecured borrowings
Note: a) The facilities secured by the first & exclusive charge by
hypothecation of identified receivables and first & exclusive
mortgage charge on immovable assets of the company.
(The facilities secured by hypothecation of current assets
both present & future of the company by way of first charge
ranking pari passu among the banks and subservient
charge).
b) The facilities secured by hypothecation of current assets
both present & future of the company by way of first charge
ranking pari passu.
c) The facilities secured by the fixed deposits and by
hypothecation of current assets both present & future by
way of first charge ranking pari passu.
10

TRADE PAYABLES
Acceptances
Trade payables
- Micro, small and medium enterprises
- Others

0.01

0.15

3,300.11

1.712.68

3,770.36

1,768.28

73

Notes forming part of the Financial Statements for the year ended 31st March, 2013
(` In Crores)

Particulars

As at 31st March, 2013 As at 31st March, 2012

Disclosures required under Section 22 of the Micro, Small


and Medium Enterprises Development Act, 2006

(i)

Overdue Principal amount remaining unpaid to any supplier as at


the end of the accounting year
(ii) Interest due thereon remaining unpaid to any supplier as at the
end of the accounting year
(iii) The amount of interest paid along with the amounts of the
payment made to the supplier beyond the appointed day
(iv) The amount of interest due and payable for the year
(v) The amount of interest accrued and remaining unpaid at the
end of the accounting year
(vi) The amount of further interest due and payable even in the
succeeding year, until such date when the interest dues as
above are actually paid
Dues to Micro and Small Enterprises have been determined to
the extent such parties have been identified on the basis of
information collected by the Management. This has been
relied upon by the auditors.
11

b)

Note:
The facilities secured by hypothecation of tangible movable
assets of the solar power project at Bitta, Kutch both present
& future by way of first charge ranking pari passu.
Not due for deposit to Investor Education and Protection Fund.

12

SHORT TERM PROVISIONS


Provision for employee benefits (note 40 )
Provision for Gratuity
Provision for Leave Encashment
Proposed Dividend on Equity Shares
Provision for Dividend Distribution Tax on Proposed Dividend
Provision for Taxation (Net of Advance Tax)

74

110.00
50.00
181.60
50.50
0.34
220.43

172.68
47.93
0.33
141.95

22.42

18.98

635.29

381.87

1.42
1.20
153.97
26.17
182.76

1.09
0.91
109.98
17.84
13.08
142.90

OTHER CURRENT LIABILITIES


Current maturities of long term debt
Term Loan from Banks- Secured (refer note 5(a))
Inter corporate Loans- Unsecured (refer note 5(d))
Acceptances for capital assets-Secured (note a)
Interest accrued but not due
Unclaimed Dividend (note b)
Capital creditors, retention money, advance from customers
and other payable
Statutory dues including Provident Fund & Tax deducted
at Source

a)

Particulars

257.05

35.49
34.21

995.78
291.26 668.94

Total (B)

31st March, 2012

Grand Total(A+B)

31st March, 2012

36.27

1.28

0.87

35.49
0.87

667.66

35.40

Software

Intangible

31st March, 2012

37.46
960.29

Total (A)

11 Ship

2.01

12.02
14.26

Vehicles

2.42

2.85

1.33

2.28

5.78

2.23

15.63

0.36

0.51

13.81

11.13

13.81

11.13

0.36

0.09

0.12

0.10

9.03

0.04

1.39

49.39

30.20

49.39

30.20

30.20

1.52

(` In Crores)

36.87

37.74

37.74

960.43

1,014.90

37.46

14.26

13.67

17.95

24.41

10.87

26.67

735.31

10.66

100.69

4.09

18.86

997.30

53.12

81.60

4.93

10.55

10.55

48.19

71.05

8.13

5.83

3.89

8.55

4.89

3.20

10.71

16.08

0.44

9.22

0.11

30.23

57.55

5.62

5.66

5.66

24.61

51.89

1.87

0.80

1.14

1.90

1.13

0.81

2.28

38.84

0.31

2.66

0.15

0.53

0.53

2.28

3.50

2.28

3.50

0.13

0.05

0.06

0.08

2.67

0.00

0.51

81.60

135.65

10.55

16.21

16.21

71.05

1 19.44

10.00

6.63

4.90

10.40

5.96

4.01

12.91

52.25

0.75

11.37

0.26

8.03

77.23

3.62

18.35

29.33

8.43

8.13

7.07

16.79

6.34

13.78

26.32

26.32

915.70

916.99 915.70

26.32

21.53

21.53

889.38

895.46 889.38

27.46

7.63

8.77

7.55

18.45

6.86

13.76

683.06 692.28

9.91

89.32

3.83

18.86

DEPRECIATION, AMORTISATION & IMPAIRMENT


NET BLOCK
Deductions/
As at
As at
As at
As at
As at
Provided for Impairment Disposal 31st March, 31st March, 31st March,
31st March, 1st April,
the year
loss
during the
2013
2013
2012
2013
2012
year

1.52 1,052.64

1.38

1.38

1.38

0.14

0.14

0.08

0.03

0.03

GROSS BLOCK
Other Adjustments
Additions Deductions/
Company's
during
Disposal
Share in
the year
during the Exchange unincorporated
joint venture
year
Differences (note 48(a))

15.54

10 Air Craft

21.65

Office Equipment

Computer Equipments

9.54

Electrical Fittings

24.46

708.36

Plant & Machinery

Furniture & Fixtures

8.47

86.45

Office Building

3.73

18.35

As at
1st April,
2012

Factory Building

Lease Hold Improvements

Building

Land

A Tangible

Sr.
No.

13 FIXED ASSETS:

Notes forming part of the Financial Statements for the year ended 31st March, 2013

75

Notes forming part of the Financial Statements for the year ended 31st March, 2013
Note:
a) Out of above assets following assets given on operating lease as on 31st March, 2013.
(` In Crores )

Particulars

Gross Block
As at
31st March 2013

Accumulated
Depreciation

Net Block
Depreciation
As at
Charge for
31st March, 2013
the year

Land
Building
Office Building
Factory Building

4.67

4.67

3.59
3.76

0.93
0.55

2.66
3.21

0.06
0.12

Plant & Machinery

4.66

0.97

3.69

0.24

16.68
16.68

2.45
2.03

14.24
14.66

0.42
0.42

Total
31st March, 2012

The total future minimum lease rentals receivable at the Balance Sheet date is as under:
Particulars

i)

For a period not later than one year

ii) For a period later than one year and not later than

(` In Crores )

As at 31st March, 2013

As at 31st March, 2012

0.10

0.70

1.42

1.52

0.70

five years
iii) For a period later than five years
Total

b) Buildings includes cost of shares in Co-operative Housing Society ` 3,500/- (P.Y. ` 3,500/-).
c) Office building includes ` 2.32 Crores of unquoted Shares (160 equity shares of A type and 1,280 equity
shares of B type of ` 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 ` 1.44 Crores, towards construction contribution and
exclusive use of terrace and allotted parking space.
d) Plant & Machinery includes plant of Net Book Value of ` 1.76 Crores (31st March, 2012 ` 7.90 Crores) which is
not in use, due to temporary suspension operations at Belekeri port.
e) Depreciation of ` Nil (31st March, 2012: ` 0.86 Crores) relating to the Project Assets has been capitalised
and has been included in the additions during the year
(` In Crores )

14 CAPITAL WORK-IN-PROGRESS
Particulars

Capital Work-in-Progress
Total

As at 31st March, 2013 As at 31st March, 2012

163.49
163.49

145.24
145.24

a) Building of ` 0.85 Crores (31st March, 2012 : ` 0.85 Crores) which is in dispute and the matter is sub-judice.
b) Agricultural Land of ` 0.45 Crores (31st March, 2012: ` 0.45 Crores) recovered under settlement of debts, in
which certain formalities are yet to be executed.
c) The Companys share in Unincorporated Joint Venture Assets of ` 105.24 Crores (31st March, 2012: ` 89.64
Crores) (note 48(a))
76

Notes forming part of the Financial Statements for the year ended 31st March, 2013

(` In Crores )

Particulars

15

As at 31st March, 2013 As at 31st March, 2012

NON CURRENT INVESTMENTS


(LONG TERM)

TRADE INVESTMENTS (Valued at cost)


(a) In Equity shares of subsidiary companies - Quoted
1)
2)

1,53,14,40,000 (1,53,14,40,000) Equity Shares of Adani Power Ltd


of 10/- each (note 15a (i))
155,23,61,640 (155,23,61,640) Equity Shares of Adani Ports and
Special Economic Zone Ltd of ` 2/- each (note 15a (ii))

860.80

860.80

1,338.93

1,338.93

30.90

30.90

45.61

45.61

99.83

99.83

0.09

0.05

61.00

4.90

1.36

1.36

232.46

232.46

707.50

2.00

0.05

0.05

0.05

0.05

0.05

0.05

0.05

0.05

0.05

0.05

(b) In Equity shares of subsidiary companies - Unquoted


1)
2)
3)
4)
5)
6)
7)
8)
9)
10)
11)
12)
13)
14)

64,000 (64,000) Equity Shares of Adani Global Ltd.


of $ 100/- each
4,56,10,000 (4,56,10,000) Equity Shares of Adani Agri Fresh Ltd
of ` 10/- each
9,98,28,000 (9,98,28,000) Equity Shares of Adani Agri Logistics
Ltd. of 10/- each
Nil (52,632) Equity Shares of Adani Infrastructure & Developers
Pvt Ltd of ` 10/- each
Nil (50,000) Equity Shares of Miraj Impex Pvt Ltd of ` 10/- each
(note 15d)
6,10,00,000 (49,00,000) Equity Shares of Adani Mining Pvt Ltd
of ` 10/- each (note 15a (iii))
13,61,228 (13,61,228) Equity Shares of Adani Energy Ltd.
of ` 10/- each
25,67,42,040 (25,67,42,040) Equity Shares of Adani Gas Ltd.
of ` 10/- each (note 15a (iv))
70,75,00,000 (20,00,000) Equity Shares of Maharashtra Eastern
Grid Power Transmission Co. Ltd of ` 10/- each (note 15a (v) )
50,000 (50,000) Equity Shares of Adani Infra (India) Ltd
of ` 10/-each
50,000 (50,000) Equity Shares of Adani Shipping (India) Pvt. Ltd.
of ` 10/- each
50,000 (50,000) Equity Shares of Mundra LNG Ltd.
of ` 10/- each
50,000 (50,000) Equity Shares of Natural Growers Pvt. Ltd.
of ` 10/- each
50,000 (50,000) Equity Shares of Chendipada Collieries
Pvt. Ltd. of ` 10/- each

77

Notes forming part of the Financial Statements for the year ended 31st March, 2013

( ` In Crores )

Particulars

15) 3,01,31,000 (1,15,31,000) Equity Shares of Adani Murmugao Port


Terminal Pvt. Ltd of ` 10/- each
16) 3,52,000 (3,52,000) Equity Shares of Mundra SEZ Textile &
Apparel Park Pvt Ltd of ` 10/- each
17) 65,00,003 (65,00,003) Equity Shares of Adani Welspun
Exploration Ltd of ` 10/- each
18) 3,70,000 (3,70,000) Equity Shares of Parsa Kente Collieries
Ltd of ` 10/- each
19) 24,500 (24,500) Equity Shares of Adani Kandla Bulk Terminal
Pvt. Ltd. of ` 10/- each
20) 5,00,000 (Nil) Equity Shares of Rajasthan Collieries Ltd
of ` 10/- each

As at 31st March, 2013 As at 31st March, 2012

30.14

11.54

0.35

0.35

24.35

24.35

0.37

0.37

0.02

0.02

0.50

310.53

310.53

0.02

0.02

239.90

523.02

56.96

56.96

4,041.78

0.04
3,544.38

0.05

0.05

1.25

1.25

3.00
0.00

0.00

(c) In Equity Shares of Joint venture companies - Unquoted


1)
2)

5,46,79,353 (5,46,79,353) Equity Shares of Adani Wilmar Ltd


of ` 10/- each
24,500 (24,500) Equity Shares of CSPGCL AEL Parsa Collieries
Ltd of ` 10/- each

(d) In preference shares of Subsidiary companies - Unquoted


1)

4,41,915 (10,22,385) Redeemable Preference Shares of


Adani Global Ltd. of $ 100/- each (note 15c)
2) 5,69,61,000 (5,69,61,000) 0.01% Optionally Convertible
Preference Shares of Adani Agri Fresh Ltd of ` 10/- each
(e) In LLP
Adani Renewable Energy LLP (note 15b)
Total (I)
II
NON TRADE INVESTMENTS
(Valued at cost other than specified)
(a) In Equity shares - Unquoted
1) 20,000 (20,000) Equity shares of Kalupur Commercial Co-op.
Bank of ` 25/- each
2) 12,50,000 (12,50,000) Equity shares of Indian Energy
Exchange Ltd of ` 10/- each
3) 30,00,000 (Nil) Equity Shares of GSPC LNG Ltd. of ` 10/- each
4) 4 (4) Equity Shares Of The Cosmos Co.Op.Bank Ltd. ` 25/each (` 100/-)

78

Notes forming part of the Financial Statements for the year ended 31st March, 2013

( ` In Crores )

Particulars

5)

4,000 (4,000) Equity Shares Shree Laxmi Co-op Bank Ltd


of ` 25/- each
Less : Provision for diminution in value
(Valued at cost or net realisable value whichever is lower)

As at 31st March, 2013

0.01
0.01

As at 31st March, 2012

0.01
0.01
-

0.02

0.01

4.32
4,046.10
2,199.73
1,846.37
27,756.56
0.01

1.31
3,545.69
2,199.73
1,345.96
30,593.45
0.01

(b) In Government or Trust securities - Unquoted


6 Year National Saving certificates
(Lodged with Government departments)
Total ( II )
Total ( I + II )
Aggregate amount of
- Quoted investments
- Unquoted investments
Market value of
- Quoted investment
Aggregate provision for diminution in value of investments
Notes:
15a) Details of Shares pledged
i)
Includes 34,45,00,331 shares (31st March, 2012: 32,67,86,777)
pledged with banks as collateral security for loans taken by Adani
Power Ltd. & the company.
ii)
Acquired under the scheme of Amalgamation.
iii)
Includes 1,83,00,000 (31st March, 2012: 14,70,000) shares
pledged with financial institutions as collateral security for loans
taken by Adani Mining Pvt. Ltd.
iv)
Includes 13,09,38,440 (31st March, 2012: 13,09,38,440) shares
pledged with banks as collateral security for loans taken by
Adani Gas Ltd.
v)
Includes 26,70,10,500 (31st March, 2012: 6,00,000) shares
pledged with banks as collateral security for loans taken by
Maharashtra Eastern Grid Power Transmission Co. Ltd.
15b) Adani Renewable Energy LLP has been Struck off w.e.f. 8th
January, 2013.
15c) 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". The monetary assets
have been restated on the basis of the closing rate at the year
end and the difference of ` 13.83 Crores (31st March 2012:
` 66.52 Crores) has been treated in other expenses in Statement
of Profit & Loss.

79

Notes forming part of the Financial Statements for the year ended 31st March, 2013

( ` In Crores )

Particulars

As at 31st March, 2013 As at 31st March, 2012

15d) The Board of Directors has approved the sale of shares of


Miraj Impex Pvt. Ltd. pending execution hence the same
investment has been reclassified to the current investments
at the balance sheet date.
16 LONG TERM LOANS AND ADVANCES
Unsecured, considered good
Capital advances
Security deposit
Loans to related parties (note 41)
Inter corporate loans
Loan to employees
Share application money
Prepaid expenses
Other Receivables
Advance payment of income tax (net of provision)
MAT credit entitlement
17

46.29
100.86
5,359.79
55.19
0.75
20.25
0.13
2.10
35.28
132.57
5,753.21

32.43
100.07
3,451.59
55.19
0.56
23.20
0.07
1.88
41.56
71.87
3,778.42

0.50

0.01
0.04
0.55

0.54

0.05

OTHER NON CURRENT ASSETS


Bank Deposits having maturity over 12 months
- Margin money deposits (lodged against bank guarantee &
letter of credit)
- Other Deposits
Interest accrued but not due

18 CURRENT INVESTMENTS
(Carried at lower of cost or fair value)
i) In Equity instruments- Unquoted
1) 5,43,675 (Nil) Equity shares of Adani International
Container Terminal Pvt. Ltd. of ` 10/- each
2) 50,000 (Nil) Equity Shares of Miraj Impex Pvt. Ltd. of
` 10/- each (note 15(d))
ii) In Government or Trust securities- Quoted
7.49% GOI 2017
Less : Provision for diminution in value

11.01
(1.47)
-

iii) In Mutual Funds-Unquoted


1) Nil (1,06,789.510) Units of SBI Premier Liquid
Fund- Super Institutional Growth of ` 1000/- each

80

9.54

18.00

Notes forming part of the Financial Statements for the year ended 31st March, 2013

( ` In Crores )

Particulars

As at 31st March, 2013 As at 31st March, 2012

2) Nil (139,070.210) Units of IDBI Liquid Fund-Growth


of ` 10/- each
3) Nil (250,000.000) Units of Baroda Pioneer PSU Bond Fund
of ` 10/- each
4) Nil (4,000,000.000) Units of AXIS Income Saver Growth
Fund of ` 10/- each
5) Nil (19,50,000.000) Units of SBI PSU Fund-Growth
of ` 10/- each
6) Nil (11,35,497.68) Units of ICICI Prudential Liquid Super
Institutional Plan Growth of ` 10/- each
7) Nil (30,95,975.23) Units of Reliance Money Manager
Fund Institutional Option Growth Plan of ` 10/- each
8) Nil (40,706.62) Units of Baroda Pioneer Liquid Fund
Institutional Growth Plan of ` 10/- each
9) Nil (42,077.06) Units of Axis Liquid Fund-Institutional
Growth of ` 10/- each
10) 1,32,872.814 (Nil) Units of SBI Ultra Short Term Debt
Fund - Regular Plan of ` 1,000/- each
Aggregate amount of - Quoted investments
- Unquoted Investments
Market value of
- Quoted investment
Aggregate Provision for Diminution in Value of Investments

16.00

0.25

4.00

1.65

18.00

5.00

5.00

5.00

20.00
20.59
20.59
-

82.44
9.54
72.90
9.54

1.47

0.39
732.54
0.48
3.30

8.35
623.29
3.97
7.70

736.71

643.31

725.75
25.65
751.40
(25.65)
725.75

547.23
18.58
565.81
(18.58)
547.23

19 INVENTORIES (Valued at lower of cost and net realizable value)


Raw-materials
Finished goods
Stores and spares
Project materials held for sale
20 TRADE RECEIVABLES
Receivables outstanding for a period exceeding six months
from the date they are due for payment
Unsecured, considered good
Doubtful
Provision for doubtful receivables
(A)

81

Notes forming part of the Financial Statements for the year ended 31st March, 2013

( ` In Crores )

Particulars

As at 31st March, 2013 As at 31st March, 2012

Receivables outstanding for a period less than six months


from the date they are due for payment
Unsecured, considered good
Doubtful
Provision for doubtful receivables
(B)
Total (A+B)
21

CASH AND BANK BALANCES


Cash and cash equivalents
Balances with banks:
- In current accounts
- Earmarked balances In unclaimed dividend accounts
Cheques/drafts on hand
Cash on hand
(A)

Other bank balances:


- Margin money deposits
(lodged against bank guarantee & letter of credit)
- Margin money deposits (Against Margin of buyers credit)
- Deposits with original maturity over 3 months but less than
12 months
(B)
Total (A+B)
22 SHORT TERM LOANS AND ADVANCES

2,972.57
2,972.57
2,972.57
3,698.32

1,285.80
1,285.80
1,285.80
1,833.03

219.67
0.34
0.35
0.73
221.09

71.09
0.33
25.50
1.70
98.62

0.97

3.35

1,676.12
0.70

270.36
2.13

1,677.79
1,898.88

275.84
374.46

2,584.79

2,185.35

107.01

335.00

23.80

31.37

Unsecured, considered good


Loans given
- Loans to related parties (note 41)
- Loans to others
Security deposits
Advances recoverable in cash or in kind
Provision for doubtful advances
Loans and advances to employees
Prepaid Expenses
Balances with service tax authorities

82

250.57
(18.77)

162.11
(19.04)
231.80
0.69
49.20
3.81
3,001.10

143.07
0.57
17.42
2.02
2,714.80

Notes forming part of the Financial Statements for the year ended 31st March, 2013

( ` In Crores )

Particulars

23 OTHER CURRENT ASSETS


Interest accrued and due
Interest accrued but not due
Unbilled revenue
Insurance claim receivable

As at 31st March, 2013 As at 31st March, 2012

13.25
21.52
9.86
22.65
67.28

95.23
10.91
9.90
22.54
138.58
( ` In Crores )

Particulars

24 REVENUE FROM OPERATIONS


Sale of products
Sale of Services
Other operating revenue
Insurance claim received
Other Miscellaneous income
Details of the sale of products
Coal Trading
Power Trading
Other
Details of the sale of services
Coal Handling Services
Other
25 OTHER INCOME
Interest income
- Current investments
- Banks
- Related parties
- Others
Dividend Income-Long Term Investments (note a)
Profit on Sale/Disposal of Fixed Assets
Income / Profit from Current Investments
Recovery of Bad Debts
Liabilities No Longer Required Written Back
Assignment of Mining Development Rights
Other Miscellaneous Income

For the year ended


31st March, 2013

For the year ended


31st March, 2012

11,683.32
199.36

4,864.80
400.12

4.11
4.09
11,890.88

7.35
9.93
5,282.20

9,820.89
1,732.71
129.72
11,683.32

3,837.80
892.54
134.46
4,864.80

185.99
13.37
199.36

389.49
10.62
400.12

0.68
67.73
388.59
31.92
108.92
2.16
4.35
2.85
1.73
4.47
613.40

0.75
42.51
212.48
60.76
108.79
17.61
2.59
1.66
5.13
5.00
4.37
461.65

83

Notes forming part of the Financial Statements for the year ended 31st March, 2013

( ` In Crores )

Particulars

Note:
a) Dividend income from Long term investments includes dividend
received from subsidiary ` 108.67 Crores
( 31st March, 2012: ` 108.67 Crores).
26 COST OF MATERIALS CONSUMED
Raw material consumed (Art paper rolls)
Opening Stock
Add : Purchases during the year (Including Incidental Expenses)
Less : Closing Stock
27 PURCHASE OF TRADED GOODS
Purchase of Traded Goods (Including incidental expenses)
Details of the purchase of traded goods
Coal Trading
Power Trading
Other

28 (INCREASE) / DECREASE IN INVENTORIES


Inventories at the beginning of the year
- Traded goods
Inventories at the end of the year
- Traded goods
Details of the closing stock of Finished/Traded goods
Coal Trading
Other
29 EMPLOYEE BENEFIT EXPENSE
Salaries & Bonus
Contributions to Provident & Other Funds
Staff Welfare Expenses
30 FINANCE COSTS
Interest
Bank Commission / Charges
Exchange Rate Difference (including premium)

84

For the year ended


31st March, 2013

For the year ended


31st March, 2012

8.35
2.33
(0.39)
10.29

1.75
11.53
(8.35)
4.93

10,091.11
10,091.11

4,508.92
4,508.92

8,338.47
1,727.96
24.68
10,091.11

3,588.69
890.44
29.79
4,508.92

623.29

469.12

732.54
(109.25)

623.29
(154.17)

732.03
0.51
732.54

622.80
0.49
623.29

110.72
7.84
4.64
123.20

93.75
5.73
4.67
104.15

165.81
58.05
78.71
302.57

120.64
11.70
32.69
165.03

Notes forming part of the Financial Statements for the year ended 31st March, 2013

( ` In Crores )

Particulars

31

OTHER EXPENSES
Stores, Spares & Packing Material Consumed
Subcontractor Processing Charges
Clearing & Forwarding Expenses
Loss of Stock due to Accident/ In transit
Less: Insurance claim receivable
Electric Power Expenses
Rent & Infrastructure Usage Charges
Repairs to:
Buildings
Plant & Machinery
Others
Insurance Expenses
Rates & Taxes
Communication Expenses
Travelling & Conveyance Expenses
Stationery & Printing Expenses
Selling and Advertisement Expenses
Donation- Non political
Legal & Professional Fees
Payment to Auditors
For Statutory Audit
For Tax Audit
For Other Services
For Reimbursement of Expenses
Directors Sitting Fees
Commission (Non-Executive Directors)
Supervision & Testing Expenses
Bad debts/Advances Written off
Provision for Doubtful Debts / Advance
Business Support Expenses
Office Expenses
Net Exchange Rate Difference non financing activity(note 15c)
Loss on Sale of Assets
Loss from Partnership firm (P.Y. ` 26,034/-)
Loss from LLP (C.Y. ` 5,413/-)
Diminution in Value of Investments
Loss on Investments
Prior Period Items (note 45)
Miscellaneous Expenses

For the year ended


31st March, 2013

For the year ended


31st March, 2012

0.11
0.37
1,288.87

0.03
0.19
434.17

0.06
-

47.82
0.06 (22.54)
5.21
8.40

1.05
2.45
21.64

1.36
0.82
26.18

0.32
0.09
0.07
0.01

25.14
9.19
3.40
3.29
11.21
1.17
56.15
24.27
28.06

0.49
0.07
0.45
8.21
1.34
5.23
0.33
3.55

0.29
0.08
0.04
0.01

25.28
2.88
3.22

28.37
2.37
3.41
3.33
10.18
0.85
29.47
13.97
19.12

0.42
0.07
0.57
6.78
17.23
17.89
0.47
3.56

119.20

49.68

6.11
0.00
(1.77)
1.14
0.15
11.25
1,620.65

2.22
0.00
0.01
0.50
0.01
0.90
18.85
696.00
85

Notes forming part of the Financial Statements for the year ended 31st March, 2013

( ` In Crores )

Particulars

32

33

For the year ended


31st March, 2013

EXCEPTIONAL ITEMS
Advances written off (note 46 (a))
Disposal of fixed assets
Gain on disposal of Long term investments (note 46 (b))

For the year ended


31st March, 2012

(99.92)
302.91

(2.01)
-

202.99

(2.01)

In the opinion of the Management and to the best of their knowledge and belief the value under the
head of Current and Non Current Assets (other than fixed assets and non current investments) are
approximately of the value stated, if realised in ordinary course of business, except unless stated other wise.
The provision for all the known liabilities is adequate and not in excess of amount considered
reasonably necessary.

34

The company has initiated legal proceedings against various parties for recovery of dues and such legal
proceedings are pending at different stages as at the date of the Balance Sheet and are expected to
materialize in recovering the dues in the future. Management is hopeful of their recovery. In the opinion of
the Management adequate balance lying in General Reserve to meet the eventuality of this
account being irrecoverable.

35

Disclosure Regarding Derivative Instruments and Unhedged Foreign Currency Exposure


(a) The outstanding foreign currency derivative contracts as at 31st March, 2013 in respect of various types of
derivative hedge instruments and nature of risk being hedged are as follows :
Forward derivative contracts In respect of Imports and other Payables
(Amount in Crores)

86

Derivative
Contracts

Amount in Foreign
Currency As at
31st March, 2013

USD/INR

65.84

Equivalent Indian
Rupees As at
31st March, 2013
3574.22

Amount in Foreign
Currency As at
31st March, 2012
20.06

Equivalent Indian
Rupees As at
31st March, 2012
1026.23

Notes forming part of the Financial Statements for the year ended 31st March, 2013
(b)

Foreign currency exposures not covered by derivative instruments or otherwise as at 31st March, 2013
amounting to `2,574.24 Crores. (31st March 2012: ` 2,367.23 Crores).
Particulars

Buyer's Credit
Foreign Letter of Credit
Trade Payables
Other Payables
Trade Receivables
Other Receivables
Preference Shares Investment

Currency
USD
USD
USD
USD
USD
USD
USD
USD
USD
USD
USD
USD
USD
USD

Amount in Crores
Rupees As at
Foreign Currency
31st March, 2012
As at
31st March, 2013
0.208
10.65
18.337
995.42
10.076
515.45
23.476
1274.41
24.763
1266.79
0.897
48.70
0.005
0.28
0.042
2.27
0.997
51.01
0.250
13.55
0.001
0.03
4.419
239.90
10.224
523.02

36

Net Worth of two wholly owned subsidiaries as on 31st March, 2013 has been eroded and there is a consequent
possibility of impairment of Equity investment of ` 1.41 Crores. Looking to the subsidiaries future business
plans and growth prospects, such impairment if any is considered to be temporary in nature and no provision is
provided for in the accounts of the company.

37
(a)

Contingent liabilities and commitments


Contingent liabilities to the extent not provided for :
Particulars

a) Claims against the Company not acknowledged as Debts


b) In respect of :
Income Tax (Interest thereon not ascertainable at present)
Service Tax
VAT /Sales Tax
Custom Duty
Excise Duty / Duty Drawback
FERA / FEMA
Others
c) In respect of Corporate Guarantee given:(amount outstanding at close of the year)
I. On behalf of its Subsidiaries
II. On behalf of its Associate Companies
d) In respect of Bank Guarantees given for Subsidiaries
e) Bills of Exchange Discounted

( ` In Crores )
As at
31st March, 2013

As at
31st March, 2012

3.00

3.00

43.02
34.71
220.21
170.21
1.48
8.26
-

42.52
23.82
128.13
65.8
3.20
8.26
0.35

2,493.00
97.70
158.34
25.37

421.62
101.7
72.91
59.83
87

Notes forming part of the Financial Statements for the year ended 31st March, 2013

b)

f) Certain claims / show cause notices disputed have neither been considered as contingent liabilities nor
acknowledged as claims, based on internal evaluation of the management.
g) Show cause notice issued under Section 16 of the Foreign Exchange Management Act, 1999 read with
Rule (4) of the Foreign Exchange Management (Adjudication Proceedings and Appeal) Rule, 2000, in
which liability is unascertainable.
h) Show cause notices issued under The Custom Act,1962, wherein the Company has been 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 unascertainable.
I) Investments are pledged with Banks / Financial Institutions towards collateral security for loan taken by a
company and group Companies. Amount of contingent liability is to the extent of value of Shares Pledged.
j) 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 `0.01 (31st March, 2012: `0.01 Crores).
k) In the matter of show cause notice, amount of interest and penalty not ascertainable, hence not
disclosed.
l) Show cause notice issued by DGCEI proposes for imposition penalties under Section 76 and Section 78 of
the Finance Act, 1994. In which liability is uncertain and not included.
m) Custom Department has considered a different view for levy of custom duty in respect of specific quality
of coal imported by the company for which the company has received demand show cause notices
amounting to ` 180.21 Crores from custom departments at various locations and the company has
deposited ` 58.97 Crores as custom duties under protest and contested the view taken by authorities as
advised by external legal counsel. The company being the merchant trader generally recovers custom
duties from its customers and does not envisage any major financial or any other implication.
Note:
Future cash flows in respect of above are determinable only on receipt of judgement/decision pending with
various forums/ authorities.
Capital and other Commitments:
(` In Crores)
Particulars
Estimated amounts of contracts remaining to be executed and not
provided for (Net of Advances)

38

During the year, the Company has invested ` 781.24 Crores (31st March, 2012: ` 38.55 Crores) in shares
(` In Crores)
of the following Group Companies.
Name of Company
Adani Wilmar Ltd.
Maharashtra Eastern Grid Power

Type
Equity
Equity

Transmission Co. Ltd


Adani Mining Pvt. Ltd.

88

As at
As at
31st March, 2013 31st March, 2012
15.55
20.45

Equity

No of Shares

Total Investment

% of Holding As at
31st March, 2013

Nil

Nil

50%

4005850

36.05

50%

705500000

705.50

100%

1950000

1.95

100%

56100000

56.10

100%

Nil

Nil

100%

Notes forming part of the Financial Statements for the year ended 31st March, 2013
( ` In Crores )

Name of Company

Type

Rajasthan Collieries Ltd.


Adani International Container

Equity
Equity

Terminal Pvt. Ltd.


Adani Murmugao Port

Equity

Terminal Pvt. Ltd.


Adani Kandla Bulk Terminal

Equity

Pvt. Ltd.

No of Shares

Total Investment

% of Holding As at
31st March, 2013

500000

0.50

100%

Nil

Nil

Nil

543675

0.54

1%

Nil

Nil

Nil

18600000

18.60

26%

520000

0.53

26%

Nil

Nil

49%

24500

0.02

Nil

Total

781.24
38.55

39

a)
b)

c)

Disclosure as required by the Accounting Standard 19, Leases as specified in the Companies
(Accounting Standard) Rules 2006 (as amended) are given below :
Where the Company is lessee:
The aggregate lease rentals payable are charged to the Statement of Profit & Loss as Rent in Note 31.
The Leasing arrangements, which are cancellable at any time on month to month basis and in some cases
between 11 months to 9 years, are usually renewable by mutual consent on mutually agreeable terms.
Under these arrangements, generally interest free refundable deposits have been given.
The Leasing arrangements, which are non-cancellable over the period of the agreements, the disclosures
in respect of the same:
(` In Crores)
Particulars
As at
As at
31st March, 2013

Total of future minimum lease payments under non-cancellable


operating lease for each of the following periods:
Not later than one year
Later than one year and not later than five years
Later than five years
Lease payment recognised in Statement of Profit & Loss

0.34
1.84
18.14
0.31

31st March, 2012

0.31
1.84
18.24
0.31

40 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, recognised as expense for the year are as under:
(` In Crores)
Particulars
For the year ended For the year ended
31st March, 2012
31st March, 2013
Employers Contribution to Provident Fund

3.54

2.73

Employers Contribution to Superannuation Fund

1.30

1.00

Employers Contribution to Pension Fund

0.43

0.35
89

Notes forming part of the Financial Statements for the year ended 31st March, 2013
(b)
(i)

Contributions to Defined Benefit Plans are as under:


Gratuity
Particulars

For the year ended


31st March, 2013

For the year ended


31st March, 2012

Change In the defined benefit obligation


Defined benefit obligation as at 1 April, 2012
Service cost
Interest cost
Actuarial loss/(gain)
Benefits paid
Defined benefit obligation as at 31st March, 2013

7.07
0.89
0.60
1.44
(0.78)
9.22

5.40
0.84
0.45
0.64
(0.29)
7.07

Change in plan assets


Fair value of plan assets as at 1 April, 2012
Expected return on plan assets
Contributions by employer
Actuarial loss/(gain)
Benefits paid
Fair value of plan assets as at 31st March, 2013
Present value of unfunded obligations

5.98
0.51
1.63
0.17
(0.49)
7.80
1.42

4.52
0.38
0.99
0.38
(0.29)
5.98
1.09

The Net amount recognised in the Statement of Profit


& Loss for year ended 31st March, 2013 is as follows
Current Service cost
Interest cost
Net actuarial loss/(gain) recognized
Expected return on plan assets
Net amount recognized
Actual return on Plan Assets

0.89
0.60
0.30
(0.51)
1.28
0.68

0.84
(0.38)
0.45
0.30
1.21
0.76

100%

100%

8.25%
8.70%
6.00%

8.50%
8.50%
6.00%

The major categories of plan assets as a percentage of


total plan assets as at 31st March, 2013 are as follows:
Government of India Securities
Insurer Managed Funds
Policy of Insurance
The principal actuarial assumption used as at
31st March, 2013 are as follows:
Discount Rate
Expected rate of return on Plan Assets
Rate of increase in Compensation Levels
(Refer Note (c) below)

90

( ` In Crores )

Notes forming part of the Financial Statements for the year ended 31st March, 2013
(ii) Leave Encashment
( ` In Crores )

Particulars

For the year ended


31st March, 2013

Change In the defined benefit obligation


Defined benefit obligation as at 1 April, 2012
Service cost
Interest cost
Actuarial loss/(gain)
Benefits paid
Defined benefit obligation as at 31st March, 2013
The Net amount recognised in the statement of
Profit & Loss for year ended 31st March, 2013 is as follows
Current Service cost
Interest cost
Expected return on plan assets
Net actuarial loss/(gain) recognized
Net amount recognized
The principal actuarial assumption used as at
31st March, 2013 are as follows:
Discount Rate
Expected rate of return on Plan Assets
Rate of increase in Compensation Levels
(Refer Note (c) below)

For the year ended


31st March, 2012

5.24
0.33
0.45
0.90
(0.52)
6.40

3.76
0.34
0.31
1.37
(0.54)
5.24

0.33
0.45
0.90
1.68

0.34
0.31
1.37
2.02

8.25%
6.00%

8.50%
6.00%

c) The estimate of future salary increase, considered in actuarial variation, take account of inflation,
seniority, promotion and other relevant factors, such as supply and demand in the employment market.
d) Current and non current classification is done based on actuarial valuation certificate.
41

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
(A) Controlling Entity:
Shantilal Bhudhermal Adani Family Trust (SBAFT)

91

Notes forming part of the Financial Statements for the year ended 31st March, 2013
(B) Subsidiary Companies:
1. Adani Infrastructure and Developers Pvt. Ltd.*
2. Adani Global Ltd.
3. Adani Agri Logistics Ltd.
4. Adani Agri Fresh Ltd.
5. Adani Power Ltd.
6. Miraj Impex Pvt. Ltd.
7. Adani Mining Pvt. Ltd.
8. Adani Energy Ltd.
9. Adani Gas Ltd.
10. Maharashtra Eastern Grid Power Transmission
Company Ltd.
11. Mundra LNG Ltd.

12.
13.
14.
15.
16.
17.
18.
19.
20.

Adani Shipping (India) Pvt. Ltd.


Adani Infra (India) Ltd.
Natural Growers Pvt. Ltd.
Chendipada Collieries Pvt. Ltd.
Adani Ports and Special Economic Zone Ltd.
Adani Renewable Energy LLP (upto 08.01.2013)
Parsa Kente Collieries Ltd.
Adani Welspun Exploration Ltd.
Rajasthan Collieries Ltd.

* (upto 29.06.2012 Subsidiary and from 30.06.2012 Associate)

(C) Step-down Subsidiary Companies:


1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.

Adani Estates Pvt. Ltd. *


Adani Developers Pvt. Ltd. *
Adani Land Developers Pvt. Ltd. *
Adani Landscapes Pvt. Ltd. *
Swayam Realtors and Traders LLP. *
Columbia Chrome (India) Pvt. Ltd. *
Shantigram Estate Management Pvt. Ltd. *
Adani Mundra SEZ Infrastructure Pvt. Ltd. *
Belvedere Golf and Country club Pvt. Ltd. *
Shantigram Utility Services Pvt Ltd. *
Lushgreen Landscapes 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. *
Aaloka Real Estate Pvt. Ltd. *

28. Adani Chendipada Mining Pvt. Ltd.


29. Adani Resources Pvt. Ltd.
30. Mundra SEZ Textile and Apparel Park Pvt. Ltd.
31. Karnavati Aviation Pvt. Ltd.
32. MPSEZ Utilities Pvt. Ltd.
33. Rajasthan SEZ Pvt. Ltd. (upto 20.10.2012)
34. Adani Logistics Ltd.
35. Mundra International Airport Pvt. Ltd.
36. Adani Hazira Port Pvt. Ltd.
37. Adani Petronet (Dahej) Port Pvt. Ltd.
38. Hazira Infrastructure Pvt. Ltd.
39. Hazira Road Infrastructure Pvt. Ltd.
40. Adani Vizag Coal Terminal Pvt. Ltd.
41. Adani International Container Terminal Pvt. Ltd.
(upto 30.03.2013)

18. Panchdhara Agro Farms Pvt. Ltd. *

42. Adani Global Pte. Ltd., Singapore

19. Adani Township & Real Estate Co. Pvt. Ltd*

43. Adani Shipping Pte. Ltd, Singapore

20. Adani Power Maharashtra Ltd.

44. Rahi Shipping Pte. Ltd., Singapore

21. Adani Power Rajasthan Ltd.

45. Vanshi Shipping Pte. Ltd., Singapore

22. Adani Power Dahej Ltd.

46. Adani Power Pte. Ltd., Singapore (upto 06.12.2012)

23. Adani Pench Power Ltd.

47. Adani Global FZE, Dubai.

24. Mundra Power SEZ Ltd (upto 28.02.2013)

48. Adani Power (Overseas) Ltd., Dubai

25. Kutchh Power Generation Ltd.

(upto 31.12.2012)

26. Mahaguj Power Ltd.

49. Adani Mining Pty Ltd., Australia

27. Sarguja Rail Corridor Pvt. Ltd.


92

50. PT Adani Global, Indonesia

Notes forming part of the Financial Statements for the year ended 31st March, 2013
(C) Step-down Subsidiary Companies:
51. PT Kapuas Coal Mining, Indonesia
(upto 08.10.2012)

71. PT Tambang Sejahtera Bersama, Indonesia

52. PT Adani Global Coal Trading, Indonesia

73. Aanya Maritime Inc, Panama

53. PT Coal Indonesia, Indonesia

74. Aashna Maritime Inc, Panama

54. PT Mundra Coal Indonesia

75. Adani Abbot Point Terminal Pty Ltd.

55. PT Sumber Bara, Indonesia

72. PT Adani Sumselon, Indonesia

(upto 30.03.2013)

56. PT Energy Resources, Indonesia

76. Mundra Port Pty Ltd, Australia (upto 30.03.2013)

57. PT Sumber Dana Usaha, Indonesia

77. Mundra Port Holdings Pty Ltd, Australia

58. PT Setara Jasa, Indonesia


59. PT Niaga Antar Bangsa, Indonesia

(upto 30.03.2013)

60. PT Niaga Lintas Samudra, Indonesia

78. Adani Abbot Point Terminal Holdings Pty Ltd.,


Australia (upto 30.03.2013)

61. PT Andalas Bumi Persada, Indonesia

79. Adani Minerals Pty. Ltd., Australia

(upto 14.09.2012)
62. PT Citra Persada Luhur, Indonesia
(upto 24.09.2012)

80. Surguja Power Pvt. Ltd.


81. Adani Kandla Bulk Terminal Pvt. Ltd.
82. Chemoil Adani Pte. Ltd, Singapore

63. PT Gemilang Pusaka Pertiwi, Indonesia

83. Adani Murmugao Port Terminal Pvt. Ltd.

64. PT Hasta Mundra, Indonesia

84. Chemoil Adani Pvt. Ltd.

65. PT Karya Pernitis Sejati, Indonesia

85. AWEL Global Ltd., UAE

66. PT Lamindo Inter Multikon, Indonesia

86. Adani Warehousing Services Pvt. Ltd.

67. PT Mitra Naiga Mulia, Indonesia


68. PT Pahala Buana Abadi, Indonesia
(upto 14.09.2012)
69. PT Sumber Bumi Lestari, Indonesia

(w.e.f. 19.04.2012)
87. Galilee Transmission Holdings Pty Ltd
(w.e.f. 17.01.2013)
88. Galilee Transmission Pty Ltd (w.e.f. 17.01.2013)

(upto 18.09.2012)
70. PT Suar Harapan Bangsa, Indonesia

* (upto 29.06.2012 Subsidiaries and from 30.06.2012 Associates)

(D) Associates with whom transactions done during the year:


1.

M/s. Ezy Global

3. M/s. Adani Textile Industries

2. Adani Advisory LLP


(E)

Joint Control Entities:

1. Adani Wilmar Ltd.


2. CSPGCL AEL Parsa Collieries Ltd.

3. Adani Wilmar Pte. Ltd., Singapore

(F) Key Management Personnel:


1. Mr. Gautam S. Adani, Chairman
2. Mr. Rajesh S. Adani, Managing Director

3. Mr. Devang Desai, Executive Director & CFO

93

Notes forming part of the Financial Statements for the year ended 31st March, 2013
(G) Enterprises over which (A) or (F) above have significant influence with whom transactions done
during the year:
1. Adani Agro Pvt. Ltd.
2. Adani Properties Pvt. Ltd.
3. Adani Foundation
4. Adani Education and Research Foundation
(H) Relatives of Key Management Personnel with whom transactions done during the year:
1. Mr. Vinod S Adani
(ii)

Nature And Volume of Transaction with Related Parties


(Transactions below ` 50,000/- denoted as 0.00)

Sr. Nature of Transaction


No.

Sale of Goods

Purchase of Goods

94

Rendering of Services
(incliding
reimbursement
of expenses)

Name of Related Party

Adani Power Ltd


Adani Power Maharashtra Ltd
Adani Power Rajasthan Ltd
Adani Mining Pty Ltd
MPSEZ Utilities Pvt. Ltd.
Adani Agri Fresh Ltd.
Adani Power Ltd
Adani Gas Ltd.
Adani Ports & Special Economic Zone Ltd
Adani Global FZE
Adani Global Pte Ltd.
Adani Power Maharashtra Ltd
Adani Infra (India) Ltd.
Adani Power Ltd
Adani Mining Pvt.Ltd.
Adani Welspun Exploration Ltd.
Rajasthan Collieries Ltd.
Adani Gas Ltd.
Maharashtra Eastern Grid Power
Transmission Company Ltd.
Adani Infra (India) Ltd.
Adani Ports & Special Economic Zone Ltd
Chemoil Adani Pvt Ltd
Adani Power Maharashtra Ltd
Adani Power Rajasthan Ltd
Adani Pench Power Ltd.
Adani Logistics Ltd.
Adani Petronet (Dahej) Port Pvt Ltd
Karnavati Aviation Pvt. Ltd.
MPSEZ Utilities Pvt. Ltd.
Adani Hazira Port Pvt Ltd
Adani Estates Pvt. Ltd
Adani Township & Real Estate Co. Pvt Ltd
Adani Infrastructure & Developers Pvt. Ltd.

(` In Crores)
For the year ended For the year ended
31st March, 2013
31st March, 2012

539.56
74.11
20.83
7.90
1.12
1,559.05

0.39
2.96
18.66
0.01
907.68

0.03
78.01
1,982.72
109.95
68.00
1.48
0.29
0.00
0.31
1.99

0.08
187.63
1,873.13
118.49
1.23
29.10
0.00
0.01
-

0.45
2.41
0.19
0.24
0.00
0.00
0.00
0.00
0.00
0.06
0.04
0.11
0.91
0.11

0.22
1.11
0.00
0.05
0.00

Notes forming part of the Financial Statements for the year ended 31st March, 2013

(` In Crores)

Sr.
No.

Nature of Transaction

Services Availed
(including reimbursement

of expenses)

Interest Income

Interest Expense

7
8

Dividend Income
Rent Income

Name of Related Party

Adani Wilmar Ltd.


AWN Agro Private Ltd.
Adani Foundation
Adani Education and Research Foundation
Adani Shipping (India) Pvt Ltd
Adani Mundra SEZ Infrastructure Pvt. Ltd.
Adani Infra (India) Ltd.
Adani Ports & Special Economic Zone Ltd
Adani Power Rajasthan Ltd
Adani Logistics Ltd.
Adani Petronet (Dahej) Port Pvt Ltd
Adani Hazira Port Pvt Ltd
Adani Township & Real Estate Co. Pvt Ltd
M/s. Ezy Global
M/s. Adani Textile Industries
Adani Education and Research Foundation
Adani Agri Fresh Ltd.
Adani Welspun Exploration Ltd.
Adani Power Ltd
Parsa Kente Collieries Ltd.
Adani Welspun Exploration Ltd.
Adani Gas Ltd.
Adani Ports & Special Economic Zone Ltd
Adani Power Maharashtra Ltd
Adani Power Rajasthan Ltd
Adani Power Dahej Ltd.
Adani Pench Power Ltd.
Kutchh Power Generation Ltd.
Adani Logistics Ltd.
Adani Estates Pvt. Ltd
Columbia Chrome (India) Pvt. Ltd.
Adani Landscapes Pvt Ltd.
Rajendra Agri Trade Pvt Ltd
Aaloka Real Estate Pvt. Ltd.
Adani Township & Real Estate Co. Pvt. Ltd
Adani Infrastructure & Developers Pvt. Ltd.
CSPGCL AEL Parsa Collieries Ltd.
Adani Infra (India) Ltd.
Adani Power Maharashtra Ltd
Adani Ports & Special Economic Zone Ltd
Adani Ports & Special Economic Zone Ltd
AWN Agro Pvt. Ltd.
Adani Wilmar Ltd.

For the year ended For the year ended


31st March, 2013
31st March, 2012

2.21
0.03
0.00
0.57
1.88
546.33
0.00
33.99
133.16
2.76
1.04
0.00
0.00
0.88
274.48
0.46
16.11
2.32
1.25
0.02
9.48
11.87
12.86
5.68
0.37
0.30
5.09
0.36
0.46
0.36
17.44
29.67
0.01
13.75
16.26
108.67
0.01
1.20
-

0.16
0.68
0.61
0.00
30.66
523.66
106.95
0.65
0.00
0.06
90.11
0.30
11.11
2.63
5.48
7.58
18.54
12.76
17.23
2.02
1.64
43.09
9.01
40.91
108.67
0.02
0.15
95

Notes forming part of the Financial Statements for the year ended 31st March, 2013

(` In Crores)

Sr.
No.

Nature of Transaction

Name of Related Party

Rent Expense

Adani Power Ltd

3.75

Adani Wilmar Ltd.

0.44

0.16

1.07

0.78

Mr. Rajesh S Adani

0.06

Mr. Vinod S Adani

0.02

0.02

15.60

8.90

( 0.00)

5.00

(0.00)

Mr. Gautam S Adani

1.64

1.57

Mr. Rajesh S Adani

3.48

3.22

Mr. Devang S Desai

4.96

5.80

Adani Shipping (India) Pvt Ltd

0.02

Adani Power Maharashtra Ltd

0.64

Adani Properties Pvt. Ltd.

10

Donation

Adani Foundation

11

Profit (Loss) from

Adani Renewal Energy LLP

Partnership Firm or

Adani Mining Pvt. Ltd.

Business Arrangement M/s. Adani Exports


12

13

Remuneration

Sale of Asset

Adani Power Rajasthan Ltd

14

15
16

Purchase of Asset

Loans Taken
Loans Repaid

0.17

0.77

Adani Power Dahej Ltd.

0.05

0.06

Adani Murmugao Port Terminal Pvt. Ltd

0.16

0.20

Surguja Power Pvt. Ltd.

0.05

Adani Mining Pvt.Ltd.

0.00

Adani Ports & Special Economic Zone Ltd.

1.74

1.29

0.06

Adani Township & Real Estate Co. Pvt Ltd

9.40

4.33

M/s. Adani Textile Industries

Adani Power Ltd

0.35

Adani Infra (India) Ltd.

0.01

M/s. Ezy Global

0.02

391.22

Adani Power Maharashtra Ltd

53.08

1,440.91

Adani Infra (India) Ltd.

112.35

473.50

760.78

733.21

Adani Infra (India) Ltd.

Adani Power Maharashtra Ltd


17

Loans Given

Adani Agri Fresh Ltd


Adani Agri Logistics Ltd
Adani Power Ltd
Adani Mining Pvt.Ltd.
Parsa Kente Collieries Ltd.
Adani Welspun Exploration Ltd.
Natural Growers Pvt. Ltd.
Adani Gas Ltd.

96

For the year ended For the year ended


31st March, 2013
31st March, 2012

4.85

21.21

72.02

1.50

5,629.39

2,807.66

77.39

384.35

0.70

0.31

179.69

36.50

3.00

37.03

40.04

37.63

Notes forming part of the Financial Statements for the year ended 31st March, 2013

(` In Crores)

Sr.
No.

18

19

Nature of Transaction

Loans Received back

Share Application
Money Paid

Name of Related Party

Maharashtra Eastern Grid Power


Transmission Company Ltd.
Adani Ports & Special Economic Zone Ltd
Adani Power Maharashtra Ltd
Adani Power Rajasthan Ltd
Adani Power Dahej Ltd.
Adani Pench Power Ltd.
Kutchh Power Generation Ltd.
Adani Logistics Ltd.
Columbia Chrome (India) Pvt. Ltd.
Adani Township & Real Estate Co. Pvt Ltd
Adani Infrastructure & Developers Pvt. Ltd.
CSPGCL AEL Parsa Collieries Ltd.
Adani Estates Pvt. Ltd
Adani Agri Fresh Ltd
Adani Agri Logistics Ltd
Adani Power Ltd
Adani Mining Pvt.Ltd.
Adani Welspun Exploration Ltd.
Miraj Impex Pvt.Ltd.
Adani Gas Ltd.
Maharashtra Eastern Grid Power
Transmission Company Ltd.
Adani Ports & Special Economic Zone Ltd
Adani Power Maharashtra Ltd
Adani Logistics Ltd.
Adani Estates Pvt. Ltd
Adani Landscapes Pvt Ltd.
Rajendra Agri Trade Pvt Ltd
Aaloka Real Estate Pvt. Ltd.
Adani Township & Real Estate Co. Pvt Ltd
Adani Infrastructure & Developers Pvt. Ltd.
CSPGCL AEL Parsa Collieries Ltd.
Natural Growers Pvt. Ltd.
Adani Developers Pvt. Ltd.
Adani Power Rajasthan Ltd
Adani Power Dahej Ltd.
Adani Pench Power Ltd.
Kutchh Power Generation Ltd.
CSPGCL AEL Parsa Collieries Ltd.

For the year ended For the year ended


31st March, 2013
31st March, 2012

638.21

652.70

804.00
75.00
11.51
17.34
16.82
7.36
11.30
1.47
252.64
55.00
0.25
54.27
13.60
1,283.43
68.28
32.50
2.00
259.39

621.00
100.00
100.00
55.00
105.34
319.64
606.83
51.91
2,315.91
2.15
35.65
1.63
2.63

712.25
804.00
75.00
1.30
606.83
30.00
30.00
30.00
711.58
811.29
0.05
0.05

216.31
621.00
100.00
329.37
188.39
0.03
360.00
149.32
467.81
161.20
679.09
97

Notes forming part of the Financial Statements for the year ended 31st March, 2013

(` In Crores)

Sr.
No.

Nature of Transaction

20 Purchase or
Subscription
of Investment

21

Sale or Redemption
of Investment

22

Transfer of employees
liabilities

23

Transfer of employees
Loans and
advances

24
25

98

Advances Written Off


Closing Balances
Accounts Receivable

Name of Related Party

Adani Mining Pvt.Ltd.


Rajasthan Collieries Ltd.
Maharashtra Eastern Grid Power
Transmission Company Ltd.
Adani Ports & Special Economic Zone Ltd
Adani Murmugao Port Terminal Pvt. Ltd
Adani Global Ltd.
Adani Renewal Energy LLP
Adani Infrastructure & Developers Pvt. Ltd.
Adani Agro Pvt. Ltd.
Adani Power Ltd
Adani Welspun Exploration Ltd.
Adani Infra (India) Ltd.
Adani Shipping (India) Pvt Ltd
Adani Ports & Special Economic Zone Ltd
Adani Power Maharashtra Ltd
Adani Power Rajasthan Ltd
Adani Power Dahej Ltd.
Adani Advisory LLP
Adani Wilmar Ltd.
Adani Power Ltd
Adani Mining Pvt.Ltd.
Adani Infra (India) Ltd.
Adani Ports & Special Economic Zone Ltd
Adani Power Maharashtra Ltd
Adani Murmagao Port Terminal Pvt. Ltd
Adani Infrastructure & Developers Pvt. Ltd.
Adani Township & Real Estate Co. Pvt Ltd
Adani Gas Limited
Adani Properties Pvt. Ltd.
Adani Wilmar Limited
Adani Welspun Exploration Ltd.
Adani Power Ltd
Adani Mining Pvt.Ltd.
Adani Gas Ltd.
Maharashtra Eastern Grid Power
Transmission Company Ltd.
Adani Infra (India) Ltd.
Adani Ports & Special Economic Zone Ltd
Chemoil Adani Pvt Ltd

For the year ended For the year ended


31st March, 2013
31st March, 2012

56.10
0.50
705.50

0.54
18.60
229.37
0.04
0.09
303.00
0.01
0.01
0.06
0.01
0.05
0.01
0.03
0.01
0.01
0.01
0.01
0.01
0.02
0.01
0.01
0.02
99.93

0.02
0.53
0.01
0.07
0.01
0.00
0.03
0.00
0.00
0.00
0.05
0.00
-

542.34
0.34
0.30
0.00

0.43
0.00
-

0.47
2.42
0.18

0.18
-

Notes forming part of the Financial Statements for the year ended 31st March, 2013

(` In Crores)

Sr.
No.

26

Nature of Transaction

Loans & Advances


(including ARCK)

Name of Related Party

Adani Global Pte Ltd.


Adani Power Maharashtra Ltd
Adani Power Rajasthan Ltd
Adani Pench Power Ltd.
Adani Logistics Ltd.
Adani Murmugao Port Terminal Pvt. Ltd
Adani Petronet (Dahej) Port Pvt Ltd
Karnavati Aviation Pvt. Ltd.
Adani Hazira Port Pvt Ltd
Columbia Chrome (India) Pvt. Ltd.
Adani Township & Real Estate. Co. Pvt Ltd
Adani Infrastructure & Developers Pvt. Ltd.
Adani Wilmar Ltd.
AWN Agro Private Ltd.
Adani Foundation
Adani Education and Research Foundation
Adani Shipping (India) Pvt Ltd
Adani Welspun Exploration Ltd.
Rajasthan Collieries Ltd.
Adani Power Dahej Ltd.
Adani Agri Fresh Ltd
Adani Agri Logistics Ltd
Adani Power Ltd
Adani Mining Pvt.Ltd.
Parsa Kente Collieries Ltd.
Adani Welspun Exploration Ltd.
Miraj Impex Pvt.Ltd.
Natural Growers Pvt. Ltd.
Adani Gas Ltd.
Maharashtra Eastern Grid Power
Transmission Company Ltd.
Adani Ports & Special Economic Zone Ltd
Adani Power Rajasthan Ltd
Adani Power Dahej Ltd.
Adani Pench Power Ltd.
Kutchh Power Generation Ltd.
Adani Logistics Ltd.
Adani Petronet (Dahej) Port Pvt Ltd

For the year ended For the year ended


31st March, 2013
31st March, 2012

0.01
74.47
18.42
0.00
0.00
0.18
0.00
0.00
0.00
56.47
0.96
0.00
2.17
0.95
0.00
0.10
59.61
96.49
5,602.31
655.70
5.59
252.86
7.98
40.00
48.00
639.43

3.59
0.03
3.29
0.20
0.00
0.05
0.17
0.26
0.06
109.03
38.07
1,591.35
646.59
4.89
170.25
9.98
37.00
267.36
713.47

4.68
111.51
140.06
151.42
66.94
21.71
0.01

3.29
100.00
122.71
134.60
59.58
7.09
99

Notes forming part of the Financial Statements for the year ended 31st March, 2013

(` In Crores)

Sr.
No.

Nature of Transaction

Name of Related Party

Adani Township & Real Estate Co. Pvt Ltd

4.00

458.94

CSPGCL AEL Parsa Collieries Ltd.


Adani Properties Pvt. Ltd

0.20
1.30

1.30

Adani Infrastructure & Developers Pvt. Ltd.

756.29

Adani Estates Pvt. Ltd

606.83

56.47

55.00

Adani Landscapes Pvt Ltd.

30.00

Rajendra Agri Trade Pvt Ltd

30.00

Aaloka Real Estate Pvt. Ltd.

30.00

Hinduja Exports Pvt. Ltd.

19.70

CSPGCL AEL Parsa Collieries Ltd.

0.05

Columbia Chrome (India) Pvt. Ltd.

4.59

1.47

CSPGCL AEL Parsa Collieries Ltd.

0.01

Parsa Kente Collieries Ltd.

0.01

Adani Power Ltd

73.27

Adani Gas Ltd.

2.37

Adani Township & Real Estate Co. Pvt. Ltd

0.64

Adani Power Rajasthan Ltd

2.98

Adani Power Dahej Ltd

6.66

Adani Pench Power Ltd.

5.25

Kutchh Power Generation Ltd.

2.25

368.94

491.89

Columbia Chrome (India) Pvt. Ltd.

27

Share Application

For the year ended For the year ended


31st March, 2013
31st March, 2012

Money Paid
28

29

Other Current Assets

Accounts Payable

Adani Power Ltd

(including provisions)

Adani Welspun Exploration Ltd.

0.01

Adani Gas Limited

0.00

0.02

Adani Infra (India) Ltd.

0.06

13.21

Adani Shipping (India) Pvt Ltd

0.01

Adani Ports & Special Economic Zone Ltd

1.42

7.10

13.67

48.82

882.47

610.93

83.89

0.01

Adani Power Dahej Ltd.

0.01

Adani Logistics Ltd.

8.41

Adani Petronet (Dahej) Port Pvt Ltd

11.29

9.08

MPSEZ Utilities Pvt. Ltd.

0.03

Adani Global FZE


Adani Global Pte Ltd.
Adani Power Maharashtra Ltd

100

Notes forming part of the Financial Statements for the year ended 31st March, 2013

(` In Crores)

Sr.
No.

30

Nature of Transaction

Name of Related Party

For the year ended For the year ended


31st March, 2013
31st March, 2012

Adani Township & Real Estate Co. Pvt Ltd

9.93

4.33

Adani Advisory LLP

0.01

Adani Wilmar Ltd.

0.45

Adani Education and Research Foundation

0.10

Mr. Rajesh S Adani

1.00

1.00

278.87

707.70

3.00

6.89

0.09

12.37

36.82

143.00

370.50

Adani Global FZE

51.12

Adani Wilmar Ltd.

97.70

101.70

750.00

1,600.00

Loans Taken

Adani Infra (India) Ltd.


Adani Power Maharashtra Ltd

31
32
33

Advances from

Adani Global Pte Ltd.

Customer

MPSEZ Utilities Pvt. Ltd.

Other Current

Adani Infra (India) Ltd.

Liabilities

Adani Power Maharashtra Ltd

Guarantee & Collateral Adani Welspun Exploration Ltd.


securities

Adani Power Ltd


Adani Power Maharashtra Ltd

42 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 :
(a) Loans and advances in the nature of loans to subsidiaries and associates by name and amount (` In Crores)
Sr. No.
Name of Entity
Closing Balance
Maximum amount
As at
Outstanding
31st March, 2013
during the year
1

Adani Gas Ltd

Adani Power Ltd.

Maharashtra Eastern Grid Power Transmission


Company Ltd.

Adani Mining Pvt. Ltd.

Adani Agri Fresh Ltd.

Adani Pench Power Ltd.

Adani Power Dahej Ltd.

48.00
269.72

270.50
269.99

5,602.31
1,329.62
639.43
713.47

5,602.31
2,414.44
1,179.47
801.38

655.70
646.59
59.61
109.03

678.23
646.59
113.88
139.73

151.42
139.85
140.06
129.37

151.42
295.8
140.06
590.52
101

Notes forming part of the Financial Statements for the year ended 31st March, 2013
Sr. No.

Name of Entity

Adani Power Rajasthan Ltd.

Adani Power Maharashtra Ltd.

10

Kutchh Power Generation Ltd.

11

Adani Ports & Special Economic Zone Ltd.

12

Parsa Kente Collieries Ltd.

13

Natural Growers Pvt. Ltd.

14

Adani Agri Logistics Ltd.

15

Miraj Impex Pvt. Ltd.

16

Adani Logistics Ltd.

17

CSPGCL AEL Parsa Collieries Ltd.

18

Adani Welspun Exploration Ltd.

19

Adani Infrastructure and Developers Pvt. Ltd.


(Subsidiary upto 29.06.2012)

20

Adani Developers Pvt. Ltd.


(Subsidiary upto 29.06.2012)

21

Adani Township and Real Estate Company Pvt.


Ltd. (Subsidiary upto 29.06.2012)
Aaloka Real Estate Pvt. Ltd.
(Subsidiary upto 29.06.2012)

22
23

Rajendra Agri Trade Pvt. Ltd.


(Subsidiary upto 29.06.2012)

24

Adani Landscapes Pvt. Ltd.


(Subsidiary upto 29.06.2012)

25

Adani Estates Pvt. Ltd.


(Subsidiary upto 29.06.2012)

26

Columbia Chrome (India) Ltd.


(Subsidiary upto 29.06.2012)

102

Closing Balance
As at
31st March, 2013

(` In Crores)
Maximum amount
Outstanding
during the year

111.51

111.51

102.98
Nil
Nil
66.94
61.82
Nil
Nil

153.16
75.00
Nil
66.94
738.67
147.15
Nil

5.59
4.90
40.00
37.00
96.49
38.07

5.59
4.90
40.00
37.00
104.99
38.07

7.98
9.98

9.98
11.61

10.00
Nil
0.20
Nil
252.86
170.25
Nil
756.29
Nil
Nil
Nil
459.58

10.00
Nil
0.25
Nil
302.94
192.4
811.49
757.74
Nil
360.00
659.61
694.97

Nil
30.00
Nil
30.00

30.00
30.00
30.00
30.00

Nil
30.00
Nil

30.00
30.00
606.83

606.83
56.47
56.47

606.83
56.47
56.47

Notes forming part of Financial Statements for the year ended 31st March, 2013
b)

Loans and Advances shown above, to subsidiaries amounting ` 5,359.79 Crores fall under the category of Long
term loans & Advances in nature of Loans where principal amounts are repayable on demand not expected
within 2 to 5 years except loans of ` 2,584.79 Crores which fall in category of short term loans and advances.
All the above loans and advances are interest bearing except the loans given to following:
Sr. Particulars
No.
1
2
3
4
5
6
7
8
9
10
11
12

c)

(` In Crores)
As at
31st March, 2012

59.61
639.43

109.03
713.47

655.70
48.00
40.00
96.49
7.98
1,547.21

646.59
232.36
37.00
38.07
9.98
756.29
30.00
30.00
30.00
606.83
3,239.62

Loans and advances in the nature of loans to firms / companies in which directors are interested by name
and amount :
(` In Crores)
Sr.
No.

d)

Adani Agri Fresh Ltd.


Maharashtra Eastern Grid Power Transmission
Company Ltd.
Adani Mining Pvt. Ltd.
Adani Gas Ltd.
Natural Growers Pvt. Ltd.
Adani Agri Logistics Ltd.
Miraj Impex Pvt. Ltd
Adani Infrastructure and Developers Pvt. Ltd.
Aaloka Real Estate Pvt. Ltd.
Rajendra Agri Trade Pvt. Ltd.
Adani Landscapes Pvt. Ltd.
Adani Estates Pvt. Ltd.
Total

As at
31st March, 2013

Name of Entity

Adani Power Ltd.

Adani Mining Pvt. Ltd.

Adani Gas Ltd.

Adani Power Dahej Ltd.

Kutchh Power Generation Ltd.

Adani Power Maharashtra Ltd.

Adani Ports and Special Economic Zone Ltd.

Adani Estates Pvt. Ltd.

Adani Welspun Exploration Ltd.

Closing Balance
As at
31st March, 2013
5,602.31
1,329.62
655.70
646.59
48.00
269.72
140.06
129.37
66.94
61.82
Nil
Nil
Nil
Nil
Nil
606.83
252.86
170.25

Maximum amount
Outstanding
during the year
5,602.31
2,414.44
678.23
646.59
270.50
269.99
140.06
590.52
66.94
738.67
75.00
Nil
147.15
Nil
606.83
606.83
302.94
192.40

None of the loanee and loanees of subsidiary companies have per se made Investments in the shares of the
company.
103

Notes forming part of the Financial Statements for the year ended 31st March, 2013
43

Items of Expenditure in the Statements of Profit and Loss include reimbursements for common
sharing facilities to and by the Company.
44 (a) Provision For Taxation:
Provision for taxation for the year has been made after considering allowance, claims and relief available to
the Company as advised by the Companys 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.
(c) Transfer Pricing Regulations :
The Company has established a comprehensive system of maintenance information and documentation as
required by the transfer pricing legislation under section 92 92F of the Income Tax Act, 1961.
The management is of the opinion that its international transactions are at arms length and 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.
(d) MAT Credit Entitlement:
Based on assessment of the future taxable income, the Management is of the opinion that there is
convincing evidence that the Company will pay normal income tax within the specified period during
which MAT credit is available for set off. Accordingly, MAT credit entitlement assets (disclosed under long
term loans & advances) of ` 60.70 Crores (31st March, 2012: ` 57.80 Crores) has been recognised during
the year by way of a credit to Statement of Profit and Loss.
45 (a) Prior period items includes:
(` In Crores)
Particulars
For the year ended For the year ended
31st March, 2013
31st March, 2012
Debits relating to earlier years
0.21
0.91
Credit relating to earlier years
0.06
0.01
Net Total
0.15
0.90
(b) Nature of Prior period item
Particulars
Income :
Other
Expense :
Brokerage & Commission
Clearing & Forwarding
Interest Expenses
Other Expenses
Rates & Taxes
Net Total

104

For the year ended


31st March, 2013

(` In Crores)
For the year ended
31st March, 2012

0.06
0.06

0.01
0.01

0.10
0.02
0.01
0.08
0.21
0.15

0.05
0.75
0.11
0.91
0.90

Notes forming part of the Financial Statements for the year ended 31st March, 2013
46 Exceptional items
a) The company is engaged in Oil & Gas Exploration activities which is also being pursued by its subsidiary
Adani Welspun Exploration Ltd (AWEL). AWEL has charged off ` 153.75 Crores being the expenditure on
abortive exploration activities on the relinquishment of Thailand Blocks being geologically
impracticable and techno economically not feasible. Accordingly, the Company has charged off
` 99.92 Crores advances to its subsidiary for Thailand Project.
b) The Company has disposed off its investment in a wholly owned subsidiary, 'Adani Infrastructure and
Developers Private Limited ('AIDPL') representing the Real Estate Business, to its promoters at a valuation
done by an independent valuer. The Company has accounted a gain of ` 302.91 Crores against the disposal
of the above said investment which is reflected under Exceptional items in Note 32.
47

Earning Per Share


Particulars
Net Profit after tax available for Equity Shareholders
(` In Crores)
Weighted Number of shares used in computing
Earnings Per Share Basic & Diluted

For the year ended


31st March, 2013
519.84

For the year ended


31st March, 2012
361.72

1099810083

1099810083

Earnings Per Share (face value ` 1/- each)


Basic & Diluted (in `)
3.29
4.73
Pursuant to Accounting Standard (AS 27) Financial Reporting of Interests in Joint Venture, the
48
disclosures relating to the Joint Ventures are as follows;
(a) Jointly Controlled Assets
The Company jointly with other parties to joint venture, having been awarded two onshore oil & gas
blocks at Palej and Assam by Government of India through NELP-VI bidding round, has entered in to
Production Sharing Contracts (PSC) with Ministry of Petroleum and Natural Gas for exploration of oil
and gas in the aforesaid blocks. Naftogaz India Pvt. Ltd.(NIPL) being one of the parties to consortium
was appointed as operator of the blocks vide Joint Operating Agreements (JOAs) entered into between
parties to consortium.The expenditures related to the activities in the blocks were incurred by Adani
Group, Welspun or through its joint venture Adani Welspun Exploration Ltd.
The details of the blocks are stated below:
Jointly Controlled Assets

Company's
Participating
Interest %

Other Partners

Other Partner's
Participating
Interest %

CB-ONN-2004/5 Block Palej

55%

AA-ONN - 2004/4 Block Assam

55%

Welspun Natural Resources Ltd.


NAFTOGAZ India Pvt. Ltd.
Welspun Natural Resources Ltd.

35%
10%
35%

During the current financial year, Government of India has issued a notice intimating the termination of the
Production Sharing Contracts (PSCs) in respect the Assam and Palej blocks purportedly due to
misrepresentation made by the operator of the blocks- NIPL. The Company has contested the termination
and in accordance with the provisions of the PSC has urged the Government to allow it to continue the
105

Notes forming part of the Financial Statements for the year ended 31st March, 2013
activities in respect of blocks. Furthermore, DGH has invoked the bank guarantees issued in respect of the
Blocks for the work program for the year 2012-13. The Company has taken strong exception to the invocation
by DGH and feels that such action is not legally tenable.
The financial statements of the company reflect its share of Assets and Liabilities of the jointly controlled
assets which are accounted on a line to line basis with similar items in the Company's accounts to the
extent of participating interest of the company as per the various joint venture agreements, in compliance
of AS-27. The summary of the Company's share in Assets & Liabilities of unincorporated joint ventures are
(` In Crores)
as follow:
CB-ONN-2004/5-Palej
AA-ONN - 2004/4-Assam
As at
As at
Particulars
As at
As at
31st March,
31st March,
31st March,
31st March,
2012
2012
2013
2013
Other Current Liabilities
62.16
44.69
60.04
47.54
62.16
44.69
60.04
47.54
Tangible Assets
0.08
0.08
0.06
0.06
Intangible Assets
0.69
0.69
0.69
0.69
Capital Work in Progress
51.82
43.33
53.42
46.31
Other Current Assets
0.00
0.00
0.00
0.00
Cash & Bank Balances
0.00
0.05
0.00
0.25
Long Term Loans & Advances
9.57
5.86
0.00
Short Term Loans & Advances
0.54
0.23
62.16
44.69
60.04
47.54
(b) Jointly Controlled Entities
The Proportionate share of assets, liabilities, income & expenditure, contingent liabilities and capital
commitments of the joint ventures are as given below :
(` In Crores)
Particulars

Country of Incorporation
% of ownership interest
Liabilities
Assets
Income
Expenditure
Profit/(Loss) for the year
Contingent Liabilities
Capital Commitments

Adani Wilmar
Ltd

Adani Wilmar
Pte. Ltd.*

India
50.00%
2012-13
2011-12
3,495.69
2,747.41
3,859.62 3,022.85
8,617.05 7,484.98
8,576.95 7,556.72
40.10
(71.73)
223 45
166 64
36.22
29.99

Singapore
50.00%
2012-13
2011-12
89.94
747.99
111.60
766.78
1,314.90 2,056.40
1,313.17 2,059.27
1.73
(2.87)
8 56
12 15
-

* Joint Venture of subsidiary company # P.Y. subsidiary company


106

CSPGCL AEL Parsa


Collieries Ltd.

India
49.00%
2012-13
2011-12
1.83
0.00
1.85
0.02
0.00
0.01
0.00
(0.01)
(0.00)
-

Adani
International
Container
Terminal
Private Ltd*#

India
38.75%
2012-13
551.30
652.86
7.90
8.89
(0.99)
192.24

Notes forming part of the Financial Statements for the year ended 31st March, 2013
49 Other Statutory Disclosures:
Particulars

2012-13

(a) Value Of Imports On CIF Basis


Traded goods
Capital goods
Total
(b) Expenditure In Foreign Currency
Travelling expenses
Other matter
Interest
Bank charges
Professional Fees
Total
(c) Earning In Foreign Currency
Export of Goods on F.O.B. Basis
Total
(d) Net Dividend remitted In Foreign Currency
Number of Non-Resident Shareholders
Number of Equity Shares held on which dividend was due
Amount remitted (USD)
Equivalent ( ` in Crores)
Year to which it relates

(` In Crores)
2011-12

7,576.82
0.96
7,577.78

3,237.39
405.52
3,642.91

0.06
2.06
33.02
0.28
4.67
40.09

0.12
15.80
3.64
10.40
29.96

17.29
17.29
Final
2
17668900
318217
1.77
2011-2012

Final
2010-2011

50 As per the Accounting Standard 21 on Consolidated Financial Statements as specified in the


Companies (Accounting Standard) Rules 2006 (as amended), the Company has presented consolidated
financial statements separately.
51

52

The Ministry of Corporate Affairs, Government of India vide its General Circular No: 2/2011 dated 08th
February, 2011 has granted general exemption to the Holding Companies from attaching balance sheets of
subsidiary Companies with the balance sheet of the Holding Company as per section 212(8) of the
Companies Act,1956 subject to fulfilment of certain conditions. Accordingly the Board of Directors of the
company has passed the resolution giving consent for not attaching the balance sheets of the subsidiary
Companies with that of the Company.
Previous year's figure have been recast, regrouped and rearranged, wherever necessary to confirm to this
year's classification.

As per our attached report of even date


For DHARMESH PARIKH & CO.,
Chartered Accountants
Firm Reg No : 112054W
ANUJ JAIN
Partner
Membership No. 119140
Place:Ahmedabad
Date :20th May, 2013

For and on behalf of the Board


GAUTAM S. ADANI
Chairman

RAJESH S. ADANI
Managing Director

DEVANG S. DESAI
Executive Director and CFO

PARTHIV PARIKH
Company Secretary
Place : Ahmedabad
Date : 20th May, 2013
107

INDEPENDENT AUDITOR'S REPORT


To the Board of Directors of Adani Enterprises Limited
We have audited the accompanying consolidated financial statements of Adani Enterprises Limited
(the Company) and its subsidiaries, which comprise the Consolidated Balance Sheet as at March 31, 2013, and
the Consolidated Statement of Profit and Loss and the Consolidated Cash Flow Statement for the year then
ended, and a summary of significant accounting policies and other explanatory information.
Management's Responsibility for the Consolidated Financial Statements
Management is responsible for the preparation of these consolidated financial statements that give a true and fair
view of the consolidated financial position, consolidated financial performance and consolidated cash flows of
the Company in accordance with accounting principles generally accepted in India. This responsibility includes
the design, implementation and maintenance of internal control relevant to the preparation and presentation of
the consolidated financial statements that give a true and fair view and are free from material misstatement,
whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit.
We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform
the audit to obtain reasonable assurance about whether the consolidated financial statements are free from
material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
consolidated financial statements. The procedures selected depend on the auditor's judgment, including the
assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud
or error. In making those risk assessments, the auditor considers internal control relevant to the Company's
preparation and presentation of the consolidated financial statements that give a true and fair view in order to
design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of the accounting estimates made by
management, as well as evaluating the overall presentation of the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the consolidated
financial statements give a true and fair view in conformity with the accounting principles generally accepted in
India:

108

a)

in the case of the Consolidated Balance Sheet, of the state of affairs of the Company
at March 31, 2013;

b)

in the case of the Consolidated Statement of


ended on that date; and

c)

in the case of the Consolidated Cash Flow Statement, of the cash flows for the year
ended on that date.

Profit and Loss, of the profit for the year

Emphasis of Matter
We draw attention to Note 41(b) to the consolidated financial statements recording sale of investments in
Australia step down subsidiaries, on the basis indicated in the note, whereby gain of Rs. 419.57 Crores have
been recognized in the books. Our opinion is not qualified in respect of this matter.
Other Matters
a) We did not audit the financial statements of certain Subsidiaries, Associates and Joint Ventures,
whose financial statements reflect total assets (net) of ` 1,07,170.26 Crores as at March 31, 2013,
total revenues of ` 40,873.71 Crores and net cash out flow amounting to ` 1,412.56 Crores for the year
then ended. These financial statements have been audited by other auditors whose reports have been
furnished to us by the Management, and our opinion is based solely on the reports of the other
auditors.
b) We did not audit the financial statements of certain Foreign Subsidiaries, Joint Ventures and a Foreign
Trust, whose financial statements reflect total assets (net) of ` 3,535.83 Crores as at March 31, 2013,
total revenues of ` 4,104.08 Crores and net cash out flow amounting to ` 914.34 Crores for the year
then ended. These unaudited financial statements have been approved by the respective Board of
Directors/ Trustees and have been furnished to us by the Management which we have relied upon and
our opinion is based solely on such approved unaudited financial statements.

For DHARMESH PARIKH & CO.


Chartered Accountants
Firm Reg. No: 112054W
Place : Ahmedabad
Date : 20th May, 2013

Anuj Jain
Partner
Membership No. 119140

The subsidiary companies considered in consolidated financial statements are:


ANNEXURE I
Sr. No.
Name of the Subsidiary Companies / Trust (Foreign)
1
Adani Global Ltd.
2
Adani Global FZE
3
Adani Global Pte Ltd
4
Chemoil Adani Pte Ltd
5
Adani Mining Pty Ltd
6
Adani Minerals Pty Ltd
7
PT Adani Global Coal Trading
8
PT Adani Global
a
PT Coal Indonesia
b
PT Mundra Coal
c
PT Sumber Bara
d
PT Energy Resources

109

Sr. No.
Name of the Subsidiary Companies / Trust (Foreign)
e
PT Adani Sumselon
f
PT Sumber Dana Usaha
g
PT Setara Jasa
h
PT Gemilang Pusaka Pertiwi
i
PT Hasta Mundra
j
PT Karya Pernitis Sejati
k
PT Suar Harapan Bangsa
l
PT Tambang Sejahtera Bersama
m
PT Niaga Antar Bangsa
n
PT Niaga Lintas Samudra
o
PT Lamindo Inter Multikon
p
PT Mitra Naiga Mulia
9
Rahi Shipping Pte Ltd.
10
Vanshi Shipping Pte Ltd.
11
Aanya Maritime Inc
12
Aashna Maritime Inc
13
Adani Shipping Pte Ltd
14
Galilee Transmission Holding Pty Ltd
15
Galilee Transmission Holdings Trust
16
Galilee Transmission Pty Ltd
ANNEXURE - II
Sr. No.
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22

110

Name of the Subsidiary Companies / Partnership Firms (Domestic)


Adani Agri Fresh Ltd.
Adani Ports And Special Economic Zone Ltd.
Adani Agri Logistics Ltd.
Adani Kandla Bulk Terminal Private Ltd.
Adani Power Ltd.
Surguja Power Private Ltd.
Chemoil Adani Private Ltd.
Adani Power Maharashtra Ltd.
Kutchh Power Generation Ltd.
Adani Pench Power Ltd.
Adani Hazira Port Pvt. Ltd.
Adani Petronet (Dahej) Port Pvt. Ltd.
Adani Murmugao Port Terminal Pvt. Ltd.
Adani Logistics Ltd.
Adani Vizag Coal Terminal Pvt. Ltd.
Adani Warehousing Services Pvt. Ltd.
Mundra International Airport Pvt. Ltd.
Mundra Sez Textile And Apparel Park Pvt. Ltd.
Adinath Polyfills Pvt. Ltd.
MPSEZ Utilities Pvt. Ltd.
Hazira Infrastructure Pvt. Ltd.
Hazira Road Infrastructure Pvt. Ltd.

Sr. No.
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42

Name of the Subsidiary Companies / Partnership Firms (Domestic)


Adani Chendipada Mining Pvt. Ltd.
Adani Energy Ltd.
Adani Gas Ltd.
Adani Infra (India) Ltd
Adani Mining Pvt.Ltd
Adani Power Dahej Ltd.
Adani Power Rajasthan Ltd.
Adani Resources Pvt. Ltd.
Adani Shipping (India) Pvt. Ltd.
Adani Welspun Exploration Ltd.
Chendipada Collieries Pvt. Ltd.
Karnavati Aviation Pvt. Ltd.
Mahaguj Power Ltd.
Maharashtra Eastern Grid Power Transmission Co. Ltd.
Miraj Impex Pvt. Ltd.
Mundra LNG Ltd.
Natural Growers Pvt. Ltd.
Parsa Kente Collieries Ltd.
Rajasthan Collieries Ltd
Sarguja Rail Corridor Pvt. Ltd.

The Joint Ventures entities considered in consolidated financial statements are:


ANNEXURE - III
Sr. No.
Name of the Joint Venture
1
Adani Wilmar Ltd.
2
Adani Wilmar Pte Ltd.
3
Adani International Container Terminal Pvt. Ltd.
4
Golden Valley Agrotech Pvt. Ltd.
5
AWN Agro Pvt. Ltd.
6
Satya Sai Agroils Pvt. Ltd.
7
KTV Oils and Fats Pvt. Ltd.
8
Vishakha Polyfab Ltd.
9
KOG KTV Food Products Pvt. Ltd.
10
Krishnapattam Oils and Fats Pvt. Ltd.
11
Varadaraja Agro Industries Pvt. Ltd.
12
KTV Health And Foods Pvt. Ltd.
13
CSPGCL AEL Parsa Collieries Ltd.
For DHARMESH PARIKH & CO.
Chartered Accountants
Firm Reg. No: 112054W
Place: Ahmedabad
Date : 20th May, 2013

Anuj Jain
Partner
Membership No. 119140
111

Consolidated Balance Sheet as at 31st March, 2013


Particulars
I

Notes

As at
31st March, 2013

(` in Crores)
As at
31st March, 2012

EQUITY AND LIABILITIES


(1) SHAREHOLDERS' FUNDS
(a) Share Capital
(b) Reserves & Surplus

3
4

(2) MINORITY INTEREST


(3) NON-CURRENT LIABILITIES
(a) Long Term Borrowings
(b) Deferred Tax Liabilities (net)
(c) Other Long Term Liabilities
(d) Long Term Provisions

109.98
21,348.66
21,458.64
3,233.95

109.98
19,361.87
19,471.85
3,457.08

5
6
7
8

48,850.13
1,918.64
2,327.48
424.79
53,521.04

48,894.30
2,304.24
2,591.04
366.21
54,155.79

(4) CURRENT LIABILITIES


(a) Short Term Borrowings
(b) Trade Payables
(c) Other Current Liabilities
(d) Short Term Provisions

9
10
11
12

12,912.15
6,156.58
14,092.42
883.72
34,044.87
1,12,258.50

16,336.56
4,515.71
8,408.52
628.51
29,889.30
1,06,974.02

13
13
14

45,516.98
3,160.65
29,248.44
77,926.07
155.39
131.91
48.13
5,300.25
673.31
84,235.06

36,288.41
458.01
37,220.72
73,967.14
988.61
441.74
13.56
4,811.47
1,017.79
81,240.31

191.11
3,733.35
9,010.44
7,074.23
5,510.91
2,503.40
28,023.44
1,12,258.50

100.40
5,214.78
9,389.44
6,513.91
3,492.24
1,022.94
25,733.71
1,06,974.02

TOTAL
II ASSETS
(1) NON-CURRENT ASSETS
(a) Fixed Assets
(i) Tangible Assets
(ii) Intangible Assets
(iii) Capital Work-In-Progress
(b)
(c)
(d)
(e)
(f)

Goodwill on consolidation
Non-current Investments
Deffered Tax Assets (net)
Long-term Loans and Advances
Other Non-current Assets

15
6
16
17

(2) CURRENT ASSETS


(a) Current Investments
(b) Inventories
(c) Trade Receivables
(d) Cash & Bank Balances
(e) Short-term Loans and Advances
(f) Other Current Assets

18
19
20
21
22
23

TOTAL
Summary of significant accounting policies
2
The accompanying notes are an integral part of the financial statements.
As per our attached report of even date
For DHARMESH PARIKH & CO.,
Chartered Accountants
Firm Reg No : 112054W
ANUJ JAIN
Partner
Membership No. 119140
Place : Ahmedabad
Date : 20th May, 2013

112

For and on behalf of the Board


GAUTAM S. ADANI
Chairman

RAJESH S. ADANI
Managing Director

DEVANG S. DESAI
Executive Director and CFO

PARTHIV PARIKH
Company Secretary
Place : Ahmedabad
Date : 20th May, 2013

Consolidated Statement of Profit & Loss for the year ended 31st March, 2013
(` in Crores)
Particulars
I.

Notes

Revenue from Operations

24
25

II.

Other Income

III.

Total Revenue (I + II)

IV.

Expenses
Cost of Materials Consumed
Purchase of Traded Goods
(Increase)/ Decrease in Inventories
Employee Benefits Expense
Finance costs
Depreciation, Amortization and Impairment Expense
Operating and Other Expenses
Total Expenses

V.

Profit before Exceptional items and tax (III-IV)

VI.

Add/(Less) : Exceptional items

For the year ended


31st March, 2013

26
27
28
29
30
13
31

32

VII. Profit for the year before taxation (V-VI)


VIII. Tax Expense:
Current tax ( Including MAT payable)
MAT Credit Entitlement
Adjustment for earlier year
Deferred Tax
Total Tax Expense
IX.
X

Profit (Loss) for the year (VII - VIII)


Less : Share of Minority Interest
Net Profit after Minority Interest

XI.

Earning per Equity Share of ` 1/- each


- Basic & Diluted

46,462.41

For the year ended


31st March, 2012

39,355.63

889.22

548.14

47,351.63

39,903.77

6,792.78
27,137.82
49.59
641.34
3,492.93
2,297.86
5,832.41
46,244.73

6,096.87
25,262.05
(505.70)
459.62
1,825.56
1,223.99
3,044.97
37,407.36

1,106.90

2,496.41

898.33

(0.02)

2,005.23

2,496.39

617.44
(447.37)
(0.65)
618.24
787.66

396.23
(312.13)
1 .32
390.64
476.06

1,217.57
(395.41)
1,612.98

2,020.33
181.12
1,839.21

14.67

16.72

Summary of significant accounting policies


2
The accompanying notes are an integral part of the financial statements.
As per our attached report of even date
For DHARMESH PARIKH & CO.,
Chartered Accountants
Firm Reg No : 112054W
ANUJ JAIN
Partner
Membership No. 119140
Place : Ahmedabad
Date : 20th May, 2013

For and on behalf of the Board


GAUTAM S. ADANI
Chairman

RAJESH S. ADANI
Managing Director

DEVANG S. DESAI
Executive Director and CFO

PARTHIV PARIKH
Company Secretary
Place : Ahmedabad
Date : 20th May, 2013

113

Consolidated Cash Flow Statement for the year ended 31st March, 2013
(` in Crores)
Particulars
A.

B.

114

Cash Flow from Operating Activities


Net profit before taxation, and extraordinary items
Adjustment for :
Depreciation, Amortization and Impairment Expense
Provision for Diminution of Investments
Income from Investments
Income from Mutual Fund
Loss/(Profit) on sale of Investment
Loss/(Profit) on sale of Fixed Assets
Bad Debts / Provision for Doubtful Debts & Advances
Liabilities No Longer Required Written Back
Loss of Stock due to Accident
Foreign Currency Monetary Item Translation Difference Account
Land Lease Income on Present Value Basis
Unrealised Exchange Rate Difference
Exceptional Items
Initial Contribution for Services amortised during the year
Interest Expense
Interest Income
Operating Profit before Working Capital Changes
Adjustments for :
Trade Receivable
Inventories
Loans and Advances and Other Current Assets
Trade Payable, Other Liabilities and Provisions
Cash Generated from Operations
Direct Taxes paid (Net)
Net Cash from Operating Activities
A
Cash Flow from Investing Activities
Capital Expenditure on Fixed Assets (after adjustment of
increase/decrease of Capital Work-in-Progress and Advances)
Sale of Fixed Assets
Loans to Others (Net)
Withdrawal/(Investments) in term deposits (Net)
Sale of Investments
Sale/(Purchase) of Current Investments (Net)
Income from Mutual Fund
Income from Investments
Interest Received
Net Cash used in Investing Activities
B

For the year ended


31st March, 2013

For the year ended


31st March, 2012

2,005.23

2,496.39

2,297.86
(0.56)
(8.90)
(14.13)
(134.19)
3.58
11.60
(3.45)
0.06
52.54
(90.18)
(36.45)
(898.33)
(3.54)
3,018.45
(559.60)
5,639.98

1,223.99
0.50
(2.38)
(7.43)
(0.57)
(19.54)
67.59
(6.81)
25.28
(14.29)
(48.44)
41.17
0.02
(0.22)
1,308.82
(393.44)
4,670.64

262.89
1,481.37
(2,297.98)
2,788.73
7,874.98
(568.45)
7,306.52

(3,225.02)
(618.79)
(3,732.37)
3,816.72
911.18
(433.61)
477.57

(15,741.49)
285.02
(398.51)
1,044.77
898.15
(90.71)
14.13
8.90
481.48
(13,498.26)

(31,573.85)
61.26
(166.46)
(3,309.24)
19.44
(228.03)
7.43
2.38
359.84
(34,827.23)

Consolidated Cash Flow Statement for the year ended 31st March, 2013
(` in Crores)
For the year ended
31st March, 2013

Particulars
C.

D.

Cash Flow from Financing Activities


Proceeds from Long Term Borrowings
Repayment from Long Term Borrowings
Proceeds/(Repayment) from Short Term Borrowings (net)
Government Grant/Subsidy Received
Service Line Contributions
Interest Paid
Dividend paid
Net Cash Flow from Financing Activities

For the year ended


31st March, 2012

25,996.26
(11,850.62)
(3,330.24)
5.68
(2,966.08)
(182.07)
7,672.93

29,450.81
(3,165.99)
9,946.32
4.72
6.52
(1,198.36)
(171.67)
34,872.37

Others
Exchange Difference arising on coversion debited to Foreign
Currency Translation Reserve
Net Cash Flow from Others
D

350.64
350.64

167.31
167.31

1,831.84
2,221.97
(519.34)
3,534.47
2.37

690.02
1,531.95
2,221.97
29.10

2,500.38

2,022.31

1,031.72
3,534.47
2.44
3,537.32
7,074.23

170.56
2,221.97
2.38
4,289.57
6,513.92

Net Increase in Cash and Cash Equivalents


(A+B+C+D)
Cash & Cash equivalent at the beginning of the year
Cash & Cash Equivalents on disposal of subsidiaries
Cash & Cash Equivalents as at 31st March, 2013
Cash and Cheques on Hand
Balances with Scheduled Banks
- On Current Accounts*
- On Fixed Deposit Accounts - Original maturity less than
three months
Earmarked Balances with Banks
Short Term Bank Deposits
Cash & Bank balances as at 31st March, 2013
* Includes Share in Joint venture cash and bank balances
The accompanying notes are an integral part of the financial statements.
As per our attached report of even date
For DHARMESH PARIKH & CO.,
Chartered Accountants
Firm Reg No : 112054W
ANUJ JAIN
Partner
Membership No. 119140
Place : Ahmedabad
Date : 20th May, 2013

For and on behalf of the Board


GAUTAM S. ADANI
Chairman

RAJESH S. ADANI
Managing Director

DEVANG S. DESAI
Executive Director and CFO

PARTHIV PARIKH
Company Secretary
Place : Ahmedabad
Date : 20th May, 2013

115

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
1

Corporate Information
Adani Enterprises Limited (the Company, AEL) is a public company domiciled in India and incorporated under
the provisions of Companies Act, 1956. AEL along with its subsidiaries ("Adani Group") is a global integrated
infrastructure player with businesses spanning Coal Trading, Coal Mining, Oil & Gas Exploration, Ports, Multimodal Logistics, Power Generation & Transmission, Gas Distribution and Edible oil & Agro commodities.

Summary of Significant Accounting Policies

a) 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 Company & its Subsidiaries 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 by
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 by the
Companies (Accounting Standard) Rules, 2006.

iii) In case of joint venture, the interest in the assets, liability, income and expense are consolidated using
proportionate consolidation method. Intra group balances, transactions and unrealized profit / losses
are eliminated to the extent of companies proportionate share.
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.
v)

Minority Interests 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 Interests share of net assets of consolidated subsidiary is identified and presented in the
consolidated balance sheet separate from liabilities and the equity of the companys shareholders.
vii) Investments made by the parent company in Subsidiary Company subsequent to the holding-subsidiary
relationship coming into existence are eliminated while preparing the consolidated financial
statement.

116

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
viii) Translation of the financial statements of non integral foreign subsidiaries for incorporation in the
consolidated financial statements have been done using the following exchange rates:
a)

Assets and liabilities have been translated by using the rates prevailing as on the date of the
balance sheet.

b) Income and expense items have been translated by using the average rate of exchange prevailing
during the year, which approximates to the exchange rate prevailing at the transaction date.
c)

Exchange difference arising on translation of financial statements of non integral operations as


specified above is recognised in the Foreign Currency Translation Reserve until the disposal of net
investment.

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)

As far as possible, 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 Limiteds shareholding therein is as under: The reporting date for all the entities is 31st March, 2013.

Sr.
No.

Name of Company / firm

Shareholding as at

Country of
Incorporation

Relationship

Mauritius

Subsidiary

100% by AEL

100% by AEL

U.A.E.

Subsidiary

100% by AGL

100% by AGL

Singapore

Subsidiary

100% by AGL

100% by AGL

31st March, 2013 31st March, 2012

Adani Global Ltd. (AGL)

Adani Global FZE (AGFZE)

Adani Global Pte Ltd. (AGPTE)

Adani Agri Fresh Ltd ( AAFL)

India

Subsidiary

100% by AEL

100% by AEL

Adani Agri Logistics Ltd (AALL)

India

Subsidiary

100% by AEL

100% by AEL

Adani Energy Ltd. (AENL)

India

Subsidiary

100% by AEL

100% by AEL

Adani Gas Ltd. (AGASL)

India

Subsidiary

100% by AEL

100% by AEL

Adani Infra (India) Ltd. (AIIL)

India

Subsidiary

100% by AEL

100% by AEL

Miraj Impex Pvt.Ltd.(MIPL)

India

Subsidiary

100% by AEL

100% by AEL

10

Adani Shipping (India) Pvt. Ltd.(ASIPL)

India

Subsidiary

100% by AEL

100% by AEL

11

Mundra LNG Ltd.(MLNGL)

India

Subsidiary

100% by AEL

100% by AEL

12

Maharashtra Eastern Grid Power

India

Subsidiary

100% by AEL

100% by AEL

Transmission Company Ltd.


(MEGPTCL)
13

Chendipada Collieries Pvt. Ltd.(CCPL)

India

Subsidiary

100% by AEL

100% by AEL

14

Natural Growers Pvt. Ltd. (NGPL)

India

Subsidiary

100% by AEL

100% by AEL

15

Adani Mining Pvt.Ltd.(AMPL)

India

Subsidiary

100 % by AEL

100 % by AEL

16

Mahaguj Power Ltd. (MGPL)

India

Subsidiary

100% by AMPL

100% by AMPL
117

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
Sr.
No.

Name of Company / firm

Shareholding as at

Country of
Incorporation

Relationship

India

Subsidiary

Australia

Subsidiary

100% by AGPTE

100% by AGPTE

31st March, 2013 31st March, 2012


100% by AMPL
100% by AMPL

17

Sarguja Rail Corridor Pvt. Ltd. (SRCPL)

18

Adani Mining Pty Ltd (AMPTY)

19

Parsa Kente Collieries Ltd. (PKCL)

India

Subsidiary

74% by AEL

74% by AEL

20

Surguja Power Pvt. Ltd. (SPPL)

India

Subsidiary

100% by AMPL

100% by AMPL

21

Adani Resources Pvt. Ltd. (ARPL)

India

Subsidiary

100% by AMPL

100% by AMPL

22

Adani Minerals Pty. Ltd. (AMRLPTY)

Australia

Subsidiary

100% by AGPTE

100% by AGPTE

23

Adani Chendipada Mining Pvt. Ltd.


(ACMPL)

India

Subsidiary

100% by AMPL

100% by AMPL

24

Rajasthan Collieries Ltd. (RCL)

India

Subsidiary

100% of AEL

100% of AEL

25

Adani Welspun Exploration Ltd.(AWEL)

India

Subsidiary

65% by AEL

65% by AEL

26

AWEL Global Ltd. (AWELGL)

UAE

Subsidiary

100% AWEL

100% AWEL

27

Chemoil Adani Pte. Ltd. (CA PTE)

Singapore

Subsidiary

51% by AGL

51% by AGL

28

Chemoil Adani Pvt. Ltd. (CAPL)

India

Subsidiary

100% by CAPTE

100% by CAPTE

29

Adani Wilmar Pte Ltd.(AWPTE) *

Singapore

Joint Venture

50% by AGPTE

50% by AGPTE

30

Adani Renewable Energy LLP

India

LLP

99% by AEL,

(ARELLP) (Upto 08.01.2013)

1% by APL

31

Adani Power Ltd. (APL)

India

Subsidiary

63.99% by AEL

70.25% by AEL

32

Adani Power Maharashtra Ltd. (APML)

India

Subsidiary

100% by APL

74% by APL

33

Adani Power Rajasthan Ltd. (APRL)

India

Subsidiary

100% by APL

100% by APL

34

Adani Pench Power Ltd. (APPL)

India

Subsidiary

100% by APL

100% by APL

35

Adani Power Dahej Ltd. (APDL)

India

Subsidiary

100% by APL

100% by APL

36

Mundra Power SEZ Ltd. (MSEZL)

India

Subsidiary

100% by APL

UAE

Subsidiary

100% by APL

Singapore

Subsidiary

100% by APL

India

Subsidiary

100% by APL

100% by APL

(Upto 28.02.2013 )
37

Adani Power (Overseas) Ltd. (APOL)


(Upto 31.12.2012 )

38

Adani Power Pte Ltd. (AP PTE)


(Upto 06.12.2012 )

39

Kutchh Power Generation Ltd. (KPGL)

40

Adani Shipping Pte Ltd.(ASPL)

Singapore

Subsidiary

100% by AGPTE

100% by APL

41

Rahi Shipping Pte. Ltd. (RS PTE)

Singapore

Subsidiary

100% by ASPL

100% by ASPL

42

Vanshi Shipping Pte. Ltd.(VS PTE)

Singapore

Subsidiary

100% by ASPL

100% by ASPL

43

Aanya Maritime Inc. (AANMINC)

Panama

Subsidiary

100% by ASPL

100% by ASPL

44

Aashna Maritime Inc. (AASMINC)

Panama

Subsidiary

100% by ASPL

100% by ASPL

118

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
Sr.
No.
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63

Name of Company / firm


Adani Infrastructure and Developers
Pvt Ltd. (AIDPL) (Upto 29.06.2012 )
Adani Estates Pvt. Ltd (AEPL)
(Upto 29.06.2012 )
Swayam Realtors & Traders Ltd.
(SRTL) (Upto 29.06.2012 )
Columbia Chrome (India) Pvt. Ltd.
(CCPL) (Upto 29.06.2012 )
Adani Developers Pvt Ltd.(ADPL)
(Upto 29.06.2012 )
Adani Land Developers Pvt Ltd.
(ALDPL) (Upto 29.06.2012 )
Adani Landscapes Pvt Ltd.(ALPL)
(Upto 29.06.2012 )
Adani Mundra SEZ Infrastructure Pvt.
Ltd. (AMSEZ)(Upto 29.06.2012 )
Lushgreen Landscapes Pvt. Ltd.
(LLPL) (Upto 29.06.2012 )
Jade Food and Properties Pvt. Ltd.
(JFPL) (Upto 29.06.2012 )
Jade Agri Land Pvt. Ltd.(JALPL)
(Upto 29.06.2012 )
Jade Agricultural Co. Pvt. Ltd.
(JACPL) (Upto 29.06.2012 )
Rajendra Agri Trade Pvt Ltd
(RATPL) (Upto 29.06.2012 )
Rohit Agri Trade Pvt Ltd (RTPL)
(Upto 29.06.2012 )
Aaloka Real Estate Pvt. Ltd.
(AREPL) (Upto 29.06.2012 )
Shantigram Estate Management
Pvt. Ltd. (SEMPL) (Upto 29.06.2012 )
Shantigram Utility Services Pvt Ltd
(SUSPL) (Upto 29.06.2012 )
Belvedere Golf and Country Club
Pvt Ltd (BGPL) (Upto 29.06.2012 )
Panchdhara Agro Farms Pvt. Ltd.

Shareholding as at

Country of
Incorporation

Relationship

India

Subsidiary

India

Subsidiary

100% by AIDPL

India

Subsidiary

60% by AIDPL

India

Subsidiary

60% by AIDPL

India

Subsidiary

100% by AIDPL

India

Subsidiary

100% by AIDPL

India

Subsidiary

100% by AIDPL

India

Subsidiary

100% by AIDPL

India

Subsidiary

100% by AIDPL

India

Subsidiary

100% by AIDPL

India

Subsidiary

100% by AIDPL

India

Subsidiary

100% by AIDPL

India

Subsidiary

100% by AIDPL

India

Subsidiary

100% by AIDPL

India

Subsidiary

100% by AIDPL

India

Subsidiary

100% by AIDPL

India

Subsidiary

100 % by SEMPL

India

Subsidiary

100 % by SEMPL

India

Subsidiary

100% by SEMPL

31st March, 2013 31st March, 2012


100% by AEL

(PAFPL) (Upto 29.06.2012 )


119

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
Sr.
No.
64

Name of Company / firm


M/s Adani Township And Real Estate

Country of
Incorporation
India

Relationship

Shareholding as at

31st March, 2013 31st March, 2012


Partnership
75% by ALDPL

Co.(ATRECO). (Upto 29.06.2012 )


65

Adani M2K Projects LLP (AMPLLP)

India

LLP

50% by AIDPL
95% by AGPTE,

(Upto 29.06.2012 )
66

PT Adani Global (PT AG)

Indonesia

Subsidiary

95% by AGPTE,
5 % by AGL

5 % by AGL

67

PT Adani Global Coal Trading

Indonesia

Subsidiary

95% by AGPTE,

95% by AGPTE,

5 % by AGL

5 % by AGL

(PT AGCT)
68

PT Coal Indonesia (PT CI)

Indonesia

Subsidiary

99.33% by PTAGL, 99.33% by PTAGL,


0.67% by PTAGCT 0.67% by PTAGCT

69

PT Mundra Coal (PT MC)

Indonesia

Subsidiary

99.33% by PTAGL, 99.33% by PTAGL,


0.67% by PTAGCT 0.67% by PTAGCT

70

PT Sumber Bara (PT SB)

Indonesia

Subsidiary

99.33% by PTAGL, 99.33% by PTAGL,


0.67% by PTAGCT 0.67% by PTAGCT

71

PT Energy Resources (PT ER)

Indonesia

Subsidiary

72

PT Sumber Dana Usaha (PT SDU)

Indonesia

Subsidiary

99.33% by PTAGL, 99.33% by PTAGL,


0.67% by PTAGCT 0.67% by PTAGCT

73
74
75

PT Setara Jasa (PT SJ)


PT Niaga Antar Bangsa (PT NAB)
PT Niaga Lintas Samudra (PT NLS)

76

PT Andalas Bumi Persada (PT ABP)

77

PT Citra Persada Luhur (PT CPL)

Indonesia
Indonesia
Indonesia

Subsidiary
Subsidiary
Subsidiary

75% by PTCI,

75% by PTCI,

25% by PTSJ

25% by PTSJ

75% by PTCI,

75% by PTCI,

25% by PTMC

25% by PTMC

75% by PTSB,

75% by PTSB,

25% by PTER

25% by PTER

75% by PTSB,

75% by PTSB,

25% by PTER

25% by PTER

Indonesia

Subsidiary

75% by PTSDU,

Indonesia

Subsidiary

75% by PTSDU,

(Upto 14.09.2012 )

25% by PTSJ

(Upto 24.09.2012 )
78
79
80

PT Gemilang Pusaka Pertiwi (PT GPP)


PT Hasta Mundra (PT HM)
PT Kapuas Coal Mining (PT KCM)
(Upto 08.10.2012 )

25% by PTSJ
Indonesia
Indonesia
Indonesia

Subsidiary
Subsidiary
Subsidiary

75% by PTSDU,

75% by PTSDU,

25% by PTSJ

25% by PTSJ

75% by PTSDU,

75% by PTSDU,

25% by PTSJ

25% by PTSJ

87% by PTSDU,
10% by PDPT,
1% by PTHM,
1% by PTSHB,
1% by PTKPS

120

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
Sr.
No.
81
82
83

Name of Company / firm


PT Karya Pernitis Sejati (PT KPS)
PT Lamindo Inter Multikon (PT LIM)
PT Mitra Naiga Mulia (PT MNM)

Country of
Incorporation
Indonesia
Indonesia
Indonesia

Relationship

Shareholding as at

31st March, 2013 31st March, 2012


Subsidiary
75% byPTSDU,
75% by PTSDU,

Subsidiary

25% by PTSJ

25% by PTSJ

75% by PTNAB,

75% by PTNAB,

25% by PTNLS

25% by PTNLS

Subsidiary 74.97% by PTNAB, 74.97% by PTNAB,


25.03% by PTNLS 25.03% by PTNLS

84

PT Pahala Buana Abadi (PT PBA)

Indonesia

Subsidiary

(Upto 14.09.2012 )
85

PT Sumber Bumi Lestari (PT SBL)

25% by PTSJ
Indonesia

Subsidiary

(Upto 18.09.2012 )
86
87

PT Suar Harapan Bangsa (PT SHB)


PT Tambang Sejahtera Bersama
PT Adani Sumselon (PT AS)

89

Adani Ports and Special Economic

75% by PTSDU,
25% by PTSJ

Indonesia
Indonesia

Subsidiary
Subsidiary

(PT TSB)
88

75% by PTSDU,

75% by PTSDU,

75% by PTSDU,

25% by PTSJ

25% by PTSJ

75% by PTSDU,

75% by PTSDU,

25% by PTSJ

25% by PTSJ

Indonesia

Subsidiary

98% by PTAGL

98% by PTAGL

India

Subsidiary

77.49% by AEL

77.49% by AEL

India

Subsidiary 51.41% by APSEZL,51.41% by APSEZL,

Zone Ltd. (APSEZL)


90

Mundra SEZ Textile and Apparel


Park Pvt. Ltd. (MSTAPL)

5.57% by ALL

5.57% by ALL,

7.39% by AEL

7.39% by AEL,

91

Karnavati Aviation Pvt. Ltd. (KAPL)

India

Subsidiary

100% by APSEZL 100% by APSEZL

92

MPSEZ Utilities Pvt. Ltd. (MUPL)

India

Subsidiary

100% by APSEZL 100% by APSEZL

93

Rajasthan SEZ Pvt. Ltd. (RSPL)

India

Subsidiary

100% by APSEZL

(Upto 20.10.2012 )
94

Adani Logistics Ltd. (ALL)

India

Subsidiary

100% by APSEZL 100% by APSEZL

95

Mundra International Airport Pvt. Ltd.

India

Subsidiary

100% by APSEZL 100% by APSEZL

India

Subsidiary

74% by APSEZL,

74% by APSEZL,

26% by AEL

26% by AEL

(MIAPL)
96

Adani Murmugao Port Terminal


Pvt. Ltd. (AMPTPL)

97

Adani Hazira Port Pvt. Ltd.

India

Subsidiary

100% by APSEZL 100% by APSEZL

(AHPPL).

121

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
Sr.
No.
98

Name of Company / firm


Adani Petronet (Dahej) Port Pvt. Ltd.

Shareholding as at

Country of
Incorporation

Relationship

India

Subsidiary

31st March, 2013 31st March, 2012


74% by APSEZL 74% by APSEZL

(APDPPL)
99

Hazira Infrastructure Pvt. Ltd. (HIPL)

India

Subsidiary

100% by APSEZL 100% by APSEZL

100

Hazira Road Infrastructure Pvt. Ltd.

India

Subsidiary

100% by AHPPL

India

Subsidiary

100% by APSEZL 100% by APSEZL

100% by AHPPL

(HRIPL)
101

Adani Vizag Coal Terminal Pvt. Ltd.


(AVCTL)

102

Adani International Container

India

Joint Venture 50% by APSEZL 100% by APSEZL

Terminal Pvt. Ltd.(AICTPL)


103

Adani Abbot Point Terminal Pty Ltd.

1% by AEL#
Australia

Subsidiary

(AAPTPTY) (Upto 30.03.2013)


104

Mundra Port Pty Ltd. (MPPTY)

100% by
AAPTHPTY

Australia

Subsidiary

100% by APSEZL

Australia

Subsidiary

100% by MPPTY

Australia

Subsidiary

100% by APSEZL

India

Subsidiary

51% by APSEZL,

51% by APSEZL,

49% by AEL

49% by AEL

(Upto 30.03.2013)
105

Mundra Port Holdings Pty Ltd


(MPHPTY) (Upto 30.03.2013)

106

Adani Abbot Point Terminal Holdings


Pty Ltd.(AAPTHPTY)
(Upto 30.03.2013)

107

Adani Kandla Bulk Terminal Pvt. Ltd.


(AKBTPL)

108

Adinath Polyfills Pvt. Ltd. (ADIPOLPL)

109

Mundra Port Holding Trust (MPHT)

India

Subsidiary

100% by APSEZL 100% by APSEZL

Australia

Subsidiary

100% MPPTY

India

Subsidiary

100% by APSEZL

Australia

Subsidiary

100% by AMPTY

Australia

Subsidiary

100% by GTHPL

Australia

Subsidiary

100% by GTPL

India

Joint Venture

49% by AEL

49% by AEL

(Upto 30.03.2013)
110

Adani Warehousing Services Pvt. Ltd


(AWSPL) (w.e.f. 19.04.2012)

111

Galilee Transmission Holdings Pty Ltd


(GTHPL) (w.e.f. 17.01.2013)

112

Galilee Transmission Pty Ltd ( GTPL )


(w.e.f. 17.01.2013)

113

Galilee Transmission Holdings Trust


(GTHT) (w.e.f. 17.01.2013)

114

CSPGCL AEL Parsa Collieries Ltd


(CSPGCLAEL)

122

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
Sr.
No.

Name of Company / firm

Country of
Incorporation

Relationship

Shareholding as at

115

Adani Wilmar Ltd. (AWL)

India

31st March, 2013 31st March, 2012


JointVenture
50% by AEL
50% by AEL

116

Rajshri Packagers Ltd. (RPL) (Merged

India

JointVenture

100% by AWL

with AWL w.e.f 19.05.2012)


117

Vishakha Polyfab Pvt. Ltd.(VPPL)

India

JointVenture

50% by AWL

50% by AWL

118

Satya Sai Agroils Pvt. Ltd.(SAPL)

India

JointVenture

100% by AWL

100% by AWL

119

M/s.Vishakha Industries ( VI , FIRM)

India

JointVenture

50% by AAFL

50% by AAFL

120

Acalmar Oil and Fats Ltd. (AOFL)

India

JointVenture

100% by AWL

India

JointVenture

100% by AWL

75% by AOFL

India

JointVenture

50% by AWL

50% by AOFL

India

JointVenture

50% by AWL

50% by AOFL

India

JointVenture

50% by AWL

50% by AOFL

India

JointVenture

100% by AWL

100% by AWL

India

JointVenture

50% by AWL

50% by AWL

India

JointVenture

50% by AWL

50% by AWL

(Merged with AWL w.e.f 19.05.2012)


121

Krishnapatnam Oils and Fats Pvt. Ltd.


(KOFPL)

122

Varadaraja Agro Industries Pvt. Ltd.


(VAIPL)

123

KTV Health and Foods Pvt. Ltd.


(KHFPL)

124

KOG KTV Food Products (India) Pvt.


Ltd. (KFPIPL)

125

Golden Valley Agrotech Pvt. Ltd.


(GVAPL)

126

KTV Oils and Fats Pvt. Ltd.


(KTVOFPL)

127

AWN Agro Pvt. Ltd. (AWNAPL)

* Reporting date is 31st December, 2012


# AICTPL is consolidated as joint venture as the 1% share held by AEL is temporary and to be transferred to the JV
partner.

123

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
b) Basis of Preparation of Financial Statement
The financial statements of the Company have been prepared and presented in accordance with the Generally
Accepted Accounting Principles in India (Indian GAAP) under historical cost convention on an accrual basis.
The Company has prepared these financial statements to comply in all material respects with the Accounting
Standards notified under the Companies (Accounting Standard) Rules, 2006 (as amended) and the relevant
provisions of the Companies Act, 1956. The accounting policies adopted in the preparation of the financial
statements are consistent with those of previous year.
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.
c) Use of Estimates
The preparation of the financial statements in conformity with Indian GAAP requires the management to make
judgement, estimates and assumptions that affect the reported amounts of assets and liabilities and
disclosures of contingent liabilities on the date of the financial statements and reported amounts of revenues
and expenses for the year. Although these estimates are based on Managements best knowledge of current
events and actions, uncertainty about these assumptions and estimates could result in the outcomes different
from the estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Any revision to accounting estimates
is recognized prospectively in the current and future periods.
d) Current & Non-Current Classification
All the assets and liabilities have been classified as current or non-current as per the respective company's
normal operating cycle and other criteria set out in Revised Schedule VI to the Companies Act, 1956. Based on
the nature of activities and time between the activities performed and their subsequent realisation in cash or
cash equivalents, the respective companies have ascertained their operating cycle for the purpose of current /
non-current classification of assets and liabilities and the same is consolidated on a line-by-line basis.
e) Inventories
i)

Inventories are valued at lower of cost or Net Realisable Value.

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:
Raw material

Weighted Average Cost

Traded / Finished goods

Weighted Average Cost

Stores and Spares

Weighted Average Cost

Net realizable value is the estimated selling price in the ordinary course of business, less estimated cost of
completion and estimated cost necessary to make the sale.
f) Cash Flow Statement
i)

Cash & Cash Equivalents (for purpose of cash flow statement)


Cash comprises cash on hand and demand deposit with banks. Cash equivalents are short-term balances
(with an original maturity of three months or less from the date of acquisition), highly liquid investments
that are readily convertible into known amounts of cash and which are subject to insignificant risk of
changes in value.

124

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
ii) Cash Flow Statement
Cash flows are reported using the indirect method, whereby profit / (loss) before extraordinary items and tax is
adjusted for the effects of transactions of non-cash nature and any deferrals or accruals of past or future cash
receipts or payments. The cash flows from regular revenue generating, financing and investing activities of the
company are segregated.
g) Material Events
Material events occurring after the balance sheet date are taken into cognizance.
h) Prior Period and Exceptional Items
i)

All identifiable items of Income and Expenditure pertaining to prior period are accounted through Prior
Period items.

ii) 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.
i)

Depreciation

A Depreciation on Tangible Assets


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 except in the case of few subsidiaries, whereby Depreciation on certain industry specific
assets have been provided based on the useful life of the respective assets as determined by the
management.

ii) Depreciation in respect of tangible assets for power generation projects is provided on straight line method
considering the rates provided in Appendix III of the Regulation issued by the Central Electricity Regulatory
Commission (CERC) dated 19th January, 2009 or rates prescribed under schedule XIV of the Companies
Act, 1956 whichever is higher. The following categories of the assets have higher rates as per aforesaid
CERC Regulation as compared to the rates mentioned in Schedule XIV to the Companies Act, 1956.
Land (Leasehold)

3.34%

Building

3.34%

Plant & Machinery

5.28%

iii) Depreciation on Leasehold improvements is provided per estimated useful life amortised over the balance
of the lease period.
iv) Individual assets costing less than ` 5,000/- are fully depreciated in the year of purchase.
B Depreciation on Intangible Assets
i)

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.

125

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
ii) Intangible assets are amortized on straight line basis over their estimated useful lives as follows:
Intangible Assets
Leasehold Land Right to Use

License Fees paid to Ministry of


Railway (MOR) for approval for
movement of Container Trains
Rights for expansion of existing assets
Right of use to develop and operate
the port facilities
User agreements and customers
relationships
j)

Estimated Useful Life (Years)


Over the balance period of Concession Agreement or
Sub-Concession Agreement and proposed
Supplementary Concession Agreement with Gujarat
Maritime Board.
Over the license period of 20 years.

Over the period of 5 years.


Over the balance period of Sub-Concession Agreement.
Over the period of 5 to 10 years.

Revenue Recognition
Revenue is recognised when consideration can be reasonably measured and there exists reasonable certainty
of its recovery.
i)

Sales of goods are recognised when the significant risk and rewards of ownership of the goods have
been passed to the customer and net of Value added tax and return.

ii)

Income from services rendered is accounted for when the work is performed.

iii) Dividend income from investments and interest income from mutual funds is recognised when the
Company's right to receive payment is established.
iv) Interest income is recognised on time proportion basis taking into account the amount outstanding
and the rate applicable.
v)

Profit/Loss on sale of investments are recognised on the contract date.

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.
k) Government Grants and Subsidies
In accordance with the Accounting Standard 12 Accounting for Government Grants, grants in the nature of
capital subsidy are credited to the Government grants & Subsidies and shown under the head Reserves &
Surplus.
l)

Goodwill
On the acquisition of an undertaking, the difference between the purchase consideration and the value of the
net assets acquired is recognised as Goodwill.
Goodwill which has a limited useful economic life is amortised over a period of its estimated useful life on
straight line basis.

m) Fixed Assets
1

Tangible fixed assets


i)

126

Fixed assets are stated at cost of acquisition or construction. They are stated at historical cost less
accumulated depreciation and impairment losses, if any. Cost comprises the purchase price and any

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
attributable cost of bringing the asset to its working condition for its intended use. Borrowing cost
relating to acquisition / construction of fixed assets which take substantial period of time to get ready
for its intended use are also included to the extent they relate to the period till such assets are ready to
be put to use.
ii)

Expenditure on account of modification/alteration in plant and machinery, which increases the future
benefit from the existing asset beyond its previous assessed standard of performance, is capitalized.

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) In line with Notification No. G.S.R. 225(E) dated March, 2009 (further amended by notification no.
G.S.R. 378(E) dated 11.05.2011) issued by the Ministry of Corporate Affairs, Government of India, the
company has opted for adjusting the exchange difference, arising on long term foreign currency
monetary items relating to acquisition of depreciable capital assets to the cost of capital and, to
depreciate over the balance useful life of the assets.
v)

Expenditure related to and incurred during implementation of capital projects is included under
Capital Work in Progress or Project Development Expenditure as the case may be. The same is
allocated to the respective fixed assets on completion of construction/ erection of the capital project/
fixed assets.

Intangible assets
Intangible assets are stated at cost of acquisition/ cost incurred less accumulated depreciation.

n) Foreign Currency Transactions


i)

Initial Recognition and measurement


Foreign currency transaction is recorded, on initial recognition in the reporting currency, by applying to the
foreign currency amount at the exchange rate between the reporting currency and the foreign currency at
the date of the transaction.

ii) Subsequent Measurement


Foreign currency receivables, payables and investments in subsidiaries (monetary items) are subsequently
measured as stated below:
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.
iii) Exchange Differences
All exchange differences arising on settlement and conversion of foreign currency transaction are
included in the Statement of Profit and Loss.
iv) Forward Exchange Contracts
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 Companys policies approved by the
management, which provide principles on use of such financial derivatives consistent with the Companys
risk management strategy. The company does not use derivative financial instruments for speculative
purposes.
In respect of transactions covered by forward exchange contracts, the difference between the year end
rate and the exchange rate at the date of contract is recognised as exchange difference and the premium
paid on forward contracts is recognised over the life of the contracts.

127

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
o) Investments
i)

Investments that are readily realisable and intended to be held for not more than a year are classified as
current investments. All other investments are classified as long term investments.

ii) 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.
iii) Current investments are carried at the lower of cost and quoted/fair value, computed category wise.
p) Employee Benefits
Short Term Employee Benefits
Short-term employees benefits are recognised as an expense at the undiscounted amount in the Statement of
Profit and Loss of the year in which the related service is rendered.
Post Employment Benefits
i)

Defined Benefit Plan


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.

ii) Defined Contribution plans


The Companys Officer's Superannuation Fund Scheme, state governed Provident Fund Scheme, Employee
State Insurance Scheme and Labour Welfare Fund Scheme are considered as defined contribution plans.
The contribution under the schemes is recognized as an expense in the Statement of Profit and Loss, as they
are incurred. There are no other obligations other than the contribution payable to the respective funds.
iii) Provision is made for leave encashment based on actuarial valuation, carried out by an independent actuary
as at the balance sheet date.
iv) Termination benefits, if any, are recognised as an expense as and when incurred.
v) For the purpose of presentation of Defined benefit plans and other long term benefits, the allocation
between short term and long term provisions has been made as determined by an actuary.
q) 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 Statement of Profit and Loss.
r) Related Party Transactions
Disclosure of transactions with Related Parties, as required by Accounting Standard 18 Related Party
Disclosures as specified in the Companies (Accounting Standard) Rules 2006 (as amended), has been set out
in a separate statement annexed to this note. Related parties as defined under clause 3 of the Accounting
Standard 18 have been identified on the basis of representations made by the management and information
available with the Company.
s) Leases
Where the Company is the lessee
Finance leases, which effectively transfer to the Company substantially all the risks and benefits incidental to
ownership of the leased item, are capitalized at the lower of the fair value and present value of the minimum
lease payments at the inception of the lease term and disclosed as leased assets. Lease payments are
apportioned between the finance charges and reduction of the lease liability based on the implicit rate of
return. Finance charges are charged directly against income. Lease management fees, legal charges and other
initial direct costs are capitalized.
128

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
If there is no reasonable certainty that the Company will obtain the ownership by the end of the lease term,
capitalized leased assets are depreciated over the shorter of the estimated useful life of the asset or the lease
term.
The Companys 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.
Where the Company is the lessor
Assets subject to operating leases are included in fixed assets. Lease income is recognised in the Profit and Loss
Account on a straight-line basis over the lease term. Costs, including depreciation are recognised as an expense
in the Statement of Profit and Loss. Initial direct costs such as legal costs, brokerage costs, etc. are recognised
immediately in the Statement of Profit and Loss.
t) Earning Per Share
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 (as amended). 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.
u) Taxes on Income
i)

Current Taxation
Provision for taxation including wealth tax has been made in accordance with the direct tax laws prevailing
for the relevant assessment years.
The current tax charge for the Company includes Minimum Alternative Tax (MAT) determined under section
115JB of the Income Tax Act, 1961.

ii) Deferred Taxation


In accordance with the Accounting Standard 22 Accounting for Taxes on Income, as specified in the
Companies (Accounting Standard) Rules 2006 (as amended), the deferred tax for timing differences
between the book and tax profits for the year is accounted for by using the tax rates and laws that have been
enacted or substantively enacted as of the Balance Sheet Date.
Deferred tax assets arising from timing differences are recognised to the extent there is virtual certainty
that the assets can be realized in future.
Net outstanding balance in Deferred Tax account is recognised as deferred tax liability/asset. The deferred
tax account is used solely for reversing timing difference as and when crystallized.
v) Impairment of Fixed Assets
i)

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.

ii) 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 assets 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 Statement of Profit and Loss.
iii) 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 Statement of Profit and Loss.

129

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
w)

Provision, Contingent Liabilities and Contingent Assets


Provision are recognised for when the company has at present, legal or contractual obligation as a result of past
events, only if it is probable that an outflow of resources embodying economic outgo or loss will be required and
if the amount involved can be measured reliably.
Contingent liabilities being a possible obligation as a result of past events, the existence of which will be
confirmed only by the occurrence or non occurrence of one or more future events not wholly in control of the
company are not recognised in the accounts. The nature of such liabilities and an estimate of its financial effect
are disclosed in notes to the Financial Statements.
Contingent assets are neither recognised nor disclosed in the financial statements.

x) Expenditure
Expenses are net of taxes recoverable, where applicable.
y) 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 (as amended), 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.
z) Accounting for 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.
aa) Proposed Dividend
Dividend proposed by the Directors is provided for in the books of account pending approval by the members at
the ensuing Annual General Meeting.
ab) Doubtful Debts/Advances
Provision is made in the accounts for Debts/Advances which in the opinion of the management are considered
doubtful of recovery.
ac) Service Tax Input Credit
Service tax input credit is accounted for in the books in the period in which the underlying service received is
accounted and when there is no uncertainty in availing / utilising the credits.
ad) OTHER SIGNIFICANT ACCOUNTING POLICIES
These are set out in the notes to accounts under Summary of Significant Accounting Policies of the financial
statements of the respective Companies AGL, AGFZE, AGPTE, PT AG, ASPL, RS PTE, VS PTE, AAFL, AALL, APL,
APML, APRL, APPL, APDL, KPGL, MGPL, PT AGCT, AENL, AGASL, MEGPTCL, AIIL, AMPL, PKCL, AWEL, MIPL,
NGPL, PTCI, PTMC, PTSB, PTER, PTSDU, PTSJ, PTNAB, PTNLS, PTGPP, PTHM, PTKPS, PTLIM, PTMNM, PTSHB,
PTTSB, SRCPL, AMPTY, ASIPL, MLNGL, APSEZL, MSTAPL, KAPL, MUPL, ALL, MIAPL, AMPTPL, AHPPL, APDPPL,
HIPL, HRIPL, PTAS, CCPL, CAPL, CA PTE, AWPTE, AWL, VPPL, KOFPL, VAIPL, KHFPL, KFPIPL, GVAPL, KTVOFPL,
SAPL, SPPL, ARPL, AMRLPTY, ACMPL, RCL, AWELGL, AANMINC, AASMINC, AVCTL, AICTPL, AKBTPL,
ADIPOLPL, AWNAPL, AWSPL, GTHPL, GTPL, CSPGCLAEL

130

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
As at
31st March, 2013

Particulars
3

As at
31st March, 2012

SHARE CAPITAL
AUTHORISED
3,20,82,00,000 (31st March, 2012: 3,20,82,00,000)

320.82

320.82

Equity Shares of ` 1/- each


45,00,000 (31st March, 2012: 45,00,000)
Preference Shares of ` 10/- each

4.50

4.50

325.32

325.32

109.98

109.98

109.98

109.98

ISSUED, SUBSCRIBED & FULLY PAID-UP


1,09,98,10,083 (31st March, 2012: 1,09,98,10,083)
Equity Shares of ` 1/- each
(a) Reconciliation of the number of Shares Outstanding
Equity shares
At the beginning of the year

As at 31st March, 2013


Nos.
(` in Crores)

1099810083

Movement for the year


Outstanding at the end of the year

109.98 1099810083

1099810083

As at 31st March, 2013


Nos.
(` in Crores)

109.98

109.98 1099810083

109.98

(b) Rights, Preferences and Restrictions attached to each class of shares


The Company has only one class of equity shares having a par value of ` 1/- per share and each holder of the
equity shares is entitled to one vote per share. The company declares and pays dividends in Indian rupees.
The dividend proposed by the Board of Directors is subject to the approval of shareholders in the ensuing
Annual General Meeting.
For the financial year ended 31st March, 2013, the Board has proposed a final dividend of ` 1.40 per share. (31st
March, 2012: ` 1)
In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive any of the
remaining assets of the company, after distribution of all preferential amounts. However no preferntial
amounts exist currently. The distribution will be in proportion to the number of shares held by the shareholders.
(c) Aggregate number of bonus shares issued, share issued for consideration other than cash and shares bought
back during the period of five years immediately preceding the reporting date:
Particulars

As at 31st March, 2013

As at 31st March, 2012

Nos.

Nos.

Equity shares allotted as fully paid Bonus shares by capitalization


of securities premium

248015675

248015675

464899087

464899087

712914762

712914762

Equity shares allotted as fully paid shares pursuant to the scheme


of amalgamation

131

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(d) Details of shareholders holding more than 5% shares in the company
Equity shares

As at 31st March, 2013


Nos.

As at 31st March, 2012

% Holding

Nos.

% Holding

Equity shares of ` 1 each fully paid


Mr. Gautam S. Adani/Mr. Rajesh S. Adani

621197910

56.48%

621197910

56.48%

(on behalf S. B. Adani Family Trust)


Adani Agro Pvt Ltd.

83089065

7.55%

100328829

9.12%

Mr. Vinod Shantilal Adani

90749100

8.25%

90941484

8.27%

795036075

72.29%

812468223

73.87%

(` in Crores)
Particulars

As at 31st March, 2013 As at 31st March, 2012

RESERVES & SURPLUS

4.1 GENERAL RESERVE


As per last Balance Sheet
Add : Transferred from Statement of Profit & Loss
Add : Transferred from Debenture Redemption Reserve

609.75
194.15
10.18

369.26
112.54
127.95
814.08

4.2 EQUITY SECURITY PREMIUM ACCOUNT


As per last Balance Sheet
Less : On Account of Amalgamation

10,697.76
(215.99)

609.75
10,697.76
-

10,481.77
4.3 DEBENTURE REDEMPTION RESERVE
As per last Balance Sheet
Add : Amount received during the year
Less : Amount Transferred to General Reserve

7.27
53.55
(10.18)

10,697.76
70.00
65.22
(127.95)

50.64
4.4 OTHER CAPITAL REDEMPTION RESERVE
As per last Balance Sheet
Add : Amount received during the year

0.22
0.11

7.27
0.11
0.11

0.33

0.22

4.5 CAPITAL RESERVE


(a) GOVERNMENT GRANTS/SUBSIDY
As per last Balance Sheet
Add : Amount received during the year

19.33
-

14.61
4 .72
19.33

(b) INITIAL CONTRIBUTION FOR SERVICES


As per last Balance Sheet
Add :Contribution received during the year
Less : Transfered to Consolidated Statement of Profit & Loss

6.30
0.48
(3.54)

6.52
(0.22)
3.24

132

19.33

6.30

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

(c)

CAPITAL RESERVE ON AMALGAMATION


( Refer Note 39)

4.6

CAPITAL RESERVE ON CONSOLIDATIONS

4.7

HEDGE RESERVE

4.8

FOREIGN CURRENCY TRANSLATION RESERVE

4.9

AMALGAMATION RESERVE
As per last Balance Sheet
Add : On Account of Amalgamation

As at 31st March, 2013 As at 31st March, 2012

230.24

2,107.89

2,118.01

(5.85)

(77.21)

752.85

264.81

36.98

36.98

4.10

FOREIGN CURRENCY MONETARY ITEM TRANSLATION


DIFFERENCE ACCOUNT
As per last Balance Sheet
Add : Addition during the year
Less : Amortised in Statement of Profit & Loss

(17.97)
(52.54)
23.70

(25.57)
7.60
(46.81)

4.11

(17.97)

SURPLUS IN STATEMENT OF PROFIT AND LOSS


As per last Balance Sheet
Add : Profit for the year
Less : Minority loss absorbed by Holding company
Add : On Account of Amalgamation

5,733.60
1,612.98
(13.45)

4,225.35
1,839.21
(0.22)
-

Amount availbale for appropriation

7,333.13

6,064.34

Less: Appropriations (Net of Minority Interest)


Proposed Dividend on Equity Shares
Tax on Proposed Dividend Equity Shares ( Net of credit )
Credit of Tax on dividend Earlier year adjustment
Tax on Interim Dividend Equity Shares
Transfer to General Reserve
Transfer to Debenture Redemption Reserve
Transfer to Capital Redemption Reserve

(153.97)
(34.93)
7.56
(194.15)
(53.55)
(0.11)

(109.98)
(35.47)
(7.55)
(141.22)
(36.41)
(0.11)
6,903.97

5,733.60

21,348.66

19,361.87

989.00

Note: Net of credit of ` 17.63 Crores (31st March, 2012: ` Nil)


being dividend distribution tax paid by a subsidiary.
5

LONG TERM BORROWINGS


Secured
- 9,890 (Previous Year Nil) 10.50% Secured Non Convertible
Redeemable Debenture of ` 10,00,000 each ( Note (a) )

133

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

- 3,000 (Previous Year Nil) 11.2% Secured Non Convertible


Redeemable Debenture of ` 10,00,000 each ( Note (b) )
- 7,600 (Previous Year Nil) 10.50% Secured Non Convertible
Redeemable Debenture of ` 10,00,000 each (Note (c))
- Term Loans from Banks (Note (d) and (e))
- Term loan from Financial Institutions (Note (d) and (e))
- Borrowings under Letter of Credit Facilties (To be
converted into Loan ` 12,485.09 Crores,
PY ` 15,870.26 Crores) (Note (d) and (e))
- Vehicle Loans (Note (e) below)
Unsecured
- Borrowings under Letter of Credit Facilties
- Inter Corporate Loan
- Term Loan from Banks
- 0% Unsecured Compulsory Convertible Debenture
Share in Joint Venture

The above amount includes


Secured borrowings
Unsecured borrowings
Notes
(a) Debentures amounting to ` 989.00 crores (Previous Year : ` Nil)
are proposed to be secured by first Pari-passu charge on all
the immovable and movable assets of Multipurpose Terminal
(MPT), Terminal -II and Container Terminal - II Project Assets
of Company. At the reporting date creation of security is
pending to be completed. Redeemable at three annual equal
installments commencing from 25th February, 2021
(b) Debentures amounting to ` 300.00 crores (Previous Year : ` Nil)
are secured by first Pari-passu charge on all the immovable
and movable assets of Multipurpose Terminal (MPT),
Terminal - II and Container Terminal - II Project Assets of the
Company and Redeemable at par on 19th September, 2015.
(c) Debentures amounting to ` 760.00 crores (Previous Year : ` Nil)
are secured by exclusive mortgage and charge on entire
Single Point Mooring (SPM) facilities and the first charge
over receivables from Indian Oil Corporation Limited and
redeemable in 40 quarterly installments commencing from
27th December, 2012

134

As at 31st March, 2013 As at 31st March, 2012

300.00

704.00
28,532.75
3,903.47

28,590.91
1,969.44

13,664.93
0.31

16,005.53
0.24

115.98
101.28
153.55
48,465.27
384.86
48,850.13

758.59
222.11
30.91
1,171.37
48,749.10
145.20
48,894.30

48,215.66
634.47
48,850.13

46,707.68
2,186.62
48,894.30

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

(d)

(e)

Above facilities are secured by :


1) Hypothecation/Mortgage of all Immovable and movable
assets both present and future by way of charge (First /
Second / Subservient) ranking pari - passu among the
Banks / Financial Institutions. (Excluding assets referred
in Note- (a),(b) (c) and(e) ).
2) Pledge of Equity Shares of some of its subsidiaries
through execution of Pledge Agreement and personal
gaurantee given by directors.
Term Loans / Vehicle Loans from Banks against purchase
of Specific movable assets such as Tugs, Cranes, Dredgers,
Project Assets, Aircraft, Vehicle etc. are secured by
exclusive charge on the respective assets.
DEFERRED TAX LIABILITIES (NET)
Deferred tax liability
Depreciation
Other Items
Gross deferred tax liability
Deferred tax assets
Provision for Bad-debts/Advances
Others Items
Preliminary / Deffred Revenue expenses
Employee benefit Provision
Carried Forward of Tax Loss
Gross deferred tax assets
Net deferred tax liability
Disclosure in consolidated Balance sheet is based on
entity wise recognition, as follows:
Deferred Tax Liabilities
Deferred Tax Assets
Net deferred tax liability
Note:
(a)In accordance with the Accounting Standard 22, the
deferred tax liability of ` 618.24 Crores (31st March
2012: ` 390.64 Crores) for the year
has been recognised in the Statement of Profit & Loss.
(b)There has been decrease in Net Deferred tax liabilities of
` 1,038.41 on account of divestment of certain subsidiary
companies.

As at 31st March, 2013 As at 31st March, 2012

1,968.21
109.17
2,077.38

2,351.34
119.79
2,471.13

15.66
5.90
6.52
6.17
172.61
206.86
1,870.51

12.39
5.89
22.08
4.64
135.45
180.44
2,290.68

1,918.64
48.13
1,870.51

2,304.24
13.56
2,290.68

135

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

OTHER LONG TERM LIABILITIES


Retention money
Acceptances for Capital assets ( Secured ) #
Advances from Customer
Interest accrued but not due
Long Term deposits from customer and Other
Unearned Income under Long Term Land
Lease/ Infrastructure Usage Agreements
Other Liabilities
Share in Joint Venture

# The facilities secured by hypothecation of tangible


movable assets both present & future of the solar power
project at Bitta, Kutch.)
LONG TERM PROVISIONS
Provision for employee benefits
Provision for Gratuity
Provision for Leave Encashment
Provision for Derivatives (Mark to market)
Others
Share in Joint Venture

SHORT TERM BORROWINGS


Secured
- Banks (Note (a))
- Borrowings under letters of credit facilities- Banks
(Note (b))
- Buyer's Credit against Working Capital (Note (c))
Unsecured
- Banks
- Commercial Paper
- Bills Acceptances from Banks/Suppliers Credit
- Overdraft Faility from Banks
- Loan Repyable on demand
- Other loans and advances
Share in Joint Venture

136

As at 31st March, 2013 As at 31st March, 2012

1,252.53
341.16
23.05
167.88

1,558.66
287.32
28.25
5.15
144.55

529.59
1.80
2,316.01
11.47
2,327.48

547.96
13.43
2,585.32
5.72
2,591.04

8.41
16.47
109.55
288.34
422.77
2.02
424.79

1.50
10.16
136.04
215.16
362.86
3.35
366.21

3,416.06
1,622.35

4,106.77
5,344.37

3,077.44

406.39

1,026.74
250.00
144.00
1,434.36
10,970.95
1,941.20
12,912.15

2,727.49
200.00
1,690.92
254.28
131.00
14,861.22
1,475.34
16,336.56

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

The above amount includes


Secured borrowings
Unsecured borrowings
Note:
(a) Secured by
(1) Gaurantees and hypothecation of current assets both
present & future of the company by way of first charge
ranking pari passu among the banks as agreed with
individual lending banks. (Set out in their banking
facilities arrangement letters)
(2) First pari passu charge on multi purpose terminal,
terminal II, Container Terminal II, and project assets
and fixed assets.
(b) Borrowings under letters of credit facilities are secured
against Fixed Deposit Bank Margin and also against
movable and Immovable assets including project assets
both present and future.
(c) The facilities secured by the 100% margin fixed deposits
and secured by hypothecation of current assets both
present & future by way of first charge ranking pari passu.
10 TRADE PAYABLES
Acceptances
Trade payables
- Micro, small and medium enterprises
- Others
Share in Joint Venture
11

OTHER CURRENT LIABILITIES


Current Maturities of Long Term Debt
- 7,600 (Nil) 10.50% Secured Non Convertible Redeemable
Debenture of ` 10,00,000 each (Refer Note 5(c))
- NIL ( 4,250 ) 7.50% Secured Non-Convertible Redeemable ?
Debentures of ` 10,00,000 each (Note (a))
- NIL (2,500) 8.75% Secured Non-Convertible Redeemable
Debentures of ` 10,00,000 each (Note (b))
- Term Loan - Bank/Financial institutions -Secured
(Refer Note No. 5(d) and (e)
- Term Loan - Bank/Financial institutions - Unsecured
- Bills Acceptances - Unsecured

As at 31st March, 2013 As at 31st March, 2012

9,976.58
2,935.57
12,912.15

11,240.80
5,095.76
16,336.56

470.24

337.95

0.20
4,386.82
4,857.26
1,299.32
6,156.58

0.25
2,950.27
3,288.47
1,227.24
4,515.71

56.00

425.00

46.30

6,435.98

3,382.52

125.00
692.73

116.41
137

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

- Trust Receipts
- Vehicle Loans
- Land Lease
- Interest accrued but not due on Borrowings
Unpaid Dividends
- Equity Shares
- Preference Shares
(31st March, 2013: ` 2000, 31st March, 2012: ` 2,000)
- Share Application Money Refundable
- Advance from customers
- Capital creditors and other payables
- Interest Free Deposits from Customers & Others
- Retention Money
- Statutory Current Liabilities
(Including TDS, VAT, PF and others)
- Income Received in Advance
- Obligations Under Lease Land
Share in Joint Venture
Notes:
(a) Debentures include Secured Non-Convertible Redeemable
Debentures amounting to ` Nil (Previous Year ` 425.00
Crores) are secured by first Pari-passu charge on all the
immovable and movable assets of Container Terminal - II,
Terminal -II and Multipurpose Terminal (MPT). Redeemable
at par on 30th December, 2012
(b) Debentures include Secured Non-Convertible Redeemable
Debentures aggregating to ` NIL (Previous Year ` 46.30
Crores ) are secured by exclusive mortgage and charge on
entire Single Point Mooring (SPM) facilities at Mundra and
the first charge over receivables from Indian Oil Corporation
Limited.Redeemable at par in 12 equated quarterly
instalments commencing from November, 2009.
12 SHORT TERM PROVISIONS
Provision for employee benefits
Provision for gratuity
Provision for leave encashment
Provision for Bonus
Proposed Dividend on Equity Shares (Note (a))
Proposed Dividend on Preference Shares (Note (b))
138

As at 31st March, 2013 As at 31st March, 2012

50.00
0.18
31.39
303.92

31.39
246.40

1.16
0.00

1.09
0.00

1.41
575.76
2,264.68
35.10
3,059.63

1.30
65.03
1,934.72
15.23
1,794.93

86.94
33.57
6.87
13,760.32
332.10
14,092.42

92.61
25.34
6.81
8,185.09
223.43
8,408.52

10.88
4.13
199.08
-

12.14
6.02
3.28
141.54
0.00

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

As at 31st March, 2013 As at 31st March, 2012

Provision for Dividend Distribution Tax on Proposed


Dividend
Provision for Taxation (Net of Advance Tax)
Provision for Operational Claims (Note (c))
Provision for Derivatives (Mark to Market)
Share in Joint Venture

60.22

40.60

100.46
11.79
481.03
867.59
16.13
883.72

72.24
12.87
327.30
615.99
12.52
628.51

Notes:
(a) Not due for deposit to Investor Education and Protection Fund.
(b) Figures being nullified on conversion to ` in crore.
(c)

Description
Operational Claims

Opening Balance
12.87
(11.68)

(` in Crores)

Additions during
the year

Utilization during
the year

Closing Balance

6.36
(1.75)

7.44
(0.55)

11.79
(12.87)

Note: Operational Claims are the expected claims against outstanding receivables made/to be made by the
customers towards shortages of stock, handling loss, damages to the cargo, storage and other disputes. The
probability and the timing of the outflow / adjustment with regard to above depends on the ultimate settlement
/ conclusion with the respective customer.

139

140

FIXED ASSETS
As at
01-04-2012
Additions
Deductions/
Adjustments

1.85
-

23.35

112.58
97.44
8.04
50.00
2,972.91
-

104.04
1.48
105.52
3,150.21
1,795.84

4.41

28.69
42.47
1.05
11.25
7.87
8.30

192.78
5.16
8.59
1,502.88
32.23
15.35
1.15
38.83
18.73
34.10
59.10
90.31
87.80
43.13
220.17
144.23
0.12
27.06
314.39
2,902.35
142.33
3,044.68

66.25

As at
01-04-2012

37.49
0.24
37.73
2,424.08
1,356.32

0.17

5.60

4.50
13.50
0.68
2.50
0.02
10.53

150.95
2.64
1,683.19
7.25
4.98
0.15
18.36
9.10
11.75
50.53
57.66
19.89
33.62
138.78
39.79
0.03
7.95
122.98
2,370.70
15.65
2,386.35

11.10

During the
year

38.67
38.67
550.19
12.68

10.39

0.68
8.07
19.54

111.18
5.26
0.03
264.86
0.77
0.32
1.04
1.24
2.23
14.26
0.28
0.12
0.51
107.78
510.24
1.27
511.51

0.36

Deductions/
adjustments

1.33
1.33
18.53
10.73

0.38

0.00
0.02
0.00
0.00
0.22
0.71

3.39
0.10
(0.00)
6.75
0.12
0.06
0.10
0.09
2.23
(0.37)
3.79
16.27
0.92
17.20

0.01

Foreign
Exchange
Translation

Depreciation/Amortization/Impairment

1,254.76
740.68

1,175.60
535.41

As at
31-03-2012

Net Block
As at
31-03-2013

23.18

79.39
42.14
6.31
36.25
2,972.87
-

22.05

83.88
43.18
6.50
38.75
118.55
144.63

104.19
3,160.14
457.54
1.71
0.51
0.47
105.91
3,160.65
458.01
5,042.62 48,677.63 36,746.42
3,150.21 36,746.42

0.17

33.20
55.31
1.73
13.75
0.04
-

235.93 2,608.89
4,130.95
20.60
11.20
35.52
35.77
2,927.96 32,467.72 22,632.18
38.84
56.51
51.01
20.08
58.52
49.66
0.26
3.83
4.28
56.05
77.85
59.67
25.69
61.73
58.03
45.85
300.49
159.78
97.60
1,527.17
856.12
147.69
813.36
495.50
107.56
401.51
272.02
75.87
102.46
126.87
254.96
1,870.89
3,510.94
184.02
1,159.11
728.99
0.14
0.43
0.46
35.02
132.46
122.97
437.36
1,105.13
729.38
4,779.08 44,779.04 35,756.18
157.63
737.94
532.23
4,936.71 45,516.98 36,288.41

77.00

As at
31-03-2013

(` in Crores)

Notes:
(a) Plant and Machinery
Plant and Machinery includes cost of Water Pipeline amounting to ` 6.65 crore (Gross) (Previous Year ` 6.65 crore), accumulated depreciation ` 2.57 crore (Previous Year ` 2.25 crore) which is
constructed on land owned by the government.
(b) Buildings
i)
Office premises of ` 3.75 Crores, includes ` 2.32 Crores of unquoted Shares (160 equity shares of A type and 1,280 equity shares of B type of ` 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 ` 1.44 Crores, towards construction contribution and exclusive use of terrace and allotted parking space.
ii)
Buildings includes 516 flats valuing ` 99.29 crore (Previous Year ` 82.19 crore) at Samudra Township, Mundra, which are pending to be registered in the name of Company. Further an advance of `
45.79 crore (Previous year ` 24.88 crore) is also paid to purchase additional Flats.
(c) Others
i)
Freehold Land includes land development cost of ` 10.20 crore (Previous Year ` 10.20 crore)
ii)
As a part of concession agreement for development of port and related infrastructure at Mundra the Company has been allotted land on lease basis by Gujarat Maritime Board (GMB) which the
Company has recorded as Right of use in the GMB Land at present value of future annual lease payments in the books.
iii) Land development cost on leasehold land includes costs incurred towards reclaimed land of ` 110.14 crore (Previous Year ` 35.37 crore). This has been estimated by the management, out of the
dredging activities which is not materially different from the actual cost.
iv) Deduction on sold represent assets sold on divestment of Abbot Point Port Assets in Australia and Real Estate business including cost capitalised during the year.
v)
Additions during the year includes ` 2792.36 Crores ( Previous Year ` 1010.18 Crores ) capitalised /allocated from Project Development Expendute Account on commissioning of the Power projects

3,264.33
2.23
- 3,266.56
3,780.94 53,720.25
2,63.46 38,896.63

52.66
0.00
52.66
860.42
936.28

1,254.76
817.68

122.34
2,844.82
46.73
3,356.02 35,395.68
95.35
78.60
4.09
2.46
133.90
(0.00)
87.42
4.24
346.34
1,624.77
20.90
961.06
29.79
509.08
178.33
98.36
2,125.85
60.27
1,343.13
0.57
167.48
75.33
1,542.50
3,771.31 49,558.12
9.63
895.57
3,780.94 50,453.69

1.61

0.14
39.95
10.71

182.88
1.52
(0.00)
374.76
0.17
0.13
0.48
0.25
53.52
1.11
165.17
0.00
806.69
1.07
807.76

25.36
1.35

Adj for
As at
Foreign
Borrowing
31-03-2013
Exchange
cost and forex
Translation

GROSS BLOCK

Tangible Assets
Land
Freehold
1,175.60
54.84
1.05
Leasehold
601.66
234.80
21.73
Building
Freehold
4,323.73
883.46 2,667.60
Building- Lease hold
25.76
27.28
Electrical Fittings & Installations
44.36
2.53
0.15
Plant & Machinery
24,135.06 13,161.40
5,631.55
Furniture & Fixtures
83.24
14.68
2.74
Office Equipments
65.01
14.71
1.25
Leasehold Improvements
5.43
0.36
1.70
Computer Equipment
98.49
35.17
2.70
Vehicles
76.76
16.16
5.76
Air - Craft
193.88
148.22
Ships
915.22
973.83
317.80
Tugs and Boats
585.82
355.01
0.67
Railway Tracks and Sidings
359.82
120.14
0.67
Mining Equipments
169.99
9.35
2.11
Marine Structures
3,731.12
521.05 2,389.84
Dredged Channels
873.22
409.64
Stores Eqiupment
0.57
0.00
Wagons
150.03
17.45
Project Assets APSEZ
1,043.76
423.40
TOTAL
38,658.54 17,396.18 11,074.60
Share in Joint Venture
674.56
212.63
2.32
TOTAL TANGIBLE ASSETS
39,333.10 17,608.81 11,076.92
Intangible Assets
Goodwill
112.57
Software
85.65
13.48
1.83
Right of Use of Leased Land
7.56
1.00
0.51
License Fees - Indian Railways
50.00
Other Intangible Assets
126.42
2,936.43
129.88
User Agreement and customer
152.93
163.65
relationships
Right for the expansion of
26.46
28.31
existing assets
Right of use to develop and
23.35
operate the port facilities
TOTAL
561.59
2,974.25
324.18
Share in Joint Venture
1.95
0.28
TOTAL INTANGIBLE ASSETS
563.54
2,974.53
324.18
Total
39,896.63 20,583.35 11,401.10
31st March, 2012
19,114.74 17,837.08
54.93

Particulars

13

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

14 CAPITAL WORK-IN-PROGRESS
Capital Work in Progress
Project Development Expenditure
Capital Inventories
Exploration and Evaluations Assets
Share in Joint Venture

As at 31st March, 2013

As at 31stMarch, 2012

17,925.24
2,484.29
4,223.66
4,432.20
29,065.39
183.05
29,248.44

30,290.85
3,247.10
368.20
3,185.62
37,091.77
128.95
37,220.72

0 .00

3 .00

0.15

0.15

0.02

40.00

40.00

17.34

10.00

18.06

18.06

1.10

1.10

0.13

0.13

0.44

0.44

(a) Building of ` 0.85 Crores (31st March, 2012 : ` 0.85 Crores)


which is in dispute and the matter is sub-judice.
(b) Agricultural Land of ` 0.45 Crores (31st March, 2012:
` 0.45 Crores) recovered under settlement of debts,
in which certain formalities are yet to be executed.
(c) The Companys share in Unincorporated Joint Venture
Assets of ` 105.24 Crores (31st March, 2012: ` 89.64 Crores)
15
I
(a)
1)
2)
3)
4)
5)
6)
(b)
1)
2)
3)
4)

NON CURRENT INVESTMENTS


TRADE INVESTMENTS (Valued at cost)
In Equity Shares - Unquoted
1,000 (Nil) Equity Shares of Mundra Port Pty Ltd. of
AUD 1 each (` 47378/-)
30,00,000 (Nil) Equity shares of GSPC LNG Ltd
of ` 10/- each
300 (300) Equity shares of PT Coalindo Energy of
IDR 1 Million each
Nil (24,500) Equity Shares of CSPGCL AEL Parsa
Collieries Ltd of ` 10/- each*
5,00,00,000 (5,00,00,000) Equity Shares of Kutch
Railway Company Limited of ` 10/- each
1,73,30,000 (1,00,00,000) Equity Shares of Bharuch
Dahej Railway Company Limited. of ` 10/- each
In Preference Shares - Unquoted
3,61,128 (3,61,128) of VMB Developer Pvt.Ltd. of ` 100/- each
at a premium of ` 400/- each.
22,000 (22,000) of AY Developer Pvt.Ltd. of ` 100/- each
at a premium of ` 400/- each
1,30,000 (1,30,000) 0.01% Non Cumulative Optionally
Convertible of Adani Shipyard Private Limited of ` 10/- each
8,850 (Nil) of BMV Developers and Construction Pvt.Ltd.
of ` 100/- each at a premium of ` 400/- each

141

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

(c) In Associate Company -Equity Shares - Unquoted


1) 4,900 (4,900) fully paid Equity Shares of ` 10/- each of
Dholera Infrastructure Private Limited (` 49000/-)
2) 9.898 (9,898)Equity shares of PT Pinta Karya Makmur
of IDR 500 Million each
(d) Investment in Partnership Firm
II

As at 31st March, 2013 As at 31st March, 2012

0.00

0.00
2.53

2.53

9.68

9.05

NON TRADE INVESTMENTS (Valued at cost other


than specified)

(a) In Investment Property


Land and Building
Less : Depreciation
(b) In Equity Shares - Unquoted
1) 20,000 (20,000) Equity shares of Kalupur Commercial
Co-op. Bank of ` 25/- each
2) 12,50,000 (12,50,000) Equity shares of Indian Energy
Exchange Ltd of ` 10/- each
3) 4 (4) Equity Shares Of The Cosmos Co.Op.Bank Ltd. of
` 25/- each (` 100/-)
4) 4,000 (4,000) Equity Shares Shree Laxmi Co-op Bank
Ltd of ` 25/- each
Less : Provision for diminution in value
(Valued at cost or net realisable value whichever
is lower)
(c) In Bonds - Quoted
100 (100) 9.50% 15 Years Yes Bank Bonds
` 10,00,000/- each
(d) In Government Securities Unquoted
National Saving certificates ( Lodged with Government
departments)
Share in Joint Venture
Aggregrate amount of

- Quoted investments
- Unquoted investments
Market value of
- Quoted investements
Aggregrate provision for diminution in value of investments
* C.Y. Joint venture entity
142

32.11
(4.00)

349.85
(0.96)
28.11

348.89

0.05

0.05

1.25

1.25

0.00

0.00

0.01

0.01

( 0.01)

(0.01)
-

10.00

10.00

0.06

0.05

131.90
0.01
131.91
10.00
121.91
10.00
0.01

441.73
0.01
441.74
10.00
431.74
10.00
0.01

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

As at 31st March, 2013

As at 31st March, 2012

16 LONG TERM LOANS AND ADVANCES


(Unsecured, considered good)
Capital Advances
Security Deposits
Share Application Money
Advances recoverable in cash or in kind
Balances with Government Authorities
Prepaid Expenses
Other Loans and Advances
MAT Credit Entitlement
Loans to Related Parties
Advance Payment of Income Tax
Loan to Employees
Share in Joint Venture
17 OTHER NON CURRENT ASSETS
(Unsecured, considered good)
Trade receivable
Other Current Assets
Bank Deposits having maturity over 12 months
(lodged against bank guarantee & letter of credit)
Ancillary cost of arranging the borrowings
Land Lease Receivable
Interest accrued but not due
Share in Joint Venture
18 CURRENT INVESTMENTS
(Valued at cost or net realisable value whichever is lower)
I
In Government or Trust securities- Quoted
7.49% GOI 2017
Less : Provision for diminution in value
II

III
1

In Equity instuments- Unquoted


5,43,675 (Nil) Equity shares of Adani International
Container Terminal Private Limited of ` 10/- each
In Mutual Funds- Unquoted
2,58,435.92 (Nil) Units in Reliance Liquid Fund-Treasury
Plan-Daily Dividend Option of ` 10/- each

2,859.69
341.76
159.66
770.01
101.33
29.83
89.57
747.65
9.69
137.69
9.83
5,256.71
43.54
5,300.25

2,788.29
307.81
23.21
331.56
145.52
138.60
563.58
326.24
8.78
113.57
4.02
4,751.18
60.29
4,811.47

73.99
0.03
164.24

91.78
37.85
456.82

219.70
193.24
2.05
653.25
20.06
673.31

320.93
103.06
0.04
1,010.48
7.33
1,017.79

11.01
(1.47)
-

9.54

0.54

39.51

143

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
144

49,876.02 (Nil) Units in SBI Premier Liquid Fund-Regular


Plan-Daily Dividend of ` 10/- each
7,54,90,871.49 (Nil) Units in Peerless Liquid Fund - Super
Institutional Daily Dividend Reinvestment of ` 10/- each
2,44,97,037.77 (Nil) Units in Peerless Liquid Fund - Super
Institutional Daily Dividend Reinvestment of ` 10/- each
77,175.309 (Nil) Units in Reliance Money Manager
Fund-Growth Plan Growth Option of ` 1,000/- each
1,32,872.814 (Nil) Units in SBI Ultra Short Term Debt
Fund - Regular Plan of `1,000/- each
12,352.87 (Nil) Units in Axis Liquid Fund - Institutional
Daily Dividend Reinvestment of ` 10/- each
2,377.113 (Nil) Units in Birla Sunlife Cash plus Instruments
Premier Daily dividend Reinvest of ` 10/- each
2,315.800 (Nil) Units in Reliance Liquid Fund -Tresuary
Plan Growth Option of ` 10/- each
3,588.838 (Nil) Units in SBI Premier Liquid Fund Growth
of ` 10/- each
50,034.408 (Nil) Units in Taurus Liquid Fund of
` 1,000/- each
4,99,134.406 (Nil) Units in Sun Birla Life Cash Plus Daily
Dividend Regular plan of ` 100/- each
Nil (1,06,789.510 ) Units of SBI Premier Liquid Fund - Super
Institutional Growth of ` 10,00/- each
Nil (1,39,070.210) Units of IDBI Liquid Fund Growth
of ` 10/- each
Nil (2,50,000.000) Units of Baroda Pioneer PSU Bond
Fund of ` 10/- each
Nil (40,00,000.000) Units of AXIS Income Saver Growth
Fund of ` 10/- each
Nil (19,50,000.000) Units of SBI PSU Fund of ` 10/- each
Nil (15,66,786.896) Units of ICICI Prudential Institutional
Liquidity -Super Institutional Growth of ` 10/- each
Nil (30,95,975.230) Units of Reliance Money Manager
Fund-Institutional Option Growth Plan of ` 10/- each
Nil (73,271.620) Units of Baroda Pioneer Liquid
Fund -Growth Plan of ` 10/- each
Nil (42,077.060) Units of Axis Liquid Fund-Institutional
Growth of ` 10/- each
Nil (28,695.751) Units of IDFC Cash Fund of ` 10/- each

As at 31st March, 2013 As at 31st March, 2012

5.00
75.50

24.50

12.36

20.00

0.24

2.14

0.66

0.66

5.00

5.00

18.00

16.00

0.25

4.00

1.64
24.83

5.00

9.00

5.00

3.73

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

II

As at 31st March, 2013 As at 31st March, 2012

In Debenture and Preference Shares - Unquoted


Nil (95,715) Unit of 1% Optionally Convertible Preference
Shares of SCK Global Pvt. Ltd.(FV ` 10 each @350/-)
Share in Joint Venture
Aggregrate amount of

- Quoted Investments
- Unquoted Investments
Market value of
- Quoted investement
Aggregrate provision for Diminution in value of Investments
19 INVENTORIES (Valued at lower of cost and net realizable
value)
Raw-materials
Finished goods/Stock in process
Stores and spares
Project materials held for sale
Share in Joint Venture

3.41

191.11
191.11
191.11
-

100.40
100.40
9.54
90.86
9.54
1.47

1,411.15
937.58
436.93
3.30
2,788.96
944.39
3,733.35

835.10
3,314.78
149.48
7.70
4,307.06
907.72
5,214.78

1,015.55
30.07
1,045.62
(30.07)
1,015.55

648.08
26.14
674.19
(26.14)
648.05

7,593.95
7,593.95
7,593.95

8,042.08
8,042.08
8,042.08

8,609.50
400.94
9,010.44

8,690.13
699.31
9,389.44

20 TRADE RECEIVABLES
Receivables outstanding for a period exceeding six months
from the date they are due for payment
Unsecured, considered good
Doubtful
Provision for doubtful receivables
(A)
Receivables outstanding for a period less than six months
from the date they are due for payment
Unsecured, considered good
Doubtful
Provision for doubtful receivables
(B)
Total
Share in Joint Venture

(A+B)

145

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

21

As at 31st March, 2013 As at 31st March, 2012

CASH AND BANK BALANCES


Cash and cash equivalents
Balances with banks:
- In current accounts
- Deposits with original maturity of less than three months
Cheques / drafts on hand
Cash on hand
Other bank balances:
- Earmarked balances In unclaimed dividend accounts
- Unclaimed Share Application Money Escrow Account
- Margin Money Deposits ( lodged against Bank Guarantee
& Letter of Credit)
- Margin Money Deposits (Against Margin of Buyers Credit)
- Deposits with original maturity over 3 months but less
than 12 months
- Deposits with original maturity more than 12 months
Share in Joint Venture

1,126.41
1,031.72
0.94
1.43
2,160.50

1 ,200.43
170.56
25.50
3.60
1,400.09

1.17
1.27

1.08
1.30

1,587.13
1,676.12

3,100.20
270.36

266.60
7.47
5,700.26
1,373.97
7,074.23

418.88
500.12
5,692.03
821.88
6,513.91

2,860.84
184.03
48.54

1,820.58
352.69
37.34

22 SHORT TERM LOANS AND ADVANCES


(Unsecured, considered good)
Loans given
- Inter Corporate Deposits
- Loans to others
Security and other deposits
Advances recoverable in cash or in kind
Provision for doubtful advances
Loans and advances to employees
Prepaid Expenses
Balances with Goverment Authorities
Advance income tax (Net of Provision for Taxation)
Share in Joint Venture

146

1,748.25
(18.77)

839.32
(19.04)
1,729.48
19.54
188.56
305.72
0.88
5,337.59
173.32
5,510.91

820.28
4.31
155.05
81.60
19.16
3,291.01
201.23
3,492.24

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

23

As at 31st March, 2013 As at 31st March, 2012

OTHER CURRENT ASSETS


(Unsecured, considered good)
Interest accrued but not due
Interest accrued and due
Accrued Revenue
Ancillary cost of arranging the borrowings
Insurance claim receivable
Other Current Assets

85.44
83.57
719.66
58.56
23.02
1,335.64
2,305.89
197.51
2,503.40

Share in Joint Venture

73.85
19.05
697.15
107.80
30.07
927.92
95.02
1,022.94
(` in Crores)

Particulars
24 REVENUE FROM OPERATIONS
Sale of Products
Less :- Excise Duty
Sale of Services
Other Operating Revenue
Export Incentive
Insurance claim Received
Profit from Partnership Firm
Profit on Sale of Development Rights
Infrastructure Development Income
Other Operating income
Share in Joint Venture
25

For the year ended


31st March, 2013

32,236.26
(81.00)

For the year ended


31st March, 2012

27,875.09
(60.47)
32,155.26
4,574.39

27,814.62
3,350.04

0.11
4.12
0.64
4.48
61.26
22.95
36,823.21
9,639.20
46,462.41

0.36
7.35
0.74
31.44
31.86
31,236.41
8,119.22
39,355.63

120.54
439.06

0.75
392.69

5.00
3.90
15.27
135.27

2 .12
0.26
9.58
0.57

OTHER INCOME
Interest income
- Current Investments
- Banks and others
Dividend Income
- Non Current Investments
- Current Investments
Gain on Foreign Exchange Variation (net)
Profit on Sale of Investments

147

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars
Income from Mutual Fund
Profit on Sale of Assets
Bad Debt Recovery
Other Miscellaneous Income
Liabilities no longer required written back
Sale of Scrap
Share in Joint Venture
26 COST OF MATERIALS CONSUMED
Raw material consumed
Opening Stock
Add : Purchases during the year
(Including Incidental Expenses)
Less : Closing Stock
Share in Joint Venture
27 PURCHASE OF TRADED GOODS
Purchase of traded goods (Including incidental expenses)
Share in Joint Venture
28 (INCREASE) DECREASE IN INVENTORIES
Work-in-Progress
Opening Stock - Work In Process
Closing Stock - Work In Process
Finished/Traded goods
Opening Stock - Finished/Traded goods
Closing Stock - Finished/Traded goods
Net (Increase)/decrease in Stock
Share in Joint Venture
29 EMPLOYEE BENEFITS EXPENSE
Salaries & Bonus
Contributions to Provident & Other Funds
Staff Welfare Expenses
Gratuity
Share in Joint Venture

148

For the year ended


31st March, 2013

For the year ended


31st March, 2012

14.13
8.42
7.87
17.68
3.45
10.81
781.40
107.82
889.22

7.43
19.54
4.92
17.85
6.81
0.18
462.70
85.44
548.14

824.77
1,701.31

1.75
3,987.39

(1,411.15)
1,114.93
5,677.85
6,792.78

(824.77)
3,164.37
2,932.50
6,096.87

24,501.12
24,501.12
2,636.70
27,137.82

20,801.55
20,801.55
4,460.50
25,262.05

1,928.24
2,029.96
(101.72)

2,393.58
2,510.08
(116.50)

1,069.48
918.74
150.74
49.02
0.57
49.59

835.91
1,069.48
(233.57)
(350.07)
(155.63)
(505.70)

499.13
23.46
55.47
12.13
590.19
51.15
641.34

356.41
16.16
35.64
5.09
413.30
46.32
459.62

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

For the year ended


31st March, 2013

For the year ended


31st March, 2012

30 FINANCE COSTS
Interest

2,832.92

1,166.83

Bank Commission / Charges

363.80

211.78

Exchange Rate Difference (including premium)

110.68

304.97

3,307.40

1,683.58

185.53

141.98

3,492.93

1,825.56

2,208.64

752.98

Consumption of Stores and Spares

45.14

53.18

Rent & Infrastructure usage charges

32.69

20.57

Rates & Taxes

72.61

28.91

Customs Duty on Electrical Energy Sale

87.40

130.41

Communication Expenses

12.03

11.36

5.08

2.29

Share in Joint Venture


31 OPERATING AND OTHER EXPENSES
Operating and Manufacturing

Stationery & Printing Expenses


Repairs to:
Buildings

9.76

1.65

Plant & Machinery

35.77

6.88

Others

51.54

40.26
97.07

48.79

Electric Power Expenses

16.76

7.97

Insurance Expenses

66.61

37.57

Legal and Professional Fees

157.81

78.53

Miscellaneous Expenses

114.98

34.95

Unsuccessful Exploration cost

154.75

3.85

2.65

Office Expenses

12.20

9.97

Security Charges

22.85

10.81

Directors Sitting Fees

0.29

0.29

Commission (Non-Executive Directors)

0.93

1.14

Diminution in Value of Investments/Other Assets

(0.56)

0.50

Loss on Sale of Assets

12.00

3.02

1.08

1,119.95

391.44

Payment to Auditors

Loss on sale of investments


Clearing & Forwarding Expenses

149

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars
Transmission Cost
Discount on prompt payment of bills
Supervision & Testing Expenses
Donation
Donation to a political party (Bharatiya Janata Party)
Loss of stock due to Accident/ In transit
Less: Insurance claim receivable

For the year ended


31st March, 2013

For the year ended


31st March, 2012

103.83
87.32
10.26
58.77
0.06
-

63.14
57.65
8.20
37.61
0.03
47.82
(22.54)

0.06
80.03
6.41
5.19
37.45
59.87
293.08
0.44
4,986.87
845.54
5,832.41

25.28
49.19
45.72
21.86
62.52
30.88
241.26
0.27
1.02
2,271.97
773.00
3,044.97

0.01
0.06
0.07

0.01
0.01

Expense :
Brokerage & Commission
Clearing & Forwarding
Manpower Services
Transportation charges
Interest Expenses
Professional Fees
Other Expenses
Rates & Taxes
Office Expenses

0.10
0.02
0.00
0.00
0.30
0.08
0.01

0.04
0.02
0.05
0.03
0.78
0.11
-

0.51

1.03

Net Total

0.44

1.02

Advertisement and Selling Expenses


Bad debts/Advances written off
Provision for Doubtful debts / Advance
Business Promotion Expenses
Travelling & Conveyance Expenses
Net exchange rate difference non financing activity
Damages on contract settlements
Prior Period Adjustments (Note (a))
Share in Joint Venture
Note:
(a) Prior Period Adjustments
Income :
Interest Income
Other

150

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Particulars

For the year ended


31st March, 2013

32 EXCEPTIONAL ITEMS
Gain on disposal of Long term investments (Note 41 (a), (b))
Loss on Contract ( Note 41 (c))
Loans written back ( Note 41 (d))
Disposal of Fixed Assets
VAT Refund
Total

873.12
(28.61)
53.82
898.33

For the year ended


31st March, 2012

(2.01)
1.99
(0.02)

33 In AGL, AGFZE, AGPTE, PT AG, ASPL, RSPTE, VSPTE, PTAGCT, PTCI, PTMC, PTSB, PTER, PTSDU, PTSJ, PTNAB,
PTNLS, PTGPP, PTHM, PTKPS, PTLIM, PTMNM, PTSHB, PTTSB, AMPTY, PT AS, CA PTE, AW PTE, AMRLPTY,
AWELGL, AANMINC, AASMINC, AAPTPTY, GTHPL, GTL 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.
34 The Consolidated results for the year ended 31st March, 2013 are not comparable with the previous year, due to
following:
a

Investment in Subsidiaries and step-down Subsidiaries :

Sr. No. Name of the Subsidiary


1
2
3
4
b

Adani Warehousing Services Pvt. Ltd ( AWSPL )


Galilee Transmission Holdings Pty Ltd ( GTHPL )
Galilee Transmission Pty Ltd ( GTPL )
Galilee Transmission Holdings Trust ( GTHT )

With effect from


19-04-2012
17-01-2013
17-01-2013
17-01-2013

Divestment/Strike off in Subsidiaries and step-down Subsidiaries :

Sr. No. Name of the Subsidiary


1
2
3
4
5
6
7
8
9

Adani Renewable Energy LLP (ARELLP)


Mundra Power SEZ Ltd (MSEZL)
Adani Power (Overseas) Ltd. (APOL)
Adani Power Pte Ltd. (AP PTE)
Adani Infrastructure and Developers Pvt Ltd. (AIDPL)
Adani Estates Pvt. Ltd (AEPL)
Swayam Realtors & Traders Ltd. (SRTL)
Columbia Chrome (India) Pvt. Ltd.(CCPL)
Adani Developers Pvt Ltd.(ADPL)

With effect from


08-01-2013
28-02-2013
31-12-2012
06-12-2012
29-06-2012
29-06-2012
29-06-2012
29-06-2012
29-06-2012
151

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
Sr. No. Name of the Subsidiary
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38

Adani Land Developers Pvt Ltd.(ALDPL)


Adani Landscapes Pvt Ltd.(ALPL)
Adani Mundra SEZ infrastructure Pvt. Ltd. (AMSEZ)
Lushgreen Landscapes Pvt. Ltd.(LLPL)
Jade Food and Properties Pvt. Ltd. (JFPL)
Jade Agri Land Pvt. Ltd.(JALPL)
Jade Agricultural Co. Pvt. Ltd. (JACPL)
Rajendra Agri Trade Pvt Ltd (RATPL)
Rohit Agri Trade Pvt Ltd (RTPL)
Aaloka Real Estate Pvt. Ltd.(AREPL)
Shantigram Estate Management Pvt. Ltd. (SEMPL)
Shantigram Utility Services Pvt Ltd (SUSPL)
Belvedere Golf and Country Club Pvt Ltd (BGPL)
Panchdhara Agro Farms Pvt. Ltd. (PAFPL)
M/s Adani Township and Real Estate Co. (ATRECO)
Adani M2K Projects LLP (AMPLLP)
PT Andalas Bumi Persada (PT ABP)
PT Citra Persada Luhur (PT CPL)
PT Kapuas Coal Mining (PT KCM)
PT Pahala Buana Abadi (PT PBA)
PT Sumber Bumi Lestari (PT SBL)
Rajasthan SEZ Private Limited. (RSPL)
Adani Abbot Point Terminal Pty Ltd. (AAPTPTY)
Mundra Port Pty Ltd. (MPPTY)
Mundra Port Holdings Pty Ltd (MPHPTY)
Adani Abbot Point Terminal Holdings Pty Ltd. (AAPTHPTY)
Mundra Port Holding Trust (MPHT)
Rajshri Packagers Ltd. (RPL) (Merged with AWL)
Acalmar Oil and Fats Ltd. (AOFL) (Merged with AWL)

With effect from


29-06-2012
29-06-2012
29-06-2012
29-06-2012
29-06-2012
29-06-2012
29-06-2012
29-06-2012
29-06-2012
29-06-2012
29-06-2012
29-06-2012
29-06-2012
29-06-2012
29-06-2012
29-06-2012
14-09-2012
24-09-2012
08-10-2012
14-09-2012
18-09-2012
20-10-2012
30-03-2013
30-03-2013
30-03-2013
30-03-2013
30-03-2013
19-05-2012
19-05-2012

35 The Company has 2,811,037 outstanding 0.01 % Non-Cumulative Redeemable Preference Shares ('NCRPS') of
` 10/- each issued at a premium of ` 990 per share. These shares are redeemable on March 28, 2024 at an
aggregate premium amount of ` 278.29 crore. The Company credits the redemption premium on proportionate
basis every year to Preference Share Capital Redemption Premium Reserve and debits the same to Securities
Premium Account as permitted by Section 78 of the Companies Act, 1956.
36 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 agreement did not materialize.
Consequent to the same, 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. GERC held that the agreement cannot be terminated. Against the decision of
GERC, the Company filed an appeal before Appellate Tribunal for Electricity (APTEL). APTEL upheld the
decision of GERC. The company has submitted a review petition with APTEL against its decision and has also
challenged the decision of APTEL before the Hon'ble Supreme Court of India. Pending the decisions of the
152

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
review petition filed before APTEL as well as the appeal filed before the Hon'ble Supreme Court, and the matter
being sub-judice, no effect has been given in these financial statements.
37 One of the Group company entered into an agreement (PPA) dated 8th September 2008 with Maharashtra
State Electricity Distribution Company Limited (MSEDCL) for supply of Power on long term basis subject to
certain conditions to be complied within stipulated time. Amongst others, one of the conditions subsequent
was pertaining to tie up of fuel supply. The company has claimed for termination of PPA and return of
performance guarantee, as Lohara Coal Block was cancelled by Ministry of Environment and Forest (MOEF).
Such events which are beyond the control of either party are recognized as Force Majeure event under the PPA.
However, MSEDCL has contested the termination and did not returned the performance guarantee. Due to the
same the Company was compelled to file a Petition before Maharashtra State Electricity Board (MERC) to
resolve the matter. MERC sought various details from time to time which has been duly supplied by the
Company. The company has moved interim application which will be heard after submission of concerned
parties. Pending the decisions of the said case, and the matter being sub-judice, no effect has been given in
these financial statements.
38 One of the Group company had been granted a Licence to develop 400 KV Transmission line from Tiroda to
Warora in July 2009 by Maharashtra Electricity Regulatory Commission (MERC). The commission had issued
the order for approval of Multi Year Tariff (MYT) Business Plan for the second control period 2012-13 to 2015-16.
The company had submitted a petition for approval of Aggregate Revenue Requirement (ARR) as per Multi Year
Tariff (MYT) principles. The honorable commission has, subject to fulfillment of certain conditions, approved
the ARR and approved a net aggregate revenue requirement for ` 82.04 Crores for the year 2012-13. The
company has recognized the revenue based on the said order.
39 (a) The scheme of amalgamation (the Scheme) between Adani Power Limited (APL) (Transferee Company)
and Growmore Trade and Investment Private Limited (referred to as Transferor Company) under section
391 to 394 of the Companies Act, 1956 has been sanctioned by the Honble High Court of Gujarat vide its
order dated 29th October, 2012. As per the Scheme, the Appointed Date is 1st April, 2011 and the Effective
Date is 2nd November, 2012 (the date on which the order of Honble High Court has been filed with the
Registrar of Companies, Gujarat by the Company).
In terms of the Scheme, the Transferor Company has been merged with APL, upon which the undertaking
and the entire business, including all assets and liabilities of the Transferor Company with retrospective
effect from the Appointed Date i.e. 1st April 2011 stand transferred to and vested in the Transferee Company.
The amalgamation has been accounted under the pooling of interest methodlaid down by Accounting
Standard 14 (Accounting for amalgamations) prescribed under Companies (Accounting Standard) Rules,
2006 and the assets and liabilities transferred have been recorded at their book values. Accordingly,
Growmores investment in the subsidiary of the APL - Adani Power Maharashtra Limited (APML) is
considered as investment of the APL, resulting into APML becoming 100% subsidiary of the APL.
(b) Pursuant to the Scheme, in consideration of the transfer, the APL allotted 21,32,36,910 equity shares of
` 10/- each to the shareholders of the Transferor Company in the ratio of 16,615 equity shares of the
Transferee Company credited as fully paid up for every 10,000 equity shares fully paid up held by the
shareholders of the Transferor Company.
(c) The expenses of the Transferor Company for the period from the Appointed Date i.e. 1st April, 2011 to 2nd
November, 2012 and thereafter, have been disclosed as expenses in the Statement of Profit and Loss of the
Company.
(d) Details of assets and liabilities acquired on amalgamation and treatment of the difference between the net
assets acquired and cost of investment by the Transferee Company in the Transferor Company together
with the shares issued to its shareholders with effect from the Appointed Date are as under:

153

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013

Particulars
Value of Assets and Liabilities acquired
Investment
Cash on Hand
Debit Balance of Statement of Profit and Loss
Less : Borrowings
Less : Trade payables
Net Book Value of Transferor Company
Less :
Total Equity shares issued by Transferee Company to Shareholders of Transferor Company
Difference
Less: Share of Minority Interest
Difference considered as Capital Reserve on Amalgamation

(` in Crores)
Book Value As at
31st March, 2011
(Appointed Date)
572.97
0.10
0.02
0.04
0.01
573.04
213.24
359.80
(129.56)
230.24

40 (a) Adani Ports & Special Economic Zone Limited (APSEZ) a subsidiary of the Company has new container
terminal at Mundra (CT-3), pending transfer to Adani International Container Terminal Private Limited
(AICTPL), a Joint Venture entity between the APSEZ and Global Terminal Limited. The container terminal
will get transferred to AICTPL on receiving the necessary regulatory approvals from the government
authorities. Further, till the time the assets are transferred to AICTPL, the APSEZ continues to operate the
asset.
(b) In view of their technical nature, the Auditors have placed reliance on technical/ commercial evaluation by
the management in respect of categorization of oil and gas wells as exploratory and allocation of cost
incurred on them.
41 Exceptional items
(a) The Company has disposed off its investment in a wholly owned subsidiary, 'Adani Infrastructure and
Developers Private Limited ('AIDPL') representing the Real Estate Business, to its promoters at a valuation
done by an independent valuer. The Company has accounted a gain of ` 453.63 Crores against the disposal
of the above said investment.
(b) During the financial year 2012-13, during the year, Adani Ports & Special Economic Zone Limited (APSEZ) a
subsidiary of the Company had initiated and recorded the divestment of its entire equity holding in Adani
Abbot Point Terminal Holdings Pty Limited (AAPTHPL) and entire Redeemable Preference Shares holding in
Mundra Port Pty Ltd (MPPL) representing Australia Abbot Point operations to promoter Company, Abbot
Point Port Holdings Pte Ltd, Singapore for consideration of AUD 235.71 million. The Company entered Share
Purchase Agreement (SPA) on 30th March, 2013 to sell its holdings in AAPTHPL and MPPL. In terms of the
SPA the conditionality as regards regulatory and lenders approvals was obtained except in respect of
approval from one of the lenders who have given specific line of credit to MPPL, which the APSEZ is
following up with lender and is confident of obtaining the same.
The Company, based on the legal counsel opinion, concluded that on the date of signing of SPA, AAPTHPL
and MPPL cease to be subsidiaries of the Company w.e.f. 31st March, 2013 and accordingly not been
consolidated as per provisions of Accounting Standard 21 "Consolidated Financial Statements" notified in
Companies (Accounting Standards) Rules, 2006. Adani Ports & Special Economic Zone Limited (APSEZ) has
accounted gain of ` 419.57 crore against disposal of investment.
154

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(c) Adani Agri Logistics Limited, a subsidiary of the company, entered into one time settlement with Food
Corporation of India for ` 28.61 Crores for various matters which is charged to Statement of Profit & Loss.
(d) Adani Welspun Exploration Ltd, a subsidiary of the Company, has charged off ` 153.75 Crores being the
expenditure on abortive exploration activities on the relinquishment of Thailand Blocks being geologically
impracticable and techno economically not feasible. In view of above the joint venture partners have charge
off amount advanced for the Thailand Project. The consolidated results reflect the charge back of ` 53.82
Crores being the share of Joint venture partner.
42 Disclosure Regarding Derivative Instruments and Unhedged Foreign Currency Exposure
Amount in Crores
Particulars

Exports & Other Receivables

Imports & Other Payables

Foreign Currency Loans & Interest

Foreign Currency Loans & Interest- Swaps

Currency
USD
USD
EUR
EUR
USD
USD
USD
USD
EUR
EUR
JPY
JPY
USD
USD

Foreign Currency
As at 31st March, 2013

4.762
3.089
0.157
0.154
108.18
42.863
114.121
202.087
0.882
7.412
23.505
181.738
103.788
65.821

Rupees As at
31st March, 2013

547.28
157.78
9.26
10.52
5,917.69
2,192.73
6,195.03
10,336.36
61.29
506.57
13.56
121.24
5,616.99
3,287.99

(b) Foreign currency exposures not covered by derivative instruments or otherwise as at 31st March, 2013
amounting to ` 35,932.34 Crores. (31st March, 2012: ` 37,126.26 Crores).
Amount in Crores
Particulars

Packing Credit Forward Contract

Foreign Letter of Credit/Buyers Credit

Foreign Currency Loan

Currency
USD
USD
EUR
EUR
GBP
GBP
USD
USD
USD
USD
EUR
EUR

Foreign Currency
As at 31st March, 2013

1.273
0.800
3.578
10.879
0.019
0.019
25.992
391.580
452.612
202.087
6.304
7.412

Rupees As at
31st March, 2013

69.11
40.92
248.65
743.44
1.55
1.54
1,410.96
20,031.89
24,570.02
10,336.36
438.13
506.57
155

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
Amount in Crores
Particulars

Foreign Currency Loan

Trade Payables

Other Payables

Trade Receivables

EEFC Accounts/Cash & Cash Equivalents

Other Receivables

Preference Shares Investment


156

Currency
SGD
SGD
JPY
JPY
AUD
AUD
GBP
GBP
SGD
SGD
EUR
EUR
USD
USD
EUR
EUR
USD
USD
JPY
JPY
THB
THB
GBP
GBP
GBP
GBP
EUR
EUR
USD
USD
USD
USD
SGD
SGD
USD
USD
AUD
AUD
THB
THB
USD
USD

Foreign Currency
As at 31st March, 2013

5.200
270.863
330.208
0.001
0.002
0.000
0.019
0.163
1.443
125.829
84.007
0.066
0.049
4.186
0.049
2.597
0.001
0.002
0.006
0.006
2.127
0.141
3.277
0.015
0.014
0.609
0.001
23.571
0.946
4.419
10.224

Rupees As at
31st March, 2013

227.35
156.23
206.15
0.06
0.08
0.17
0.21
0.75
11.35
98.60
6,830.94
4,297.48
4.60
3.35
227.21
3.35
1.50
0.00
0.22
0.48
0.52
115.45
0.03
7.65
167.66
0.83
0.61
33.05
0.03
1,334.70
1.63
239.89
523.02

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
43 Contingent liabilities and commitments
(a) Contingent liabilities not provided for :
(` in Crores)
Particulars
a)
b)

c)

d)
e)
f)

g)
h)

I)
j)

k)

l)
m)

n)

As at 31st March, 2013 As at 31st March, 2012

Claims against the Company not acknowledged as Debts


171.94
156.83
In respect of :
Income Tax (Interest thereon not ascertainable at present)
61.67
55.68
Service Tax
116.39
105.90
VAT /Sales Tax
255.11
165.53
Custom Duty
296.76
171.95
Excise Duty / Duty Drawback
9.62
13.47
FERA / FEMA
8.26
8.26
Others
16.97
14.85
In respect of Corporate Guarantee given:(amount outstanding at close of the year)
I
On behalf of its Joint Venture Companies
1,130.03
101.70
II
On behalf of its Associate Companies
4,380.80
In respect of Bank Guarantees given
2,916.43
3,198.18
Bills of Exchange Discounted
453.46
59.83
Bonds Submitted to Development Commissioner,
Commissioner of Customs & Deputy Commissioner of
15,919.91
15,806.84
Customs on behalf of Government of India
Letter of Credits
983.07
1,599.04
An export obligation of ` 1,626.43 Crores (31st March, 2012: ` 224.37 Crores) is pending which is equivalent
to 8 times of duty saved ` 203.30 Crores (31st March, 2012: ` 2.85 Crores).
An export obligation though completed but procedural relinquishments are pending before Customs of
` 6.37 Crores (31st March, 2012: ` 28.00 Crores).
Certain claims / show cause notices disputed have neither been considered as contingent liabilities nor
acknowledged as claims, based on internal evaluation of the management.
Show cause notice issued under Section 16 of the Foreign Exchange Management Act, 1999 read with Rule
(4) of the Foreign Exchange Management (Adjudication Proceedings and Appeal) Rule, 2000, in which
liability is unascertainable.
Show cause notices issued under The Custom Act,1962, wherein the Company has been 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 unascertainable.
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.
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
`0.01 (31st March, 2012: `0.01 Crores).
In the matter of show cause notice, amount of interest and penalty not ascertainable. Hence not disclosed.

157

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
Particulars
o)

Show cause notice issued by DGCEI proposes for imposition penalties under Section 76 and Section 78 of
the Finance Act, 1994. In which liability is uncertain and not included.
Custom Department has considered a different view for levy of custom duty in respect of specific quality
of coal imported by the company for which the company has received demand show cause notices
amounting to ` 180.21 Crores from custom departments at various locations and the company has
deposited ` 58.97 Crores as custom duties under protest and contested the view taken by authorities as
advised by external legal counsel. The company being the merchant trader generally recovers custom
duties from its customers and does not envisage any major financial or any other implication.

p)

Note:
Future cash flows in respect of above are determinable only on receipt of judgement/decision pending with various
forums/ authorities.
(b) Capital Commitments:
Particulars
Estimated amounts of contracts remaining to be executed and
not provided for (Net of Advances)

(` in Crores)
As at 31st March, 2013 As at 31st March, 2012

5,102.98

10,385.62

(c) Other Commitments:


i)

Royalty arrangements
On 10th August 2010, as part of the Adani Mining Pty Ltd's (AMPTY ), a subsidiary of the Company,
acquistion of EPC 1690 (the ''Burdened tenement). AMPTY entered into an Overriding Royalty Deed (the
Deed) with Linc Energy Ltd. (Linc). Inter alia, the Deed requires AMPTY to pay Linc $ 2 per tonne (CPI
adjusted) for all tonnes of coal extracted from the burdened tenement, with the exception of the first
400,000 tonnes mined in any one production year, under the deed there is no minimum royalty payable to
Linc and the royalty only becomes payable as and when coal is despatched from burdened tenement. The
Royalty is payable for the period of 20 years from the production date.

ii) EPC 1080 Royalty


On 29th November, 2011, the Adani Mining Pty Ltd (AMPTY), a subsidiary of the Company, entered into a
Royalty Deed ('' the Deed '' ) with Mineralogy Pty Ltd (MPL) pursuant to entry of EPC 1080 Eastern Area
deed. Inter alia, the Deed requires AMPTY to pay MPL $ 2 per tonne of all tonnes of coal mined from the
eastern area of EPC 1080 ( as defined in the Deed). The royalty amount will be reduced by $ 0.50 per tonne if
paid within 14 business day after the end of each Quarter.
iii) The Adani Ports and Special Economic Zone Ltd. (APSEZL), a subsidiary of the Company, had entered into an
Equity Subscription Agreement to contribute equity in Mundra Port Pty Limited (MPPL), in which APSEZL
has transferred substantial voting right to promoter entity during the year, for meeting capital expenditure
requirements of Abbot Point Terminal assets, as and when required. In order to ensure timely subscription
to equity, the bankers to the MPPL had required a stand by letter of credit facility. Accordingly, APSEZL
procured stand by letter of credit from Standard Chartered Bank, which in-turn is backed by a corporate
guarantee issued by APSEZL in favor of Standard Chartered Bank amounting to AUD 22.03 Millions and
Letter of comfort from State Bank of India, which is backed by Corporate Guarantee of US$ 800 Million
issued by APSEZL in favour of State Bank of India. As at 31st March, 2013, MPPL has availed loan of US$ 800
million from State Bank of India but no financing facility has been availed from Standard Chartered Bank.
158

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
d) Adani Gas Ltd. (AGASL), a subsidiary of the Company, an amount of ` 10.67 Crores (31st March 2012: ` 9.90
Crores) is standing as CENVAT credit receivable being the difference between the amount of CENVAT credit
availed in the books of account on Input, Capital Goods and Input Services and the credit claimed under
statutory returns. Out of this, AGASL has made application to the excise & service tax dept. for availing this
credit of ` 8.85 Crores in statutory returns. The balance credit of ` 1.82 Crores will be availed in statutory returns
on consumption of Inputs & capital goods.
The Fixed Assets / Expenses of AGASL is under stated to the extent of the CENVAT credit taken by AGASL and
the same will be charged to respective assets/ expense if the claim of AGASL for CENVAT Credit is not accepted
by the department.
44 Disclosure as required by the Accounting Standard 19, Leases as specified in the Companies (Accounting
Standard) Rules 2006 (as amended) are given below :
Where the Company is lessee:
(a) The Companys significant leasing arrangements are in respect of godowns / residential / office premises
(Including furniture and fittings therein, as applicable). The aggregate lease rental payable is charged to
Statement of Profit and Loss as Rent.
(b) The Leasing arrangements, which are cancellable at any time on month to month basis and in some cases
between 11 months to 9 years, are usually renewable by mutual consent on mutually agreeable terms. Under
these arrangements, generally interest free refundable deposits have been given.
(c) The Leasing arrangements, which are non-cancellable, and for a period of 5 years or more. Disclosure in
respect of the same arrangements:
(` in Crores)
Particulars

As at 31st March, 2013 As at 31st March, 2012

Total of future minimum lease payments under noncancellable operating lease for each of the following periods:

Not later than one year

21.57

16.47

Later than one year and not later than five years

50.47

40.78

Later than five years

37.62

60.75

Lease payment recognised in Statement of Profit & Loss

11.41

4.81

45 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.

ii) Secondary Segment


Two Secondary Segments have been identified based on the geographical locations of customers: within
India and outside India.

159

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
Primary Segment Information:
Trading

Particulars
REVENUE
Sales and Operating
Earning (External)
Inter Segment
Transaction
Total Sales and
Operating Earning (Net)
Other Income
Total Revenue

(` in Crores)
Power

Port

Agro

Real Estate

20,433.50
18,398.64
8,025.35
4,985.42
28,458.85
23,384.05
780.84
606.73
29,239.69
23,990.78

6,742.05
4,081.49
135.34
35.30
6,877.39
4,116.79
615.38
197.98
7,492.77
4,314.77

3,621.31
2,774.16
1,003.64
496.64
4,624.95
3,270.80
292.98
59.64
4,917.93
3,330.44

9,888.45
8,292.56
1,532.81
1,371.74
11,421.26
9,664.30
106.84
89.78
11,528.10
9,754.08

2 7.19
2 .29
212.10
(169.65)
2.65
(167.36)
2 14.74

2,258.20
1,745.29
-

(394.37)
863.43
-

3,017.53
1,621.52
-

271.82
135.05
-

105.00
(3.62)
-

239.99
(39.75)
-

31,129.16 69,748.48
24,774.10 55,400.06
31,129.16 69,748.48
24,774.10 55,400.06
20.74
1,302.66
20.89
602.10
59.44
8,013.07
749.97 16,489.90

23,190.86
25,938.14
23,190.86
25,938.14
750.22
463.03
(6,222.81)
13,427.85

5,454.57
4,567.88
5,454.57
4,567.88
73.23
65.30
174.88
186.97

18.31
3,721.35
18.31
3,721.35
0.41
1.84
(44.15)
40.97

17,809.47
8,629.55
17,809.47
8,629.55
184.38
70.83
3,628.17
2,069.65

RESULT
Segment Result
(PBIT)
Interest Expenses
Income taxes
Net Profit after tax
Share of Minority
Interest
Net Profit Attributable
to Share holders
OTHER INFORMATION
Segment assets
Segment liabilities
Depreciation/
Amortisation
Capital Expenditure

2 .29
1 84.91

Others

Inter Segment
Elimination

5,774.81
5,623.87
2,109.22
1,380.46
7,884.03 (12,806.36)
7,004.34 (8,296.75)
173.04
(910.21)
67.60
(476.24)
8,057.07 (13,716.57)
7,071.94 (8,772.99)
(35,092.35)
(16,033.87)
(35,092.35)
(16,033.87)
( 33.77)
(379.20)
(490.28)

Total
46,462.41
39,355.63
12,806.36
8,296.75
46,462.41
39,355.63
889.22
548.14
47,351.63
39,903.77
5,498.16
4,321.94
3,492.93
1,825.56
787.66
476.06
1,217.57
2,020.32
(395.41)
181.12
1,612.98
1,839.21
112,258.50
106,997.21
112,258.50
106,997.21
2,297.86
1,223.99
5,229.39
32,475.02

Secondary Segment Information


Particulars
Sales

Within India
36,143.75
21,796.59

Outside India
23,125.01
25,855.79

Elimination
(12,806.36)
(8,296.75)

Total
46,462.41
39,355.63

46 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
(A) Controlling Entity:
Shantilal Bhudhermal Adani Family Trust (SBAFT)

160

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(B) Associates with whom transactions done during the year:
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16

M/s. Ezy Global


Adani Advisory LLP
M/s. Adani Textile Industries
Adani Mundra SEZ Infrastructure Pvt. Ltd.
M/s. Shanti Builders
Mundra Port Pty Ltd.
Adani Abbot Point Terminal Pty Ltd.
Abbot Point Port Holdings Pte Ltd.
Dholera Infrastructure Private Ltd.
Adani Estates Pvt. Ltd.
Adani Township & Real Estate Company Pvt. Ltd.
Adani Infrastructure & Developers Pvt. Ltd.
Columbia Chrome (India) Pvt. Ltd.
Adani Landscapes Pvt Ltd.
Rajendra Agri Trade Pvt Ltd
Aaloka Real Estate Pvt. Ltd.

(C) Key Management Personnel:


1
2
3

Mr. Gautam S. Adani, Chairman


Mr. Rajesh S. Adani, Managing Director
Mr. Devang Desai, Executive Director & CFO

(D) Enterprises over which (A) or (C) above have significant influence:
1
2
3
4
5
6

Adani Agro Pvt. Ltd.


Adani Properties Pvt. Ltd.
B2B India Pvt. Ltd.
Adani Foundation
Adani Education and Research Foundation
Gujarat Adani Institute of Medical Science

(E) Relatives of Key Management Personnel with whom transactions done during the year:
1

Mr. Vinod S. Adani

ii) Nature and Volume of Transaction with Related Parties


(Transactions below ` 50,000/- denoted as 0.00)
Sr.
No. Nature of Transaction
1

Rendering of Services
(inclunding reimbursement
of expenses)

Name of Related Party


Adani Education and Research Foundation
Adani Mundra SEZ Infrastructure Pvt. Ltd.
Adani Estates Pvt. Ltd
Adani Township & Real Estate Co. Pvt Ltd.
Adani Infrastructure & Developers Pvt. Ltd.
Adani Foundation

(` in Crores)
For the year ended

For the year ended

31st March, 2013

31st March, 2012

0.57
0.92
0.11
0.91
0.11
0.06

0.68
0.07
161

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Sr.
No.

Nature of Transaction

Services Availed
(inclunding reimbursement
of expenses)

Interest Income

Rent Expense

Donation

Remuneration*

Purchase of Asset

Loans Given

Loans Received back

162

Name of Related Party


M/s. Ezy Global
M/s. Adani Textile Industries
Adani Education and Research Foundation
M/s. Shanti Builders
Adani Township & Real Estate Co. Pvt Ltd.
Adani Estates Pvt. Ltd
Columbia Chrome (India) Pvt. Ltd.
Adani Landscapes Pvt Ltd.
Rajendra Agri Trade Pvt Ltd
Aaloka Real Estate Pvt. Ltd.
Adani Township & Real Estate Co. Pvt Ltd.
Adani Infrastructure & Developers Pvt. Ltd.
Adani Properties Pvt. Ltd
Adani Mundra SEZ Infrastructure Pvt. Ltd.
Mr. Rajesh S Adani
Mr. Vinod S Adani
Adani Foundation
Gujarat Adani Institute of Medical Science
Mr. Gautam S Adani
Mr. Rajesh S Adani
Mr. Devang Desai
M/s. Ezy Global
M/s. Adani Textile Industries
Adani Mundra SEZ Infrastructure Pvt. Ltd.
Adani Township & Real Estate Co. Pvt Ltd.
M/s. Shanti Builders
Adani Foundation
Mundra Port Pty Ltd.
Columbia Chrome (India) Pvt. Ltd.
Adani Township & Real Estate Co. Pvt Ltd.
Adani Infrastructure & Developers Pvt. Ltd.
Adani Estates Pvt. Ltd
Adani Landscapes Pvt Ltd.
Rajendra Agri Trade Pvt Ltd
Aaloka Real Estate Pvt. Ltd.
Adani Township & Real Estate Co. Pvt Ltd.
Adani Infrastructure & Developers Pvt. Ltd.

For the year ended

For the year ended

31st March, 2013

31st March, 2012

0.00
0.00
0.88
10.68
1.04
0.30
5.09
0.36
0.46
0.36
17.44
29.67
1.22
0.11
0.06
0.02
42.30
4.00
4.29
3.54
4.96
0.35
24.93
9.40
60.32
1.47
252.64
55.00
606.83
30.00
30.00
30.00
711.58
811.29

0.65
6.59
0.96
0.02
20.65
7.00
3.77
3.28
5.80
0.02
1.32
0.03
-

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
(` in Crores)
Sr.
No.

10

Sale or Redemption of
Investment

11

Transfer of employees
liabilities
Transfer of employees
Loans and advances
Closing Balances
Accounts Receivable

12

13

Nature of Transaction

14

Loans & Advances


(including ARCK)

15

Other Current Assets

16

Accounts Payable
(including provisons)

17

Advances from Customer

18
19

Other Current Liabilities


Guarantee & Collateral
securities

Name of Related Party


Adani Agro Pvt. Ltd.
Abbot Point Port Holdings Pte Ltd.
Adani Infrastructure & Developers Pvt. Ltd.
Adani Advisory LLP
Adani Properties Pvt. Ltd.

Adani Education and Research Foundation


M/s. Shanti Builders
Columbia Chrome (India) Pvt. Ltd.
Adani Township & Real Estate Co. Pvt Ltd.
Adani Infrastructure & Developers Pvt. Ltd.
Adani Foundation
Adani Abbot Point Terminal Pty Ltd
Mundra Port Pty Ltd.
Adani Properties Private Ltd
Dholera Infrastructure Pvt. Ltd.
M/s. Shanti Builders
Mundra Port Pty Limited
Adani Abbot Point Terminal Pty Ltd.
Adani Township & Real Estate Co. Pvt Ltd.
Abbot Point Port Holdings Pte Ltd.
Columbia Chrome (India) Pvt. Ltd.
Adani Advisory LLP
Adani Education and Research Foundation
M/s. Shanti Builders
Adani Township & Real Estate Co. Pvt Ltd.
Mr. Rajesh S Adani
Adani Foundation
M/s. Shanti Builders
M/s. Shanti Builders
Gujarat Adani Institute Of Medical Science
Mundra Port Pty Limited

For the year ended

For the year ended

31st March, 2013

31st March, 2012

303.00
1,334.70
0.09
0.07

0.05

0.10
0.52
56.47
0.96
0.00
0.02
3.73
22.65
3.30
8.76
0.47
60.55
3.30
4.00
1,334.70
4.59
0.07
0.10
0.46
9.93
1.00
0.01
0.01
0.33
13.50
4,505.54

1.84
0.02
3.30
8.76
0.38
1.00
0.00
13.50
-

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.

163

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
47 Earning Per Share
As at 31st March, 2013 As at 31st March, 2012

Particulars
Net Profit after tax available for Equity Shareholders (` in Crores)
Weighted Number of shares used in computing Earnings
Per Share
Basic & Diluted
Earnings Per Share (face value ` 1/- each)
Basic & Diluted (in `)

1612.98

1839.21

1099810083

1099810083

14.67

16.72

48 Pursuant to Accounting Standard (AS 27) Financial Reporting of Interests in Joint Venture, the disclosures
relating to the Joint Ventures are as follows :
(a) Jointly Controlled Assets
The Company jointly with other parties to joint venture, having been awarded two onshore oil & gas blocks at
Palej and Assam by Government of India through NELP-VI bidding round, has entered in to Production Sharing
Contracts (PSC) with Ministry of Petroleum and Natural Gas for exploration of oil and gas in the aforesaid
blocks. Naftogaz India Pvt. Ltd.(NIPL) being one of the parties to consortium was appointed as operator of the
blocks vide Joint Operating Agreements (JOAs) entered into between parties to consortium.The expenditures
related to the activities in the blocks were incurred by Adani Group, Welspun or through its joint venture Adani
Welspun Exploration Ltd.
The details of the blocks are stated below:
Jointly Controlled Assets

Company's
Participating
Interest %

Other Partners

Other Partner's
Participating
Interest %

CB-ONN-2004/5 Block Palej

55%

Welspun Natural Resources Ltd.


NAFTOGAZ India Pvt. Ltd.

35%
10%

AA-ONN - 2004/4 Block Assam

55%

Welspun Natural Resources Ltd.


NAFTOGAZ India Pvt. Ltd.

35%
10%

During the current financial year, Government of India has issued a notice intimating the termination of the
Production Sharing Contracts(PSCs) in respect of the Assam and Palej blocks purportedly due to
misrepresentation made by the operator of the blocks- NIPL. The Company has contested the termination and
in accordance with the provisions of the PSC has urged the Government to allow it to continue the activities in
respect of blocks. Furthermore, DGH has invoked the bank guarantees issued in respect of the Blocks for the
work program for the year 2012-13. The Company has taken strong exception to the invocation by DGH and feels
that such action is not legally tenable.
The financial statements of the company reflect its share of Assets and Liabilities of the jointly controlled
assets which are accounted on a line to line basis with similar items in the Company's accounts to the extent of
participating interest of the company as per the various joint venture agreements, in compliance of AS-27.

164

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
The summary of the Company's share in Assets & Liabilities of unincorporated joint ventures are as follow:
(` in Crores)
CB-ONN-2004/5-Palej
Particulars

AA-ONN - 2004/4-Assam

As at

As at

As at

As at

31st March, 2013

31st March, 2012

31st March, 2013

31st March, 2012

Other Current Liabilities

62.16

44.69

60.04

47.54

Tangible Assets
Intangible Assets
Capital Work in Progress
Other Current Assets
Cash & Bank Balances
Long Term Loans & Advances
Short Term Loans & Advances

62.16
0.08
0.69
51.82
0.00
0.00
9.57
-

44.69
0.08
0.69
43.33
0.00
0.05
0.54

60.04
0.06
0.69
53.42
0.00
0.00
5.86
-

47.54
0.06
0.69
46.31
0.00
0.25
0.00
0.23

62.16

44.69

60.04

47.54

(b) Jointly Controlled Entities


The Proportionate share of assets, liabilities, income & expenditure, contingent liabilities and capital
commitments of the Joint Ventures are as given below:
(` in Crores)
Particulars
Country of Incorporation
% of ownership interest

Liabilities
Assets
Income
Expenditure
Profit/(Loss) for
the year
Contingent
Liabilities
Capital
Commitments

Adani Wilmar Ltd

Adani Wilmar Pte. Ltd.*

CSPGCL AEL Parsa


Collieries Ltd.

India
50.00%

Singapore
50.00%

India
49.00%

2012 -13

2011 -12

2012 -13

Adani
International
Container
Terminal
Pvt. Ltd*#
India
38.75%

2012 -13

2011 -12

2011 -12

2012 -13

3,495.69
3,859.62
8,617.05
8,576.95
40.10

2,747.41
3,022.85
7,484.98
7,556.72
(71.73)

89.94
111.60
1,314.90
1,313.17
1.73

747.99
766.78
2,056.40
2,059.27
( 2.87)

1.83
1.85
0.00
0.01
-0.01

0.00
0.02
0.00
(0.00)

551.30
652.86
7.90
8.89
(0.99)

223.45

166.64

8.56

12.15

36.22

29.99

192.24

* Joint Venture of subsidiary company


#P.Y. Subsidiary Company

165

Notes forming part of the Consolidated Financial Statements for the year ended 31st March, 2013
49 The Ministry of Corporate Affairs, Government of India vide its General Circular No: 2/2011 dated 08th February,
2011 has granted general exemption to the Holding Companies from attaching balance sheets of subsidiary
Companies with the balance sheet of the Holding Company as per section 212(8) of the Companies Act,1956
subject to fulfilment of certain conditions. Accordingly the Board of Directors of the company has passed the
resolution giving consent for not attaching the balance sheets of the subsidiary Companies with that of the
Company.
50 Previous year's figure have been recast, regrouped and rearranged, wherever necessary to confirm to this year's
classification.
As per our attached report of even date
For DHARMESH PARIKH & CO.,
Chartered Accountants
Firm Reg No : 112054W
ANUJ JAIN
Partner
Membership No. 119140
Place : Ahmedabad
Date : 20th May,2013

166

For and on behalf of the Board


GAUTAM S. ADANI
Chairman

RAJESH S. ADANI
Managing Director

DEVANG S. DESAI
Executive Director and CFO

PARTHIV PARIKH
Company Secretary
Place : Ahmedabad
Date : 20th May,2013

167

India
India
India
India
India
India

INR
INR
INR
INR
INR
INR

3 Adani Chendipada Mining Pvt. Ltd.

4 Adani Energy Ltd.

5 Adani Gas Ltd.

6 Adani Hazira Port Pvt. Ltd.

7 Adani Infra (India) Ltd.

8 Adani Kandla Bulk Terminal Pvt. Ltd.

India

India

India

INR

31 Maharashtra Eastern Grid Power Transmission

40 Sarguja Rail Corridor Pvt. Ltd.

41 Surguja Power Pvt. Ltd.

Adani Global FZE

44 Adani Global FZE

Aashna Maritime Inc

43 Aashna Maritime Inc

Aanya Maritime Inc

INR

AED Mn

INR

USD Mn

INR

USD Mn

INR
INR

39 Rajasthan Collieries Ltd.

42 Aanya Maritime Inc

INR
INR

38 Parsa Kente Collieries Ltd.

INR
INR

37 Natural Growers Pvt. Ltd.

35 Mundra LNG Ltd.

36 Mundra SEZ Textile and Apparel Park Pvt. Ltd.

INR
INR

34 Mundra International Airport Pvt. Ltd.

INR
INR

32 Miraj Impex Pvt. Ltd.

33 MPSEZ Utilities Pvt. Ltd.

Company Ltd.

INR
INR

29 Kutchh Power Generation Ltd.

30 Mahaguj Power Ltd.

INR
INR

27 Hazira Road Infrastructure Pvt. Ltd.

28 Karnavati Aviation Pvt. Ltd.

INR
INR

25 Chendipada Collieries Pvt. Ltd.

26 Hazira Infrastructure Pvt. Ltd.

INR
INR

23 Adani Welspun Exploration Ltd.

24 Chemoil Adani Pvt. Ltd.

INR
INR

21 Adani Vizag Coal Terminal Pvt. Ltd.

India
India

INR
INR

19 Adani Resources Pvt. Ltd.

20 Adani Shipping (India) Pvt. Ltd.

22 Adani Warehousing Services Pvt. Ltd.

India

INR
INR

17 Adani Power Maharashtra Ltd.

18 Adani Power Rajasthan Ltd.

India

U. A. E.

U. A. E.

Panama

Panama

Panama

Panama

India

India

India

India

India

India

India

India

India

India

India

India

India

India

India

India

India

India

India

India

India

India

INR
INR

15 Adani Power Dahej Ltd.

India

India

16 Adani Power Ltd.

INR
INR

13 Adani Petronet (Dahej) Port Pvt. Ltd.

14 Adani Ports and Special Economic Zone Ltd.

India

INR
INR

11 Adani Murmugao Port Terminal Pvt. Ltd.

12 Adani Pench Power Ltd.

India

INR
INR

9 Adani Logistics Ltd.

10 Adani Mining Pvt. Ltd.

India

India

INR

Country

INR

Reporting
Currency

1 Adani Agri Logistics Ltd.

NAME OF SUBSIDIARY COMPANY

2 Adani Agri Fresh Ltd.

Sr.
No.

Financial Information of Subsidiary Companies

21.85

18.00

0.01

1 8.50

0.50

0.50

0.05

4.77

0.05

0.50

1 3.14

0.05

707.50

0.05

0.05

5.00

0.05

24.20

0.05

1.69

10.00

0.05

4.80

0.05

0.01

700.00

2,854.73

2,393.27

0.05

403.49

346.15

0.05

115.89

61.00

325.00

0.05

0.05

369.15

256.74

1.36

0.01

102.57

99.83

2,842.96

1,920.30

6.70

1.23

5.58

1.03

(0.42)

(0.26)

(0.28)

(0.23)

28.65

(0.01)

(0.45)

53.77

(0.14)

(2.31)

(0.01)

(0.04)

(20.38)

(0.01)

(0.20)

(0.01)

93.58

26.13

(0.08)

(0.29)

0.01

(1.95)

993.82

2,256.45

(0.33)

6,300.48

30.65

(0.07)

(0.71)

(0.34)

(56.91)

(0.02)

36.88

(1.39)

185.37

(6.20)

(2.14)

(33.88)

Issued,
Subscribed
Reserves &
and Paid-up
Surplus
Share
Capital

3,314.47

2,242.54

350.95

64.65

341.01

62.82

2.67

264.11

0.24

6.94

57.19

92.10

0.04

9.47

85.49

18.31

5,657.83

0.14

73.40

336.52

0.04

37.47

0.04

364.62

659.22

0.05

149.08

0.19

0.29

7,153.76

17,084.27

38,251.44

584.42

18,255.31

1,098.86

184.73

355.59

1,228.08

973.22

125.27

468.80

2,424.25

1,196.79

2.03

0.01

216.15

934.28

Assets

17.33

19.86

1.32

24.50

10.00

9.68

Investment

449.66

304.24

344.25

63.42

335.43

61.79

2.66

246.03

6.72

57.37

58.68

9.42

18.58

18.40

4,952.64

0.10

73.39

351.90

13.47

269.35

623.09

144.36

0.43

0.27

6,455.71

13,235.72

33,601.72

584.70

2.37

0.01

0.01

0.00

0.00

22.36

11,551.34 160.14

722.06

184.75

240.41

1,167.42

705.13

125.24

431.87

2,056.49

754.68

6.87

115.72

868.33

Equity and
Liabilities

4,998.85

3,382.48

56.39

10.38

82.20

15.13

2.97

3.81

68.60

34.89

1,526.07

1.48

0.78

0.22

361.88

6,868.09

0.01

3,564.28

273.08

5.63

287.73

757.82

78.02

1,330.88

164.16

83.64

Turnover
/Total
Income

438.40

294.50

6 .71

1.24

5.59

1.03

(0.41)

(0.26)

(0.01)

(0.33)

(4.45)

(0.43)

0.88

(2.02)

(0.01)

(4.93)

(0.01)

(0.01)

(29.22)

(1.19)

(0.06)

(0.38)

0.01

0.21

(300.56)

(1,493.72)

0.01

1,889.19

54.79

(0.04)

(0.11)

(0.91)

10.05

(0.01)

20.15

0.80

87.28

(1.74)

3.04

(34.34)

Profit
Before
Tax

(0.11)

0.32

0.22

0.39

(0.50)

0.06

(0.12)

0.06

18.40

458.32

135.00

(12.73)

7.46

0.16

30.99

(0.07)

(0.47)

Tax

438.40

294.50

6.71

1.24

5.59

1.03

(0.41)

(0.26)

(0.01)

(0.22)

(4.45)

(0.43)

0.56

(2.24)

(0.01)

(5.32)

(0.01)

(0.01)

(28.72)

(1.25)

(0.06)

(0.26)

0.01

0.15

(318.96)

(1,952.04)

1,754.18

67.52

(0.04)

(0.11)

(0.91)

10.05

(0.01)

12.69

0.64

56.29

(1.74)

3 .11

(33.87)

Profit After
Tax

200.34

Proposed
dividend

(` in Crores)

168

NAME OF SUBSIDIARY COMPANY

PT Setara Jasa

67 PT Setara Jasa

INR

IDR Mn

INR

IDR Mn

66 PT Niaga Lintas Samudra

PT Niaga Lintas Samudra

INR

IDR Mn

INR

IDR Mn

INR

IDR Mn

PT Niaga Antar Bangsa

65 PT Niaga Antar Bangsa

PT Mundra Coal

64 PT Mundra Coal

PT Mitra Naiga Mulia

63 PT Mitra Naiga Mulia

INR

IDR Mn

62 PT Lamindo Inter Multikon

PT Lamindo Inter Multikon

INR

IDR Mn

INR

IDR Mn

INR

IDR Mn

PT Karya Pernitis Sejati

61 PT Karya Pernitis Sejati

PT Hasta Mundra

60 PT Hasta Mundra

PT Gemilang Pusaka Pertiwi

59 PT Gemilang Pusaka Pertiwi

INR

IDR Mn

58 PT Energy Resources

PT Energy Resources

INR

IDR Mn

INR

IDR Mn

INR

IDR Mn

INR

IDR Mn

INR

AED Mn

INR

AUD Mn

INR

AUD Mn

INR

USD Mn

PT Coal Indonesia

57 PT Coal Indonesia

PT Adani Sumselon

56 PT Adani Sumselon

PT Adani Global Coal Trading

55 PT Adani Global Coal Trading

PT Adani Global

54 PT Adani Global

AWEL Global Ltd.

53 AWEL Global Ltd.

Galilee Transmission Pty Ltd.

52 Galilee Transmission Pty Ltd.

Galilee Transmission Holding Pty Ltd.

51 Galilee Transmission Holding Pty Ltd.

Chemoil Adani Pte Ltd.

50 Chemoil Adani Pte Ltd.

INR

USD Mn

49 Adani Shipping Pte Ltd.

Adani Shipping Pte Ltd.

INR

AUD Mn

Adani Mining Pty Ltd.

48 Adani Mining Pty Ltd.

INR

AUD Mn

47 Adani Minerals Pty Ltd.

Adani Minerals Pty Ltd.

INR

USD Mn

46 Adani Global Pte Ltd.

Adani Global Pte Ltd.

INR

USD Mn

Reporting
Currency

Adani Global Ltd.

45 Adani Global Ltd.

Sr.
No.

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

U.A.E.

U.A.E.

Australia

Australia

Australia

Australia

Singapore

Singapore

Singapore

Singapore

Australia

Australia

Australia

Australia

Singapore

Singapore

Mauritius

Mauritius

Country

Financial Information of Subsidiary Companies

(4.51)

1.97

3,161.23

(0.06)

(158.94)

(0.01)

(99.52)

(0.18)

(359.83)

0.18

218.94

0.86

1,475.68

(0.33)

(1,489.21)

(3.16)

(5,772.78)

39.51

52,372.85

39.49

6.02

0.15

0.04

232.58

39.94

(5.52)

(0.97)

2,370.20

437.69

(57.46)

0.26

510.00

0.26

510.00

0.26

510.00

0.77

1,500.00

0.45

(1.11)

(1,891.05)

(0.28)

(433.30)

(0.76)

(1,088.94)

0.32

465.77

(34.57)

875.00 (61,810.35)

5.68

10,500.00

0.28

550.00

0.51

1,000.00

0.26

510.00

0.77

1,500.00

0.77

1,500.00

5.37

10,500.00

0.77

1,500.00

118.53

231,548.85

44.65

10.00

42.84

8.69

123.23

27.60

270.79

50.59

Issued,
Subscribed
Reserves &
and Paid-up
Surplus
Share
Capital

1.27

2,404.11

1.90

3,494.64

19.17

34,555.43

1.10

1,985.02

178.84

319,364.36

448.92

801,637.13

2.67

4,771.50

1.46

2,608.66

0.22

398.15

0.96

1,744.44

8.22

14,753.04

12.28

2 1,926.62

2.81

5,013.83

274.21

491,370.56

261.29

48.65

381.63

70.32

5,027.91

887.93

3,814.17

673.58

8,270.15

1,529.44

213.34

46.08

Assets

2.12

3,785.16

1.92

3,417.94

19.67

35,134.37

0.01

19.25

212.96

380,299.71

441.27

787,975.90

2.45

4,380.44

0.96

1,708.18

0.14

247.98

0.01

25.50

6.59

11,777.36

7.24

12,915.83

5.20

9,286.61

116.17

207,448.86

177.15

32.63

381.48

70.28

4,752.49

839.30

3,819.69

674.55

5,776.72

1,064.15

0.01

Equity and
Liabilities

0.01

9.34

1.56

0.07

121.56

63.58

111,159.18

0.33

582.81

9.04

15,797.38

20.92

36,580.24

2,269.29

417.83

836.68

154.05

11,947.35

2,199.79

Turnover
/Total
Income

0.05

0.05

(5.38)

(9,726.59)

(0.03)

(44.67)

(0.04)

(64.88)

(0.01)

(13.98)

0.04

72.41

0.60

1,044.12

(0.45)

(792.22)

(2.19)

(3,827.70)

(3.16)

(5,522.92)

22.94

2.14

0.31

0.06

(0.16)

(0.03)

0.56

0.10

939.02

172.90

(0.03)

(0.01)

Profit
Before
Tax

2.71

1.98

3,463.61

0.07

124.35

36.23

(0.39)

(674.06)

(0.27)

(479.08)

(0.30)

(525.08)

0.04

72.04

(23.83)

63,331.22 (41,660.16)

470.65

- 822,814.59

2.74

Investment
-

(0.10)

(168.65)

( 0.07)

(120.45)

(0.07)

(129.38)

8.47

(5.80)

(10,142.13)

(0.73)

(1,271.35)

(3.54)

(0.01)

(11.16)

0.46

0.01

9.00

0.16

274.16

(0.52)

(903.33)

(0.82)

(1,435.86)

0.43

0.08

0.02

4.08

0.73

0.17

0.03

66.56

12.25

Tax

(0.29)

(505.41)

(0.21)

(358.63)

(0.23)

(395.69)

0.04

63.57

(18.03)

(31,518.03)

(4.65)

(8,455.24)

(0.03)

(41.13)

(0.03)

(53.72)

(0.01)

(14.44)

0.04

63.41

0.44

769.95

(0.45)

(792.22)

(1.67)

(2,924.37)

(2.34)

(4,087.05)

22.50

2.06

0 .29

0.05

(4.25)

(0.76)

0.39

0.07

872.46

160.64

(0.03)

(0.01)

Profit After
Tax

Proposed
dividend

(` in Crores)

169

NAME OF SUBSIDIARY COMPANY

Singapore

Singapore

Singapore

Singapore

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Indonesia

Country

0.18

0.04

0.18

0.04

0.26

500.00

0.26

510.00

0.77

1,500.00

0.28

550.00

34.78

6.40

24.73

4.55

(0.09)

(200.98)

(2.02)

(3,062.80)

(0.15)

(332.00)

(0.07)

(168.88)

As on 31st March, 2013 : 1 USD = ` 54.29, 1 IDR = ` 0.0056, 1 AED = ` 14.78, 1 AUD = ` 56.63
Average rate for the year 2012-13 : 1 USD = ` 54.31, 1 IDR = ` 0.0057, 1 AED = `14.78, 1 AUD = ` 55.93

INR

USD Mn

73 Vanshi Shipping Pte Ltd.

Vanshi Shipping Pte Ltd.

INR

USD Mn

INR

IDR Mn

INR

IDR Mn

INR

IDR Mn

INR

IDR Mn

Reporting
Currency

Rahi Shipping Pte Ltd.

72 Rahi Shipping Pte Ltd.

PT Tambang Sejahtera Bersama

71 PT Tambang Sejahtera Bersama

PT Sumber Dana Usaha

70 PT Sumber Dana Usaha

PT Sumber Bara

69 PT Sumber Bara

PT Suar Harapan Bangsa

68 PT Suar Harapan Bangsa

Sr.
No.

Issued,
Subscribed
Reserves &
and Paid-up
Surplus
Share
Capital

432.57

79.69

418.37

77.07

3.72

6,647.71

2.71

5,426.71

0.63

1,184.50

5.07

9,053.99

Assets

397.61

73.25

393.46

72.48

3.55

6,348.69

4.47

7,979.51

0.01

16.50

4.86

8,672.87

Equity and
Liabilities

Investment

49.15

9.05

46.40

8.54

0.04

4.10

8.60

Turnover
/Total
Income

12.78

2.30

6.14

1.07

(0.03)

(57.10)

(1.09)

(1,911.94)

(0.03)

(48.08)

(0.04)

(74.79)

Profit
Before
Tax

(0.46)

(0.27)

(478.21)

(0.01)

(10.59)

( 0.01)

(10.03)

Tax

12.78

2 .30

6.14

1.07

(0.03)

(56.64)

(0.82)

(1,433.73)

(0.02)

(37.48)

(0.04)

(64.76)

Profit After
Tax

Proposed
dividend

(` in Crores)

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