Annual Report • Mar 31, 2011
Annual Report
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Combining and balancing initiatives across conventional power generation, mineral interests, hydro and renewable energy opportunities, KSK Power Ventur plc attempts to continuously innovate and re energize itself to emerge as a leading power plant developer.
933 MW Operating Capacity
3720 MW Under Construction
6 GW Opportunities for Development
Revenue 226.8 m 2010: 52.9m (- 329%)
Gross profi t 76.4 m 2010: 26.7m (- 186%)
Operating profi t 52.5 m 2010: 23.1m (-127%)
Finance income 23.6 m 2010: 67.8 m ( 65%)
Profi t after tax 30.1 m 2010: 59.5 m ( 49%)
Proceeds from issue of shares
95.5 m 2010: 46.3m (- 106%)
24.5 m 2010: 4.2m (- 487%)
Cash and bank deposits 367.1 m 2010: 276.9m (- 33%)
Investment in property, plant, equipment 1,955.1 m 2010: 1,311.3m (- 49%)
Total assets
2,732.0 m 2010: 1,936.2m (- 41%)
All above given figures are in US \$ millions.
1 6 6 Wardha Power, Maharashtra
2 7 KSK Mahanadi Power, Chhattisgarh
Arasmeta Captive Power, Chhattisgarh
4 V S Lignite Power, Rajasthan
8 KSK Dibbin Hydro Power, Arunachal Pradesh
"While the power generation business in India has been completely delicensed, the dependence on government controlled sectors such as fuel (coal, oil and natural gas), railway logistics, evacuation infrastructure and other continue even till date. Sustainable and continual progress by power plant developers in India would require them to be innovative, suitably adapt to the changing situations, address government policy asymmetries and have fl exible approach on ground for strong and sustainable power generation assets."
I am pleased to report that this financial year 2010-11 saw the successful commissioning of our various planned power generation assets and the Group's aggregate operating portfolio at close to 1 GW and the wider growth opportunity in the Indian power sector remaining unaltered. However, it also witnessed one of the most turbulent times and volatilities in the Indian power sector during recent periods and associated challenges in fuel supplies, government policy discontinuities and the wider market environment that affected operational efficiencies and immediate financial performance of the Company in particular. This has been across the energy sector in India and all peer companies are witnessing similar challenges.
It is our belief that these developments could be a temporary passing phase as the company has marshalled multiple efforts and strategies to deal and further strengthen the fuel security issues and the fast changing environment and emerge as one of the more stable and stronger player in the Indian power generation landscape. Also, the Company's effort to the alternative coal linkages is expected to actualize shortly and provide necessary impetus to margin improvements. Further, the fuel security of the Group's largest power project initiative, i.e. 3600 MW KSK Mahanadi, validates the Company's belief that confirmed access to fuel is the most important and vital driver for a sustainable and effective power generation business in India.
The Group's key developments during the year and in the recent months at the Indian subsidiaries include:
Insofar as the power off take agreements related to this project are concerned, the company persisted with efforts to enforce the performance of the large medium term PPA by the utility counterparty and this has since been upheld by the local regulator. The tariff for these supplies has since been adopted by the regulatory commission and the power supplies are continuing as per power purchase agreement (PPA).
The Company is currently seeking an expedited processing of the open access permissions to commence supplies to the contracted industrial consumers.
Insofar as fuel security for this large power project is concerned, considerable progress has been achieved on Gare-Pelma Coal block that has been allotted to GIDC. Insofar as Morga-II of GMDC is concerned, the policy uncertainty on account of recent stipulations by the Ministry of Environment and Forests has resulted in extensive diligence on the project and it is anticipated that a solution would be offered by the Indian Government for alternative remedies in case Forest clearance is not provided for Morga-II.
The other operating projects have demonstrated sustained generation with Sai Regency providing exceptional performance on plant load factor (PLF) and financial parameters during the current year. We anticipate that industrial customers, who have been experiencing extremely high alternate tariffs from local utilities, would find our power plant tariffs attractive and perform their obligations under their respective PPAs providing the much required sustainability to the underlying project companies.
The Group's foray into hydro power generation is marked by significant progress - construction to commence at the 120 MW KSK Dibbin power project and completion of the necessary detailed project reports besides geotechnical studies for the other larger hydro opportunities in the state of Arunachal Pradesh. The Group anticipates collaboration with large reputed hydro power plant developers as potential basis to move forward to the next stage of development of these large hydro initiatives.
The year under review witnessed the KSK Energy Company stream of companies progress on various initiatives to support the setup of various ancillary infrastructure that support the power generation assets being developed by KSK Energy Ventures. Notable progress has been achieved in the water infrastructure and the mine development initiatives with respect to KSK Mahanadi project and the current year to witness significant progress in the rail infrastructure supporting the coal transportation needs.
Despite continual business progress and sustained business operations of KSK Energy Ventures, the price performance of the Indian subsidiary on the Indian stock markets has not been very encouraging. While the management focus should and has been on the fundamental business, given the significant growth ahead and the opportunity for consolidation of holdings at these lower levels, the Company through its subsidiaries has announced an Open Offer under Indian Takeover Regulations for acquiring additional 20% holding in the Indian subsidiary i.e KSK Energy Ventures Limited. This is in addition to the partial increase in holding during the previous years. The Company anticipates that, following regulatory clearance, this process would be completed during the current quarter and will result in the Company reaching a potential share holding of 74.94% if the entire 20% is offered by the public shareholders.
Another new initiative of the Group during the current year has been to formalize the next level of growth of the renewable business with more focused effort on wind power initiatives. Extensive effort on greenfield site identification and development in collaboration with others, the incorporation of a specific renewable subsidiary as well as entering of strategic framework collaboration with various potential wind equipment suppliers all point to the increasing appetite of the Group to have a substantial wind power generation portfolio in the next few years.
The Year under review had experienced an enhanced overall financial performance (except for finance income and profit after taxes) notwithstanding the challenging market conditions. This performance during the current year has been, amongst others, due to abnormal rise in fuel costs, shorter machine availabilities and other constraints. While Gross revenue has increased from US\$ 52.9 million to US\$ 226.8 million reflecting the robust underlying growth, operating profits moved up disproportionately from US\$ 23.1 million to US\$ 52.5 million reflecting the margin squeeze primarily on account of rising fuel costs. The decrease in finance income from US\$ 67.8 million to US\$ 23.6 million (primarily on account of exchange gains during previous year) along with increasing finance costs on new generation assets resulted in decrease in profit after tax from US\$ 59.5 million to US\$ 30.1 million. For further details on the financial performance, please refer to the financial review section of this Report.
While the Indian economic growth potential and unfulfilled demand for power generation is expected to continue through the coming decade, we anticipate that in the short / medium term the Indian Power sector would go through tumultuous times and fuel security would sway utilities power play. With increasing shortages of supplies from Coal India, we expect only Indian power generators who have been successful in securing their fuel supplies would pass through this phase successfully and infact will have an opportunity to consolidate their position through acquisition of various stranded assets of the smaller one off developers.
Infact, the effort of the Board is to ensure that the management continues to pursue the planned path of construction progress at KSK Mahanadi while pursuing the new development opportunities. We believe this would catapult the Group to close to 5 GW of operating portfolio by 2014 and KSK as one of the larger power developers in the Indian market.
T.L. Sankar, Chairman 26 July 2011
The year under review is historic in additional capacity augmentation as the close to 15 GW of incremental capacity addition has been achieved for the first time in the recent years. However, the country continues to face a peak demand shortage of 10.8%.
The total Installed capacity at the end of the year stands at 174 GW. The installed capacity increases are accounted by the significant increase of thermal sources and marginal increases on account of hydro / nuclear / renewable sources.
The peak demand shortage in the country is estimated at 9.3% with the western region having the maximum peak shortage of 13.4%
| Region | Energy(MU) Requirement |
Deficit% | Peak Demand(MW) |
Deficit% |
|---|---|---|---|---|
| Northern | 22,786 | -3.6 | 36,223 | -7.9 |
| Western | 25,277 | -10.9 | 38,582 | -13.4 |
| Southern | 21,131 | -4.7 | 32,327 | -7.2 |
| Eastern | 8,058 | -4 | 14,442 | -6.3 |
| North Eastern | 911 | -11.3 | 1,725 | -10.3 |
| All India | 78,163 | -6.4 | 123,299 | -9.3 |
The capacity addition envisaged for the 11th Five-Year Plan and the actual addition from the 10th Five-Year Plan to date is as follows:
| Date | Coal | Gas | Diesel | Total | Nuclear | Hydro | RES | Total |
|---|---|---|---|---|---|---|---|---|
| End of 10th Plan (31.03.07) | 71121 | 13691 | 1201 | 86014 | 3900 | 34653 | 7760 | 132329 |
| Capacity Addition Plan | 52850 | 6843 | 0 | 59693 | 3380 | 15627 | 78700 | |
| Proposed at the end of 11th Plan |
123971 | 20534 | 1201 | 145707 | 7280 | 50280 | 7760 | 211029 |
| End of the 4th year of the 11th Plan (1.4.2011) |
94653 | 17706 | 1199 | 113559 | 4780 | 37567 | 18454 | 174361 |
| Capacity Addition Achieved | 23532 | 4014 | 0 | 27544 | 880 | 2913 | 10693 | 42032 |
| Balance to be achieved | 29318 | 2828 | 0 | 32148 | 2500 | 12713 | 0 | 36667 |
The 11th Plan has been left with an ambitious target of adding another 36 GW of installed capacity in the final year.
Coal continues to be the mainstay of Indian power generation capacity expansion and coal supplies are perpetually in shortage vis-à-vis demand.
| Description | 2009-10 | 2010-11 | 2011-12 |
|---|---|---|---|
| Total Coal Requirement (MT) | 402.4 | 429.6 | 480 |
| Coal Availability | |||
| From CIL (MT) | 296.4 | 302 | 319 |
| From SCCL (MT) | 33.4 | 32 | 33 |
| From Captive Mines (MT) | 22.4 | 22 | 22 |
| Total Availability (MT) | 352.2 | 356 | 374 |
| Gap between Supply & Demand (MT) | -50.2 | -73.6 | -106 |
(Source: Ministry of Coal and Company estimates)
Sufficient availability of fuel is going to be a critical ingredient for power plants to run at optimum Plant Load Factor (PLF). During the current financial year 2011-12, the anticipated gap between the requirement and domestic availability of coal has been planned to be met by import of 35 MT of coal. This is to be closely monitored given the significant bottlenecks on port infrastructure and non availability of transportation and logistics infrastructure to enable movement of imported coal to power plant locations.
The total energy loss due to shortage of coal is estimated at 7 Billion Units and loss of generation due to poor quality of coal at 7.7 Billion units in the year 2010-11. This loss is expected to increase in the year 2011-12.
The short term power market in India, even though having a small share of the total electricity generation (c.6%) is on an upward trend. Short term power markets in India primarily consist of bilateral trades, trades through power exchanges and Unscheduled Interchange (primarily a settlement mechanism). During the year under review, while bilateral trades accounted for 49% of the market, exchanges accounted for 17% and the balance on account of unscheduled interchange.
While the energy quantity traded has been increasing, the tariffs have witnessed significant reduction on account of slow demand growth, exceptionally good monsoons and utilities resistance to purchase at high prices and resorting to load shedding. Weighted average prices on power exchanges have experienced significant fall since June 2010 and touched an all time low of Rs 2.40 / kWh in Nov 2010, barely sufficient to recover the fuel costs in all new power generation assets based on Imported Coal / Natural Gas / Liquified Natural Gas (LNG).
While it is anticipated that these prices of short term market are expected to increase in line with fuel inflation and demand growth, the relevant trend indicator could be changes in the bilateral contract markets and lower power supplies on account of fuel shortages.
Maintaining India's GDP growth rate of approximate 9.0 per cent observed over the last three years, the estimated energy requirement for the 12th plan (2012-17) is as follows:
| GDP Growth | GDP/Electricity Elasticity |
Electricity Generation Required (BU) |
Peak Demand (MW) |
Installed Capacity (MW) |
Capacity Addition Required During 12th Plan (MW) |
|---|---|---|---|---|---|
| 8% | 0.8 | 1415 | 215700 | 280300 | 70800 |
| 0.9 | 1470 | 224600 | 291700 | 82200 | |
| 9% | 0.8 | 1470 | 224600 | 291700 | 82200 |
| 0.9 | 1532 | 233300 | 303800 | 94300 | |
| 10% | 0.8 | 1525 | 232300 | 302300 | 92800 |
| 0.9 | 1597 | 244000 | 317000 | 107500 |
The next five years could be the defining years for power generation market as there could be significant correction in the developer approach and new capacity creation has to be necessarily based on addressing fuel economics and consistent developer implementation focus.
"The operating environment in India has gone through a signifi cant change during the review period and resulted in hurdles on execution and operational effi ciencies. Needless to mention, this situation reiterates the Group's belief on the necessity for dedicated and hands on approach by the management to address these policy disruptions, contractor and execution bottlenecks and stakeholder challenges. Also the efforts on all the ancillary projects that support power generation activity require additional attention and execution capabilities to handle these time critical support infrastructure."
The year under review experienced enhanced generation from earlier operational power plants accompanied by power generation from VS Lignite as well as Wardha Power plant (in a phased manner). Power Generation output more than doubled at 2,793 million units during the current year as against 1,010 million units during the previous year. With sustained fuel supplies and plant availability, this could further double during the current year.
The operating assets and associated developments during the period include:
Initially a 43 MW coal based power plant located in Gopal Nagar Village of Janjgir - Champa District in Chhattisgarh that commenced commercial operations in the year 2006, it has now been expanded by additional 43 MW. With power off take predominantly by Lafarge India under long term PPA, we anticipate to contract the balance power with other industrial consumers or the local utilities.
Initially a 58MW combined cycle gas based power plant located in Ramanathapuram village in Tamilnadu which commenced commercial operations in the year 2007, it has now been expanded by additional 19 MW of wind based power generation capacity. Not only has the asset experienced enhanced power generation due to better natural gas availability but also has been successful in making renewable power supplies to the same captive consumers with option to realize additional tariffs through Renewable Energy Certificate ("REC") mechanism.
A 43MW coal based power plant located in Dondapadu village, Andhra Pradesh which has commenced commercial operations in the year 2008. The Company depends on fuel supplies from Singareni Collieries Company Limited ("SCCL") to undertake power supplies to Zuari Cements under long term PPA.
A 135 MW Lignite based power plant located at Village Gurha, Tehsil Kolayat, District Bikaner in Rajasthan. The power supplies to captive consumers commenced during the year under review, based on lignite produced in a captive lignite mine with balance power sales to the local utility. While the operational performance of the plant during the first year has been satisfactory, given the historical experience of various lignite based projects stabilization in India, the project has not been successful in realizing on cash basis the entire tariffs contracted with industrial customers and is currently pursuing legal remedies to recover the same.
A 4 X 135 MW coal based power plant located at Warora Growth Centre, Chandrapur District in Maharashtra is an important generation asset of the Group with significant profitability potential . The plant operations for Unit 1 and 2 have stabilized during the quarter of Jan-Mar 2011 and the performance of Unit 3 is not reflective of the full potential in view of market related constraints that were subsisting in the Jan-Mar quarter of 2011. Further, the earlier uncertainty of off take by Reliance Infra (which has now been confirmed by the Maharashtra Electricity Regulatory Commission) and the failure of Western Coal Fields to honor the contractual fuel supply obligations (from cost plus coal blocks) and the resultant continual dependence on e-auction / spot / imported coal supplies have not only eroded the profitability margin associated with the power generated but has also constrained the operational performance. Further, the anticipated power supplies to captive consumers couldn't commence from the second phase on account of the delay of the local utility in providing the mandatory open access, which is expected to be received during the current quarter.
We anticipate that 2011-12 could be a significant year of correction and the coal supplies from alternative coal linkages of Coal India to provide the necessary support to generate necessary revenues and profitability of this very unique asset in the state of Maharashtra.
An aggregation of various wind assets acquired in the state of Tamil Nadu. The current effort is to undertake direct supplies to industrial customers in the state of Tamil Nadu (as against traditional utility supplies on preferential tariff arrangements). The operations are currently outsourced to the manufacturers of the Wind Turbine Generators (WTG) and we plan to build independent competence to undertake the same in the ensuing years.
The two main construction projects of the Group include:
A 6 X 600 MW thermal power project being setup in a single location and is scheduled to be commissioned on a unit-wise basis between 2012 and 2014. The site for this project is situated at Nariyara village, Akaltara Tehsil, Janjgir-Champa district, in the state of Chhattisgarh and significant construction activity has commenced and progressed. A committee of the Indian government has opined that the power project has significantly progressed on project commitments and construction.
During the review period, the civil works with respect to boilers, electrostatic precipitators, the chimney, and excavation works with respect to the main power house building, turbine generator foundations, switchyard, coal handling plant, cooling towers and raw water reservoir are in good stage of construction progress with boiler drum lifting for two units achieved during the Apr-Jun quarter 2011.
While, during the current year, the Group has been successful in ensuring necessary environment clearance and development progress of GIDC on the Gare-pelma sector III coal block, the access to coal supplies from GMDC based on Morga-II coal block remains uncertain in the context of the newly notified "No-Go" policy of the Environment Ministry of the Government of India. It is anticipated that, since the federal government at the highest level is seized of the matter of coal supplies from Morga-II or alternatives, the fuel security for these specifi units would be sorted in due course of the current year.
A run-of-the-river hydro electric power (HEP) project envisaged on Bichom River (a tributary of Kameng River) in West Kameng District of Arunachal Pradesh. The project is a BOOT (Build, Own, Operate and Transfer) concession for a lease period of 40 years. Having secured necessary clearances, the in-principle environment clearance and necessary permits in place, the current year would witness beginning of construction activity at the project site.
While the Group would continue its effort in developing new projects (both thermal and hydro power generation) one of the immediate potential projects that have experienced initial progress is the 1.8 GW power project in Orissa based on coal supplies from Naini coal block by Pondicherry Industrial Promotion Development and Investment Corporation (PIPDIC). The ensuing year is expected to witness progress on land acquisition and subsequent effort on finalization of necessary contracts for project construction.
Further, the Group has decided plans to undertake wind energy generation projects initially in India with potential for expansion across other locations. The Group now has incorporated in Singapore a renewable holding company by the name "KSK Green Energy Pte Limited" that is currently indirectly held 100% by the Company and expected to undertake these new initiatives. The Company could at suitable time look forward to participation of other financial investors / strategic partners to take forward this renewable portfolio.
The year under review witnessed stabilization of lignite production at the Gurha (E) lignite mine and achievement of peak rated capacity for captive consumption by VS Lignite Power project. Besides successfully extracting lignite within a period of 42 months from the date of block allotment, a record achievement in the Indian mining context, the Company is pleased to note that good quality lignite is being supplied uninterrupted to the power plant and there is currently no dependence on external fuel supplies to support the power plant.
In addition to facilitating the development of 210 MT Gare Pelma Sector III coal block, the Group is currently considering specific coal mine opportunities, outside of India, with a dedicated focus to supplement domestic coal supplies as well as leverage the mining expertise to acquire high opportunity mineral resources of both steam and metallurgical coal specifications.
Gurha East Lignite Mine Rajasthan
"With 933 MW of operational capacity and multiple efforts, strategies to deal and further strengthen the fuel security of the operating plants, we anticipate the fi nancial performance in the ensuing year to signifi cantly improve. Also, with the support of various banks and institutions we look forward to continue the construction progress at site on the 3600 MW KSK Mahanadi project and 120 MW Dibbin project which are expected to signifi cantly leapfrog the revenue and profi tability profi le of the Group by 2014."
(All figures given in the review are in US \$ thousands unless otherwise stated.)
KSK Group is primarily engaged in the development, operation and maintenance of power generation assets in India with next level of growth coming through large base load thermal power plants, hydro power opportunities and wind power generation. To support these power generation initiatives, the Group also is currently undertaking business activities in mineral interest, mine development and other support ancillary infrastructure. KSK focused its strategy on the private sector power development market, undertaking entire gamut of development, investment, construction, operation and maintenance of power plants with supplies initially to heavy industries operating in India and now branching out to cater to the needs of utilities and others in the wider Indian power sector.
| Mar 2011 | Mar 2010 | |
|---|---|---|
| Revenue | 226,800 | 52,893 |
| Cost of revenue | (150,385) | (26,192) |
| Gross profit | 76,415 | 26,701 |
| Other operating income | 3,357 | 13,660 |
| Distribution costs | (2,069) | (2,660) |
| General and administrative expenses | (25,165) | (14,571) |
| Operating profit | 52,538 | 23,130 |
The total revenues of the Group have increased by 329% from US \$ 52,893 during the year ended March 2010 to US \$ 226,800 during the year ended March 2011. Revenues for the Group have been broadly derived from two major activities being power generation US \$ 222,285 (2010: US \$ 43,870) and project development activities US \$ 3,060 (2010: US \$ 8,948).
Power generation activities relate to power generated and sold by the Group entities. Revenues from this activity have increased by 407% primarily on account of operation of two subsidiaries, namely, VS Lignite Power Private Limited ("VSLP") and Wardha Power Company Limited ("WPCL") - phase I units which have contributed US \$ 39,670 and US \$ 121,569 respectively, during the year ended March 2011.
In addition to VSLP and WPCL plants, revenues from power generation from other SPVs has indicated an increase of 41%
(from US \$ 43,200 during the year ended March 2010 to US \$ 61,046 during the year ended March 2011). This increase has largely been on account of an increase in the number of units generated from 1,010 million Kwh in March 2010, to 2,793 million Kwh in March 2011 and an increase in the average tariff realisation per unit from INR 3.88 in March 2010 to INR 4.11 in March 2011.
Project development activities primarily represent the fees charged by KSK on the achievement of development and construction milestones of the projects under development. We have experienced decrease from US \$ 8,948 during the year ended March 2010 to US \$ 3,060 reflecting the maturity of the asset portfolio towards construction and operating assets. Project development fees are expected to be far lesser in the coming years and income from sale of energy would be in the mainstay and dominant mix of revenue and profitability henceforth.
Cost of revenue indicated an increase of 474% to US \$ 150,385 (2010: US \$ 26,192). A significant portion of the increase in the costs of revenues is largely on account of the costs of revenue attributable to VSLP and WPCL amounting to US \$ 113,393. Excluding the impact of the same, cost of revenues has increased by 42%. This has largely been on account of increase in the average fuel costs per unit from INR 1.52 in March 2010 to INR 1.59 in March 2011.
Movement in other operating income from US \$ 13,660 during the year ended March 2010 to US \$ 3,357 during the year ended March 2011 is largely on account of the realisation of management fees amounting to US \$ 10,552 during the previous year by KSK Asset Management Services Private Limited pursuant to a settlement agreement with KSK Emerging India Energy Fund Limited towards claim for loss of potential management fees.
Distribution costs primarily include wheeling charges, transmission charges and load management charges payable to state utilities. As a percentage of the sales, such costs have decreased from 5% in March 2010 to 1% in March 2011 and are a factor of the units generated, load and the type of customer to whom power is being sold (for incurring wheeling charges).
The following charts shows the four year trend in revenues and units generated
Units generated
General and administrative expenses have experienced an upward trend from US \$ 14,571 during the year ended March 2010 to US \$ 25,165 during the year ended March 2011, on account of further capacity addition, requirement to increase the operating base of manpower, infrastructure to handle future growth.
| Mar 2011 | Mar 2010 | |
|---|---|---|
| Operating profit | 52,538 | 23,130 |
| Finance costs | (58,647) | (13,995) |
| Finance income | 23,647 | 67,849 |
| Profit before tax | 17,538 | 76,984 |
| Income tax income / (expense) | 12,569 | (17,524) |
| Profit for the year | 30,107 | 59,460 |
| Attributable to: | ||
| Equity holders of the parent | 13,056 | 32,822 |
| Non-controlling interests | 17,051 | 26,638 |
| Earnings per share | ||
| Basic and diluted (U.S. \$) | 0.09 | 0.24 |
Operating profits of the Group have shown a continuous upward trend and have increased from US \$ 23.13 million in FY 2010 to US \$ 52.54 million in FY 2011. This is mainly because the capacity in operations has increased from the previous year. The Group currently has an operating capacity of 933 MW.
Movement in finance cost from US \$ 13,995 in March 2010 to US \$ 58,647 in March 2011 is mainly on account of larger debt component on additional operating asset base, increase in interest rates and ancillary cost incurred in connection with the borrowing amounting to US \$ 40,524 mainly on account of higher borrowing levels and net foreign exchange loss amounting to US \$ 2,347.
Finance income during the year ended March 2011 primarily comprises interest income on deposits and other loans and receivables amounting to US \$ 20,692 (US \$ 21,953 during the year ended March 2010), and gain on the disposal of certain held for trading financial assets amounting to US \$ 1,076 (US \$ 1,341 during the year ended March 2010) and unwinding of discount on security deposit amounting to US \$ 1,080 (US \$ 805 during the year ended March 2010).
The following chart shows the four year trend in operating profits of the Group.
The decrease in finance income during the two periods is largely on account of the following:
Most of the tax expenditure of the Group is in respect of deferred income taxes, Minimum Alternate Tax (MAT). In India, the Group is availing an exemption under Section 80 IA of the Income Tax Act and is only required to make a provision for the liability under MAT and deferred taxes. The increased tax income during the year ended March 2011 is mainly on account of deferred tax asset on carry forward of losses in WPCL and decrease in tax expense on account of reduced finance income recorded during the previous period. The Group made effective use of various tax benefits available in India and such benefits have resulted in lower effective tax rate in some of our major operating subsidiaries.
| Particulars | March 2011 | March 2010 |
|---|---|---|
| Opearating cash flows | 73,553 | 24,085 |
| Changes in working capital assets and liabilities | (41,804) | (10,036) |
| Tax paid | (7,207) | (9,868) |
| Net cash generated from operating activities | 24,542 | 4,181 |
| Net cash used in investing activities | (342,382) | (801,392) |
| Net cash provided by financing activities | 342,799 | 641,672 |
| Effects of exchange rate changes on cash | (1,413) | 38,533 |
| Changes in cash and cash equivalents | 23,546 | (117,006) |
| Cash and cash equivalent - beginning of year | 37,669 | 154,675 |
| Cash and cash equivalent – end of year | 61,215 | 37,669 |
KSK's operating cash flow increased from US \$ 24,085 in 2010 to US \$ 73,553 in 2011, an increase of US \$ 49,468. The increase is primarily driven by an increase in operational activity, which has benefited from improved operations of power generation segment. Decrease in taxes paid by US \$ 2,661 is mainly on account of effective use of various tax benefits available in India and such benefits have resulted in lower effective tax rate in some of our major operating subsidiaries.
The following chart shows the four year trend in cash generated from operations.
Net cash used in investing activities has decreased by 57% to US \$ 342,382, largely on account of property plant and equipment by US \$ 289,442 due to initial advance paid to EPC contractor of KMPCL project and restricted cash used for availing short term credit facilities amounting to US \$ 117,451 as well as decrease in purchase and sale of financial instruments, net amounting to US \$ 48,834.
Cash generated from financing activities has decreased by 47% to US \$ 342,799 largely on account of US \$ 105,665 relating to QIP in KSK Energy Ventures Limited in previous year, US \$ 84,425 of additional interest paid reflecting the utilisation of available debt facilities to fund projects under construction and decrease in the net proceeds from borrowings by US \$ 160,657 in line with the strategy to secure long term borrowings by repayment of short term funds.
| Mar 2011 | Mar 2010 | |
|---|---|---|
| Goodwill | 52,460 | 84,482 |
| Property, plant and equipment | 1,955,146 | 1,311,309 |
| Other non-current assets | 144,808 | 107,745 |
| Current assets | 579,547 | 409,297 |
| Non current assets held for sale | - | 23,318 |
| Total assets | 2,731,961 | 1,936,151 |
| Non-current liabilities | 897,585 | 544,902 |
| Current liabilities | 983,688 | 670,778 |
| Total liabilities | 1,881,273 | 1,215,680 |
| Total equity including non-controlling interests | 850,688 | 720,471 |
| Total equity and liabilities | 2,731,961 | 1,936,151 |
Goodwill reduced by 38% to US \$ 52,460 year on year mainly on account of deemed disposal of WPCL and SRPCPL on business combination achieved in stages amounting to US \$ 31,522.
Property, plant and equipment has increased by US \$ 643,837 in 2011, a 49% year on year growth, largely on account of US \$ 198,957 relating to business combination achieved in stages in respect of SRPCPL and Wardha, acquisition of windmill of US \$ 15,435 and continuous construction and development activities in KMPCL project resulting in addition of US \$ 299,385.
Other non-current assets have increased by US \$ 37,063 year on year primarily as a result of increased deposits with banks amounting to US \$ 28,992 and higher deferred tax assets on account of carry forward of losses in WPCL amounting to US \$ 9,962.
Current assets have increased by US \$ 170,250 to US \$ 579,547 year on year primarily as a result of the following:
Non-current liabilities have increased by US \$ 352,683, representing a 65% increase year on year primarily due to the following:
Current liabilities have increased by 312,910, representing a 47% increase year on year primarily driven by an increase in short term funds borrowed for meeting working capital requirements and increase in the current portion of long term debt as well as increase in trade payable on account of higher operational capacity and higher liability in respect of construction works and supply of equipments.
The financial statements have been prepared on going concern basis which assumes the Group will have sufficient funds to continue its operational existence for the foreseeable future. The Group closely monitors and manages its liquidity needs. The Group requires funds both for short-term operational needs as well as for long-term investment programmes mainly in growth projects. In assessing the Group's going concern status, the Directors have taken into account financial position of the Group, anticipated future trading performance, its bank and other unutilised debt facilities with respect to projects, the ongoing business receivables and its investment plans. The fund raise during the period further enhanced the capability of the Company to meet its investment needs.
The Group's business activities, together with the factors likely to affect its future development, performance and position are set out in the Business Review on pages 22 to 24. In addition Note 32 to the financial statements includes the Group's objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments and hedging activities and its exposure to credit risk and liquidity risk.
As detailed in Note 24, as at 31 March 2011 the Group had interest-bearing loans and borrowings which are due within 12 months of US \$ 787 million. The Group generates sufficient cash flows from its current operations which together with the available cash and cash equivalents and liquid financial asset investments, provide liquidity both in short-term as well as in the long term. Anticipated future cash flows from operation and undrawn committed facilities of US \$ 2,490 million, together with cash and bank deposits of US \$ 367.1 million as at 31 March 2011, are expected to be sufficient to meet the on-going capital investment programme and liquidity requirement of the Group in the foreseeable future.
Power generation activity, though delicensed in the Indian context, is a critical business sector in the infrastructure segment and suffers multiple risks and uncertainties, such as:
The Group's main business is power generation & development through KSK Energy Ventures Limited, its listed subsidiary in India. Also the Group undertakes mineral development, water infrastructure and other ancillary businesses to power generation through, KSK Energy Company Private Limited, its unlisted subsidiary in India. Its principal risks are therefore related to power generation and associated businesses in that country in general, and also the particular circumstances of the specific electricity projects it is currently constructing or pursuing for development.
Some of the other risks faced by the Group include the following:
Given the significant capital outlay involved in construction of power, while all due care would be exercised to tie-up all requisite raw materials and other variables, often there are surprises on the ground. Also, certain factors such as off taker load requirements, fuel quality and grid constraints etc could curtail the generation potential.
These could significantly alter actual performance vis-à-vis the Target. Further, continuous unavailability could lead to claims from off takers as well as rigidities of PPA mechanism could expose to fuel price and financing cost volatilities and significant impact on EBIDTA, Profitability and Cash flows.
Though the Electricity Act, 2003 and subsequent policy initiatives to promote independent power generation by private players are progressive, often the disjointed approaches of the individual ministries / departments of the Government and the myopic regulations by the Government / local regulators create uncertainties in the operating environment.
The Company's construction and operations activities are regulated by multiple permits and clearances, regulations including environment norms, which are continuously evolving or being modified. The failure to obtain or comply with the same would prevent the Group from achieving its growth targets and could lead to financial losses, damages and claims.
The Company is dependant on various third party contractors to fulfill their contractual obligations and achieve timely completion of the power project construction. Some times third party actions / decisions could hold up performance of certain parties and hence inability to contain cost escalations.
Project execution delays not only increase the cost of project execution but put significant strain on company resources – financial, manpower and others, often resulting significant loss of opportunity, higher financing costs and other losses.
Risk of over runs mitigated through turnkey EPC contracts of Lumpsum Turnkey basis for major part of the project scope
Key concerns addressed through periodic review meetings of top management teams – at site and head offices
The Company is dependant on various fiscal and tax incentives involved with power generation activity.
Any ad-hoc policy changes, stringent infeasible criteria, reversal of government policy lead to enhanced project costs, unviable debt levels and / or sponsor equity specifications. Also investor returns could significantly alter on account of such changes.
The Company is largely dependant on coal supplies to operate its various facilities. In certain instances it is dependent on supply of Gas, Lignite, Furnace oil / Lubricants to successfully operate its facilities.
Any mismatches in identification, development, contracting, transportation and supplies of fuel to the power plant would lead to immense financial losses and lost generation opportunity.
The Company is dependant on a small number of customers to supply its output and derive its revenue and profitability.
Since Power Purchase Agreements (PPAs) are the fundamental basis of the off take arrangements, often signed ahead of the time, before project construction completion, and hence are based on certain underlying assumptions and principles with respect to project. If counter parties don't perform contractual obligations or choose to engage in continuous litigation, it puts tremendous strain on the Company resources, cash flows and the operating cycles.
The Company operates in capital intensive industry and has significant financing requirements.
This requires continuous access to, various capital providers of debt and equity, a spectrum of banks, insurance companies, financial insurance, pension funds, and capital markets. Further, timely servicing of interest / returns provide basis for future funding.
The Company operates multiple power projects in various locations, each with its own set of circumstances, challenges, cultures and local activism levels.
Since all projects are in remote locations, often closer to potential fuel sources, each of the project sites is faced with unique challenges on local people expectation, community and political under currents, environmental and other activisms. Also concerns of local residents about health, safety, pollution and other hazards.
The Company operates in an environment wherein certain part of the capital equipment being purchased, certain specific raw materials could be foreign exchange based while all revenue is in Indian rupees.
The Company's presentation currency is US Dollars, while majority of revenue and costs are incurred in Indian Rupees. Also, the currency protections in certain contracts provide additional uncertainty to the cost or profit estimates.
Promoting Community Leadership along with opportunities of setting up and operating power plants across 8 locations in 6 Indian states has been an essential ingredient of KSK's growth. The Group believes in sustainability being the core of any community and all initiatives to primarily focus on development of the neighboring communities. The thrust areas continue to be Education, Health, Socio-Economic Empowerment, Infrastructure Development and Cultural & Social Contribution.
It has been the Group's experience that as we move towards larger scale of power generation projects, these sustainability initiatives cannot be looked from the narrow myopic view as a necessary social license to operate but more grand, integral and wholesome philosophy that brings dignity to human life and enables a rounded and sustained effort to build healthy and sustainable communities wherever the business activities are pursued. Below are highlights of some of our sustainability initiatives in the thrust areas:
We value our relationship with the communities in which we operate and seek to facilitate comprehensive development…an approach that gives ample scope to design customized programmes based on felt needs of the immediate community and the local socio-economicpolitical and cultural context.
The Group carries out community development initiatives through Village Development Advisory Committees (VDACs) to ensure that development is participatory, inclusive and sustainable.
Besides stakeholder consultation, Rehabilitation and Resettlement plan and Socio-Economic survey of the project affected families are the base documents that inform our strategy development.
At policy level the Board takes active interest, through the designated executive teams to provide necessary direction and integration of these sustainability initiatives with core business and other verticals of the enterprise.
For KSK, power from Knowledge is not just a slogan …it is a deep felt belief… A belief in the transforming power of 'knowledge'… gained through quality education. This dictum is our guiding force and the reason behind making Education an important thrust area.
Our approach to the issues in education focuses on addressing the critical issues of quality, access, equity in access, infrastructure and bridging the urban-rural disparity in vocational training.
Quality: During the period, 23 additional teachers are supported by KSK in Government schools of our neighboring communities in 3 locations.
Access: During the period, a primary public school has been constructed in Maharashtra. KSK has also provided a school bus facility to 207 children to enable them to attend secondary and higher education.
Equity in Access: During the period, 35 merit scholarships at school level, 28 scholarships to pursue Engineering and Polytechnic and Fee reimbursement for 5 students pursuing Medical & Management studies have been provided for the children from our neighboring community. Besides scholarships, we have also provided other physical resources such as 15,000 LED study lamps, 1,026 school bags and sports material to 10 schools in the operational area.
Infrastructure: We are committed to providing child friendly environment at our neighboring schools, as a first step towards provided necessary infrastructural facilities in 5 schools.
Vocational Training: We understand the huge gap existing between education and employability of the youth in our neighborhood communities and also realize the potential of vocational training in the growing economy. KSK has established one ITI centre in Chhattisgarh and supported 187 ITI students through fee reimbursement initiative.
India today faces the problem of massive inequities in access to health care, in a predominantly urban based health care setting which has off late been dominated by growing large private sector.
Alarmingly, the proportion of people who are unable to access any form of treatment due to inability to pay is quite large and increasing. KSK has two models of health care delivery for its neighboring communities. While mobile clinic model provides preventive services at the door step of the client, mega camp model seeks to address major health concerns of the community. Through mobile clinic, 306 camps have been organized, reaching out to 9,627 patients in the period and 3 mega eye camps have been conducted treating 303 patients.
We believe that economic empowerment of our communities alone can help us ensure sustainability of the development that we undertake.
Under economic empowerment, during the period, we organized training in tailoring for 58 adolescent girls and women.
Developing Common Property Resources and infrastructure that enhances access to basic services.
Annual Report 2010 - 11 | KSK Power Ventur plc 27
Business Review Governance Financial Infomation
314 milch animals were attended to in veterinary camps, seed distribution and training programmes were organized for 120 farmers and 2 youth were supported to set up own businesses under entrepreneurship initiative.
We are committed to encouraging recruitment from project affected families in all our sites and have so far recruited 2500 locals in 6 project locations.
We believe that developing infrastructure is essential for eradication of poverty as well as for sustaining and multiplying growth.
We are also committed to developing infrastructural facilities such as roads, sanitation facilities, drinking water facilities and others that improve community's access to basic services and livelihood opportunities.
In 2010-11, KSK has taken up pond deepening works in 10 locations and one canal cleaning done for better water conservation. Drinking water facilities have been significantly improved by installation of 32 hand pumps and repairing of 34 defunct pumps. We have also contributed to rural electrification by fixing 34 street lights and electric poles and improved rural connectivity by laying 24 approach roads. Community toilets were provided for 3 villages and one community hall constructed for common use.
During the year, landscaping was carried out in 5 locations, besides planting 6000 plants and reached out to 7 villages in midsummer through water tankers and by constructing one water tank.
KSK now operates across 8 locations in 6 states and proactively seeks to deepen its communication with local communities. Given the cultural diversity of India, it is essential for us to respect and adhere to the cultures and traditions of each community we work with.
Building relationship for us is sharing and being part of the joys and sorrows of our communities. Thus we support village festivals, religious celebrations, sports & games events, besides extending helping hand in the hour of natural calamities, emergencies etc.
Women Empowerment Tailoring Training Center
Economic empowerment of women is a key strategy
in ensuring inclusive development of sustainable communities.
Mr. T. L. Sankar was appointed as the Chairman (Non-Executive) of the Company in October, 2006. Mr. T. L. Sankar is renowned in India as an energy expert, having received the Padma Bhushan title in India and has more than four decades of experience in the sector, including Secretary of the Fuel Policy Committee (1970-75), Principal Secretary of the Working Group on Energy Policy (1978-79), as a member of the Advisory Board on Energy, Government of India and as a member of the Integrated Energy Policy Committee. Mr. Sankar also served as the Chairman of the Andhra Pradesh State Electricity Board, the state power utility in southern India. Currently, Mr. Sankar is the Chairman of the Expert Committee for the comprehensive review and recommendation of a roadmap for the coal sector in India. He has also served the United Nations as an adviser on energy issues to the governments of Sri Lanka, Tanzania, Jamaica, North Korea and Bangladesh and has headed the Asian Development Bank's Asian Energy Survey.
Mr. Iyer was appointed as a Director (Non-Executive) of the Company in October, 2006. He is the former and first Executive Chairman of Credit Information Bureau (India) Limited initially promoted by the State Bank of India & HDFC Limited. Mr. Iyer has vast knowledge and rich experience in the banking industry. He was earlier the Managing Director of State Bank of Mysore and the Managing Director of the State Bank of India (SBI). He had been a Director on the Boards of all the seven Associate Banks of SBI as also on the Boards of two overseas and six domestic subsidiaries of SBI. He had also served as a Director of National Stock Exchange of India Limited and GE Capital Business Process Management Services Private Limited. Mr. Iyer is presently associated with the National Dairy Development Board as a Member of its Investment Committee.
Mr. Dlouhy was appointed as a Director (Non-Executive) of the Company in August 2009. Mr. Dlouhy studied mathematical economics and econometrics at School of Economics and at Charles University in Prague, later MBA studies at Catholic University in Leuven (Belgium). Started his professional career as University lecturer, in 1983 moved to the Czechoslovak Academy of Sciences as a researcher, later as Deputy Director of the Forecasting Institute. In 1989 was invited to join the first post-communist government and till 1992 served as Minister of Economy of Czechoslovakia and after the split of the country served as Minister of Industry and Trade of the Czech Republic till June 1997. Since his departure from politics in 1997, he joined Goldman Sachs as an International Advisor for Central and Eastern Europe; between 1997 and 2010, in similar capacity, he advised to ABB Chairman of the Advisory Board, Chayton Capital, London, UK. In addition to extensive academic association with various universities and serving as deputy chairman, European group, The Trilateral Commission, he is also an author of numerous publications. Married, fluent in English, Spanish, Russian, speaks also German and French.
Mr. Sastry was appointed as a Director (Executive) of the Company in October 2006. He is a Chartered Accountant and leads the project execution & operations activities of the business in addition being responsible for financial accounting, taxation and human resources functions of KSK. Prior to incorporating KSK, Mr. Sastry had more than a decade of extensive experience in the domains of financial consulting, audit, company law and foreign investment regulations.
Executive Director
Mr. Kishore was appointed as a Director (Executive) of the Company in October 2006. He is a Chartered Accountant, leads the Business Development & Capital formation initiatives of the Group and has been instrumental along with Mr. Sastry in the rapid growth of KSK over the last decade. Prior to incorporating KSK, Mr. Kishore was a financial advisor & consultant for major domestic as well as international businesses in emerging technology areas and importantly has advised multiple energy companies/ utilities/ market entrants since early nineties. Mr. Kishore has been additionally associated with various reforms and regulatory initiatives of the Government and has served in various committees.
The Company is incorporated in the Isle of Man and is not subject to any specific corporate governance regime in its place of registration.
In December 1992, the Committee on the Financial Aspects of Corporate Governance ("the Cadbury Committee") published a Code of Best Practice. This was updated by the issue of The Combined Code: Principles of Good Governance and Code of Best Practice ("The Combined Code"). The Combined Code contained recommendations as to best practice, focusing on the control and reporting functions of the Board of Directors. A revised version of the Combined Code has been adopted by the Financial Reporting Council ("The New Code") which applies to accounting periods beginning on or after 29 June 2010 and as a result of the new Listing Regime introduced in April 2010, applies to all companies with a Premium Listing of equity shares regardless of whether they are incorporated in the UK or elsewhere.
As the Company has a secondary listing status (now standard listing) on the London Stock Exchange ("LSE"), the UK Combined Code ("UK Code") does not apply to the Company. Nevertheless, the Directors in the spirit of good practice have always taken note of its provisions and voluntarily complied, whenever it has been appropriate to do so.
Given the size and stage of evolution of the underlying business, it is important to note that the Company strives constantly to maintain a fine balance between maintaining robust corporate governance practices and the rigours of business growth and associated business innovation and approach. Further, it is the Company's belief that corporate governance policies and practices and its periodic review need to be tailored to the size and maturity of the organization. On the voluntary initiative of the Board, the Company is in substantial compliance with all of the material aspects of the Combined Code. Even though the Company being a smaller company below FTSE 350 throughout the year immediately prior to the reporting year, the Board seeks to appoint an additional Non-Executive Director to the Remuneration Committee and Audit Committee to be ready for full compliance to UK Code upon any movement to the professional market. The Nomination Committee has evaluated certain professionals and has been exploring and evaluating suitable professionals for such appointment.
The Board currently comprises of an independent nonexecutive chairman, two executive directors and two independent non-executive directors. The Non-Executive Chairman Mr. T. L. Sankar has more than four decades of experience in the power sector. Mr. S. R. Iyer, an independent non-executive director has rich experience in finance and accounts and has earlier served as the Managing Director of State Bank of India. Mr. Vladimir Dlouhy, the other independent non-executive director, has rich and distinguished experience in economic and industrial affairs and international corporate businesses. Their independence provides a strong foundation for corporate governance.
The two Executive Directors, Mr. S. Kishore and Mr. K. A. Sastry are the Company's founders and have had extensive knowledge of the Indian power sector for over two decades and have handled prestigious advisory assignments prior to setting up of KSK.
The Board believes it is an effective board that is collectively responsible for the success of the Company and its composition is appropriate for an effective listed company.
Set out below is a table showing attendance at Board and committee meetings by the Directors during 2010-11.
| Director | Board Meeting |
Audit Committee Meeting |
Remuneration Committee Meeting |
Nomination Committee Meeting |
|---|---|---|---|---|
| Mr. T.L. Sankar | 5/5 | 4/4 | 2/2 | 2/2 |
| Mr. S.R. Iyer | 5/5 | 4/4 | 2/2 | 2/2 |
| Mr. Vladimir Dlouhy |
5/5 | 4/4 | 2/2 | 2/2 |
| Mr. S. Kishore | 5/5 | - | - | - |
| Mr. K.A. Sastry | 5/5 | - | - | - |
The Board periodically meets and had in total five meetings during the year. Mr. T. L. Sankar, Mr. S. R. Iyer, Mr. Vladimir Dlouhy, Mr. S. Kishore and Mr. K. A. Sastry have attended all the five meetings. The Board is pleased with the high level of attendance and participation of both executive and nonexecutive directors at the meetings.
In addition to formal meetings of the Board, the Executive Directors maintained frequent verbal and written communication with the Non-Executive Chairman and other Non-Executive Directors to discuss various developments and issues affecting the Company and its business. Additionally, as a practice the Non-Executive Chairman has independent discussion with the other two Non-Executive Directors, without the presence of executive directors, on the business and any issues related thereto.
The Board is collectively responsible for long term success of the Company and has ultimate responsibility for the management, direction and performance of the Group and its businesses. The Directors are responsible for the Group's and the Company's system of internal financial control, safeguarding the assets of the Group and the Company and for taking reasonable steps for the prevention and detection of fraud and other irregularities.
In carrying out their responsibilities, the Directors have put
in place a framework of controls to ensure ongoing financial performance is monitored in a timely and corrective manner and risk is identified as early as practicably possible. Clear lines of authority, responsibility and financial accounting exist between the relevant heads of department and the Directors.
The Directors review the effectiveness of the system of internal control. Given the organization structure and material business through subsidiaries, such a system can only provide reasonable and not absolute assurance against material misstatement or loss.
The Board meets regularly during the course of the year to review trading performance and budgets, funding, to set and monitor strategy, examine acquisition opportunities and report to shareholders. The Board has a formal schedule of matters specifically reserved to it for decisions.
The roles of Chairman and Executive Directors are separate, and their responsibilities are independently defined.
It is the Chairman's responsibility to ensure that the Board is provided with accurate, timely and clear information in relation to the Group and its business.
The Company operates its power generation business in India through KSK Energy Ventures Limited ("KSKEV"), whose shares are listed on the National Stock Exchange and Bombay Stock Exchange. KSKEV has its own board with 4 of the Company Directors, multiple independent directors, respective committees that undertake all subsidiaries corporate governance requirements and complies with Indian listing requirements. Additionally, such independent directors also sit on the boards of all material subsidiaries of KSKEV.
The Combined Code recommends that the Board should appoint one of its independent non-executive directors to be the Senior Independent Director. The Senior Independent Director should be available to shareholders if they have concerns that contact through the normal channels of chairman or executive directors has failed to resolve or where such contact is inappropriate.
Mr. S.R. Iyer is the Board's existing senior independent director.
Each Committee and each Director has the authority to seek independent professional advice where necessary to discharge their respective duties in each case at the Company's expense.
In addition, each director and committee has access to the advice of the Company Secretary, Mr. Richard Vanderplank of Cains Fiduciaries Limited.
The Company has adopted a share dealing code which is based on the Model Code for directors dealings contained in the Listing Rules.
Audit, Remuneration and Nomination Committees are the three committees constituted by the Board with their terms of reference clearly defined. To ensure independent decision making and in line with the Combined Code only non-executive directors are made members of the above Committees.
The Company's Audit Committee comprises of the Non-Executive Directors, being Mr. S. R. Iyer (Chair), Mr. T. L. Sankar and Mr. Vladimir Dlouhy.
The Audit Committee is responsible for a wide range of financial matters and will meet at least three times a year. It monitors the controls that are in place to ensure the integrity of the financial information reported to shareholders including its annual and interim reports, preliminary results' announcements and any other formal announcement relating to its financial performance.
The Audit Committee also oversees the relationship with the external auditor, reviews the scope and results of audits and provides a forum for reporting by the Group's auditors.
The Audit Committee also focuses on compliance with legal requirements, accounting standards and the Listing Rules and the Disclosure and Transparency Rules including reviewing the summary of financial statements, significant financial returns to regulators and any financial information contained in certain other documents, such as announcements of a price sensitive nature, and ensures that an effective system of internal control and risk management systems are maintained.
The ultimate responsibility for reviewing and approving the annual report and accounts and the half-yearly reports nevertheless remains with the Board. The Executive Directors attend meetings of the Audit Committee through invitation.
The Company's Remuneration Committee comprises of the Non-Executive Directors being Mr. Vladimir Dlouhy (Chair), Mr. T. L. Sankar and Mr. S. R. Iyer. The Remuneration Committee will meet at least twice a year, considers remuneration policy and the employment terms and remuneration of the Executive Directors and senior management.
The Remuneration Committee's role is advisory in nature and makes recommendations to the Board on the overall remuneration packages for executive directors in order to attract, retain and motivate high quality executives
capable of achieving the Group's objectives. The Remuneration Committee also reviews proposals for the introduction of share plans and other incentive plans, makes recommendations for the grant of awards under such plans as well as advising on the terms of employment of the Executive Directors. None of the Directors participates in any discussion or votes on any proposal relating to his own remuneration.
The Board's policy is to remunerate the Group's senior executives fairly and in such manner as to facilitate the recruitment, retention and motivation of suitably qualified personnel. The remuneration of the Non-Executive Directors is determined by the Chairman and the other Executive Directors outside the framework of the Remuneration Committee.
The Company's Nomination Committee comprises of the Non-Executive Directors being Mr. T. L. Sankar (Chair), Mr. S. R. Iyer and Mr. Vladimir Dlouhy which meets at least twice a year. The Nomination Committee considers the structure, size and composition of the Board, retirements and appointments of additional and replacement directors, reviews succession plans for the directors and makes recommendations to the Board on membership of the Board, its committees and other matters within its ambit.
The objective of the Board is to create increased shareholder value by growing the business in a way that delivers sustainable improvement in earnings over the medium and long term.
The Board regards the Annual General Meeting as an important opportunity to communicate with private investors in particular. Directors make themselves available to shareholders, both before and after the Annual General Meeting and on an ad hoc basis, subject to normal disclosure rules.
The Company is committed to promotion of investor confidence by ensuring information dissemination and trade in securities takes place in an efficient, competitive market.
In addition to meeting ongoing disclosure requirements, as part of Company's investor relationship programme, meetings with analysts and Shareholders are held on regular basis. Field visits to specific power plant locations are facilitated, after due and adequate notice from interested shareholders. The Company announces its annual and half yearly results to the London Stock Exchange in advance of the publication.
Also effort is now made to update relevant and up to date information on the Company's website www.kskplc.co.uk and KSKEV website www.ksk.co.in
The Board is responsible for the effectiveness of the Company's internal control system and is supplied with information to enable it to discharge its duties. Internal control systems are designed to meet the particular needs of the Company and to manage rather than eliminate the risk of failure to meet business objectives and can only provide reasonable and not absolute assurance against material misstatement or loss.
The Board believes that its composition is suitable, having regard to its international stature with a focus on India. Notwithstanding the long tenure of some of the Directors, the Board believes all of the Non-Executive Directors are independent and provide valuable advice and counsel in furthering the business objectives of the Company.
Although the Company is a publicly listed company, it continues to be an early stage power generation company with limited cash flows. The Company has a clear mandate to optimise the allocation of limited resources to support its power projects under construction. As such, the Company strives to maintain a balance between conservation of limited resources and maintaining robust corporate governance practices. As the Company evolves, the Board is committed to address specific Combined Code deficiencies and enhance the Company's corporate governance policies and practices deemed appropriate for the size and maturity of the organisation.
T. L. Sankar Non Executive Chairman 26 July 2011
Sai Regency Power Project
The Directors of KSK Power Ventur plc have pleasure in presenting this Directors' Report along with the audited financial statements of the Company and of the Group for the year ended 31 March 2011.
KSK is among the leading independent private power generators with its operations focused in India. KSK's portfolio of existing and future power generation assets are diversified across fuel types throughout India. KSK presently has operational power plants capable of generating 933 MW of power and further actively involved in construction of two projects aggregating an additional 3720 MW. The Group's initial foray and plans for independent initiatives into power generation from renewable energy sources marks the beginning of another growth initiative.
A full review of the Company's activities during 2010-11 can be found in the sections of this Annual Report listed below, which are incorporated herein by reference.
Chairman's Statement Market Overview Operations Review and Financial Review Principal Risks and uncertainties Sustainability Initiatives
The Company currently conducts its business through the following major subsidiaries:
While compliance to Combined Code is not mandatory (since Standard Listing), the Directors have taken note of all the good practices and prescriptions and chose to voluntarily comply with the Combined Code whenever it has been appropriate to do so. A report on Corporate Governance and compliance to Combined Code is set out on pages 32 to 34.
Prior to the initial listing of the Company shares on the London Stock Exchange and recently on even prior to admission to the main Market, K&S Consulting Group Private Limited (K&S), the ultimate parent entity owned by the Executive Directors, holding substantial interest in the Company, have entered into a Relationship Agreement dated 26 March 2010 with the Company, wherein they have agreed, inter alia, not to exercise voting powers so as to derogate the independence of the Company Board, not to vote on decisions involving any action or potential conflict and undertake any related party transactions at arms length.
The Directors believe that the terms of Relationship Agreement will enable the Company to carry on its business independently from K&S and its associates.
On 31 March 2010, the Company's shares began trading, through a secondary listing, on the London Stock Exchange's market for listed securities ('Main Market'). Subsequently, with effect from 6 April 2010, the secondary listing was replaced with a standard listing and presently the Company's shares are on the Standard List.
Further, the Directors anticipate that as the business progresses and consolidates, the Company will seek movement to the premium listing on the Main Market, thus further enhancing the Company's profile and liquidity of its ordinary shares while increasing access to capital to fund its future growth plans.
The authority to purchase its own shares up to a total aggregate value of 10% of the issued ordinary share capital of the Company was renewed in a resolution at its annual general meeting held on 29 September 2010. The authority conferred will expire on the earlier of the next annual general meeting of the Company and the date which is eighteen months after the date on which this resolution is passed. It is proposed that the same would be taken up for renewal in the ensuing AGM.
No purchase of own shares by the Company occurred during the year ended 31 March 2011.
The Company, during September 2010, raised £62.5 million (before expenses) by way of a placing of 12,254,902 new ordinary shares of 0.1p each in the capital of the Company with institutional investors at a price of 510 pence per share.
The Directors that served the Office during the year were:
The Biographies of the Directors are setout on pages 30 to 31.
Subject to the Isle of Man Companies Acts 1931 to 2004, but without prejudice to any indemnity to which a director may otherwise be entitled, every director shall be entitled to be indemnified out of the assets of the Company against all costs, charges, losses, damages and liabilities incurred by the Director in the actual or purported execution of his duties. The Company has a directors and officers insurance policy in place.
In accordance with Section 93 of the Companies Act, 1931, as amended by Section 22 of the Companies Act, 1982, that the Registered office of the Company is situated at Fort Anne, Douglas, Isle of Man, IM1 5PD from 1 March 2011.
In accordance with the Articles of Association of the Company, at the next Annual General Meeting of the Company Mr. Vladimir Dlouhy and Mr. S. R. Iyer retire by rotation and, being eligible, offer themselves for re-election.
The Directors interest in shares of the Company is through their respective interest in Sayi Energy Ventur Limited which currently holds 96,778,750 ordinary shares of £0.001 each in the issued share capital of the Company. Mr. S. Kishore and Mr. K.A. Sastry, Executive Directors of the Company are also directors of Sayi Energy Ventur Limited.
At 31 March 2011 and at the date of this Report, there were 151,789,145 ordinary shares of the Company that were issued and fully paid. Major interests in the share capital of the Company, i.e. in excess of 3 per cent, as of the date of this Report are as follows:
| Shareholder | Number of Ordinary Shares |
Percentage of Ordinary Shares (%) |
|---|---|---|
| Scottish Widows Investment | ||
| Partnership Ltd | 18,947,931 | 12.48 |
| Universities Superannuation | ||
| Scheme Limited | 9,931,424 | 6.54 |
| M&G Investment Management |
6,137,095 | 4.04 |
| AEGON | 5,124,797 | 3.38 |
| Others | 14,869,148 | 9.80 |
| Total shares in public hands | 55,010,395 | 36.24 |
| Sayi Energy Ventur Limited | 96,778,750 | 63.76 |
| Total outstanding ordinary shares |
151,789,145 | 100.00 |
The Directors of the Company are responsible for preparing the Annual Report and financial statements in accordance with the applicable laws and International Financial Reporting Standards as adopted by the European Union.
Company law requires the Directors to prepare financial statements for each financial year, which give a true and fair view of the state of affairs of the Company and of the Group. In preparing these financial statements, the Directors are required to:
The Directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the Company and of the Group and to enable them to ensure that the financial statements comply with the Isle of Man Companies Acts 1931 to 2004. The Directors are responsible for ensuring the Directors' Report and other information included in the Annual Report are prepared in accordance with company law of the Isle of Man and are also responsible for ensuring that the Annual Report includes information required by the Rules of the
London Stock Exchange. The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website.
In addition to the above, the Directors are also responsible for safeguarding the assets of the Company and of the Group and hence for taking reasonable steps for the prevention and detection of fraud or other irregularities.
The Directors confirm that, to the best of their knowledge:
The Board has the ultimate responsibility for the Group's internal control and risk management systems. The Audit Committee monitors internal controls and risk management systems on an annual basis.
Grant Thornton UK LLP, Chartered Accountants who were appointed as auditors, retire under the provisions of Section 12(2) of the Companies Act 1982 and are eligible for reelection at the forthcoming Annual General Meeting.
There have not been any significant and material post balance sheet events that have occurred in the Company since 31 March 2011 to the date of this Report except for the following.
On 16 May 2011, pursuant to request from the significant shareholders at KSKEV, namely LB India Holdings Mauritius I Limited (for itself and on behalf of its subsidiaries, all collectively referred to as "Lehman Brothers" "LB Group"), the Group has given its consent to waive the non statutory lock up on the equity shares, thereby enabling LB Group to sell or pledge the said equity shares at their sole discretion. Further, the Company has amended the Supplementary Development Agreement dated 7 June 2010 replacing the earlier grant of Right of First Refusal ("ROFR") with an amended ROFR that is exercisable over 10,601,415 equity shares of KSKEV (equivalent to 2.85% of KSKEV) and this ROFR could now be exercised by the parties or any nominated alternate third party upto any time on or before 31 May 2013.
On 17 May 2011, the Company's subsidiaries, namely KSK Energy Limited, KSK Energy Company Private Limited and KSK Power Holdings Limited, have made a voluntary offer (the "Open Offer") to the public equity shareholders of KSKEV to acquire up to 74,526,091 fully paid-up equity shares of the Target Company (the "Offer Size") constituting 20% of the Voting Share Capital of KSKEV at a price of Rs. 125.00 (Rupees One Hundred and Twenty Five only) per equity share under the Indian SEBI (SAST) Regulations. We anticipate funding the same as a combination of debt financing and internal funds and expecting completion during the current quarter, subject to necessary regulatory clearances.
Information on the Audit Committee, Nomination Committee and Remuneration Committee is included in the Corporate Governance section of the Annual Report.
The Directors are confident that the Group has adequate financial resources to continue in operational existence for the foreseeable future and therefore, continue to adopt the going concern basis in preparing the financial statements.
Further details on going concern are provided in Financial Review section of the Report.
The Group's consolidated operating profit for the year amounted to US \$ 52.53 million compared to US \$ 23.13 million for the year 2009-10 and the net income after tax for the year amounted to US \$ 30.10 million compared to US \$ 59.46 million for the year 2009-10. The Directors, in view of the multiple growth opportunities and funding required for the projects under development, do not recommend payment of dividend.
Approved by the Board of Directors
T. L. Sankar Non Executive Chairman 26 July 2011
The Company has a good combination of executive and non-executive directors as more than half of the Board comprises of non-executive directors. Since the Executive Directors of the Company do not draw any remuneration from the Company, the provisions of the Combined Code of Corporate Governance in respect of the directors' remuneration are not relevant except in so far as they relate specifically to non-executive directors.
The Company has a Remuneration Committee comprising of Mr. Vladimir Dlouhy (Non-Executive Director) as Chairman, Mr. T. L. Sankar (Non-Executive Chairman of the Board), Mr. S. R. Iyer (Non-Executive Director).
Details of the Directors' fees were as follows:
| Director | Annual Directors' Fees for year ended 31 March 2011 (Amount in USD) |
Annual Directors' Fees for year ended 31 March 2010 (Amount in USD) |
|---|---|---|
| Mr. T. L. Sankar (Non-Executive Chairman) | 50,000 | 50,000 |
| Mr. Vladimir Dlouhy (Non-Executive Director) | 50,000 | 50,000 |
| Mr. S. R. Iyer (Non-Executive Director) | 50,000 | 50,000 |
| Mr. K. A. Sastry (Executive Director)* | NIL | NIL |
| Mr. S. Kishore (Executive Director)* | NIL | NIL |
* While Executive Directors do not draw any remuneration from the Company, they draw remuneration from KSK Energy Ventures Limited (KSKEV), the Indian Listed subsidiary as detailed below:
| Indian Rupees | Equivalent USD | |
|---|---|---|
| Mr. K. A. Sastry (Executive Director) | 9,000,000 | 196,074 |
| Mr. S. Kishore (Executive Director) | 9,000,000 | 196,074 |
No commission has been paid to the Directors during the period under review.
The Company has adopted a performance share plan known as KSK Power 2010 Performance Share Plan but was not operated. The Remuneration Committee has not decided any grants so far and currently evolving upon the process of execution of the plan and embark upon a proper mechanism for its implementation.
The Directors interest in shares of the Company is through their respective interest in Sayi Energy Ventur Limited as Mr. S. Kishore and Mr. K.A. Sastry, Executive Directors of the Company are also directors of Sayi Energy Ventur Limited.
No pension schemes exist in the Company.
The Company has not entered into any service contracts with the Executive Directors, Mr. K. A. Sastry and Mr. S. Kishore and their appointments are regulated as per the terms of the letters of appointments which provides that the appointments are for a period of three years starting 21 August 2009 and are subject to termination upon six months' notice by either party.
The Executive Directors are also the Whole-time Directors of KSKEV and have entered service agreements which provides for the terms relating to the payment of salary and other individual terms. Effective 1 April 2010, the whole-time directors are entitled to salary not exceeding Rs.750,000 per month, inclusive of all perquisites that may be paid or provided as per the policy of KSKEV. The Directors are eligible for commission not exceeding 1.5% of the Net profits of KSKEV in accordance with provisions of the Indian Companies Act.
For the other three Directors Mr. T. L. Sankar, Mr. S. R. Iyer and Mr. Vladimir Dlouhy (the Non-Executive Directors), in view of the non-executive nature of the directorships, there are no service contracts in existence between the Company and the Non-Executive Directors. Each of the Non-Executive Directors ware appointed by letters of appointment which sets out the main terms of their appointment and are subject to termination upon three months' notice by either party.
Wardha Power Project
Independent auditor's report to the members of KSK Power Ventur plc
We have audited the Group and Parent Company financial statements of KSK Power Ventur plc for the year ended 31 March 2011, which comprise the Consolidated and Company Statement of Comprehensive Income, the Consolidated and Company Statement of Financial Position, the Consolidated and Company Statements of Changes in Equity, the Consolidated and Company Statement of Cash Flows and the related notes. The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards (IFRS) as adopted by the European Union ("EU").
This report is made solely to the Company's members, as a body, in accordance with Section 15 of the Companies Act 1982. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.
As explained more full in the Directors' Responsibility Statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion on the financial statements in accordance applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Audit Practice Board's (APB's) Ethical Standards for Auditors.
An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of whether the accounting policies are appropriate to the company's circumstances and have been consistently applied and adequately disclosed; and the overall presentation of the financial statements. In addition we read all the nonfinancial information in the Financial Review and Corporate Governance Statement to identify material inconsistencies with the audited financial statements. If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report.
We have nothing to report in respect of the following matters where the Isle of Man Companies Acts 1931 to 2004 requires us to report to you if, in our opinion:
Grant Thornton UK LLP
Registered Auditor Chartered Accountants London 26 July 2011
(All amount in thousands of US \$, unless otherwise stated)
| Consolidated | Company | ||||
|---|---|---|---|---|---|
| Notes | 2011 | 2010 | 2011 | 2010 | |
| Revenue | 9 | 226,800 | 52,893 | - | - |
| Cost of revenue | 10 | (150,385) | (26,192) | - | - |
| Gross profit | 76,415 | 26,701 | - | - | |
| Other operating income, net | 11 | 3,357 | 13,660 | - | - |
| Distribution costs | (2,069) | (2,660) | - | - | |
| General and administrative expenses | (25,165) | (14,571) | (913) | (2,461) | |
| Operating profit / (loss) | 52,538 | 23,130 | (913) | (2,461) | |
| Finance costs | 12 | (58,647) | (13,995) | (4,457) | (1,584) |
| Finance income | 13 | 23,647 | 67,849 | 939 | 4,958 |
| Profit / (loss) before tax | 17,538 | 76,984 | (4,431) | 913 | |
| Tax income / (expense) | 14 | 12,569 | (17,524) | - | - |
| Profit / (loss) for the year | 30,107 | 59,460 | (4,431) | 913 | |
| Attributable to: | |||||
| Equity holders of the parent | 13,056 | 32,822 | (4,431) | 913 | |
| Non-controlling interests | 17,051 | 26,638 | - | - | |
| 30,107 | 59,460 | (4,431) | 913 | ||
| Other comprehensive income | |||||
| Foreign currency translation differences | (3,487) | 78,468 | 4,723 | 1,134 | |
| Available-for-sale financial assets | |||||
| - current year (losses) / gains | (1,838) | 9,533 | - | - | |
| - reclassification to profit or loss | (155) | (8,266) | - | - | |
| Reclassification of reserve on disposal of interest in joint venture |
(1,324) | (1,283) | - | - | |
| Other comprehensive income, net of tax | (6,804) | 78,452 | 4,723 | 1,134 | |
| Total comprehensive income for the year | 23,303 | 137,912 | 292 | 2,047 | |
| Attributable to: | |||||
| Equity holders of the parent | 8,748 | 75,747 | 292 | 2,047 | |
| Non-controlling interests | 14,555 | 62,165 | - | - | |
| 23,303 | 137,912 | 292 | 2,047 | ||
| Earnings per share | |||||
| Weighted average number of ordinary shares for basic and diluted earnings per share |
145,745,632 | 138,541,654 | |||
| Basic and diluted (US \$) | 0.09 | 0.24 |
(See accompanying notes to the Consolidated and Company financial statements) Approved by the Board of Directors on 26 July 2011 and signed on behalf by:
S. Kishore K. A. Sastry Executive Director Executive Director
(All amount in thousands of US \$, unless otherwise stated)
| Consolidated | Company | ||||
|---|---|---|---|---|---|
| Notes | 2011 | 2010 | 2011 | 2010 | |
| ASSETS | |||||
| Non-current | |||||
| Goodwill | 15 | 52,460 | 84,482 | - | - |
| Property, plant and equipment | 16 | 1,955,146 | 1,311,309 | - | - |
| Other non-current assets | 18 | 21,532 | 15,865 | - | - |
| Investments and other financial assets | 17 | 96,875 | 75,424 | 180,047 | 46,318 |
| Trade and other receivables | 19 | 5,693 | 5,710 | - | - |
| Deferred tax asset | 14 | 20,708 | 10,746 | - | - |
| 2,152,414 | 1,503,536 | 180,047 | 46,318 | ||
| Current | |||||
| Inventories | 20 | 14,617 | 7,735 | - | - |
| Trade and other receivables | 19 | 66,171 | 22,139 | 166 | 46 |
| Investments and other financial assets | 17 | 125,492 | 89,496 | 12,521 | 43,978 |
| Cash and short-term deposits | 21 | 338,159 | 276,872 | 14,551 | 13,133 |
| Other current assets | 18 | 35,108 | 13,055 | - | - |
| 579,547 | 409,297 | 27,238 | 57,157 | ||
| Non-current assets classified as held for sale | 22 | - | 23,318 | - | - |
| 579,547 | 432,615 | 27,238 | 57,157 | ||
| Total assets | 2,731,961 | 1,936,151 | 207,285 | 103,475 | |
| EQUITY AND LIABILITIES | |||||
| Equity attributable to equity holders of the parent |
|||||
| Issued capital | 23 | 251 | 232 | 251 | 232 |
| Share premium | 23 | 262,705 | 167,228 | 194,435 | 98,958 |
| Foreign currency translation reserve | (260) | 968 | 7,511 | 2,788 | |
| Revaluation reserve | 6,219 | 9,731 | - | - | |
| Other reserves | 148,842 | 157,304 | - | - | |
| Retained earnings/ (Accumulated deficit) | 97,336 | 81,927 | (4,577) | (146) | |
| 515,093 | 417,390 | 197,620 | 101,832 | ||
| Non-controlling interests | 335,595 | 303,081 | - | - | |
| Total equity | 850,688 | 720,471 | 197,620 | 101,832 | |
| Non-current liabilities | |||||
| Trade and other payables | 25 | 29,736 | 2,778 | - | - |
| Interest-bearing loans and borrowings | 24 | 817,516 | 504,078 | - | - |
| Provisions | 26 | 2,115 | 1,984 | - | - |
| Deferred revenue | 11,105 | 4,959 | - | - | |
| Employee benefit liability | 27 | 571 | 203 | - | - |
| Deferred tax liability | 14 | 36,542 | 30,900 | - | - |
| 897,585 | 544,902 | - | - |
| Consolidated | Company | ||||
|---|---|---|---|---|---|
| Notes | 2011 | 2010 | 2011 | 2010 | |
| Current liabilities | |||||
| Trade and other payables | 25 | 187,321 | 93,620 | 365 | 976 |
| Interest-bearing loans and borrowings | 24 | 787,465 | 568,467 | 9,300 | - |
| Other current financial liabilities | 28 | 3,184 | 2,573 | - | 667 |
| Other current liabilities | 29 | 4,632 | 4,749 | - | - |
| Taxes payable | 1,086 | 1,369 | - | - | |
| 983,688 | 670,778 | 9,665 | 1,643 | ||
| Total liabilities | 1,881,273 | 1,215,680 | 9,665 | 1,643 | |
| Total equity and liabilities | 2,731,961 | 1,936,151 | 207,285 | 103,475 |
(See accompanying notes to the Consolidated and Company financial statements) Approved by the Board of Directors on 26 July 2011 and signed on behalf by:
S. Kishore K. A. Sastry Executive Director Executive Director
| Attributable to equity holders of the parent | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Issued capital (No. of shares) |
(amount) capital Issued |
premium Share |
translation currency Foreign reserve |
Revaluation reserve |
reserves Other |
Retained earnings |
Total | controlling interest Non |
Total equity |
|
| As at 1 April 2009 | 128,878,505 | 216 | 120,967 | (42,639) | 9,990 | 135,505 | 48,846 | 272,885 | 180,267 | 453,152 |
| Issue of equity shares | 10,655,738 | 16 | 46,261 | - | - | - | - | 46,277 | - | 46,277 |
| Deferred tax on share issue expenses | - | - | - | - | - | (1,532) | - | (1,532) | - | (1,532) |
| Issuance of equity shares by subsidiary | - | - | - | - | - | 37,405 | - | 37,405 | 69,117 | 106,522 |
| Acquisition of non-controlling interest without change in control |
- | - | - | - | - | (13,392) | - | (13,392) | (8,468) | (21,860) |
| Net depreciation transfer for property, plant and equipment |
- | - | - | - | (259) | - | 259 | - | - | - |
| Transaction with owners | 139,534,243 | 232 | 167,228 | (42,639) | 9,731 | 157,986 | 49,105 | 341,643 | 240,916 | 582,559 |
| Profit for the year | - | - | - | - | - | - | 32,822 | 32,822 | 26,638 | 59,460 |
| me mprehensive inco Other co |
||||||||||
| Foreign currency translation differences | - | - | - | 42,941 | - | - | - | 42,941 | 35,527 | 78,468 |
| Available for sale financial assets | ||||||||||
| - current year gains / (losses) | - | - | - | - | - | 9,533 | - | 9,533 | - | 9,533 |
| - reclassification to profit or loss | - | - | - | - | - | (8,266) | - | (8,266) | - | (8,266) |
| Reclassification of reserves on disposal of interest in joint venture |
- | - | - | 666 | - | (1,949) | - | (1,283) | - | (1,283) |
| Total comprehensive income for the year |
- | - | - | 43,607 | - | (682) | 32,822 | 75,747 | 62,165 | 137,912 |
| Balance as at 31 March 2010 | 139,534,243 | 232 | 167,228 | 968 | 9,731 | 157,304 | 81,927 | 417,390 | 303,081 | 720,471 |
| Attributable to equity holders of the parent | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Issued capital (No. of shares) |
(amount) capital Issued |
premium Share |
translation currency Foreign reserve |
Revaluation reserve |
reserves Other |
Retained earnings |
Total | controlling interests Non - |
Total equity |
|
| As at 1 April 2010 | 139,534,243 | 232 | 167,228 | 968 | 9,731 | 157,304 | 81,927 | 417,390 | 303,081 | 720,471 |
| Issue of equity shares | 12,254,902 | 19 | 95,477 | - | - | - | - | 95,496 | - | 95,496 |
| Deferred tax on share issue expenses | - | - | - | - | - | (967) | - | (967) | - | (967) |
| Non-controlling interests arising on business combination (see note 7 [b] & 7 [c]) |
- | - | - | - | - | - | - | - | 23,728 | 23,728 |
| Non-controlling interests arising on conversion of partly paid up share to fully paid up in subsidiary |
- | - | - | - | - | - | - | - | 7,790 | 7,790 |
| Issuance of equity shares by a subsidiary | - | - | - | - | - | 241 | - | 241 | (177) | 64 |
| Non-controlling interest arising on acquisition of subsidiary |
- | - | - | - | - | - | - | - | 9 | 9 |
| Acquisition of non-controlling interest without change in control (see note 6) |
- | - | - | - | - | (4,656) | - | (4,656) | (14,550) | (19,206) |
| Transfer of economic interest to non controlling interest1 |
- | - | - | - | - | - | (1,159) | (1,159) | 1,159 | - |
| Net depreciation transfer for property, plant and equipment |
- | - | - | - | (128) | - | 128 | - | - | - |
| Transaction with owners | 151,789,145 | 251 | 262,705 | 968 | 9,603 | 151,922 | 80,896 | 506,345 | 321,040 | 827,385 |
| Profit for the year | - | - | - | - | - | - | 13,056 | 13,056 | 17,051 | 30,107 |
| me mprehensive inco Other co |
||||||||||
| Foreign currency translation differences | - | - | - | (1,228) | - | - | - | (1,228) | (2,259) | (3,487) |
| Available-for-sale financial assets | ||||||||||
| - current year gains / (losses) | - | - | - | - | - | (1,601) | - | (1,601) | (237) | (1,838) |
| - reclassification to profit or loss | - | - | - | - | - | (155) | - | (155) | - | (155) |
| Reclassification of reserves on deemed disposal of interest in Joint venture |
- | - | - | - | (3,384) | (1,324) | 3,384 | (1,324) | - | (1,324) |
| Total comprehensive income for the year | - | - | - | (1,228) | (3,384) | (3,080) | 16,440 | 8,748 | 14,555 | 23,303 |
| Balance as at 31 March 2011 | 151,789,145 | 251 | 262,705 | (260) | 6,219 | 148,842 | 97,336 | 515,093 | 335,595 | 850,688 |
1 The group entities have arrangements of sharing of profits with its non-controlling share holders, through which the non controlling shareholders are entitled to a dividend of 0.01% of the face value of the equity share capital held and the same is also reflected in statement of comprehensive income. However, the non controlling interest disclosed in Statement of changes in equity is calculated in the proportion of the actual shareholding as at the reporting date.
Company Statement of Changes in Equity for the year ended 31 March 2011
(All amount in thousands of US \$, unless otherwise stated)
| Issued capital (No. of shares) |
Issued capital (Amount) |
m Share miu pre |
translation currency Foreign reserve |
mulated deficit Accu |
Total equity |
|
|---|---|---|---|---|---|---|
| As at 1 April 2009 | 128,878,505 | 216 | 52,697 | 1,654 | (1,059) | 53,508 |
| Issue of equity shares | 10,655,738 | 16 | 46,261 | - | - | 46,277 |
| Profit for the year | - | - | - | - | 913 | 913 |
| me mprehensive inco Other co |
||||||
| Foreign currency translation differences | - | - | - | 1,134 | - | 1,134 |
| me for the year mprehensive inco Total co |
- | - | - | 1,134 | 913 | 2,047 |
| March 2010 Balance as at 31 |
139,534,243 | 232 | 98,958 | 2,788 | (146) | 101,832 |
| Issue of equity shares | 12,254,902 | 19 | 95,477 | - | - | 95,496 |
| Loss for the year | - | - | - | - | (4,431) | (4,431) |
| me mprehensive inco Other co |
||||||
| Foreign currency translation differences | - | - | - | 4,723 | - | 4,723 |
| me for the year mprehensive inco Total co |
- | - | - | 4,723 | (4,431) | 292 |
| March 2011 Balance as at 31 |
151,789,145 | 251 | 194,435 | 7,511 | (4,577) | 197,620 |
(See accompanying notes to the Consolidated and Company financial statements)
for the year ended 31 March 2011
(All amount in thousands of US \$, unless otherwise stated)
| Consolidated | Company | |||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Cash inflow / (outflow) from operating activities | ||||
| Profit / (loss) before tax | 17,538 | 76,984 | (4,431) | 913 |
| Adjustments | ||||
| Depreciation and amortisation | 22,341 | 5,468 | - | - |
| Finance costs | 59,311 | 13,995 | 4,450 | 1,584 |
| Finance income | (23,647) | (63,454) | (939) | (2,963) |
| Provision for impairment of trade receivables | 434 | 964 | - | - |
| Loss on sale of joint venture | - | 2,743 | - | - |
| Net, gain on re-measurement of existing equity interest in WPCL and SRPCPL |
(1,733) | - | - | - |
| Gain on bargain purchase | - | (4,964) | - | - |
| Others | (691) | (7,651) | - | - |
| Changes in assets / liabilities | ||||
| Trade receivables and unbilled revenues | (41,157) | (5,533) | - | - |
| Inventory | (5,059) | (5,840) | - | - |
| Other assets | (20,494) | (8,859) | - | 5 |
| Trade payables and other liabilities | 24,560 | 10,044 | (712) | 699 |
| Provisions and employee benefit liability | 346 | 152 | - | - |
| Taxes paid | (7,207) | (9,868) | - | - |
| Net cash provided by / (used in) operating activities | 24,542 | 4,181 | (1,632) | 238 |
| Cash inflow / (outflow) from investing activities | ||||
| Movement in restricted cash | (31,327) | (148,778) | (10,040) | (3,000) |
| Proceeds from sale of property, plant and equipment | 506 | 321 | - | - |
| Purchase of property, plant and equipment and other non current assets |
(271,953) | (561,395) | - | - |
| Acquisition of wind mills undertaking | - | (8,482) | - | - |
| Sale of equity interest in joint venture | - | 3,037 | - | - |
| Net cash flow on business combination | (15,650) | 3,554 | - | - |
| Purchase of financial instruments | (126,595) | (243,517) | (100,554) | (49,193) |
| Proceeds from sale of financial instruments | 86,260 | 154,348 | 160 | 38,852 |
| Proceeds from finance lease | 146 | 27 | - | - |
| Payment for acquisition related liability | - | (19,042) | - | - |
| Dividend income | 369 | 589 | - | - |
| Finance income | 15,862 | 17,946 | 138 | 543 |
| Net cash used in investing activities | (342,382) | (801,392) | (110,296) | (12,798) |
| Cash inflow / (outflow) from financing activities | ||||
| Proceeds from interest-bearing loans and borrowings | 851,117 | 897,555 | 9,300 | - |
| Repayment of interest-bearing loans and borrowings | (426,504) | (312,285) | - | (27,810) |
| Finance costs | (158,171) | (73,746) | (213) | (2,182) |
| Payment for acquisition of non-controlling interest | (19,206) | (21,860) | - | - |
| Consolidated | Company | |||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Net proceeds from issue of shares | 95,497 | 46,277 | 95,497 | 46,277 |
| Net proceeds from issue of shares in subsidiary to non controlling interest |
66 | 105,731 | - | - |
| Net cash provided by financing activities | 342,799 | 641,672 | 104,584 | 16,285 |
| Effect of exchange rate changes on cash | (1,413) | 38,533 | (1,277) | 6,158 |
| Net increase / (decrease) in cash and cash equivalents | 23,546 | (117,006) | (8,621) | 9,883 |
| Cash and cash equivalents at the beginning of the year | 37,669 | 154,675 | 10,133 | 250 |
| Cash and cash equivalents at the end of the year (note 21) | 61,215 | 37,669 | 1,512 | 10,133 |
(See accompanying notes to the Consolidated and Company financial statements)
for the year ended 31 March 2011 (All amount in thousands of US \$, unless otherwise stated)
KSK Power Ventur plc ('the Company' or 'KPVP or parent'), its subsidiaries and joint ventures (collectively referred to as 'the Group') are primarily engaged in the development, operation and maintenance of private sector power projects, currently predominantly through subsidiaries and jointly controlled entities with multiple industrial consumers in India with next level of growth coming through large base load power plant subsidiaries.
KSK focused its strategy on the private sector power development market, undertaking entire gamut of development, investment, construction, operation and maintenance of power plant with supplies initially to heavy industrials operating in India and now branching out to cater to the needs of utilities and others in the wider Indian power sector.
The principal activities of the Group are described in note 9.
The Consolidated and Company financial statements contained in this document has been prepared in accordance with International Financial Reporting Standard ('IFRS'), and its interpretations as adopted by the European Union (EU) and the provisions of the Isle of Man, Companies Act 1931- 2004 applicable to companies reporting under IFRS.
The Consolidated and Company financial statements cover the period from 1 April 2010 to 31 March 2011, with comparative figures from 1 April 2009 to 31 March 2010.
KSK Power Ventur plc, a limited liability corporation, is the Group's parent Company and is incorporated and domiciled in the Isle of Man. The address of the Company's registered Office, which is also principal place of business, is Fort Anne, Douglas, Isle of Man, IM 1 5PD. The Company's equity shares are listed on the Standard List on the official list of the London Stock Exchange.
The Financial statements were approved by the Board of Directors on 26 July, 2011.
The Consolidated financial statements incorporate the financial information of KSK Power Ventur plc, its subsidiaries and joint ventures for the year ended 31 March 2011.
A subsidiary is defined as an entity controlled by the Group. Control is achieved where the Group has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Subsidiaries are fully consolidated from the date of acquisition, being the date on which control is acquired by the Group, and continue to be consolidated until the date that such control ceases.
The financial statements of the subsidiaries are prepared using same reporting period as the Company, using consistent policies.
All intra-group balances, income and expenses and any resulting unrealized gains arising from intra-group transactions are eliminated in full on consolidation.
Non-controlling interests in subsidiaries are identified separately from the Group's equity therein. The interests of non-controlling shareholders may be initially measured either at fair value or at the non-controlling interests' proportionate share of the fair value of the acquiree's identifiable net assets. The choice of measurement basis is made on an acquisition by acquisition basis. Subsequent to acquisition, the carrying amount of non-controlling interests is the amount of those interests at initial recognition plus the non-controlling interests' share of subsequent changes in equity. Total comprehensive income is attributed to noncontrolling interests even if this results in the non-controlling interests having a deficit balance.
Changes in the Group's interests in subsidiaries that do not result in a loss of control are accounted for as equity transactions. The carrying amounts of the Group's interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the noncontrolling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to owners of the Company.
When the Group loses control of a subsidiary, the profit or loss on disposal is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any non-controlling interests amounts previously recognized in other comprehensive income in relation to the subsidiary are accounted for (i.e reclassified to profit or loss or transferred directly to retained earnings) in the same manner as would be required if the relevant assets or liabilities were disposed. The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting under International Accounting Standard 39 Financial Instruments: Recognition and Measurement or, when applicable, the cost on initial recognition of an investment in an associate or jointly controlled entity.
Details of the Group's subsidiaries and joint ventures, which are consolidated into the Group's Consolidated financial statements, are as follows:
| Immediate | Country of | % shareholding | ||
|---|---|---|---|---|
| Subsidiaries | parent | incorporation | 2011 | 2010 |
| KSK Energy Limited ('KEL') | KPVP | Mauritius | 100 | 100 |
| KSK Asset Management Services Private Limited ('KASL') | KPVP | Mauritius | 100 | 100 |
| KSK Green Power plc ('KGPP') 1 | KPVP | Isle of Man | 100 | - |
| KSK Solar Ventures plc ('KSVP')1 | KPVP | Isle of Man | 100 | - |
| KSK Emerging India Energy Private Limited I ('KSKEIEPL I')3 | KASL | Mauritius | 100 | 100 |
| KSK Emerging India Energy Private Limited II ('KSKEIEPL II')3 | KASL | Mauritius | 100 | 100 |
| KSK Green Energy pte Limited ('KGEPL') 1 | KGPP | Singapore | 100 | - |
| KSK Wind Energy Halagali Benchi Private Limited ('KWPHBPL') 1 | KGEPL | India | 99.96 | - |
| KSK Wind Power Sankonahatti Athni Private Limited ('KWPSAPL') 1 | KGEPL | India | 99.96 | - |
| KSK Wind Energy Mothalli Haveri Private Limited ('KWPMHPL') 1 | KGEPL | India | 99.96 | - |
| KSK Wind Power Aminabhavi Chikodi Private Limited ('KWACPL') 1 | KGEPL | India | 99.96 | - |
| KSK Surya Ventures Limited ('KSVL') formerly KSK Surya Holdings Limited (KSHL) |
KEL | Mauritius | 100 | 100 |
| KSK Surya Limited ('KSL') | KEL | Mauritius | 100 | 100 |
| KSK Energy Company Private Limited ('KECPL') | KEL | India | 100 | 100 |
| KSK Energy Ventures Limited ('KEVL' or 'KSK India') (see note 6) | KEL | India | 54.94 | 52.73 |
| KSK Surya Photovoltaic Venture Private Limited ('KSPVPL')2 | KSVL | India | 100 | 100 |
| KSK Energy Resources Private Limited ('KERPL') | KECPL | India | 100 | 100 |
| KSK Mineral Resources Private Limited ('KMRPL') | KECPL | India | 100 | 100 |
| KSK Investment Advisor Private Limited ('KIAPL') | KECPL | India | 100 | 100 |
| KSK Water Infrastructures Private Limited ('KWIPL') | KECPL | India | 100 | 100 |
| KSK Power Transmission Ventures Private Limited ('KPTVPL') | KECPL | India | 100 | 100 |
| KSK Cargo Mover Private Limited ('KCMPL') | KECPL | India | 100 | 100 |
| SN Nirman Infra Projects Private Limited ('SNNIPPL') | KECPL | India | 100 | 100 |
| Marudhar Mining Private Limited ('MMPL') | KECPL | India | 100 | 100 |
| KSK Electricity Financing India Private Limited ('KEFIPL') | KEVL | India | 100 | 100 |
| KSK Vidarbha Power Company Private Limited, ('KVPCPL') | KEVL | India | 100 | 100 |
| KSK Narmada Power Company Private Limited ('KNPCPL') | KEVL | India | 100 | 100 |
| KSK Wind Energy Private Limited ('KWEPL') formerly Bahur Power Company Private Limited ('BPCPL') |
KEVL | India | 74 | 100 |
| KSK Wardha Infrastructure Private Limited ('KWIPL') formerly KSK Technology Ventures Private Limited ('KTVPL') |
KEVL | India | 100 | 100 |
| Sai Maithili Power Company Private Limited ('SMPCPL') | KEVL | India | 100 | 100 |
| KSK Dibbin Hydro Power Private Limited ('KDHPPL') | KEVL | India | 100 | 100 |
| Kameng Dam Hydro Power Private Limited ('KDHPL') | KEVL | India | 100 | 100 |
| KSK Mahanadi Power Company Limited ('KSKMPCL') | KEVL | India | 99.99 | 99.99 |
|---|---|---|---|---|
| KSK Upper Subansiri Hydro Energy Private Limited ('KUSHEPL') 1 | KEVL | India | 100 | - |
| KSK Jameri Hydro Power Private Limited ('KJHPPL') 1 | KEVL | India | 100 | - |
| KSK Dinchang Power Company Private Limited ('KDPCPL') 1 | KEVL | India | 100 | - |
| Tila Karnali Hydro Electric Company Private Limited ('TKHECPL') 1 | KEVL | Nepal | 80 | - |
| Sai Regency Power Corporation Private Limited ('SRPCPL') 4 | KEFIPL | India | 79.70 | - |
| Wardha Power Company Limited ('WPCL') 4 | KEFIPL | India | 87 | - |
| Field Mining and Ispats Limited ('FMIL') | WPCL | India | 85 | - |
1 New SPVs incorporated during the year.
3 As of 13 July 2009 pursuant to settlement agreement between KASL and KSK Emerging India Energy Fund Limited ("KSKEIEF"), entire shares held in KSKEIEPL I and KSKEIEPL II have been transferred by "KSKEIEF" to "KASL". (See note 11)
4 During the year the Group has acquired controlling interest in SRPCPL, WPCL. (see note 7)
| Immediate | Country of | % shareholding | ||
|---|---|---|---|---|
| Joint ventures | parent | incorporation | 2011 | 2010 |
| Arasmeta Captive Power Company Private Limited ('ACPCPL') | KEFIPL | India | 51 | 51 |
| Sai Regency Power Corporation Private Limited ('SRPCPL') | KEFIPL | India | - | 73.92 |
| Sitapuram Power Limited ('SPL') | KEFIPL | India | 49 | 49 |
| VS Lignite Power Private Limited ('VSLPPL') | KEFIPL | India | 74 | 74 |
| Wardha Power Company Limited ('WPCL') | KEFIPL | India | - | 74 |
| J R Power Gen Private Limited ('JRPGPL')1 | KEVL | India | 51 | 51 |
1 As of 31 March 2011 the group holds 99.87 percent of the outstanding share capital of JRPGPL, of which 48.87 percent is held temporarily on behalf of the other joint venture partner. According to the contractual agreements and established legal practices, the group will ultimately hold 51 percent in JRPGPL and hence no adjustments have been made for the additional interest held in these financial statements.
The terms of the contractual agreements and established legal practices provides the Group and the joint venture partners (JV partners) to jointly control the key operating decisions to which both parties must agree unanimously. Accordingly, these entities have been treated as jointly controlled entities.
The accounting policies adopted are consistent with those of the previous financial year except for the adoption of new standards as of 1 April 2010, noted below:
IFRS 3(R) has been adopted from 1 April 2010. In accordance with the relevant transitional provisions, IFRS 3(R) has been applied prospectively to business combinations for which the acquisition date is on or after 1 April 2010. The impact of the adoption of IFRS 3(R) has been:
In the current year, these changes in policies have affected the accounting for the acquisition of WPCL and SRPCPL as follows:
| Statement of financial position | 31 March 2011 |
|---|---|
| De-recognition of goodwill paid on earlier acquisition of equity interest |
(38,354) |
| Recognition of goodwill relating to fair value of previously held interest |
5,935 |
| Reduction in goodwill as a result of adoption of IFRS 3(R) |
32,419 |
| 31 March 2011 | |
|---|---|
| Gain, net on re-measurement of existing equity interest |
1,733 |
| Increase in profit for the period as a result of adoption of IFRS 3(R) |
1,733 |
IFRS 3(R) has also required additional disclosures in respect of the business combinations in the period (see note 7).
IAS 27 (R) requires that a change in the ownership interest of a subsidiary (without loss of control) is accounted for as a transaction with owners in their capacity as owners. Therefore, such transactions will no longer give rise to goodwill, nor will it give rise to a gain or loss. Furthermore, the amended standard changes the accounting for losses incurred by the subsidiary as well as the loss of control of a subsidiary. The change in accounting policy was applied from 1 April 2010 and it did not have any impact on the financial position or performance of the Group.
IAS 7 (Amended) requires that cash flow arising from change in the ownership interest of a subsidiary (without loss of control) shall be classified as cash flow from financing activities for annual periods beginning on or after 1 July 2009. This amendment will impact among others, the presentation in the statement of cash flows. The group has applied this amendment retrospectively as required by para 54 of IAS 7 and accordingly classified cash flow arising from change in the ownership interest of a subsidiary (without loss of control) as cash flow from financing activities
Standards and Interpretations adopted by the European Union as at 31 March 2011
| Standard | Description | Effective for in reporting periods starting on or after |
|---|---|---|
| IAS 24 (R) | Related party disclosures | 1 January 2011 |
| IFRIC 14 | Prepayments of a minimum funding requirement - Amendment | 1 January 2011 |
| IFRIC 19 | Extinguishing financial liabilities with equity instruments | 1 July 2010 |
The management does not expect the application of the other standards to have any material impact on its financial statements when those Standards become effective. The Group does not intend to apply any of these pronouncements early.
Standards and Interpretations issued but not yet adopted by the European Union at the closing date
| Standard | Description | Effective for in reporting periods starting on or after |
|---|---|---|
| IAS 12 | Deferred Tax: Recovery of Underlying Assets – Amendments | 1 January 2012 |
| IAS 27 (R) | Separate Financial Statements | 1 January 2013 |
| IAS 28 (R) | Investments in associates and joint ventures | 1 January 2013 |
| IFRS 7 | Transfers of Financial Assets-Amendments | 1 July 2011 |
| IFRS 9 | Financial Instruments | 1 January 2013 |
| IFRS 10 | Consolidated financial statements | 1 January 2013 |
| IFRS 11 | Joint arrangements | 1 January 2013 |
| IFRS 12 | Disclosures of interests in other entities | 1 January 2013 |
| IFRS 13 | Fair value measurement | 1 January 2013 |
| Improvements to IFRS | some changes effective from 1 July 2010, others effective from 1 January 2011 |
IFRS 9 as issued reflects the first phase of the IASBs work on the replacement of IAS 39 and applies to classification and measurement of financial assets as defined in IAS 39. The standard is effective for annual periods beginning on or after 1 January 2013. In subsequent phases, the IASB will address classification and measurement of financial liabilities, hedge accounting and derecognition. The completion of this project is expected in early 2011. The adoption of the first phase of IFRS 9 will have an effect on the classification and measurement of the Group's financial assets. The Group will quantify the effect in conjunction with the other phases, when issued, to present a comprehensive picture.
The Group has yet to assess the impact of IFRS 9, IFRS 10 and IFRS 11 on the financial statements. However the management does not intend to apply any of these pronouncements early.
Based on the Group's current business model and accounting policies, management does not expect the application of the above standards, yet to be endorsed by EU, to have any material impact on its financial statements when those Standards become effective. The Group does not intend to apply any of these pronouncements early.
Improvements to IFRSs contain amendments to existing standards. The amendments are effective, in most cases for financial periods beginning on or after 1 July 2009 or otherwise for financial period beginning on or after 1 January 2010.
The management does not expect the application of the improvements to have any material impact on its financial statements when those improvements become effective. The Group does not intend to apply any of these pronouncements early.
The Consolidated and Company financial statements have been prepared on a historical cost basis, except for financial assets and liabilities at fair value through profit or loss and available for sale financial assets measured at fair value.
These financial statements have been prepared under International Financial Reporting Standards ("IFRS") as adopted by the European Union ("EU").
The financial statements have been presented in United States Dollars ('US \$'), which is the presentation currency of the Company. All amounts have been presented in thousands, unless specified otherwise.
Balances represent consolidated amounts for the Group, unless otherwise stated.
The financial statements have been prepared on going concern basis which assumes the Group will have sufficient funds to continue its operational existence for the foreseeable future.
As the Group has forecast it will be able to meet its debt facility interest and repayment obligations, and that sufficient funds will be available to continue with the projects development, the Group has assumed the going concern basis of preparation for these financial statements are appropriate.
Entities whose economic activities are controlled jointly by the Group and by other venturers by virtue of a contractual arrangement or by established legal practices are accounted for using proportionate consolidation to the extent of the Group's economic interest in the entity.
The Group combines its share of each of the assets, liabilities, income and expenses of the joint venture with similar items, line by line, in its Consolidated financial statements. The financial statements of the joint venture are prepared for the same reporting period as that of the parent company. Adjustments are made where it is necessary to bring the accounting policies in-line with those of the Group.
Adjustments are made in the Group's Consolidated financial statements to eliminate the Group's share of intra-group balances, income and expenses and unrealized gains and losses on transactions between the Group and its jointly controlled entity. Losses on transactions are recognized immediately, if the loss provides evidence of a reduction in the net realisable value of current assets or an impairment loss. The joint venture is proportionately consolidated until the date on which the Group ceases to have joint control over the joint venture.
Non-current assets and disposal groups classified as heldfor-sale are measured at lower of carrying amount and fair value less costs to sell. Non-current assets and disposal groups are classified as held-for-sale if their carrying amounts will be recovered through a sale transaction rather than through continuous use. This condition is regarded as met only when the sale is highly probable and the asset or disposal group is available for immediate sale in its present condition. Management is committed to the sale, which should be expected to qualify for recognition as a completed sale generally within one year from the date of classification.
The functional currency of the Company and its subsidiaries in Mauritius is the Pound Sterling ('£'). Each entity in the Group determines its own functional currency and items included in the financial statement of each are measured using that functional currency. However, given the rising trend towards globalization, the Group has selected US \$ as the presentation currency as submitted to the London Stock exchange where the shares of the Company are listed.
At the reporting date the assets and liabilities of the Group and Company are translated into the presentation currency which is US \$ at the rate of exchange ruling at the Reporting date and the statement of comprehensive income is translated at the average exchange rate for the year. Any differences arising from this procedure have been charged/ credited to the foreign currency translation reserve in the statement of other comprehensive income.
Transactions in foreign currencies are translated at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated into functional currency at the foreign exchange rate ruling at that date. Aggregate gains and losses resulting from foreign currencies are included in finance income or costs within the profit or loss. Nonmonetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated to functional currency at foreign exchange rates ruling at the dates the fair value was determined.
Revenue is recognised to the extent that it is probable that the economic benefits associated with the transaction will flow to the Group, and revenue can be reliably measured. Revenue is measured at the fair value of the consideration received or receivable in accordance with the relevant agreements, net of discounts, rebates and other applicable taxes and duties.
Revenue from the sale of electricity is recognised when earned on the basis of contractual arrangement with the customers and reflects the value of units supplied including an estimated value of units supplied to the customers between the date of their last meter reading and period end.
Income from project development activities, with respect to the relevant power generating entities, is recognised when the services are provided by reference to the stage of completion of the contract at the reporting date . The Group's development contracts define milestones for the project work to be carried out and related revenue is recognised when the conditions applicable to the performance milestone specified in the contract have been fulfilled.
Income from management services is recognised as per the terms and conditions of the service agreement on the performance of services.
Revenue from interest is recognised as interest accrues (using the effective interest rate method). Revenue from dividends is recognised when the right to receive the payment is established.
Current income tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the Reporting date. Current income tax relating to items recognised directly in equity is recognised in equity and not in the statement of comprehensive income.
Deferred income tax is provided using the liability method on temporary differences at the Reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences, except:
Deferred income tax assets are recognised for all deductible temporary differences and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised except:
is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and
The carrying amount of deferred income tax assets is reviewed at each Reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. Unrecognised deferred income tax assets are reassessed at each Reporting date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the Reporting date.
Deferred income tax assets and deferred income tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current income tax liabilities and the deferred income taxes relate to the same taxable entity and the same taxation authority.
Financial assets within the scope of IAS 39 are classified as:
Financial assets are assigned to the different categories on initial recognition, depending on the characteristics of the instrument and its purpose. Financial assets are recognised initially at fair value plus, in the case of financial assets not at fair value through profit or loss, directly attributable transaction costs.
The Group's financial assets include cash and short-term deposits, trade and other receivables, loan and other receivables and quoted and unquoted financial instruments.
The subsequent measurement of financial assets is dependent on their classification and it is as follows:
Financial assets at fair value through profit or loss include financial assets that are designated as held for trading carried at fair value through profit or loss upon initial recognition. Financial assets at fair value through profit or loss are carried in the Statement of financial position at fair value with gains or losses recognised in the profit or loss.
Available-for-sale financial assets are non-derivative financial assets that are designated as available-for-sale or do not qualify for inclusion in any of the other categories of financial assets. After initial measurement, available-for-sale financial assets are measured at fair value, with subsequent changes in value recognised in other comprehensive income. Gains and losses arising from financial instruments classified as available-for-sale are recognised in profit or loss only when they are sold or when the investment is impaired. In the case of impairment, any loss previously recognised in equity is transferred to the profit or loss.
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. After initial recognition these are measured at amortised cost using the effective interest method, less provision for impairment, any change in their value is recognised in the profit or loss. Receivables are considered for impairment on a case-by-case basis when they are past due at the Reporting date or when objective evidence is received that a specific counterparty will default.
In the parent company's financial statements, the investments in subsidiaries are accounted for using the cost method with income from the investment being recognised only to the extent that the parent company receives distributions from accumulated profits of the investee arising after the date of acquisition.
A financial asset is assessed at each reporting date to determine whether there is any objective evidence that it is impaired. A financial asset is considered to be impaired if objective evidence indicates that one or more events have had a negative effect on the estimated future cash flows of that asset. In case of equity investments classified as available-for-sale, objective evidence would include a significant or prolonged decline in the fair value of the investment below its cost.
An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference between its carrying amount, and the present value of the estimated future cash flows discounted at the original effective interest rate. An impairment loss in respect of an available-for-sale financial asset is calculated by reference to its fair value.
Individually significant financial assets are tested for impairment on an individual basis. The remaining financial assets are assessed collectively in Groups that share similar credit risk characteristics.
All impairment losses are recognised in profit or loss. Any cumulative loss in respect of an available-for-sale financial asset recognised previously in equity is transferred to profit or loss.
An impairment loss is reversed if the reversal can be related objectively to an event occurring after the impairment loss was recognised. For available-for-sale financial assets that are equity securities, the reversal is recognised directly in equity.
A financial asset (or, where applicable a part of a financial asset or part of a Group of similar financial assets) is derecognised when:
Financial liabilities within the scope of IAS 39 are classified as
The Group determines the classification of its financial liabilities at initial recognition. Financial liabilities are recognised initially at fair value and in the case of loans and borrowings, net of directly attributable transaction costs. The Group's financial liabilities include trade and other payables, loans and borrowings, financial guarantee contracts.
The subsequent measurement of financial liabilities depends on their classification as follows:
Financial liabilities at fair value through profit or loss include financial liabilities designated upon initial recognition at fair value through profit or loss.
Financial liabilities are classified as held for trading if they are acquired for the purpose of selling in the near term. Gains or losses on liabilities held for trading are recognised in the profit or loss.
Financial liabilities at fair value through profit and loss are carried in the Statement of financial position at fair value with gains or losses recognised in the profit or loss.
After initial recognition, interest bearing loans and borrowings are subsequently measured at amortised cost using the effective interest rate method. Gains and losses are recognised in the profit or loss when the liabilities are derecognised as well as through the amortisation process.
Financial guarantee contracts issued by the Company are those contracts that require a payment to be made to reimburse the holder for a loss it incurs because the specified Group entity fails to make a payment when due in accordance with the terms of the bond. Financial guarantee contracts are recognised initially as a liability at fair value, adjusted for transaction costs that are directly attributable to the issuance of the guarantee. Subsequently, the liability is measured at the higher of the best estimate of the expenditure required to settle the present obligation at the Reporting date and the amount recognised less cumulative amortisation.
Financial assets and financial liabilities are offset and the net amount reported in the Consolidated Statement of financial position if, and only if, there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously.
Amortised cost is computed using the effective interest method less any allowance for impairment and principal repayment or reduction. The calculation takes into account any premium or discount on acquisition and includes transaction costs and fees that are an integral part of the effective interest rate.
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in the profit or loss.
The fair value of financial instruments that are actively traded in organised financial markets is determined by reference to quoted market bid prices at the close of business on the Reporting date. For financial instruments where there is no active market, fair value is determined using valuation techniques. Such techniques may include using recent arm's length market transactions; reference to the current fair value of another instrument that is substantially the same; discounted cash flow analysis or other valuation models.
Property, plant and equipment are stated at cost, net of accumulated depreciation and impairment losses, if any. The cost includes expenditures that are directly attributable to property plant and equipment such as employee cost, borrowing costs for long-term construction projects etc, if recognition criteria are met. Likewise, when a major inspection is performed, its costs are recognised in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repairs and maintenance costs are recognised in profit or loss as incurred.
The present value of the expected costs of decommissioning of the asset after its use is included in the costs of the respective asset, if the recognition criteria for provision is met.
Depreciation is computed on straight-line basis over the useful life of the asset based on management's estimate as follows:
| Nature of asset | Useful life (years) |
|---|---|
| Buildings | 30 |
| Power stations | 15-35 |
| Other plant and equipment | 3-7 |
Assets in the course of construction are stated at cost and not depreciated until commissioned.
An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in profit or loss in the year the asset is derecognized.
The assets residual values, useful lives and methods of
depreciation are reviewed at each financial year end, and adjusted prospectively if appropriate.
Development expenditure incurred by or on behalf of the Group is accumulated separately for each area of interest in which economically recoverable resources have been identified. Such expenditure comprises cost directly attributable to the construction of a mine and the related infrastructure. Once a development decision has been taken, the carrying amount of the exploration and evaluation expenditure in respect of the area of interest is aggregated with the development expenditure and classified under non-current assets as 'development of mineral assets'. A development of mineral assets is reclassified as a 'mining property' at the end of the commissioning phase, when the mine is capable of operating in the manner intended by management. No depreciation is recognized in respect of development properties until they are reclassified as 'mining properties'.
When further development expenditure is incurred in respect of a mining property after the commencement of production, such expenditure is carried forward as part of the mining property when it is probable that additional future economic benefits associated with the expenditure will flow to the consolidated entity. Otherwise such expenditure is classified as a cost of production. Depreciation is charged using the units-of production method, with separate calculations being made for each area of interest. The units of production basis results in a depreciation charge proportional to the depletion of proved and probable reserves.
The determination of whether an arrangement is, or contains a lease is based on the substance of the arrangement at inception date whether fulfilment of the arrangement is dependent on the use of a specific asset or assets or the arrangement conveys a right to use the asset.
Contracts to lease assets are classified as finance leases if they transfer substantially all the risks and rewards of ownership of the asset to the customer. Leases where the Group does not transfer substantially all the risks and benefits of ownership of the asset are classified as operating leases.
Finance lease receivables are stated in the Statement of financial position at the amount of the net investment in the lease being the minimum lease payments and any unguaranteed residual value discounted at the interest rate implicit in the lease. Finance lease income is allocated to accounting periods so as to give a constant periodic rate of return before tax on the net investment. Unguaranteed residual values are subject to regular review to identify potential impairment.
If there has been a reduction in the estimated unguaranteed residual value, the income allocation is revised and any reduction in respect of amounts accrued is recognized immediately.
Operating lease payments are recognised as an expense in profit or loss on a straight line basis over the lease term.
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets. Interest income earned on the temporary investment of specific borrowing pending its expenditure on qualifying assets is deducted from the costs of these assets.
Gains and losses on extinguishment of liability, including those arising from substantial modification from terms of loans are not treated as borrowing costs and are charged to profit or loss.
All other borrowing costs including transaction costs are recognized in the profit or loss in the period in which they are incurred, the amount being determined using the effective interest rate method.
The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset's recoverable amount. An asset's recoverable amount is the higher of an asset's or cash-generating unit's (CGU) fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or Groups of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs to sell, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quoted share prices for publicly traded subsidiaries or other available fair value indicators.
Impairment losses of continuing operations are recognised in the profit or loss in those expense categories consistent with the function of the impaired asset, except for property previously revalued where the revaluation was taken to equity. In this case the impairment is also recognised in equity up to the amount of any previous revaluation.
For assets excluding goodwill, an assessment is made at each reporting date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the Group estimates the asset's or cash-generating unit's recoverable amount. A previously recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the asset's recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the profit or loss unless the asset is carried at revalued amount, in which case the reversal is treated as a revaluation increase.
Goodwill is tested for impairment annually and when circumstances indicate that the carrying value may be impaired. Impairment is determined for goodwill by assessing the recoverable amount of each cash-generating unit (or Group of cash generating units) to which the goodwill relates. Where the recoverable amount of the CGU is less than their carrying amount, an impairment loss is recognised. Impairment losses relating to goodwill cannot be reversed in future periods.
Cash and short-term deposits in the Statement of financial position comprise cash at banks and on hand and shortterm deposits.
For the purpose of the Consolidated and Company cash flow statement, cash and cash equivalents consist of cash and readily convertible short-term deposits, net of restricted cash and outstanding bank overdrafts.
Inventories are stated at the lower of cost and net realisable value.
Costs incurred in bringing each product to its present location and conditions are accounted for as follows:
Raw materials - purchase cost on a first in, first out basis.
Stores and spares - purchase cost on a first in, first out basis.
Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale.
In identifying its operating segments, management generally follows the Group's service lines, which represent the generation of the power and other related services provided by the Group.
The activities undertaken by the Power generation segment includes sale of power and other related services. The project management of these power plants is undertaken by the service segment. The accounting policies used by the Group for segment reporting are the same as those used for Consolidated financial statements. Further, income, expenses and assets which are not directly attributable to the business activities of any operating segment are not allocated.
The earnings considered in ascertaining the Group's earnings per share (EPS) comprise the net profit for the year attributable to ordinary equity holders of the parent. The number of shares used for computing the basic EPS is the weighted average number of shares outstanding during the year.
Provisions are recognised when the Group has a present
obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Where the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the profit or loss net of any reimbursement. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
The provision for decommissioning costs arose on construction of a power plant and development of mines. Decommissioning costs are provided at the present value of expected costs to settle the obligation using estimated cash flows and are recognised as part of the cost of that particular asset. The cash flows are discounted using appropriate rates.
In accordance with applicable Indian laws, the Group provides for gratuity, a defined benefit retirement plan ("the Gratuity Plan") covering eligible employees. The Gratuity Plan provides a lump-sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee's salary and the tenure of employment.
Liabilities with regard to the gratuity plan are determined by actuarial valuation, performed by an independent actuary, at each Reporting date using the projected unit credit method. The Group fully contributes all ascertained liabilities to the gratuity fund administered and managed by Life Insurance Corporation of India, a Government of India undertaking which is a qualified insurer.
The Group recognises the net obligation of a defined benefit plan in its statement of financial position as an asset or liability, respectively in accordance with IAS 19, Employee benefits. The discount rate is based on the Government securities yield. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to net profit in the statement of comprehensive income in the period in which they arise.
Eligible employees of Group receive benefits from a provident fund, which is a defined contribution plan. Both the employee and the group make monthly contributions to the provident fund plan equal to a specified percentage of the covered employee's salary. The benefits are contributed to the government administered provident fund, which is paid directly to the concerned employee by the fund. The group has no further obligation to the plan beyond its monthly contributions.
The preparation of financial statements in conformity with IFRS requires management to make certain critical accounting estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.
The principal accounting policies adopted by the Group in the Consolidated financial statements are as set out above. The application of a number of these policies required the Group to use a variety of estimation techniques and apply judgment to best reflect the substance of underlying transactions.
The Group has determined that a number of its accounting policies can be considered significant, in terms of the management judgment that has been required to determine the various assumptions underpinning their application in the Consolidated financial statements presented which, under different conditions, could lead to material differences in these statements.
The policies where significant estimates and judgments have been made are as follows:
The key assumptions concerning the future and other key sources of estimation uncertainty at the Reporting date, that have a significant risk of causing a material adjustments to the carrying amounts of assets and liabilities within the next financial year are discussed below:
cash flows of the CGUs as well as the discount rates (see note 4.15 and 15);
Deferred tax assets are recognised for all unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Significant management judgment is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits together with future tax planning strategies.(see note 4.7 and 14);
borrowing costs eligible for capitalisation by applying a capitalisation rate to the expenditure on that asset. The capitalisation rate is the average of the borrowing costs applicable to the general borrowings of the Group that are outstanding during the period, other than borrowings made specifically for the purpose of obtaining a qualifying asset.
Actual results can differs from estimates.
In the process of applying the Group's accounting policies, management has made the following judgements which have the most significant effect on the amounts recognised in the Consolidated financial statements:
each reporting date, based on the expected utility of the assets to the Group. The carrying amounts are analysed in note 16. Actual results, however, may vary due to technical obsolescence, particularly relating to software and IT equipment.
During the month of January 2011, KSK Energy Company Private Limited (KECPL) acquired 8,200,000 shares of KSK Energy Ventures Limited ('KEVL') of face value of Rs. 10 (US \$ 0.22) each at a premium of Rs 98.26 (US \$ 2.13) per share from the Indian domestic market.
Pursuant to the acquisition of the additional equity share, the ownership interest of the Group in KEVL increased from 52.74 percent to 54.94 percent resulting in a 2.21 percent additional interest in subsidiary.
The acquisition of interest in subsidiary from noncontrolling interest is accounted as an equity transaction, and accordingly no gain or loss is recognised in the Consolidated statement of comprehensive income. The difference of US \$ 4,656 between the fair value of the net consideration paid (US \$ 19,206) and the amount by which the non-controlling interest (US \$ 14,550) is adjusted and debited to 'other reserve' within Consolidated statement of changes in equity and attributed to the equity holders of the parent.
The Group entered into the following business combinations during the year ended 31 March 2011, which are summarised as below:
During the year ended 31 March 2011, the Group has acquired 26 windmill undertakings for a total consideration of US \$ 5,194. The acquisition of the aforesaid mentioned
| Amount (US \$) | |
|---|---|
| Tangible assets | 15,435 |
| Trade receivables | 817 |
| Interest bearing loans and borrowing | (11,058) |
| Total purchase consideration (A) | 5,194 |
| Consideration transferred in previous years (B) | 3,341 |
| Acquisition related liability payable (C) | 1,853 |
| Net cash flow on acquisition (A-B-C) | - |
windmills is accounted as a business combination and accordingly the purchase price was allocated to the assets and liabilities of the business based on their fair values as at the date of the acquisition. The fair values of the recognized assets and liabilities are determined based on purchase price allocation report issued by an independent valuer.
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition:
There are no intangible assets identified in the transaction. Goodwill being immaterial has not been recognized.
From the date of the acquisition, the above acquired windmills have contributed US \$ 2,354 of revenue and US \$ (1,469) of loss before tax of the group. Disclosure of the revenues and profit before tax, if the above business combination had been effected at the beginning of the year was impracticable as the assets acquired form part of the pool of assets available with the acquiree and there are no separate accounting records maintained for the assets acquired in business combination.
Prior to 27 April 2010, the Group owned shares in WPCL representing 74% of the outstanding shares of WPCL which was accounted for as a jointly controlled entity. Effective 27 April 2010 the Group acquired a further 13% of the shares of WPCL and obtained control of WPCL. The Group has acquired WPCL because it significantly increases the Group output in power generation segment that it can offer to its customers. The Group has accounted for this acquisition as a business combination and accordingly the purchase price was allocated to the assets and liabilities of the business based on their fair values as at the date of the acquisition. The fair values of the recognised assets and liabilities were determined based on a purchase price allocation report issued by an independent valuer.
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition:
| Fair value recognized on acquisition |
|
|---|---|
| Property, plant and equipment | 546,811 |
| Cash and short-term deposits | 23,789 |
| Trade and other receivable | 1,196 |
| Inventories | 4,654 |
| Financial and other instruments | 35,774 |
| Other current and non- current assets | 2,507 |
| Deferred tax liability | (15,683) |
| Interest bearing loans and borrowings | (380,892) |
| Trade and other payable | (127,952) |
| Deferred revenue | (4,125) |
| Other current financial liability | (259) |
| Other current liabilities | (1,098) |
| Taxes payable | (585) |
| Employee benefit liability | (59) |
| Purchase consideration | (16,164) |
| Fair value of existing interest | (62,217) |
| Non-controlling interest | (10,930) |
| Goodwill | 5,234 |
| Consideration transferred settled in cash (A) | (16,164) |
| Cash and short-term deposit acquired (B) | 23,789 |
| Cash and short-term deposit disposed on deemed disposal (C) | 17,604 |
| Restricted cash acquired on business combination (D) | 4,694 |
| Net cash and short-term deposit acquired on business combination (E=B-C-D) | 1,491 |
| Net cash flow on acquisition (A-E) | (14,673) |
A part of the acquisitions cost may be attributed to the existing customer relationships. However, considering the energy deficit in Indian economy, the existing customer contracts at the agreed prices do not bring any additional economic benefit to the Group which requires/warrants the recognition of the customer contracts as intangible assets. Consequently, no value has been ascribed to such intangible assets. These circumstances contributed to the amount of goodwill being recognised.
The revenue and profit before tax recognised in the Consolidated financial statements for year ended 31 March 2011 from the date of acquisition due to the increased equity interest of the Group amounts to US \$ 31,608 and US \$ (1,380) respectively. Further, the revenues and profit before tax for the year ended 31 March 2011 will be the same as mentioned above even if the business combination have affected at the beginning of the year.
The goodwill recognised above is attributed to the expected synergies and other benefits from combining the assets and activities of WPCL with those of the Group. None of the recognised goodwill is expected to be deductible for tax purposes.
The fair value of trade receivables amounts to US \$ 1,196. The gross amount of trade receivable is US \$ 1,196. None of the trade receivables have been impaired and it is expected that the full contractual amount can be collected.
Transaction cost of US \$ 2 has been expensed and included in administrative expenses in Group's Consolidated statement of comprehensive income.
The non-controlling interests in WPCL were measured at their proportionate share (13%) of WPCL's identifiable net assets amounting to US \$ 10,930. Further, the Group recognised a gain of US \$ 5,417 as a result of measuring at fair value its 74% equity interest in WPCL held prior to the acquisition date. The above gain of US \$ 5,417 has been arrived by deducting the difference between US \$ 62,217 of fair value and US \$ 56,800 of carrying value (along with the goodwill of US \$ 21,865 paid on earlier acquisition of stake in WPCL). This gain is included within other operating income in the Consolidated statement of comprehensive income.
Prior to 30 March 2011, the Group owned shares in SRPCPL representing 73.92% of the shares of SRPCPL. Effective 30 March 2011 the Group acquired a further 5.78% interest in SRPCPL and obtained control of SRPCPL. The Group has acquired SRPCPL because it significantly increases the Group output in power generation segment and to expand wind energy operations.The Group has accounted for this acquisition as a business combinations and accordingly the purchase price was allocated to the assets and liabilities of the business based on their fair values as at the date of the acquisition. The fair values of the recognised assets and liabilities were determined based on a purchase price allocation report issued by an independent valuer.
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition:
| Fair value recognized on acquisition |
|
|---|---|
| Property, plant and equipment | 94,964 |
| Cash and short-term deposits | 8,092 |
| Trade and other receivable | 6,400 |
| Inventories | 2,349 |
| Financial and other instruments | 1,577 |
| Other current and non- current assets | 405 |
| Deferred tax liability | (7,489) |
| Interest bearing loans and borrowings | (37,217) |
| Trade and other payable | (2,292) |
| Deferred revenue | (2,481) |
| Other current liabilities | (1,193) |
| Taxes payable | (38) |
| Employee benefit liability | (26) |
| Purchase consideration | (5,243) |
| Fair value of existing interest | (46,610) |
| Non-controlling interest | (12,798) |
| Goodwill | 1,599 |
| Consideration transferred settled in cash (A) | (5,243) |
| Cash and short-term deposit acquired (B) | 8,092 |
|---|---|
| Cash and short-term deposit disposed on deemed disposal (C) | 2,107 |
| Restricted cash acquired on business combination (D) | 1,719 |
| Net cash and short-term deposit acquired on business combination (E=B-C-D) | 4,266 |
| Net cash flow on acquisition (A-E) | (977) |
A part of the acquisitions cost may be attributed to the existing customer relationships. However, considering the energy deficit in Indian economy, the existing customer contracts at the agreed prices do not bring any additional economic benefit to the Group which requires/warrants the recognition of the customer contracts as intangible assets. Consequently, no value has been ascribed to such intangible assets. These circumstances contributed to the amount of goodwill recognised.
Since the effective date of the business combination is 30 March 2011, there are negligible contribution to the revenues and profit before tax of the Group. The Group revenue and profit before tax for the year ended 31 March 2011 would have increased by US \$ 10,996 and US \$ 4,847 if the business combination had been effected at the beginning of the year.
The goodwill recognised above is attributed to the expected synergies and other benefits from combining the assets and activities of SRPCPL with those of the Group. None of the recognised goodwill is expected to be deductible for tax purposes.
The fair value of trade receivables amounts to US \$ 6,400. The gross amount of trade receivable is US \$ 6,400. None of the trade receivables have been impaired and it is expected that the full contractual amount can be collected.
Transaction cost of US \$ 2 has been expensed and is included in administrative expenses in Group's Consolidated statement of comprehensive income.
The non-controlling interests in SRPCPL were measured at their proportionate share (20.7%) of SRPCPL's identifiable net assets amounting to US \$ 12,798. Further, the Group recognised a loss of US \$ 3,684 as a result of measuring at fair value its 73.92% equity interest in SRPCPL held prior to the acquisition date. The above loss of US \$ 3,684 has been arrived at by deducting the difference between US \$ 46,610 of fair value and US \$ 50,294 of carrying value (along with the goodwill of US \$ 16,492 paid on earlier acquisition of stake in SRPCPL). This loss is included within other operating income in the Consolidated statement of comprehensive income.
The share of the assets, liabilities, income and expenses of the jointly controlled entities at 31 March 2011 and 2010 and for the years then ended, which are included in the Consolidated financial statements, are as follows:
| 2011 | 2010 | |
|---|---|---|
| Non-current assets | 283,941 | 761,101 |
| Current assets | 42,688 | 60,119 |
| Total assets | 326,629 | 821,220 |
| Non-current liabilities | 107,986 | 361,777 |
| Current liabilities | 67,530 | 152,438 |
| Total liabilities | 175,516 | 514,215 |
| Revenue | 93,803 | 43,728 |
| Expenses (including tax) | (70,037) | (24,385) |
| Profit after tax | 23,766 | 19,343 |
The Group has adopted the "management approach" in identifying the operating segments as outlined in IFRS 8. Management has analysed the information that the chief operating decision maker reviews and concluded on the segment disclosure.
For management purposes, the Group is organised into business units based on their services, and has two reportable operating segments as follows:
Management monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on operating profit or loss which in certain respects, as explained in the table below, is measured differently from operating profit or loss in the Consolidated financial statements. Group financing (including finance costs and finance income) and income taxes are managed on a Group basis and are not allocated to operating segments. There is only one geographical segment as all the operations and business is carried out in India.
| Year ended 31 March 2011 | Project development activities |
Power generating activities |
Reconciling/ Elimination |
Consolidated |
|---|---|---|---|---|
| Revenue | ||||
| External customer | 3,060 | 222,285 | 1,455 | 226,800 |
| Inter-segment | 15,466 | - | (15,466) | - |
| Total revenue | 18,526 | 222,285 | (14,011) | 226,800 |
| Segment operating results (see note (f) below) | 13,820 | 51,438 | (10,639) | 54,619 |
| Unallocated operating expenses, net (see note (h) below) | (2,081) | |||
| Finance costs | (58,647) | |||
| Finance income | 23,647 | |||
| Profit before tax | 17,538 | |||
| Tax income / (expense) | 12,569 | |||
| Profit after tax | 30,107 | |||
| Segment assets | 14,177 | 2,359,747 | (2,241) | 2,371,683 |
| Unallocated assets | 360,278 | |||
| Total assets | 2,731,961 | |||
| Segment liabilities | 3,949 | 212,384 | (2,241) | 214,092 |
| Unallocated liabilities | 1,667,181 | |||
| Total liabilities | 1,881,273 | |||
| Other segment information: | ||||
| Depreciation | 451 | 21,200 | 690 | 22,341 |
| Capital expenditure | 889 | 433,012 | 32,045 | 465,946 |
| Financial Infomation | |
|---|---|
| Year ended 31 March 2010 | Project development activities |
Power generating activities |
Reconciling/ Elimination |
Consolidated |
|---|---|---|---|---|
| Revenue | ||||
| External customer | 8,948 | 43,870 | 75 | 52,893 |
| Inter-segment | 25,096 | - | (25,096) | - |
| Total revenue | 34,044 | 43,870 | (25,021) | 52,893 |
| Segment operating results (see note (f) below) | 31,300 | 11,496 | (24,843) | 17,953 |
| Unallocated operating income, net (see note (h) below) | 5,177 | |||
| Finance costs | (13,995) | |||
| Finance income | 67,849 | |||
| Profit before tax | 76,984 | |||
| Tax income /(expense) | (17,524) | |||
| Profit after tax | 59,460 | |||
| Segment assets | 13,312 | 1,592,584 | (502) | 1,605,394 |
| Unallocated assets | 330,757 | |||
| Total assets | 1,936,151 | |||
| Segment liabilities | 3,258 | 74,049 | (502) | 76,805 |
| Unallocated liabilities | 1,138,875 | |||
| Total liabilities | 1,215,680 | |||
| Other segment information: | ||||
| Depreciation | 278 | 5,000 | 190 | 5,468 |
| Capital expenditure | 511 | 755,550 | 19,741 | 775,802 |
(a) Depreciation and costs of inventories included in the Consolidated statements of comprehensive income
| 2011 | 2010 | |
|---|---|---|
| Included in cost of revenue: | ||
| Fuel costs* | 75,611 | 17,888 |
| Depreciation | 17,698 | 3,691 |
| Included in general and administrative expenses: | ||
| Depreciation | 4,643 | 1,777 |
* excludes alternate energy cost of US \$ 38,500 (2010:US \$ Nill).
(b) Employee benefit expenses
| Consolidated | Company | ||||
|---|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | ||
| Salaries and wages | 18,430 | 9,889 | 148 | 147 | |
| Employee benefit costs | 806 | 373 | - | - | |
| Others | 673 | 434 | - | - | |
| Total | 19,909 | 10,696 | 148 | 147 | |
| Less: Amount capitalized | (11,384) | (5,731) | - | - | |
| Net employee benefit expense | 8,525 | 4,965 | 148 | 147 |
The employee benefit expenses of the Group form part of the cost of revenues amounting US \$ 2,353 (2010: US \$583) and general and administrative expenses amounting US \$ 6,172 (2010: US \$ 4,382).
The employee benefit expenses in the Company financial statements amounting to US \$ 148 (2010: US \$ 147) forms part of the general and administrative expenses.
(c) Auditor's remuneration for audit services amount to US \$ 85 (2010: US \$ 36)
Other operating income comprises:
| Consolidated | Company | |||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Income from management fees, net1 | 461 | 11,094 | - | - |
| Loss on disposal of investment in joint venture2 | - | (2,743) | - | - |
| Gain, net on re-measurement of existing equity interest in WPCL and SRPCPL (see note 7) |
1,733 | - | - | - |
| Gain on bargain purchase | - | 4,964 | - | - |
| Gain / (loss) on disposal of property, plant and equipment | - | (33) | - | - |
| Miscellaneous income | 1,163 | 378 | - | - |
| Total | 3,357 | 13,660 | - | - |
1 Includes, management fees amounting to US \$ Nil (31 March 2010: US \$ 10,552, net of legal and professional charges of US \$ 2,620) received by KSK Asset Management Services Private Limited, ("KASL") pursuant to a settlement agreement entered into with KSK Emerging India Energy Fund Limited ("KEIEF") towards claims for loss of potential management fees. The claim was settled partly in cash US \$ 5,163 (£3,325), and partly by transfer of the net assets of KSK Emerging India Private Limited I ("KSKEIEPL I") and KSK Emerging India Private Limited II ("KSKEIEPL II'') US \$ 8,009 (£4,942). Pursuant to the above, both KSKEIEPL I & KSKEIEPL II have become wholly owned subsidiaries of the Group.
2 Loss on disposal of joint venture represents loss on sale of equity interest in RVK Energy Private Limited (RVK) and Kasargod Power Corporation Limited (KPCL).
Finance costs comprises of:
| Consolidated | Company | |||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Interest expenses on loans and borrowings 1 | 48,723 | 8,155 | 268 | 1,352 |
| Other finance costs | 1,990 | 2,034 | 3 | 232 |
| Net loss on financial liability at fair value through profit or loss | 4,361 | 2,427 | - | - |
| Foreign exchange loss, net | 2,347 | - | 4,186 | - |
| Unwinding of discounts | 1,226 | 1,379 | - | - |
| Total | 58,647 | 13,995 | 4,457 | 1,584 |
1 Interest expenses on loans and borrowings includes interest expenses on financial liability at fair value through profit or loss of US \$ Nil (2010: US \$ 1,352) in Consolidated and Company financial statements.
The finance income comprises of:
| Consolidated | Company | |||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Interest income | ||||
| bank deposits | 13,973 | 12,970 | 91 | 543 |
| loans and receivables | 6,719 | 8,983 | 160 | 48 |
| Dividend income | 369 | 593 | - | - |
| Finance lease income | 276 | 102 | - | - |
| Net gain on designated as held-for-trading financial assets | ||||
| on disposed | 1,076 | 1,341 | - | - |
| on remeasurement | 1 | 543 | - | - |
| Unwinding of discount on security deposits | 1,080 | 805 | - | - |
| Foreign exchange gain, net | - | 34,246 | - | 2,845 |
| Guarantee commission from subsidiary | - | - | 688 | 1,522 |
| Reclassification adjustment in respect of available for sale financial assets disposed |
155 | 8,266 | - | - |
| Total | 23,649 | 67,849 | 939 | 4,958 |
The major components of income tax for the year ended 31 March 2011 and 2010
| 2011 | 2010 | |
|---|---|---|
| Current tax | (5,607) | (8,809) |
| Deferred tax | 18,176 | (8,715) |
| Tax income / (expense) reported in the statement of comprehensive income | 12,569 | (17,524) |
Reconciliation between tax expense and the product of accounting profit multiplied by India's domestic tax rate for the years ended 31 March 2011 and 2010 is as follows:
| 2011 | 2010 | |
|---|---|---|
| Accounting profit before taxes | 17,538 | 76,984 |
| Enacted tax rates | 33.22% | 33.99% |
| Tax on profit at enacted tax rate | (5,826) | (26,167) |
| Income exempt or taxed at lower rate | 17,880 | 9,197 |
| Minimum Alternate Tax ('MAT') paid | (3,789) | (1,703) |
| MAT credit | 3,805 | 2,328 |
| Unutilized tax losses | 162 | - |
| Loss on sale of joint venture | 113 | (932) |
| Others | 224 | (247) |
| Actual tax income / (expense) | 12,569 | (17,524) |
The Company is subject to Isle of Man corporate tax at the standard rate of zero percent. As such, the Company's tax liability is zero. Additionally, Isle of Man does not levy tax on capital gains. However, considering that the Company's operations are entirely based in India, the effective tax rate of the Group has been computed based on the current tax rates prevailing in India. Further, a substantial portion of the profits of the Group's Indian operations are exempt from income taxes, being profits attributable to generation of power in India. Under the tax holiday the taxpayer can utilize an exemption from income taxes for a year of any ten consecutive years out of the fifteen years from the date of commencement of the operations.
The Group is subject to the provisions of 'MAT' under the Indian Income taxes for the year ended 31 March 2011 and 2010. Accordingly, the Group calculated the tax liability for current taxes in India after considering MAT.
The Group has carried forward credit in respect of MAT tax liability paid to the extent it is probable that future taxable profit will be available against which such tax credit can be utilized.
The substantially enacted tax rate as at the reporting date is 33.22% against 33.99% for the previous year. The impact of change in effective tax rate has resulted in decrease of deferred tax liability of US \$ 754.
Deferred income tax at 2011 and 2010 relates to the following:
| 2011 | 2010 | |
|---|---|---|
| Deferred income tax assets | ||
| Share issue expenses | 1,923 | 2,962 |
| Property, plant and equipment | 9,880 | 6,980 |
| Unused tax losses carried forward | 33,225 | - |
| MAT credit | 7,133 | 2,468 |
| Others | 941 | 90 |
| 53,102 | 12,500 | |
| Deferred income tax liabilities | ||
| Property, plant and equipment | 67,559 | 31,748 |
| Others | 1,377 | 906 |
| 68,936 | 32,654 | |
| Deferred income tax liabilities, net | (15,834) | (20,154) |
Reconciliation of deferred tax liability, net
| 2011 | 2010 | |
|---|---|---|
| Opening balance as of 1 April 2010 | (20,154) | (7,307) |
| Tax income /(expense) during the period recognized in statement of comprehensive income | 18,176 | (7,067) |
| Tax income /(expense) during the period recognized in statement of changes in equity | (984) | (786) |
| Deferred taxes acquired in business combination | (23,172) | (1,648) |
| Deemed disposal arising on acquisition achieved in stages | 9,815 | - |
| Sale of interest in joint venture entities | - | 76 |
| Translation adjustment | 485 | (3,422) |
| Closing balance as of 31 March 2011 | (15,834) | (20,154) |
In assessing the reliability of deferred income tax assets, management considers whether it is more likely than not that some portion or all of the deferred income tax assets will be realized. The ultimate realization of deferred income tax assets is dependent upon the generation of future taxable income during the periods in which the temporary differences become deductible. The amount of the deferred income tax assets considered realizable, however, could be reduced in the near term if estimates of future taxable income during the carry forward period are reduced.
Shareholders resident outside the Isle of Man will not suffer any income tax in the Isle of Man on any income distributions to them. Further, dividends are not taxable in India in the hands of the recipient. However, the Company will be subject to a "dividend distribution tax" currently at the rate of 15% (plus applicable surcharge) on the total amount distributed as dividend.
The Group has tax losses in certain entities which arose in India of US \$ 5,662 (2010: US \$ 1,341) that are available for offset against future taxable profits. Deferred tax assets have not been recognised in respect of these losses as they may not be used to offset taxable profits elsewhere in the Group and they have arisen in subsidiaries that have been loss-making for some time. The Group evaluated and concluded that it is not probable that deferred tax assets on existing tax losses will be recovered. The subsidiaries have no taxable temporary differences available that could partly support the recognition of these losses as deferred tax assets. If the Group were able to recognise all unrecognised deferred tax assets, profit would increase by US \$ 1,780 (2010: US \$ 397).
As at 31 March 2011 and 2010, there was no recognised deferred tax liability that would be payable on the unremitted earnings of certain of the Group's subsidiaries or joint ventures:
i. the Group has determined that undistributed profits of its subsidiaries will not be distributed in the foreseeable future; and ii. the Group controls the dividend policy of the jointly controlled entities. The Group has determined that undistributed profits of its jointly controlled entities will not be distributed in the foreseeable future.
The temporary differences associated with investments in subsidiaries and joint ventures, for which deferred tax liability has not been recognised aggregate to US \$ 172,306 (2010: US \$ 125,107).
| 2011 | 2010 | |
|---|---|---|
| Opening balance | 84,482 | 73,030 |
| Deemed disposal arising on acquisition achieved in stages (see note 7) | (38,354) | - |
| Sale of stake in joint venture entities | - | (134) |
| Goodwill arising on acquisition (see note 7) | 6,832 | - |
| Translation adjustment | (500) | 11,586 |
| Closing balance | 52,460 | 84,482 |
The goodwill acquired through business combinations have been allocated to the following cash generating units of the Group, for impairment as follows:
| 2011 | 2010 | |
|---|---|---|
| VS Lignite Power Private Limited | 28,690 | 28,924 |
| J R Power Gen Private Limited | 30 | 30 |
| Wardha Power Company Limited | 5,173 | 21,794 |
| Sitapuram Power Limited | 7,284 | 7,343 |
| Sai Regency Power Corporation Private Limited | 1,599 | 16,627 |
| Arasmeta Captive Power Company Private Limited | 9,684 | 9,764 |
| Total | 52,460 | 84,482 |
The recoverable amount of the cash generating unit at 31 March 2011 was determined using estimated fair value in use.
The calculation was based on a discounted cash flow valuation over five years for each of the power stations, using available market information to reflect the amount that the Group estimates that it could have obtained, at the Reporting date.
The calculation of value-in-use for the cash generating units is most sensitive to the following key assumptions:
The following growth and discount rates have been considered for the purpose of the impairment testing:
| 2011 | 2010 | |
|---|---|---|
| Growth rate | 3% | 3% |
| Discount rate | 12% | 15% |
With regard to the assessment of value of the cash generating unit, the Group is of the opinion that based on current knowledge; reasonably possible changes in any of the above key assumptions would not cause the carrying value to exceed the recoverable amount.
The property, plant and equipment comprise:
| Land and buildings |
Power stations |
Mining property |
Other plant and equipment |
Assets under construction |
Total | |
|---|---|---|---|---|---|---|
| Cost | ||||||
| As at 1 April 2009 | 29,720 | 85,897 | - | 4,036 | 363,035 | 482,688 |
| Additions | 27,857 | 124,568 | 10,321 | 1,738 | 416,060 | 580,544 |
| Business combination | 7,791 | 22,940 | - | 266 | 164,261 | 195,258 |
| Disposals | (2,233) | (8,302) | - | (191) | - | (10,726) |
| Exchange adjustment | 4,713 | 13,394 | - | 659 | 57,601 | 76,367 |
| As at 31 March 2010 | 67,848 | 238,497 | 10,321 | 6,508 | 1,000,957 | 1,324,131 |
| As at 1 April 2010 | 67,848 | 238,497 | 10,321 | 6,508 | 1,000,957 | 1,324,131 |
| Additions | 85,256 | 302,696 | - | 2,871 | 75,123 | 465,946 |
| Business combination (see note 7) | 23,549 | 103,034 | - | 1,075 | 529,552 | 657,210 |
| Disposals / adjustments | (16,501) | (65,240) | - | (1,671) | (369,098) | (452,510) |
| Exchange adjustment | (617) | (2,099) | (84) | (59) | (9,900) | (12,759) |
| As at 31 March 2011 | 159,535 | 576,888 | 10,237 | 8,724 | 1,226,634 | 1,982,018 |
| Accumulated depreciation | ||||||
| As of 1 April 2009 | 843 | 8,991 | - | 1,196 | - | 11,030 |
| Additions | 680 | 3,672 | 19 | 1,162 | - | 5,533 |
| Disposals | (382) | (5,070) | - | (152) | - | (5,604) |
| Exchange adjustment | 177 | 1,415 | 1 | 270 | - | 1,863 |
| As at 31 March 2010 | 1,318 | 9,008 | 20 | 2,476 | - | 12,822 |
| As at 1 April 2010 | 1,318 | 9,008 | 20 | 2,476 | - | 12,822 |
| Additions | 3,007 | 17,202 | 496 | 1,636 | - | 22,341 |
| Disposals / adjustments | (638) | (6,940) | - | (853) | - | (8,431) |
| Exchange adjustment | 22 | 118 | 5 | (5) | - | 140 |
| As at 31 March 2011 | 3,709 | 19,388 | 521 | 3,254 | - | 26,872 |
| Net book value | ||||||
| As at 31 March 2011 | 155,826 | 557,500 | 9,716 | 5,470 | 1,226,634 | 1,955,146 |
| As at 31 March 2010 | 66,530 | 229,489 | 10,301 | 4,032 | 1,000,957 | 1,311,309 |
The net book value of land comprises of:
| 2011 | 2010 | |
|---|---|---|
| Freehold | 40,753 | 29,772 |
| Leasehold | 19,467 | 15,207 |
| Total | 60,220 | 44,979 |
Property, plant and equipment with a carrying amount of US \$ 1,856,855 (2010: US \$ 1,276,076) is subject to security restrictions (note 24)
| Consolidated | Company | |||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Current | ||||
| Financial assets at fair value through profit or loss | ||||
| - held-for-trading | 5,638 | 10,422 | - | - |
| Loans and receivables | 102,768 | 71,686 | 12,521 | 16,188 |
| Loans and receivables to JV partners | 17,086 | 7,388 | - | - |
| Loans and receivables to subsidiaries | - | - | - | 27,790 |
| 125,492 | 89,496 | 12,521 | 43,978 | |
| Non-current | ||||
| Available-for-sale investments | 12,647 | 8,526 | - | - |
| Deposit with banks | 28,992 | - | - | - |
| Loans and receivables | 41,992 | 38,597 | 9,225 | - |
| Loans and receivables to JV partners | 13,244 | 28,301 | - | - |
| Loans and receivable to subsidiaries | - | - | 124,373 | - |
| Investment in subsidiaries | - | - | 46,449 | 46,318 |
| 96,875 | 75,424 | 180,047 | 46,318 | |
| Total | 222,367 | 164,921 | 192,568 | 90,296 |
The Group has invested in into short-term mutual fund units and equity securities in various companies being quoted on Indian stock market. The fair value of the mutual fund units and equity securities are determined by reference to published data.
The Group has investments in listed equity securities of various companies being quoted on the Indian and London stock markets respectively. The fair value of the quoted equity shares are determined by reference to published data. The Group holds non-controlling interest (1%-12%) in entities which are in the business of power generation and allied projects. The Group designated these unquoted equity shares as available-for-sale investment in accordance with the documented investment strategy of the Group to manage and evaluate performance of the equity shares on fair value basis. The fair value of unquoted ordinary shares has been estimated using a relative valuation using price earnings ratio / book value method. The valuation requires management to make certain assumptions about the inputs including size and liquidity.
This primarily includes interest-bearing inter-corporate deposits of US \$ 42,303 (2010: US \$ 39,950), deferred loan origination costs US \$ 29,493 (2010: US \$ 25,273), security deposit to suppliers US \$ 16,814 (2010: US \$ 13,902), advance for investments US \$ 12,111 (2010: US \$ 12,487) and other financial assets US \$ 44,039 (2010: US \$ 18,671).
This primarily includes the share application money in the joint venture entities, short-term loans to joint venture partners and redeemable preference share capital held in the joint venture entities redeemable between 5 to 20 years.
Loans and receivable in subsidiary represents inter-corporate deposits given by the Company to its wholly owned subsidiaries and the same is repayable on demand.
Investment primarily includes unquoted investments other than trade investments in subsidiaries in the Company financial statements. The Company has invested in 41,839,200 equity shares (2010: 41,839,200) in KEL, 12,000 equity shares (2010: 12,000) in KASL, 100,000,000 equity shares (2010: Nil) in KGPP and 1 equity share (2010: Nil) in KSVP totalling to US \$ 46,449 (2010: US \$ 46,318).
The carrying amounts disclosed above are maximum possible credit risk exposure in relation to these financial assets. Financial assets amounting of US \$ 162,449 (2010: US \$ 96,707) for the Group is subject to security restrictions (see note 24).
| Consolidated | Company | |||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Current | ||||
| Advance to suppliers | 23,378 | 3,354 | - | - |
| Prepayments | 5,939 | 5,135 | - | - |
| Income tax receivable | 4,712 | 3,236 | - | - |
| Other receivables | 1,079 | 1,330 | - | - |
| 35,108 | 13,055 | - | - | |
| Non-current | ||||
| Development of mineral assets | 3,716 | 2,806 | - | - |
| Prepayments | 17,816 | 13,059 | - | - |
| 21,532 | 15,865 | - | - | |
| Total | 56,640 | 28,920 | - | - |
During the year ended 31 March 2011, other current assets of US \$ 144 (2010 US \$ 35) were collectively impaired and written off.
| Consolidated | Company | |||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Current | ||||
| Trade receivables | 44,534 | 6,071 | - | - |
| Unbilled revenues | 1,123 | 1,065 | - | - |
| Net investment in lease receivables | 236 | 167 | - | - |
| Interest accrued | 20,278 | 14,836 | 166 | 46 |
| 66,171 | 22,139 | 166 | 46 | |
| Non-current | ||||
| Trade receivables | 2,976 | 2,778 | - | - |
| Net investment in lease receivables | 2,717 | 2,932 | - | - |
| 5,693 | 5,710 | - | - | |
| Total | 71,864 | 27,849 | 166 | 46 |
Trade receivables are non-interest bearing and are generally due within 7-14 days terms. Out of the above, US \$ 71,698 (2010: US \$ 27,803) has been pledged for security as borrowings (see note 24). During the year ended 31 March 2011, trade receivables of US \$ 290 (2010 US \$ 68) were collectively impaired and written-off.
Trade receivables as of 31 March 2011 include certain receivables aggregating to US \$ 18,308 (2010: US \$ Nil), recognized based on the terms and conditions implicit in the contracts with customers. The matter is pending with competent authority and for reconciliations. The Company based on the merits of the case and on the opinion from its lawyers is confident about the favorable outcome and realization of the amounts and accordingly believes that these are fully recoverable.
The age analysis of the overdue trade receivables is as follows:
| Neither past due nor | Past due but not impaired | |||||
|---|---|---|---|---|---|---|
| Total | impaired | < 90 days | 90-180 days | > 180 days | ||
| 2011 | 47,510 | 4,099 | 16,848 | 6,863 | 19,700 | |
| 2010 | 8,849 | 3,843 | 3,578 | 338 | 1,090 |
Trade receivables disclosed above include amounts which are past due at the reporting date and are still considered recoverable since, there has not been a significant change in credit quality.
The Group has entered into an arrangement which qualifies as finance lease of assets. Such assets are reported as receivables at an amount equal to the net investment in the lease. Lease income is recognised from finance leases over the term of the lease based on the effective interest rate method. There were no contingent rents recognised in the statement of comprehensive income.
As of the reporting date, the present value of future minimum lease payment receivables under non-cancellable finance lease agreements was as follows:
| 2011 | 2010 | |
|---|---|---|
| Gross investment in finance lease contracts | 5,729 | 7,180 |
| Less: Unearned finance revenues | 2,776 | 4,081 |
| Net investment in finance lease contracts | 2,953 | 3,099 |
As of 31 March 2011 and 2010, the gross investment and present value of receivables relating to future minimum lease payments under non-cancellable finance lease agreements were distributed as follows:
| Present value of receivables Gross investment relating to future minimum lease payments |
||||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Not later than one year | 547 | 812 | 236 | 167 |
| later than one year and not later than five years | 1,649 | 3,249 | 597 | 1,094 |
| later than five years | 3,533 | 3,119 | 2,120 | 1,838 |
| Total | 5,729 | 7,180 | 2,953 | 3,099 |
| 2011 | 2010 | |
|---|---|---|
| Fuel (at cost) | 5,697 | 4,429 |
| Stores and spares (at cost) | 8,920 | 3,306 |
| Total | 14,617 | 7,735 |
The above, US \$ 14,617 (2010: US \$ 7,735) has been pledged for security as borrowings (see note 24)
Cash and short-term deposits comprise of the following:
| Consolidated | Company | |||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Cash at banks and on hand | 60,181 | 24,933 | 1,512 | 7,133 |
| Short-term deposits | 277,978 | 251,939 | 13,039 | 6,000 |
| Total | 338,159 | 276,872 | 14,551 | 13,133 |
Short-term deposits are made for varying periods, depending on the immediate cash requirements of the Group. They are recoverable on demand.
The Group has pledged a part of its short-term deposits amounting US \$ 266,473 (2010: US \$ 233,137) in order to fulfil collateral requirements (see note 24).
For the purpose of cash flow statement, cash and cash equivalent comprise of:
| Consolidated | Company | |||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Cash at banks and on hand | 60,181 | 24,933 | 1,512 | 7,133 |
| Short-term deposits | 277,978 | 251,939 | 13,039 | 6,000 |
| Less: Restricted cash1 | (276,944) | (239,203) | (13,039) | (3,000) |
| Cash and cash equivalent | 61,215 | 37,669 | 1,512 | 10,133 |
1 Include deposits pledged for availing credit facilities from banks and deposits with maturity term of more than three months.
Pursuant to the "Share sale and purchase agreement" dated 5 April 2010, the Group has sold its investment in Athena Project Private Limited ('Athena'), which was previously classified under non-current assets held for sale, at its carrying value in books, i.e. fair value, less cost to sell. Further, subsequent to the reporting period the Group has also received financial instruments towards the proceeds which are expected to be realised shortly.
The Company presently has only one class of ordinary shares. For all matters submitted to vote in the shareholders meeting, every holder of ordinary shares, as reflected in the records of the Company on the date of the shareholders' meeting, has one vote in respect of each share held. All shares are equally eligible to receive dividends and the repayment of capital in the event of liquidation of the Company.
The Company has an authorized share capital of 500,000,000 equity shares (2010: 500,000,000) at par value of US \$ 0.002 (£ 0.001) per share amounting to US \$ 998.
The Company has issued share capital at par value of US \$ 0.002 (£ 0.001) per share.
Share premium represents the amount received by the Group over and above the par value of shares issued and the excess of the fair value of share issued in business combination over the par value of such shares. Any transaction costs associated with the issuing of shares are deducted from securities premium, net of any related income tax benefits.
Revaluation reserve comprises gains and losses due to the revaluation of previously held interest of the assets acquired and liabilities assumed in a business combination.
Translation reserve is used to record the exchange differences arising from the translation of the financial statements of the foreign subsidiaries and joint ventures.
Other reserve represents the difference between the consideration paid and the adjustment to net assets on change of controlling interest, without change in control. Any transaction costs associated with the issuing of shares by the subsidiaries are deducted from other reserves, net of any related income tax benefits. Further it also includes the loss / gain on fair valuation of available-for-sale financial instruments.
Retained earnings include all current and prior year results as disclosed in the statement of comprehensive income less dividend distribution.
The borrowings comprise of the following:
| Interest rate (range %) |
Final Maturity |
2011 | 2010 | |
|---|---|---|---|---|
| Long-term "project finance" loans | 10.08 to14.94 | March-26 | 910,034 | 520,305 |
| Short-term loans | 4.51 to 15.25 | March-12 | 233,133 | 173,046 |
| Buyers' credit facility | 1.67 to 3.14 | March-12 | 318,906 | 368,583 |
| Cash credit and other working capital facilities | 11.00 to13.50 | March-12 | 113,955 | 3,500 |
| Redeemable preference shares | 14.11 | September-15 | 21,899 | - |
| Share of loan in a joint venture | 0.01 | February-28 | 7,054 | 7,111 |
| Total | 1,604,981 | 1,072,545 |
Total debt of US \$ 1,604,981 (2010: US \$ 1,072,545) comprised:
Long-term "project finance" loan contains certain restrictive covenants for the benefit of the facility providers and primarily requires the Group to maintain specified levels of certain financial ratios and operating results. The terms of the other borrowings arrangements also contain certain restrictive covenants primarily requiring the Group to maintain certain financial ratios. As of 31 March 2011, the Group has complied the relevant covenants.
The fair value of borrowings at 31 March 2011 was US \$ 1,606,078 (2010: US \$ 1,073,246). The fair values have been calculated by discounting cash flows at prevailing interest rates.
The borrowings mature as follows:
| Consolidated | Company | |||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Current liabilities | ||||
| Amounts falling due within one year | 787,465 | 568,467 | 9,300 | - |
| Non-current liabilities | ||||
| Amounts falling due after more than one year but not more than five years |
473,727 | 291,938 | - | - |
| Amounts falling due in more than five years | 343,789 | 212,140 | - | - |
| Total | 1,604,981 | 1,072,545 | 9,300 | - |
The Group capitalised finance costs incurred during the year amounting US \$ 99,846 (2010: US \$ 63,667) to property, plant and equipment at an effective interest rate of 12.57% (2010: 12.35%).
| Consolidated | Company | |||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Current | ||||
| Trade payables | 176,075 | 65,582 | 305 | 976 |
| Acquisition related liability | - | 749 | - | - |
| Share application money | 714 | 19,657 | - | - |
| Interest accrued but not due | 10,532 | 7,632 | 60 | - |
| 187,321 | 93,620 | 365 | 976 | |
| Non-current | ||||
| Trade payables | 29,736 | 2,778 | - | - |
| 29,736 | 2,778 | - | - | |
| Total | 217,057 | 96,398 | 365 | 976 |
Trade payables are non-interest bearing and are normally settled on 45 days terms.
-Long-term trade payables are non-interest bearing and will be settled in 1-7 years.
A provision has been recognised for decommissioning and restoration costs associated with construction of a power plant. The unwinding of the discount on the decommissioning provision is included as a finance costs.
| 2011 | 2010 | |
|---|---|---|
| Non-current | ||
| Opening balance | 1,984 | 1542 |
| Translation difference | (15) | 248 |
| Arising during the year | - | - |
| Unwinding of discount | 146 | 194 |
| Closing balance | 2,115 | 1,984 |
In accordance with applicable Indian laws, the Group provides for gratuity, a defined benefit retirement plan ('The Gratuity Plan') covering eligible employees. The Gratuity Plan provides for a lump sum payment to vested employees on retirement (subject to completion of five years of continuous employment), death, incapacitation or termination of employment of amounts that are based on salary and tenure of employment. Liabilities with regard to the Gratuity Plan are determined by actuarial valuation on the reporting date.
The following tables summarises the components of net benefit expense recognised in the statement of comprehensive income and the funded status and amounts recognised in the statement of financial position for the plan:
| 2011 | 2010 | |
|---|---|---|
| Current service cost | 590 | 243 |
| Interest cost on benefit obligation | 34 | 9 |
| Expected return on plan assets | (30) | (14) |
| Net actuarial (gain)/loss recognized in the year | (277) | 28 |
| Past service cost - non vested benefits | 108 | - |
| Past service cost - vested benefits | 124 | - |
| Change in controlling interest | 31 | - |
| Net benefit expense | 580 | 266 |
| 2011 | 2010 | 2009 | 2008 | 2007 | |
|---|---|---|---|---|---|
| Defined benefit obligation | 1,245 | 433 | 124 | 83 | 12 |
| Fair value of plan assets | (495) | (230) | (88) | (45) | - |
| Unrecognized actuarial gain / (loss) recognized at the end of year |
- | - | - | - | - |
| Unrecognized past service cost - non vested benefit | (179) | - | - | - | - |
| Benefit liability | 571 | 203 | 36 | 38 | 12 |
C. Changes in the present value of the defined benefit obligation are as foll ows:
| 2011 | 2010 | |
|---|---|---|
| Defined benefit obligation as at the beginning of the year | 433 | 124 |
| Interest cost | 34 | 9 |
| Current service cost | 590 | 243 |
| Actuarial (gains) / losses on obligation | (282) | 16 |
| Past service cost - non vested benefits | 304 | - |
| Past service cost - vested benefits | 124 | - |
| Change in controlling interest | 40 | - |
| Exchange differences | 2 | 41 |
| Defined benefit obligation as at the end of the year | 1,245 | 433 |
| 2011 | 2010 | |
|---|---|---|
| Fair value of plan assets as the beginning of the year | 230 | 88 |
| Expected return | 30 | 14 |
| Contributions by employer | 205 | 98 |
| Change in controlling interest | 34 | - |
| Actuarial (loss) | (5) | - |
| Exchange differences | 1 | 30 |
| Fair value of plan assets as the end of the year | 495 | 230 |
| 2011 | 2010 | |
|---|---|---|
| Fair value of plan assets beginning of the year | 230 | 88 |
| Actual return on plan assets | 29 | 14 |
| Contributions | 228 | 98 |
| Exchange differences | 8 | 30 |
| Fair value of plan assets end of the year | 495 | 230 |
| Funded status | (787) | (199) |
| 2011 | 2010 | |
|---|---|---|
| Past service cost - non vested benefit | 304 | - |
| Past service cost - vested benefit | 124 | - |
| Average remaining future service till vesting of the benefit | 3 | - |
| Recognized past service cost - non vested benefit | 108 | - |
| Recognized past service cost - vested benefit | 124 | - |
| Unrecognized past service cost - non vested benefit | 196 | - |
| Exchange difference | 1 | - |
| Change in controlling interest | 18 | - |
| Past service cost | (179) | - |
G. The principal assumptions used in determining the obligation towards the Group's plan as shown below:
| 2011 | 2010 | |
|---|---|---|
| Discount rate | 8.17% | 8.00% |
| Rate of increase in compensation levels | 15.00% | 15.00% |
| Rate of return on plan assets | 9.00% | 9.00% |
The plan assets comprise debt and equity securities through a scheme of cash contribution for a scheme of insurance taken with Life Insurance Corporation of India ('Insurer'), a Government of India undertaking, which is a qualified insurer. The details of the individual category of investments that comprise of the total plan assets have not been provided by the insurer.
In addition to the above, eligible employees receive benefits from a provident fund, a defined contribution plan. The employee and the employer make monthly contributions each to the plan at a specified percentage of the covered employees' salary to a Government recognised provident fund upon retirement or separation, an employee becomes entitled for a lump sum benefit, which is paid directly to the concerned employee by the fund. The Group contributed US \$ 154 to the provident fund during the year ended 31 March 2011 and US \$ 112 during the year ended 31 March 2010.
The Group does not have any further obligation to the provident fund beyond making such contributions.
| Consolidated | Company | ||||
|---|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | ||
| Financial guarantee contracts | - | - | - | 667 | |
| Financial instruments at fair value through profit and loss account | |||||
| Derivatives not designated as hedge | |||||
| - Foreign exchange forward contracts | 3,184 | 2,573 | - | - | |
| Total | 3,184 | 2,573 | - | 667 |
| Consolidated | Company | ||||
|---|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | ||
| Statutory liabilities | 2,811 | 4,003 | - | - | |
| Accruals | 973 | 393 | - | - | |
| Others | 848 | 353 | - | - | |
| Total | 4,632 | 4,749 | - | - |
For detail list of subsidiaries and joint ventures see note 1.6
| Name of the party | Nature of relationship |
|---|---|
| T L Sankar | Chairman |
| S Kishore | Executive Director |
| K A Sastry | Executive Director |
| S R Iyer | Director |
| Vladimir Dlouhy | Director |
| K. V. Krishnamurthy | Director of parent |
The following table provides the total amount of transactions that have been entered into with related parties and the outstanding balances at the end of the relevant financial year:
| Consolidated | Company | |||||||
|---|---|---|---|---|---|---|---|---|
| Particulars | 2011 | 2010 | 2011 | 2010 | ||||
| Joint Venture |
Parent | KMP | Joint Venture |
Parent | KMP | Subsidiaries | ||
| Transactions 1,2 | ||||||||
| Project development fees and corporate support services fees |
3,060 | - | - | 8,948 | - | - | - | - |
| Interest income | 2,672 | - | - | 2,416 | - | - | - | - |
| Interest expense | - | - | - | 125 | - | - | - | - |
| Inter-corporate deposits and loans given |
18,467 | - | - | 25,164 | - | - | 87,200 | 31,815 |
| Inter-corporate deposits and loans repaid |
(8,477) | - | - | (21,494) | - | - | (160) | (7,717) |
| Loans taken from | 368 | - | - | 6,953 | - | - | 46 | - |
| Repayment of Loan taken from | - | - | - | (3,684) | - | - | - | - |
| Lignite excavation income | 1,455 | - | - | 75 | - | - | - | - |
| Finance lease income | 276 | - | - | 102 | - | - | - | - |
| Asset given on lease | - | - | - | 2,949 | - | - | - | - |
| Guarantees commission received from subsidiaries |
- | - | - | - | - | - | 688 | 1,522 |
| Managerial remuneration 3 | - | - | 613 | - | - | 398 | 148 | 147 |
| 2011 | 2010 | 2011 | 2010 | |||||
|---|---|---|---|---|---|---|---|---|
| Balances 1,2 | ||||||||
| Interest receivable | 4,759 | - | - | 2,988 | - | - | - | - |
| Interest payable | - | - | - | 82 | - | - | - | - |
| Loans and inter corporate deposits receivable |
21,772 | - | - | 27,036 | - | - | 124,373 | 27,790 |
| Loans and inter corporate deposits payable |
242 | - | - | 3,466 | - | - | - | - |
| Lease receivable | 2,953 | - | - | 3,099 | - | - | - | - |
| Receivable | 1,409 | - | - | 262 | - | - | - | - |
| Assets under construction | - | 5,617 | - | - | 5,577 | - | - | - |
| Due to key managerial personnel 3 |
- | - | 67 | - | - | 58 | 38 | 38 |
1 Outstanding balances at the year end are unsecured, interest-bearing in case of loans and inter-corporate deposits and non-interest bearing in case of other loans and advances and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. For the year ended 31 March 2011, the Group has not recorded any impairment of receivables relating to amounts owed by related parties (2010: US \$ Nil). This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.
2 The difference in the movement between the opening outstanding balances, transactions during the year and closing outstanding balances is on account of business combination and exchange adjustments.
3 Remuneration is net of accrual towards Gratuity, a defined benefit plan, which is managed for the Company as a whole. However, the annual accrual of this liability towards key management personnel is not expected to be significant. There are no other long term benefits and termination benefits which are payable to the key management personnel.
The Group has entered into a number of operating leases for land and office facilities. The leases typically run for a period of 1 to 99 years, with an option to renew the lease after that date. None of the leases includes contingent rentals.
Non-cancellable operating lease rentals are payable as follows:
| 2011 | 2010 | |
|---|---|---|
| Not later than one year | 347 | 308 |
| Later than one year and not later than five years | 300 | 323 |
| Later than five years | - | - |
| Total | 647 | 631 |
During the year ended 31 March 2011, US \$ 1,687 (2010: US \$ 1,006) was recognised as an expense in respect of operating leases.
As at 31 March 2011, the Group is committed to purchase property, plant and equipment for US \$ 3,196,514 (2010: US \$ 2,797,398). In respect of its interest in a joint venture the Group is committed to incur capital expenditure of US \$ 2,133 (2010: US \$ 34,956).
As of 31 March 2011, the Group has contractual obligations to spend approximately US \$ 6,807 (2010: US \$ 15,576); under purchase obligations which include commitments to purchase a minimum quantity of fuel under the terms of the agreement between the fuel supplier.
However, the Group believes that the obligation to purchase of a minimum quantity of the fuel may not apply in case of reduction in requirement to supply power to its customers.
The Group's principal financial liabilities, comprises of loans and borrowings, trade and other payables, and other current liabilities. The main purpose of these financial liabilities is to raise finance for the Group's operations. The Group has loans and receivables, trade and other receivables, and cash and short-term deposits that arise directly from its operations. The Group also hold investments designated at fair value through profit or loss and available-for-sale categories.
The Group is exposed to market risk, credit risk and liquidity risk.
The Group's senior management oversees the management of these risks. The Group's senior management is supported by a financial risk committee that advises on financial risks and the appropriate financial risk governance framework for the Group. The financial risk committee provides assurance to the Group's senior management that the Group's financial risk-taking activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with Group policies and group risk appetite.
The Board of Directors reviews and agrees policies for managing each of these risks which are summarised below:
Market risk is the risk that the fair values of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprise three types of risk: interest rate risk, currency risk and other price risk, such as equity risk. Financial instruments affected by market risk include loans and borrowings, deposits, available-for-sale investments and investment at fair value through profit or loss.
The sensitivity analyses in the following sections relate to the position as at 31 March 2011 and 31 March 2010.
The following assumptions have been made in calculating the sensitivity analyses:
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group's exposure to the risk of changes in market interest rates relates primarily to the Group's long-term debt obligations with floating interest rates.
At 31 March 2011 and 31 March 2010, the Group had no interest rate derivatives.
If interest rates increase or decrease by 100 basis points with all other variables being constant, the Group's profit before tax for the year ended 31 March 2011 would decrease or increase by US \$ 3,014 (2010: US \$ 1,021).
If interest rates increase or decrease by 100 basis points with all other variables being constant, the Company's loss before tax for the year ended 31 March 2011 would increase or decrease by US \$ Nil (2010: US \$ Nil).
Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rate. The majority of our assets are located in India where the Indian rupee is the functional currency for our subsidiaries. Currency exposures also exist in the nature of capital expenditure and services denominated in currencies other than the Indian rupee.
Our Group borrowings are denominated in both Indian rupees and US dollars, while a large portion of cash and liquid investments are held in other currencies, mainly in the Indian rupee. Some financial assets and liabilities are not held in the functional currency of the respective subsidiary. We also hold some intra-group balances in currencies which are not the functional currency of the respective subsidiary and hence the Group is exposed to movements in the functional currency of those entities and the currencies in which these balances are held.
Consequently, currency fluctuations may have a large impact on our Group financial results. We are subject to currency risks affecting the underlying cost base in the operating subsidiary companies and also the translation of unit cash costs, profit or loss and the statement of financial position (including non-US dollar denominated borrowings) in the consolidated financial statements, where the functional currency is not the US dollar.
Foreign currency exposures are managed through a groupwide hedging policy. The policy is reviewed periodically to ensure that the risk from fluctuating currency exchange rates is appropriately managed. Short-term foreign exchange exposures relating to capital expenditure are hedged, whilst medium to long term exposures are unhedged.
| 2011 | 2010 | ||||
|---|---|---|---|---|---|
| Currency | Financial assets |
Financial liabilities |
Financial assets |
Financial liabilities |
|
| Indian Rupee | 581,015 | 1,370,262 | 426,996 | 766,623 | |
| Great Britain Pound | 3,668 | 237 | 8,211 | 1,008 | |
| United States Dollar | 47,640 | 454,543 | 33,148 | 403,885 | |
| Others | 67 | 180 | 1,286 | - |
The carrying amount of the Group's financial assets and liabilities in different currencies are as follows:
The Group's exposure to foreign currency arises where a Group company holds monetary assets and liabilities denominated in a currency different to the functional currency of that entity with US dollar being the major foreign currency exposure of the Group's main operating subsidiaries. Set out below is the impact of a 10% change in the US dollar on profit and equity arising as a result of the revaluation of the Group's foreign currency financial instruments:
| 2011 | Closing exchange rate |
Effect of 10% strengthening of US \$ on net earnings |
Effect of 10% strengthening of US \$ on total equity |
|---|---|---|---|
| Indian Rupee | 45.3978 | (34,667) | (34,667) |
| Great Britain Pound | 0.6238 | 3,822 | 3,822 |
| 2010 | Closing exchange rate |
Effect of 10% strengthening of US \$ on net earnings |
Effect of 10% strengthening of US \$ on total equity |
| Indian Rupee | 45.0301 | (29,136) | (29,136) |
The Group's investments in listed and unlisted equity securities are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Group manages the equity price risk through diversification and placing limits on individual and total equity instruments. Reports on the equity portfolio are submitted to the Group's senior management on a regular basis. The Board of Directors reviews and approves all equity investment decisions.
At the reporting date, the Group's exposure to unlisted equity securities was US \$ 8,898 (2010 US \$ 6,667) and the exposure to listed equity securities at fair value was US \$ 3,878 (2010 US \$ 3,800).
At the reporting date, the Company's exposure to unlisted equity securities (excluding investment in subsidiaries) was US \$ Nil (2010: US \$ Nil).
A decrease of 10% on the Indian market index would have an impact of approximately US \$ 283 (2010: US \$ 242) on the income or equity attributable to the Group, depending on whether or not the decline is significant and prolonged. An increase of 10% in the value of the Indian market index would impact equity by similar amounts.
A decrease of 10% on the UK market index would have an impact of approximately US \$ 78 (2010: US \$ 220) on the income or equity attributable to the Group, depending on whether or not the decline is significant and prolonged. An increase of 10% in the value of the UK market index would impact equity by similar amounts.
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily for trade and other receivables) and from its financing activities, including short-term deposits with banks and financial institutions, and other financial assets.
The maximum exposure for credit risk at the reporting date is the carrying value of each class of financial assets amounting to US \$ 572,209 (2010: US \$ 444,708).
The Group has exposure to credit risk from a limited customer group on account of supply of power. However, the Group ensures concentration of credit does not significantly impair the financial assets since the customers to whom the exposure of credit is taken are well established and reputed industries engaged in their respective field of business. The credit worthiness of customers to which the Group grants credit in the normal course of the business is monitored regularly. The credit risk for liquid funds and other short-term financial assets is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.
The Group's/ Company's maximum exposure for financial guarantees are noted in note 31.
The Group's management believes that all the above financial assets, except as mentioned in note 19, are not impaired for each of the reporting dates under review and are of good credit quality.
The Group's main source of liquidity is its operating businesses. The treasury department uses regular forecasts of operational cash flow, investment and trading collateral requirements to ensure that sufficient liquid cash balances are available to service ongoing business requirements. The Group manages its liquidity needs by carefully monitoring scheduled debt servicing payments for long-term financial liabilities as well as cash-outflows due in day-to-day business. Liquidity needs are monitored in various time bands, on a day-to-day and week-to-week basis, as well as on the basis of a rolling 90 day projection. Long-term liquidity needs for a 90 day and a 30 day lookout period are identified monthly.
The Group maintains cash and marketable securities to meet its liquidity requirements for up to 60 day periods. Funding for long-term liquidity needs is additionally secured by an adequate amount of committed credit facilities and the ability to sell long-term financial assets.
The following is an analysis of the group contractual undiscounted cash flows payable under financial liabilities at 31 March 2011:
| Current Non-current |
|||||
|---|---|---|---|---|---|
| On demand | within 12 months |
1-5 years | Later than 5 years |
Total | |
| Interest-bearing loan and borrowings | 113,955 | 775,475 | 760,907 | 453,029 | 2,103,366 |
| Trade and other payables | 10,532 | 176,789 | 26,760 | 5,066 | 219,147 |
| Other current financial liabilities | - | 3,184 | - | - | 3,184 |
| Total | 124,487 | 955,448 | 787,667 | 458,095 | 2,325,697 |
The following is an analysis of the group contractual undiscounted cash flows payable under financial liabilities at 31 March 2010:
| Current | Non-current | ||||
|---|---|---|---|---|---|
| On demand | within 12 months |
1-5 years | Later than 5 years |
Total | |
| Interest-bearing loan and borrowings | 3,500 | 625,369 | 441,104 | 267,137 | 1,337,110 |
| Trade and other payables | 7,632 | 85,988 | - | 5,108 | 98,728 |
| Other current financial liabilities | - | 2,573 | - | - | 2,573 |
| Total | 11,132 | 713,930 | 441,104 | 272,245 | 1,438,411 |
The Company's contractual undiscounted cash flows payable under financial liabilities as at 31 March 2011 is US \$ 9,665 (2010: US \$ 976).
Capital includes equity attributable to the equity holders of the parent and debt.
The primary objective of the Group's capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise shareholder value objectives include, among others:
The Group manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares.
No changes were made in the objectives, policies or processes during the years end 31 March 2011 and 2010.
The Group maintains a mixture of cash and cash equivalents, long-term debt and short-term committed facilities that are designed to ensure the Group has sufficient available funds for business requirements.
The SPVs in the Group engaged in the business of captive power generation are subject to statutory requirement of maintaining the captive consumers' equity at 26% of the total equity. Apart from the aforementioned requirement, there are no other imposed capital requirements on Group or entities, whether statutory or otherwise.
The Capital for the reporting year under review is summarised as follows:
| 2011 | 2010 | |
|---|---|---|
| Total equity | 850,688 | 720,471 |
| Less: Cash and short-term deposit | (338,159) | (276,872) |
| Capital | 512,529 | 443,599 |
| Total equity | 850,688 | 720,471 |
| Add: Borrowings | 1,604,981 | 1,072,545 |
| Overall financing | 2,455,669 | 1,793,016 |
| Capital to overall financing ratio | 21% | 25% |
Set out below is a comparison by class of the carrying amounts and fair value of the Group's financial instruments that are carried in the financial statements:
| Carrying amount | Fair value | |||
|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | |
| Financial assets | ||||
| Cash and short-term deposits 1 | 367,151 | 276,872 | 367,151 | 276,872 |
| Financial assets designated as fair value through profit or loss | ||||
| - held for trading 4 | 5,638 | 10,422 | 5,638 | 10,422 |
| Loans and receivables | ||||
| - trade and other receivables 1 & 2 | 71,864 | 27,849 | 71,864 | 27,849 |
| - other financial assets 1 & 2 | 175,090 | 145,972 | 175,090 | 145,972 |
| Available-for-sale quoted instruments 4 | 12,647 | 8,526 | 12,647 | 8,526 |
| 632,390 | 469,641 | 632,390 | 469,641 | |
| Financial liabilities | ||||
| Financial liability at fair value through profit or loss | ||||
| - derivatives not designated as hedge 1 | 3,184 | 2,573 | 3,184 | 2,573 |
| At amortised cost | ||||
| - interest bearing loans and borrowings 1 & 3 | 1,604,981 | 1,072,545 | 1,606,078 | 1,073,246 |
| - trade and other payables 1 & 3 | 217,057 | 96,398 | 217,057 | 96,398 |
| 1,825,222 | 1,171,516 | 1,826,319 | 1,172,217 |
Set out below is a comparison by class of the carrying amounts and fair value of the Company's financial instruments that are carried in the financial statements:
| Carrying amount | Fair value | ||||
|---|---|---|---|---|---|
| 2011 | 2010 | 2011 | 2010 | ||
| Financial assets | |||||
| Cash and short-term deposits 1 | 14,551 | 13,133 | 14,551 | 13,133 | |
| Loans and receivables | |||||
| - trade and other receivables 1 | 166 | 46 | 166 | 46 | |
| - other financial assets 1 & 2 | 146,119 | 43,978 | 146,119 | 43,978 | |
| Investment in subsidiaries 2 | 46,449 | 46,318 | 46,449 | 46,318 | |
| 207,285 | 103,475 | 207,285 | 103,475 | ||
| Financial liabilities | |||||
| Financial guarantee contracts 1 | - | 667 | - | 667 | |
| At amortised cost | |||||
| - interest bearing loans and borrowings 1 | 9,300 | - | 9,300 | - | |
| - trade and other payables 1 | 365 | 976 | 365 | 976 | |
| 9,665 | 1,643 | 9,665 | 1,643 |
The fair value of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values.
Cash and short-term deposits, trade receivables, trade payables, and other borrowings like short-term loans, current liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.
Long-term loans and receivables and trade receivables are evaluated by the Group based on parameters such as interest rates, individual creditworthiness of the customer and the risk characteristics of the financed project. As of 31 March 2011, the carrying amounts of such receivables, net of allowances, approximate their fair values.
The fair value of loans from banks and other financial indebtedness, obligations under finance leases is estimated by discounting future cash flows using rates currently available for debt or similar terms and remaining maturities.
Fair value of available-for-sale instruments and other financial assets held for trading purposes are derived from quoted market prices in active markets, if available. In certain cases, fair value is estimated using an appropriate valuation technique.
The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable.
| 2011 | Level 1 | Level 2 | Level 3 | Total |
|---|---|---|---|---|
| Financial assets at FVTPL | ||||
| Non-derivative financial assets held for trading | 5,638 | - | - | 5,638 |
| Available-for-sale financial assets | ||||
| Unquoted equities | - | 8,459 | 439 | 8,898 |
| Quoted equities | 3,749 | - | - | 3,749 |
| Total | 9,387 | 8,459 | 439 | 18,285 |
| Financial liabilities at FVTPL | ||||
| Derivative financial liability | - | 3,184 | - | 3,184 |
| Total | - | 3,184 | - | 3,184 |
There were no transfers between Level 1 and 2 in the year.
Reconciliation of Level 3 fair value measurements of financial assets:
| 2011 | Available-for-sale Unquoted Equities |
Total |
|---|---|---|
| Opening balance | 608 | 608 |
| Total gains or losses: | ||
| - in other comprehensive income | 88 | 88 |
| Settlements | (257) | (257) |
| Transfers out of level 3 | - | - |
| Closing balance | 439 | 439 |
Total gains or losses of for the year shown above, relates to available for sale securities held at the end of the reporting year.
| 2010 | Level 1 | Level 2 | Level 3 | Total |
|---|---|---|---|---|
| Financial assets at FVTPL | ||||
| Non-derivative financial assets held for trading | 10,422 | - | - | 10,422 |
| Available-for-sale financial assets | ||||
| Unquoted equities | - | 6,059 | 608 | 6,667 |
| Quoted equities | 1,859 | - | - | 1,859 |
| Total | 12,281 | 6,059 | 608 | 18,948 |
| Financial liabilities at FVTPL | ||||
| Derivative financial liability | - | 2,573 | - | 2,573 |
| Total | - | 2,573 | - | 2,573 |
There were no transfers between Level 1 and 2 in the year.
Reconciliation of Level 3 fair value measurements of financial assets:
| 2010 | Available-for-sale Unquoted Equities |
Total |
|---|---|---|
| Opening balance | 626 | 626 |
| Total gains or losses: | ||
| - in other comprehensive income | 131 | 131 |
| Purchases | 11 | 11 |
| Settlements | (160) | (160) |
| Transfers out of level 3 | - | - |
| Closing balance | 608 | 608 |
Open offer: The Group has made an open offer to the public equity shareholders of KSK Energy Ventures Limited ('KSKEV'), an Indian Listed subsidiary, to acquire up to 74,526,091 equity shares being 20% of the voting share capital of the subsidiary, pursuant to and in compliance with, among others, Regulation 11(1) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 and subsequent amendments thereto (the "SEBI (SAST) Regulations" or the "Regulations"). The offer is being made at a price of Rs 125/- (US \$ 2.75) per equity share, payable in cash. Subsequent to the open offer, the holding of the Group in KEVL will increase to 74.94% from 54.94%, which will be accounted as acquisition of non-controlling interest without change in control as equity transaction and accordingly, the carrying amount of Group's interest and the non-controlling interest will be adjusted to reflect the changes in their relative interests in the subsidiary.
Approved by the Board of Directors on 26 July 2011 and signed on behalf by:
S. Kishore K. A. Sastry Executive Director Executive Director
| Acts | : the Isle of Man Companies Acts 1931 to 2004, as amended |
|---|---|
| ACPCPL/Arasmeta : Arasmeta Captive Power Company Private Limited |
|
| AGM | : Annual General Meeting |
| Board | : the Board of Directors of KSK Power Ventur plc |
| BU | : Billion Units |
| CEA | : Central Electricity Authority |
| CIL | : Coal India Limited |
| Combined Code | : the Combined Code on Corporate Governance, issued by the Financial Reporting Council |
| Company or KPVP or parent |
: KSK Power Ventur plc |
| Current Quarter | : the Quarter commencing from 1 July 2011 to 30 September 2011 |
| Electricity Act | : the Indian Electricity Act 2003 as amended |
| EPC | : Engineering, Procurement and Construction |
| FY | : Financial Year commencing from 1 April to 31 March |
| GDP | : Gross Domestic Product |
| GIDC | : Goa Industrial Development Corporation |
| GMDC | : Gujarat Mineral Development Corporation |
| Group or KSK | : the Company and its subsidiaries |
| GW | : Giga Watt |
| IAS | : International Accounting Standards |
| IFRS | : International Financial Reporting Standards |
| Act | Indian Companies : the Companies Act, 1956 and amendments thereto |
| JRPGPL | : J R Power Gen Private Limited |
| K&S | : K&S Consulting Group Private Limited, a company controlled, and majority owned, by the Promoters |
| KMPCL /KSK Mahanadi |
: KSK Mahanadi Power Company Limited |
| KSK Dibbin | : KSK Dibbin Hydro Power Private Limited |
| KSK Energy Company |
: KSK Energy Company Private Limited |
| KSKEV | : KSK Energy Ventures Limited |
|---|---|
| KSK Wind Energy : KSK Wind Energy Private Limited | |
| kWH | : kilowatt hour |
| /LB Group | Lehman Brothers : Lehman Brothers Securities Private Limited |
| LSE | : London Stock Exchange plc |
| MT | : Million Tonne |
| MW | : Mega Watt |
| PPA | : Power Purchase Agreement |
| QIP | : Qualified Institutional Placements |
| Rupees/INR | : Indian Rupee, the lawful currency of India |
| SAST | : Substantial Acquisition of Shares and Takeovers Regulation, 1997 |
| SCCL | : Singareni Collieries Company Limited |
| SPL / Sitapuram | : Sitapuram Power Limited |
| SPV | : Special Purpose Vehicle, each being an Indian registered company incorporated for the purpose of a specific power project |
| SRPCPL / Sai Regency |
: Sai Regency Power Corporation Private Limited |
| UK / United Kingdom |
: United Kingdom of Great Britain and Northern Ireland |
| UK LLP | : United Kingdom Limited Liability Partnership |
| US\$ or U.S.\$ or \$ : US Dollars, the lawful currency of the US |
|
| VSLP / VS Lignite : VS Lignite Power Private Limited | |
| WPCL | : Wardha Power Company Limited |
| ZCL | : Zuari Cement Limited |
| £ or Sterling | : Pounds or sterling, the lawful currency of the UK |
Thiruvengadam Lakshman Sankar (Non-Executive Chairman) Subramaniam Ramachandran Iyer (Non-Executive Director) Vladimir Dlouhy (Non-Executive Director) Sethuraman Kishore (Executive Director) Kolluri Ayyappa Sastry (Executive Director)
Richard Vernon Vanderplank
Fort Anne, Douglas Isle of Man, IM1 5PD
Arden Partners plc 125 Old Broad Street London, EC2N 1AR
Cains Advocates Limited Fort Anne, Douglas Isle of Man, IM1 5PD
Grant Thornton UK LLP Grant Thornton House, 22 Melton Street London NW1 2EP
RBS International Royal Bank House, 2 Victoria Street Douglas, Isle of Man , IM99 1NJ And Axis Bank 9, Raffles Place, #48-01/02 Republic Plaza-1 Singapore – 048619
Cains Fiduciaries Limited Fort Anne, Douglas Isle of Man, IM1 5PD
Computershare Investor Services (Jersey) Limited Queensway House Hilgrove Street, St Helier Jersey, JE1 1ES
www.kskplc.co.uk www.ksk.co.in
KSK
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