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Ambuja Cements Ltd. — Interim / Quarterly Report 2021
Aug 18, 2021
59365_rns_2021-08-18_c57b8a4d-fe08-45d7-b273-3333bd2804f1.pdf
Interim / Quarterly Report
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18th August, 2021
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BSE Limited, National Stock Exchange of India Ltd., Phiroz Jeejeebhoy Towers, Plot No.C/1 'G' Block Dalal Street, Mumbai – 400023 Bandra – Kurla Complex Bandra East, Mumbai 400051 Deutsche Bank Societe de la Bourse de Luxembourg, Trust Company Americas Avenue de la Porte Neuve Winchester House L-2011 Luxembourg, 1 Great Winchester Street B.P 165 London EC2N 2DB "Luxembourg Stock Ex-Group ID " Ctas Documents <[email protected] <[email protected]
Dear Sirs,
Sub: Disclosure of Related Party Transactions for the half-year ended 30[th] June, 2021
Pursuant to Regulation 23(9) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed disclosure of related party transactions on consolidated basis, drawn in accordance with the applicable accounting standards for the half year ended 30[th] June, 2021.
The above is for your information please.
Thanking you
Yours faithfully
For Ambuja Cements Limited
Digitally signed by Rajiv Natwarlal Gandhi DN: c=IN, o=Personal, postalCode=400066, Rajiv st=Maharashtra, 2.5.4.20=3a36db83fd05f407f18fda649feacb 1989d875e5637db583340b4ecc46796210, Natwarlal pseudonym=9A435294AE7485A6BD242F442CFE17808AE7DAF3, serialNumber=5CEA5EE8CBE3142AACBF25F 4A7A9BED624DB5527F90B86B63752C706E 31A3BFA, cn=Rajiv Natwarlal Gandhi Gandhi Date: 2021.08.18 11:51:36 +05'30' Rajiv Gandhi Company Secretary Membership No. A11263
AMBUJA CEMENTS LIMITED
Elegant Business Park, MIDC Cross Road ‘B’, Off Andheri-Kurla Road, Andheri (E) , Mumbai – 400 059 Tel. : (91-22) 6616 7000 / 4066 7000, Fax : (91-22) 6616 7711 / 4066 7711 Regd. Off. : P. O. Ambuja Nagar, Taluka - Kodinar, Dist. – Gir Somnath, Gujarat CIN: L26942GJ1981PLC004717, Website: www.ambujacement.com
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Consolidated disclosure of Related Party transactions for the period ended 30th June 2021 in Compliance under Regulation 23(9) of the Securities and Exchange Board of lndia (Listing Obligations and Disclosure Requirements) Regulations, 2015
The related parties of Ambuja Cements Limited ('Parent') consist of its subsidiaries, associates, joint ventures, key managerial personnel (KMP) & employee welfare funds (together hereinafter referred as "Group"). Transactions and balances of the Parent with its subsidiaries and those between the subsidiaries are eliminated on consolidation.
I) Name of related parties
| The related parties of Ambuja Cements Limited ('Parent') consist of its subsidiaries, associates, joint ventures, key managerial personnel (KMP) & employee welfare funds (together hereinafter referred as "Group"). Transactions and balances of the Parent with its subsidiaries and those between the subsidiaries are eliminated on consolidation. |
The related parties of Ambuja Cements Limited ('Parent') consist of its subsidiaries, associates, joint ventures, key managerial personnel (KMP) & employee welfare funds (together hereinafter referred as "Group"). Transactions and balances of the Parent with its subsidiaries and those between the subsidiaries are eliminated on consolidation. |
|---|---|
| I) Name of related parties | |
| A) Names of the related parties where control exists Sr Name Nature of Relationship 1 LafargeHolcim Limited, Switzerland Ultimate Holding Company 2 Holderfin B.V, Netherlands Intermediate Holding Company |
|
| Sr Name Nature of Relationship |
|
| 1 LafargeHolcim Limited, Switzerland Ultimate Holding Company 2 Holderfin B.V, Netherlands Intermediate Holding Company |
|
| 3 Holderind Investments Limited, Mauritius Holding Company |
|
| B) Others, with whom transactions have taken place during the current year and /or previous year i) Related parties Sr Name Nature of Relationship 1 Holcim Group Services Limited, Switzerland Fellow Subsidiary 2 Holcim Technology Limited, Switzerland Fellow Subsidiary 3 Holcim Services (South Asia) Limited Fellow Subsidiary 4 LafargeHolcim Trading Pte Limited, Singapore Fellow Subsidiary 5 PT Holcim Indonesia Tbk., Indonesia Fellow Subsidiary 6 LafargeHolcim Bangladesh Ltd, Bangladesh Fellow Subsidiary 7 LafargeHolcim Energy Solutions S.A.S., France Fellow Subsidiary 8 Lafarge Holcim Global Hub Services Private Limited Fellow Subsidiary 9 Lafarge SA, France Fellow Subsidiary 10 Lafarge Africa PLC, Nigeria Fellow Subsidiary 11 Lafarge Umiam Mining Private Limited Fellow Subsidiary 12 LH Trading Ltd, France Fellow Subsidiary 13 Lafargeholcim Investment Co Ltd, China Fellow Subsidiary 14 Holcim (Australia) Pty Ltd, Australia Fellow Subsidiary 15 Holcim Philippines, Inc., Philippines Fellow Subsidiary 16 Lafarge International Services Singapore Pte Ltd, Singapore Fellow Subsidiary 17 Asian Fine Cement Private Limited Subsidiary of Asian Concretes and Cements Private Limited 18 Counto Microfine Products Private Limited Joint Venture 19 Aakaash Manufacturing Company Private Limited Associate of Subsidiary 20 Alcon Cement Company Private Limited Associate of Subsidiary 21 Asian Concretes and Cements Private Limited Associate of Subsidiary 22 Ambuja Cements Limited Staff Provident Fund Trust Trust (Post-employment benefit plan) 23 Ambuja Cements Limited Employees Gratuity Fund Trust Trust (Post-employment benefit plan) 24 The Provident Fund of ACC Limited Trust (Post-employment benefit plan) 25 ACC Limited Employees Group Gratuity Scheme Trust (Post-employment benefit plan) ii) Key Management Personnel (KMP) In accordance with "Ind AS 24 - Related Party Disclosures” and the Companies Act, 2013, following Personnels are considered as KMP. Sr Name Nature of Relationship |
|
| Sr Name Nature of Relationship |
|
| 1 Mr. N.S. Sekhsaria Principal Founder, Non Executive Chairman, Non Independent Director 2 Mr. Jan Jenisch Vice Chairman, Non Executive, Non Independent Director 3 Mr. Martin Kriegner Non Executive, Non Independent Director 4 Mr. Christof Hassig Non Executive, Non Independent Director 5 Mr. Nasser Munjee Non Executive, Independent Director 6 Mr. Rajendra P. Chitale Non Executive, Independent Director 7 Mr. Shailesh Haribhakti Non Executive, Independent Director 8 Dr. Omkar Goswami Non Executive, Independent Director 9 Mr Ramanathan Muthu Non Executive, Non Independent Director 10 Ms. Then Hwee Tan Non Executive, Non Independent Director 11 Mr. Mahendra Kumar Sharma Non Executive, Non Independent Director 12 Ms. Shikha Sharma Non Executive, Independent Director 13 Mr. Ranjit Shahani Non Executive, Non Independent Director 14 Mr. Praveen Kumar Molri Non Executive, Non Independent Director 15 Mr. Neeraj Akhoury Managing Director & Chief Executive Officer 16 Ms. Rajani Kesari Chief Financial Officer 17 Mr. Rajiv Gandhi Company Secretary |
| 2 | |
|---|---|
| Particulars | For the period ended 30th June 2021 ₹ in crore |
| II) Transactions with related party A) Transactions with fellow subsidiaries 1 Purchase of goods LafargeHolcim Energy Solutions S.A.S., France LH Trading Ltd, France 2 Sale of goods Lafarge Holcim Global Hub Services Private Limited 3 Receiving of services Holcim Technology Limited, Switzerland Lafargeholcim Investment Co Ltd, China Holcim Services (South Asia) Limited Lafarge SA, France Lafarge Holcim Global Hub Services Private Limited 4 Rendering of services Holcim Services (South Asia) Limited 5 Other recoveries LafargeHolcim Energy Solutions S.A.S., France Lafarge Holcim Global Hub Services Private Limited 6 Other payments LafargeHolcim Energy Solutions S.A.S., France Holcim Technology Limited, Switzerland Lafarge International Services Singapore Pte Ltd, Singapore Holcim Group Services Limited, Switzerland |
( 0.16) ( 37.18) |
| ( 37.34) |
|
| ( 0.04) ( 145.55) ( 0.65) ( 59.59) ( 0.29) ( 24.16) |
|
| ( 230.24) |
|
| ( 3.93) ( 1.26) ( 0.35) |
|
| ( 1.61) |
|
| ( 1.21) ( 0.04) ( 0.04) ( 0.12) |
|
| ( 1.41) |
|
| Particulars | As at 30.06.2021 ₹ in crore |
| B) Outstanding balances with fellow subsidiaries 1 Amount receivable at the period end LafargeHolcim Bangladesh Ltd, Bangladesh Lafarge Holcim Global Hub Services Private Limited Holcim Services (South Asia) Limited 2 Amount payable at the period end Holcim Technology Limited, Switzerland Holcim Services (South Asia) Limited LH Trading Ltd, France Holcim Group Services Limited, Switzerland LafargeHolcim Energy Solutions S.A.S., France Lafarge SA, France Lafarge Holcim Global Hub Services Private Limited Lafargeholcim Investment Co Ltd, China |
( 0.02) ( 0.22) ( 5.93) |
| ( 6.17) |
|
| ( 64.09) ( 34.69) ( 0.40) ( 0.01) ( 3.14) ( 0.36) ( 2.11) ( 0.64) |
|
| ( 105.44) |
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| 3 | |
|---|---|
| Particulars | For the period ended 30th June 2021 ₹ in crore |
| II) Transactions with related party C) Transactions with holding company 1 Dividend paid Holderind Investments Limited, Mauritius |
( 137.10) |
| Particulars | For the period ended 30th June 2021 ₹ in crore |
| D) Transactions with associates 1 Purchase of goods Alcon Cement Company Private Limited Asian Concretes and Cements Private Limited 2 Sale of goods Alcon Cement Company Private Limited 3 Receiving of services Asian Concretes and Cements Private Limited 4 Other recoveries Alcon Cement Company Private Limited 5 Other payments Alcon Cement Company Private Limited |
( 34.78) ( 4.17) |
| ( 38.95) |
|
| ( 12.34) ( 30.83) ( 7.53) ( 0.18) |
|
| Particulars | As at 30.06.2021 ₹ in crore |
| E) Outstanding balances with associate company 1 Amount receivable at the period end Alcon Cement Company Private Limited 2 Amount payable at the period end Alcon Cement Company Private Limited Asian Concretes and Cements Private Limited Asian Fine Cement Private Limited |
( 6.79) ( 5.53) ( 11.26) ( 0.50) |
| ( 17.29) |
|
| Particulars | For the period ended 30th June 2021 ₹ in crore |
| F) Transactions with joint ventures 1 Rendering of services Counto Microfine Products Private Limited 2 Purchase of Goods Counto Microfine Products Private Limited Aakaash Manufacturing Company Private Limited |
( 2.10) ( 0.16) ( 74.47) |
| ( 74.63) |
|
| 3 Sale of goods Aakaash Manufacturing Company Private Limited 4 Expense recognised in respect of doubtful debts Aakaash Manufacturing Company Private Limited 5 Other recoveries Aakaash Manufacturing Company Private Limited |
( 1.35) ( 0.12) ( 1.44) |
| 4 | |
|---|---|
| Particulars | As at 30.06.2021 ₹ in crore |
| G) Outstanding balances with joint ventures 1 Amount receivable at the period end Counto Microfine Products Private Limited Aakaash Manufacturing Company Private Limited 2 Amount payable at the period end Counto Microfine Products Private Limited Aakaash Manufacturing Company Private Limited |
( 1.33) ( 0.73) |
| ( 2.06) |
|
| ( 0.07) ( 15.72) |
|
| ( 15.79) |
|
| Particulars | For the period ended 30th June 2021 ₹ in crore |
| H) Transactions with Key Management Personnel 1 Remuneration (Refer Note (a) and (b) below) Mr. Neeraj Akhoury Ms. Rajani Kesari Mr. Rajiv Gandhi 2 Break-up of remuneration Short term employment benefit Post employment benefits Other long term benefits Employee share based payments 3 Commission, sitting fees, advisory fees and other reimbursement Mr. N.S. Sekhsaria Mr. Martin Kriegner (Refer Note (f) below) Mr. Christof Hassig Mr. Nasser Munjee Mr. Rajendra P. Chitale Mr. Shailesh Haribhakti Dr. Omkar Goswami Mr. Jan Jenisch Mr. Roland Kohler Ms. Then Hwee Tan Mr. Mahendra Kumar Sharma Ms. Shikha Sharma Mr. Ranjit Shahani Mr. Praveen Kumar Molri Mr. Ramanathan Muthu Total |
( 8.06) ( 4.52) ( 0.89) |
| ( 13.47) |
|
| ( 12.93) ( 0.26) ( 0.12) ( 0.15) |
|
| ( 13.47) |
|
| ( 0.27) ( -) ( 0.12) ( 0.22) ( 0.27) ( 0.20) ( 0.22) ( 0.12) ( 0.10) ( 0.20) ( 0.13) ( 0.20) ( 0.12) ( 0.11) ( 0.02) |
|
| ( 2.30) |
|
| ( 15.77) |
Notes:
a) Does not include provision towards gratuity and leave encashment which is provided based on actuarial valuation on an overall Company basis.
b) Remuneration includes performance incentive paid in respective year which is related to the performance of preceding year except to the extent of performance incentive to MD and CEO being paid every six months as per agreement.
c) Contribution to Ambuja Cements Limited Staff Provident Fund Trust and The Provident fund of ACC Limited : The Group is required to contribute a specified percentage of the employee compensation for eligible employees towards provident fund. During the year, the Group contributed ₹ 2.29 crore to "Ambuja Cements Limited Staff Provident Fund" and ₹ 12.75 crore to "The Provident fund of ACC Limited".
d) Contribution to Ambuja Cements Limited Employees Gratuity Fund Trust and ACC limited Employees Group Gratuity scheme :
The Group maintains gratuity trust for the purpose of administering the gratuity payment to its employees. During the year, the Group has contributed ₹ 5.00 crore towards "Ambuja Cements Limited Employees Gratuity Fund Trust" and Nil contribution towards "ACC limited Employees Group Gratuity scheme". e) The sales to and purchases from related parties are made on terms equivalent to those that prevail in arm’s length transactions. The Company has recorded ₹ 0.12 crore as loss allowances for trade receivables from related parties.
f) Mr. Martin Kriegner has waived his right to receive Directors’ commission from the year 2018 and sitting fees with effect from the meeting held on 23rd October 2018.