Final Results

RNS Number : 8231O
OPG Power Ventures plc
05 July 2010
 



5th July 2010

 

 

OPG Power Ventures PLC

("the Group", "the Company" or "OPG")

 

Final Results for the Year to 31 March 2010

 

OPG, the developer and operator of Group Captive power plants in India, is pleased to announce its final results for the year ended 31st March 2010.

 

Operational Highlights

 

·      Successful commissioning of the 77 MW power station near Chennai shortly after the year end, in April 2010;

·      Operating capacity of OPG's plants now stands at 107 MW, an increase of over 250 % from the previous level of approximately 30 MW

·      Environmental clearance in respect of the 2 x 150 MW Kutch project now received, with site work to commence in August 2010;

·      All-India peak power deficit widens to 13.3 % as at March 2010, compared to 11.1 % at the same date in 2009, as a result of continuing economic growth and strong performance from the manufacturing sector;

 

Financial Highlights

 

·      Group revenue of GBP 12.87 Million (2009: GBP 7.31 Million), an increase of 76%;

·      Income from continuing operations before tax, expenses relating to projects under construction and non-recurring items up by 15% to GBP 6.62 Million (2009: GBP 5.75 Million);

·      Cash and cash equivalents as at 31st March 2010 stood at GBP 14.17 million;

·      Increase in average tariffs realized in short term markets to Rs. 5.54 per Kwh (2009: Rs 4.11), an increase of 35%.

 

Commenting on the progress made to date and the outlook for OPG, Mr M. C. Gupta, Chairman, said, "With the increased throughput of power available from the 77 MW facility and, given buoyant conditions in the power market, the current year promises increased growth and scale of operations for the Group.  OPG looks to the year ahead with confidence and enthusiasm."

 

For further information, please visit www.opgpower.org/ or contact:

 

OPG Power Ventures PLC


Arvind Gupta (Managing Director)

+44 (0) 7814 830 893

+91 (0) 98400 96299

+91 (0) 44 429 11 222

V. Narayan Swami (Finance Director)

+44 (0) 7843 595 394

+91 (0) 99400 17927

+91 (0) 44 42911214

Martin Gatto (Senior Non Executive Director)

+44 (0) 7778 749 223



Cenkos Securities (Nominated Adviser & Broker)

+44 (0) 20 7397 8900

Stephen Keys/ Camilla Hume




Tavistock Communications

+44 (0) 20 7920 3150

Simon Hudson / James Midmer

+44 (0) 7966 477256

 



Chairman's Statement

 

I have pleasure in presenting the results for the financial year ended 31st March 2010 which is the second set of full year results since the listing of the Company on AIM in May 2008.

 

Financial Results

 

Group revenue of GBP 12.87 Million (2009: GBP 7.31 Million) includes a full year contribution from the 10 MW waste heat plant commissioned in September 2008. The revenue for the year includes sale of power in the short term market at attractive prices.

 

Income from continuing operations before tax, period expenses relating to projects under construction and non-recurring items was GBP 6.62 Million (2009: GBP 5.75 Million).

 

Progress

 

The principal milestone attained by your Company since the previous year's report has been the commissioning, in April 2010, of the 77 MW coal fired power plant near Chennai.  The Company has thus delivered the first of the two major projects for which resources were raised in the AIM listing.

 

Following this development, the operating capacity of your Company's plants now stands at 107 MW, an increase of over 250 % from the previous level of about 30 MW.  The commissioning of the 77 MW plant represents the first step in the transformation of your company to a power producer, whose stated aim is to achieve a critical mass of 400 MW and beyond over the next few years.

 

The Environmental Clearance for the Gujarat project has now been obtained and construction on site will commence shortly.

 

The Indian Economy & the Power Sector

 

In my previous report to shareholders, I referred to a growth rate of 6.7 % attained by the Indian Economy in 2008 - 09, a significant result given the overall global economic conditions prevailing during that period.  Early indications are that the growth rate is likely to be 7.5 % if not higher for the year 2009 - 10, a  significant level of performance in the context of the slow growth in major world economies and second only to that of China among the BRIC countries.

 

The growth rate announced for the most recent quarter (January - March 2010) is still higher at 8.6 % and, within this overall growth rate, growth in the manufacturing sector has been higher at 10.3 %, indicating strong consumer spending on cars and other manufactured goods.  The corollary to this rate of industrial growth is, of course, increased demand for power with a multiplier effect, usually thought to be about 1.2 times the growth in other sectors.

 

Per capita electricity consumption has risen from 566 Kwh in 2003 to 704 Kwh in 2008.  However, the creation of new generating capacity of some 27 GW (2007 - 10) suggests the 5 year target of 78 GW (2007 -12) will not be met.  This is underscored by an all-India peak power deficit of 13.3 % as at March 2010 (2009: 11.1 %).  As a result, investment in power generation continues to be a highly promising proposition.

 

The Current Year 

 

With the increased throughput of power available from the 77 MW facility and, given buoyant conditions in the power market, the current year promises increased growth and scale of operations for the Group.  OPG looks to the year ahead with confidence and enthusiasm.

 

M. C. Gupta

Chairman

4th July 2010

 



Chief Executive's Review of Operations

 

The commissioning of the 77 MW power plant in April 2010, immediately following the financial year end, rounded off another year of progress for your Company.  With an operating capacity today of 107 MW, we look ahead to the completion of the 2 x 150 MW development under way in Kutch, Gujarat.

 

Significant Developments during the Period

 

The newly commissioned 77 MW facility is undergoing a period of stabilization.  We expect to stabilize the output at high levels.

 

As previously announced, the Environmental clearance in respect of the 2 x 150 Mw Kutch project has now been received.  Site work will commence in August 2010.  Tata Power Ltd are taking steps to expedite the implementation of the project.  An assured supply of coal from the public sector coal mines for the life of the plant has been obtained from the Government of India for 70 % of the fuel requirements of the Kutch plant.  This linkage spells enhanced fuel security and diversity for this unit when it goes on stream.

 

Following the Carbon Credit registration in respect of the 19.4 MW gas fired plant at Mayavaram received last year, a process of validation and verification is expected to be completed in about three months.  Certified Emission Reductions will become available for trading thereafter.  For the 10 MW waste heat fired facility near Chennai, a similar process of validation of the emission levels is also under way on completion of which, Verified Emission Reductions will become available.

 

Financial Review

 

The Group's revenue during the year ended March 31, 2010 was GBP 12.87 Million (2009: GBP 7.3 Million).  Profit from Continuing Operations before Tax, period expenses relating to projects under construction and extraordinary items at GBP 6.62 Million (2009: GBP 5.75 Million) was after provision of GBP 1.20 Million towards amortization for the period of fair value cost of stock options awarded, a non cash item (2009: Nil).  The Net Income after Taxes amounted to GBP 4.02 Million (2009: GBP 5.33 Million inclusive of a one time release of negative goodwill of GBP 1.49 Million) with EBITDA for the period (prior to deduction of pre-operative expenses on new projects in the course of construction) being GBP 5.43 Million.  Cash as at 31 March 2010 was GBP 14.17 Million.

 

Operational Review

 

The 19.4 MW gas-cum-waste heat fired plant at Mayavaram operated satisfactorily for the seventh year running.  On account of a reduction in gas flow from the on shore fields, the plant output levels for the year were 71 % as against 83 % in the previous year.  During the year ahead the gas flow position has improved and a higher output level for the plant is forecast.

 

The 10 MW waste heat fired facility operated satisfactorily during its second year of continuous operation.  Output levels averaged a stable 78 % of capacity.

 

A sizeable proportion of the total generation from these two plants was sold on the short term markets at higher realizations.  The average price earned during the year was Rs. 5.54 per Kwh (2009: Rs 4.11).

 

Projects in the Pipeline

 

We reported last year that further expansion of the facilities at the Chennai 77 MW plant and at the Kutch 2 x 150 MW development was under active consideration.

 

In Chennai, it will be possible to add three further units of 77 / 80 MW at the existing site.  Aside from the availability of land, we hold final Environmental clearance in respect of an additional unit.  Firm offers of debt have been obtained in respect of all three additional units as well as coal linkages from the Government of India. 

 

Outlook

 

With the enhanced generation capacity and the buoyant power markets, we anticipate an increase in operating and financial performance in 2010 - 11.  The key next step for us is to commence ground works on our site at Kutch in August.  Our focus will continue to remain the development and operation of power generation assets and the achievement of higher sale realizations.

 

Arvind Gupta

Chief Executive

4th July 2010

 

 

 


STATEMENT OF COMPREHENSIVE INCOME

For the year ended 31 March 2010

 


Notes

Year ended 31 March

2010

Period ended 31 March 2009 (As restated*)



Group

Company

Group

Company



£

£

£

£

REVENUES






Operating Revenue

3.2

12,872,597

-

7,310,559

-

Cost of power generation


(5,358,089)

-

(2,534,696)

-

Gross Profit


7,514,508

-

4,775,863

-

EXPENSES






Other gains and losses

3.3

1,028,559

(102,531)

1,298,249

694,240

Employee costs

3.2

(1,373,055)

(1,329,683)

(113,792)

(86,701)

Distribution Cost


(501,021)

-

(172,582)

-

Other expenses


(495,104)

(259,443)

(496,602)

(326,127)

Depreciation

3.8

(195,461)

-

(54,951)

-

Financial income

3.5

1,297,504

145,399

2,718,568

989,110

Financial Expenses

3.6

(654,461)

(1,230)

(2,206,738)

-

Release of negative goodwill

3.4

-

-

1,493,760

-

Pre Operative Expenses (Relating to projects under construction)


(1,171,626)

-

(911,559)

-

Pre-tax Income / (Loss)


5,449,843

(1,547,488)

6,330,216

1,270,522







Income  Tax Expense

3.7

(1,432,338)

-

(997,407)

-

Net Income / (Loss) after taxes


4,017,505

(1,547,488)

5,332,809

1,270,522







Other Comprehensive Income






Exchange differences on translating foreign operations


6,497,808

(2,594,435)

3,010,783

(3,192,552)

Net value gain on available for sale financial assets, net of taxes


56,041

-

(231,685)

-

Other comprehensive income / (loss) for the year / period, net of tax


6,553,849

(2,594,435)

2,779,098

(3,192,552)

Total comprehensive income / (loss) for the year / period


10,571,354

(4,141,923)

8,111,907

(1,922,030)

Profit / (loss) attributable to






Equity holders of parent


926,473

(1,54,7488)

3,309,434

1,270,522

Non controlling interest


3,091,032

-

2,023,375

-



4,017,505

(1,547,488)

5,332,809

1,270,522

Total comprehensive income / (loss) attributable to






Equity holders of parent


6,750,867

(4,141,923)

5,825,573

(1,922,030)

Non controlling interest


3,820,487

-

2,286,334

-



10,571,354

(4,141,923)

8,111,907

(1,922,030)

Basic and diluted earnings per share for profit attributable to the equity holders of the company during the year (expressed as Pence per share)

Basic earnings per share

3.17

0.32

(0.54)

1.24

0.47

Diluted earnings per share

3.17

0.32

(0.54)

1.24

0.47

 

* Certain items in the previous year (2009) financial statements have been restated as detailed in Note 3.24



STATEMENT OF FINANCIAL POSITION

As at 31 March 2010

 


Notes

 

As at 31 March 2010

 

As at 31 March 2009

(As restated*)



Group

£

Company

£

Group

£

Company

£

ASSETS






Non current assets






Property, plant and equipment

3.8

15,169,634

-

13,556,906

-

Capital Work in Progress

3.9

49,847,157

-

29,174,655

-

Capital advances

3.1

21,160,152

-

6,705,770

-

Other Assets

3.11

5,470,257

7,887

4,316,518

5,000

Deferred Tax Asset

3.7.1

51,505


60,909


Investment in subsidiaries


-

2,410

-

2,410

Total non current assets


91,698,705

10,297

53,814,758

7,410

Current Assets






Inventories

3.13

1,867,915

-

41,711

-

Trade and other receivables

3.12

3,089,084

274,265

1,400,329

13,213

Current tax assets


2,003,214

-

751,309

-

Financial Assets

3.14

12,977,604

-

8,478,766

-

Other Assets

3.12

7,113,514

61,145,096

5,230,748

67,386,189

Cash and Cash Equivalents

3.15

14,168,453

7,072,048

32,319,842

4,039,991

Restricted Cash


1,481,894

-

1,403,126

-

Total current assets


42,701,678

68,491,409

49,625,831

71,439,393

Total assets


134,400,383

68,501,706

103,440,588

71,446,803

EQUITY AND LIABILITIES






Capital and Reserves






Issued Capital

3.16

42,187

42,187

42,187

42,187

Reserves


76,490,815

68,691,738

69,459,462

70,079,213

Retained earnings


4,235,907

(276,966)

3,309,434

1,270,522

Equity attributable to owners of the Company


80,768,909

68,456,959

72,811,083

71,391,922

Non-Controlling Interest


7,816,771

-

3,996,285

-

Total Equity


88,585,680

68,456,959

76,807,368

71,391,922

Non current liabilities






Interest-bearing loans and borrowings

3.18

30,800,245

-

19,967,353

-

Other Liabilities


2,261,141

-

1,935,743

-

Deferred tax liabilities

3.7.1

514,235

-

446,451

-

Total non current liabilities


33,575,621

-

22,349,547

-

Current liabilities






Trade and other payables


6,567,099

44,747

799,498

54,881

Interest-bearing loans and borrowings

3.18

3,882,815

-

2,481,114

-

Provision for Taxation


1,599,168

-

942,826

-

Other liabilities


190,000

-

60,235

-

Total current liabilities


12,239,082

44,747

4,283,673

54,881

Total liabilities


45,814,703

44,747

26,633,220

54,881

Total equity and liabilities


134,400,383

68,501,706

103,440,588

71,446,803

 

* Certain items in the previous year (2009) financial statements have been restated as detailed in Note 3.24

 


CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year to 31 March 2010

 

GROUP

Share Capital

Share capital

Share Premium

MTM gain / (loss) on AVS

Foreign Currency Translation reserve

Equity settled employee benefits reserve

Retained earnings

Total of Parent equity

Non-Controlling Interest

Total Equity


No.

£

£

£

£


£

£

£

£

Opening Balance

170,068,027

-

-

-

-

-

-

-

1,538,852

1,538,852

Proceeds from issue of ordinary shares

116,921,768

42,187

70,135,875

-

-

-

-

70,178,062

171,099

70,349,161

Share issue expenses adjusted

-

-

(3,192,552)

-

-

-

-

(3,192,552)

-

(3,192,552)

As Restated











Profit for the period

-

-

-

-

-

-

3,309,434

3,309,434

2,023,375

5,332,810

Other comprehensive income for the period

-

-

-

(151,716)

2,667,855

-

-

2,516,139

262,959

2,779,098

Total comprehensive income for the period

-

-

-

(151,716)

2,667,855

-

3,309,434

5,825,573

2,286,334

8,111,907












Balance at 31 March, 2009

286,989,795

42,187

66,943,323

(151,716)

2,667,855

-

3,309,434

72,811,083

3,996,285

76,807,368












Opening Balance

286,989,795

42,187

66,943,323

(151,716)

2,667,855

-

3,309,434

72,811,083

3,996,285

76,807,368

Profit for the year

-

-

-

-

-

-

926,473

926,473

3,091,032

4,017,504

Other comprehensive income for the year

-

-

-

48,529

5,775,866

-

-

5,824,395

729,454

6,553,849

Total comprehensive income for the year

-

-

-

48,529

5,775,866

-

926,473

6,750,867

3,820,486

10,571,353

Share based compensation costs (Refer Note 3.17.1)

-

-

-

-

-

1,206,959

-

1,206,959

-

1,206,959












Balance at 31 March, 2010

286,989,795

42,187

66,943,323

(103,188)

8,443,721

1,206,959

4,235,907

80,768,909

7,816,771

88,585,680

 



CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year to 31 March 2010

 

COMPANY

Share Capital

Share Capital

Share Premium

MTM gain / (loss) on AVS

Forign Currency Translation reserve

Equity settled employee benefits reserve

Retained Earnings

Excess of share of assets  acquired over acquisition cost

Total shareholders equity


No.

£

£

£

£

£

£

£

£

Opening Balance

170,068,027

-

-

-

-

-

-

-

0

Proceeds from issue of ordinary shares

116,921,768

42,187

70,135,875

-

-

-

-

-

70,178,062

Share Issue Expenses Adjusted

-

-

(3,192,552)

-

-

-

-

-

(3,192,552)

Other comprehensive income for the year

-

-

-

-

3,135,891

-

-

-

3,135,891

Profit for the period

-

-

-

-

-

-

1,270,522

-

1,270,522











Balance as at 31 March 2009

286,989,795

42,187

66,943,323

0

3,135,891

0

1,270,522

-

71,391,922











Balance as at 1 April 2009

286,989,795

42,187

66,943,323

-

3,135,891

-

1,270,522

-

71,391,922

Other comprehensive income for the year

-

-

-

-

(2,594,435)

-

-

-

(2,594,435)

Profit for the year

-

-

-

-

-

-

(1,547,488)

-

(1,547,488)

Share based compesnation costs (Refer Note 3.17.1)

-

-

-

-

-

1,206,959

-

-

1,206,959











Balance as at 31 March 2010

286,989,795

42,187

66,943,323

0

541,456

1,206,959

(276,966)


68,456,959

 


STATEMENT OF CASH FLOWS

For the year ended 31 March 2010



Year to 31 March 2010

 

Period to 31 March 2009

(As restated*)


Notes

Group

Company

Group

Company



£

£

£

£

Cash flows from operating activities






Profit / Loss for the year / period


4,017,505

(1,547,488)

4,638,569

1,270,522

Income tax expense


1,432,338

-

997,407

-

Financial Expenses


373,359

-

2,206,738

-

Financial Income


(1,251,252)

(145,399)

(2,718,568)

(989,110)

Other gains and losses


(730,329)

-

(604,009)

-

Release of negative goodwill


-

-

(1,493,760)

-

Share based compensation costs


1,206,959

1,206,959

-

-

Depreciation


625,324

-

398,830

-



5,673,904

(485,928)

3,425,207

281,412

Movements in Working Capital






(Increase) / Decrease in trade and other receivables


(1,418,191)

(261,052)

(805,564)

(13,212)

(Increase) / Decrease in inventories


(1,636,191)

-

18,319

-

(Increase) / Decrease in other current assets


988,313

(4,346)

(2,070,063)

(5,000)

Increase / (Decrease) in trade and other payables


5,139,417

(10,135)

23,741

54,881

Increase / (Decrease) in Other liabilities


(10,087,192)

-

(620,314)

-

Cash (used in) / generated from operations


(1,339,941)

(761,461)

(28,674)

318,081

Interest paid


(372,025)

-

(2,206,738)

-

Income Taxes paid, net of refunds


(1,913,470)

-

(418,584)

-

Net Cash Generated by / (used in) Operating activities


(3,625,435)

761,461)

(2,653,996)

318,081

Cash flow from investing activities






Acquisition of property, plant and equipment


(29,017,680)

-

(32,452,626)

-

Sale of property, plant and equipment


2,493

-

-

-

Advances Net


17,759,978

6,242,553

(6,225,204)

(67,386,189)

Finance Income


1,165,040

145,399

2,614,831

986,700

Dividend income


944,839

-

604,009

-

Movement in restricted cash


385,765

-

(970,388)

-

Net cash outflow on acquisition of subsidiaries


(10,582,408)

-

(8,052,207)

-

Purchase of Investments (Net of sales)


(3,222,067)

-

-

-

Increase / Decrease in land lease Deposits


1,260

-

(2,866,112)

-

Net cash (used) / generated by investing activities


(22,562,779)

6,387,952

(47,347,697)

(66,399,489)

Cash flows from financing activities






Proceeds from issue of Ordinary Shares


-

-

70,348,035

70,178,060

Proceeds from borrowings


14,249,387

-

14,330,099

-

Repayment of borrowings


5,205,136

-

(3,290,759)

-

Payment for share issue costs


-

-

(3,192,552)

(3,192,552)

Net cash provided by financing activities


9,044,250

-

78,194,823

66,985,508

Net increase / (decrease) in cash and cash equivalents


(17,143,964)

5,626,491

28,193,130

904,100

Cash and cash equivalents at the beginning of the year / period


32,319,842

4,039,991

1,358,882

-

Effect of Exchange rate changes on the balance of cash held in foreign currencies


(1,007,425)

(2,594,434)

2,767,830

3,135,891

Cash and cash equivalents at the end of the year / period

3.15

14,168,453

7,072,048

32,319,842

4,039,991

* Certain items in the previous year (2009) financial statements have been restated as detailed in Note 3.24

 

Notes to the Accounts

 

Note 1 : Basis of Preparation

 

1.1  General Information

 

OPG Power Ventures Plc.  (the "Company" or "OPGPV") is a company domiciled  and incorporated in the Isle of Man on 17 January 2008 and was admitted to the Alternative Investment Market (AIM) of London Stock Exchange on 30 May 2008. The Company had raised approximately £ 65.10 Million (before admission costs) through a public offering in the previous period.

 

The Consolidated financial statements for OPG Power Ventures Plc (the "Group") and financial statements for the Company have been prepared for the year ended 31 March 2010

 

As on 31 March 2010 the following entities forms part of the Group:

 

Company *

Immediate Parent

Country of Incorporation

Voting Rights (%)

Economic Interest (%)

Gita Energy Private Limited ("GE Cyprus")

OPG Power Ventures Plc

Cyprus

100

100

Gita Holdings  Private Limited ("GH Cyprus")

OPG Power Ventures Plc

Cyprus

100

100

OPG Power Generation Private Limited ("OPGPG")

Gita Energy Private Limited and Gita Holdings Private Limited

India

 

35.86

35.90

49.5

49.5

OPG Power Gujarat Private Limited ("OPGG")

Gita Energy Private Limited and Gita Holdings Private Limited

India

29.19

36.71

43.85

55.15

*OPG Renewable Energy Private Limited ("OPGRE")

Gita Energy Private Limited and Gita Holdings Private Limited

India

11

11

16.5

16.5

*OPG Energy  Private Limited ("OPGE")

OPG Power Generation Private Limited

India

29.78

43.78

Gita Power & Infrastructure Private Limited ("GPIL")

Gita Holdings Private Limited

India

100

100

 

Note:

 

*The ownership structure results in a "Non Controlling" voting and economic stake in OPGE and OPGRE, with captive customers holding the majority of shares.  However, voting agreements have been entered into with key shareholders - Tamil Nadu Property Developers and Salem Food Products by which there is a commitment that these shareholders will exercise all voting rights in accordance with the directions of OPGPG (in the case of OPGE) and G E Cyprus (in the case of OPGRE).  This gives the Group effective voting control about 66% of OPGRE shares and 67% of OPGE shares. As such, the results of OPGE and OPGRE will be consolidated in producing group accounts for OPGPV.

The activities of the various entities listed above are as detailed below:

 

  

Company

 

Activity

 

OPGPV

 

 

"The Company". Invests in and controls the development and operation of power generation businesses in India.

 

GE Cyprus

 

Subsidiary Of The Company

 

 

GH Cyprus

 

 

Subsidiary Of The Company

 

 

OPGE

 

 

19.4 MW Power Plant

 

OPGRE

 

 

10MW Power Plant

 

OPGPG

 

 

77MW Power Plant(in construction)

 

OPGG

 

 

2*150 MW Power Plant(in construction)

 

GPIL

 

 

80MW Power Plant( in construction)

 

Investments into one of the entities GPIL, was made during the year. The consideration paid was £ 3.13 million, being the net worth of the Company as on the date of acquisition and there was no goodwill arising on this investment.

 

The Company's registered office is at IOMA House, Hope Street, Douglas, Isle of Man.

 

The Group is primarily engaged in the business of development, construction and operation of Power generation plants for the supply of power directly to the State Electricity Boards, Public Sector Undertakings and Industrial consumers. The business objective of the Group is to focus on the power generation business within India and thereby to provide reliable, cost effective power to industrial consumers and other users under the 'Open Access' provisions mandated by the Government of India and applicable to all producers of power.

 

 

Note 2 : Significant accounting policies

 

2.1  Adoption of New and Revised Standards

 

2.1.1 Standards and Interpretations effective in the Reporting Period

               

The following new and revised Standards and interpretations have been adopted in these consolidated financial statements. Their adoption has not had any significant impact on the amounts reported in these consolidated financial statements but may affect the accounting for future transactions or arrangements.

 

IFRS 8: Operating Results

IFRS 8 is a disclosure Standard that requires re-   designation of the Group's reportable segments   based on the segments. The Managing Director of the Group is the Chief Operating Decision Maker (CODM) to allocate resources and assess   performance.

Amendments to IFRS 2: Share-based Payment -  the Vesting Conditions and Cancellations                  

The amendments clarify the definition of vesting conditions for the purposes of IFRS 2, introduce concept of 'non- vesting' conditions, and clarify the accounting treatment for cancellations.

IAS 23 (as revised in 2007) - Borrowing Costs

The principal change to the Standard was to eliminate the option to expense all borrowing costs when incurred. This change has had no impact on these consolidated financial statements because it has always been the Group's accounting policy to capitalize borrowing costs incurred on qualifying assets

Amendments to IAS 32:

Financial Instruments: Presentation and IAS 1 Presentation of Financial  Statements - Puttable Financial instruments and Obligations Arising on Liquidation

The revisions to IAS 32 amend the criteria for debt/equity classification by permitting certain puttable financial instruments and instruments (or components of instruments) that impose on an  entity an obligation to deliver to another party a pro-rata share of the net assets of the entity only on liquidation, to be classified as equity, subject to specified criteria being met.

IFRIC 13: Customer Loyalty Programmes

The Interpretation provides guidance on how entities should account for customer loyalty programmes by allocating revenue on sale to possible future award attached to the sale.

IFRIC 16: Hedges of Net Investment in a Foreign operation.

The Interpretation provides guidance on the detailed          requirements for net investment hedging for certain                hedge accounting designations

IFRIC 9

Amendment to IFRIC 9 (revised): Reassessment of Embedded Derivatives relating to assessment of embedded derivatives in case of reclassification of financial assets out of the FVTPL category;

IFRS 1

(Revised) First time Adoption of IFRS - Amendment relating to cost of an Investment in a Subsidiary, Jointly Controlled Entity or Associate;

 

2.1.2 Standards and Interpretations in issue but not yet effective

 

At the date of authorization of these consolidated financial statements, the following Standards and Interpretations were in issue but not yet effective:

 

IFRS 1

(Revised) First time Adoption of IFRS - Amendment on additional exemptions for first-time adopter (effective for annual periods beginning on or after January 1,2010);

IFRS 1

(Revised) Limited exemption from comparatives IFRS 7 disclosure for first time adopters - effective for annual periods beginning on or after July 1, 2010

IFRS 2

(Revised) Share-based Payment- Amendment relating to Group cash- settled share based payment (effective for annual periods beginning on or after January 1, 2010);

IFRS 9

Financial Instruments: Classification and Measurement (intended as complete replacement for IAS 39 and IFRS 7) (effective for annual periods beginning on or after January 1, 2013);

IAS 24

(Revised) Related Party Disclosures - Amendment on disclosure     requirements for entities that are controlled, jointly controlled or significantly influenced by a Government (effective for annual periods beginning on or after January 1,2011)

IAS 27

(Revised) Consolidated and Separate Financial Statements - Amendment relating to Cost of an Investment in a Subsidiary (effective for annual periods beginning on or after July 1, 2009);

IAS 32

(Revised) Financial Instruments: Presentation - Amendments relating to classification of Rights Issue (effective for annual periods beginning on or after February 1,2010);

IAS 39

(Revised) Financial Instruments: Recognition and Measurement - Amendments relating to Eligible Hedged Items (such as hedging inflation risk and Hedging with options) (effective for annual periods beginning on or after July 1, 2009);

Others

Amendments to IFRS 2, IFRS 5, IFRS 8, IAS I, IAS 7, IAS 17, IAS 36, IAS 38 and IAS 39 resulting from April 2009 Annual Improvements to IFRSs (Majority effective for annual periods beginning on or after January 1,2010);

IFRIC 14

Amendment to IFRIC 14: IAS 19 The limit on a defined Benefit Asset - Minimum Funding Requirement and their interaction (effective for annual periods beginning on or after January 1, 2011);

IFRIC 17

Distributions of Non-cash Assets to Owners (effective for annual periods beginning on or after July 1, 2009); and

IFRIC 19

Extinguishing Financial Liabilities with Equity Instruments (effective for annual periods beginning on or after July 1, 2010).

 

The management anticipates that the adoption of these Standards and Interpretations will have no material financial impact on the consolidated financial statements of the Group.

 

2.2  Basis of Preparation and Statement of Compliance with International Financial Reporting standards

 

The consolidated and separate financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) and its interpretations issued by the International Accounting Standard Board.

 

The Group and Company financial statements cover the financial year from 1 April 2009 to 31 March 2010.The comparatives represents the period 17 January 2008, being the date of incorporation of OPG Power Ventures Plc., to 31 March 2009 and incorporate the financial year from 1 April 2008 to 31 March 2009 in respect of the Indian subsidiaries.

 

2.3  The Basis of Presentation and Accounting Policies used in preparing the historical financial information

 

These accounting policies have been consistently applied to the results, gains and losses, assets, liabilities and cash flows of all entities included in the consolidated financial statements for all the periods presented unless otherwise stated. The financial statements are presented in Great Britain Pounds (GBP/£)

 

The financial information has been prepared on an historical cost basis. In the process of applying the Group's accounting policies, management is required to make judgments, estimates and assumptions that may affect the financial statements. Management believes that the judgments made in the preparation of the historical financial information are reasonable. Actual results could materially differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods. Judgments made by management in the application of IFRS that have significant effect on the historical financial information and estimates with a significant risk of material adjustment in the next year are discussed in note 3.20. Also refer Policy 2.2.

 

2.4  Basis of Consolidation

 

The consolidated financial statements incorporate the financial statements of the company and entities controlled by the Company made up to 31st March each year.

 

Intra-group balances and transactions and any resulting unrealised gains arising from intra-group transactions are eliminated on consolidation. Unrealised losses resulting from intra-group transactions are also eliminated unless cost cannot be recovered. Amounts reported in the financial statements of the subsidiaries have been adjusted where necessary to ensure consistency with the accounting policies adopted by the Group.

 

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries) made up to 31 March each year. Control is achieved where the Company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity. Controlled entities are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.

 

The excess of cost of acquisition over the group's interest in the net value of the identifiable assets, liabilities and contingent liabilities of the subsidiaries on the date of acquisition is accounted as Goodwill arising on consolidation. If, after reassessment, the Group's interest in the net fair value of the acquiree's identifiable assets, liabilities and contingent liabilities exceeds the cost of the business combination, the excess is recognised immediately in profit. Goodwill is initially recognized as an asset at Cost and subsequently measured at cost less any accumulated impairment losses.

 

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 non-controlling 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 non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised 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 recognised 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 of. 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 IAS 39 Financial Instruments: Recognition and Measurement or, when applicable, the cost on initial recognition of an investment in an associate or jointly controlled entity.

 

2.5  Foreign Currency

 

2.5.1       Translation to Presentation Currency

 

The functional currency of the Indian subsidiaries in Indian Rupee (INR) and Cyprus and IOM Company is Great British Pound (GBP).

 

Functional and presentation currency: Items included in the financial statements in each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates ('the functional currency'). The consolidated financial statements are presented in Great Britain Pound (£), which is the Company's functional and presentation currency.

 

At the reporting date the assets and liabilities of the Indian entities are translated into the presentation currency, which is the Great Britain Pound (£) at the rate of exchange ruling at the balance sheet date and the income statement is translated at the average exchange rate for that year. Exchange differences arising, if any, are classified as equity and recognised in the Group's foreign currency translation reserve. Such exchange differences are recognized in profit or loss in the period in which the foreign operation is disposed of.

 

 

2.5.2       Foreign currency transactions

 

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 balance sheet date are translated into functional currency at the foreign exchange rate ruling at that date. Foreign exchange differences arising on translation are recognized in the Income statement. Non-monetary 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.

 

Goodwill and fair value adjustments, arising on consolidation of financial statements and presentation of financial instruments acquired other than by subscription of subsidiaries, are treated as assets of the purchasing entity.

 

Goodwill is measured at cost less any accumulated impairment losses. Impairment review is performed at least annually. Any impairment is recognized immediately in the income statement and is not subsequently reversed.

 

On the disposal of a foreign operation (i.e. a disposal of the Group's entire interest in a foreign operation, or a disposal involving loss of control over a subsidiary that includes a foreign operation, loss of joint control over a jointly controlled entity that includes a foreign operation, or loss of significant influence over an associate that includes a foreign operation),all of the accumulated exchange differences in respect of that operation attributable to the Group are reclassified to profit or loss. Any exchange differences that have previously been attributed to non-controlling interests are derecognised, but they are not reclassified to profit or loss.

 

In the case of a partial disposal (i.e. no loss of control) of a subsidiary that includes a foreign operation, the proportionate share of accumulated exchange differences are re-attributed to non-controlling interests and are not recognised in profit or loss. For all other partial disposals (i.e. of associates or jointly controlled entities not involving a change of accounting basis), the proportionate share of the accumulated exchange differences is reclassified to profit or loss.

 

Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and translated at the closing rate.

 



 

2.6  Property, Plant and Equipment

 

2.6.1       Owned assets    

 

Property, Plant and Equipment are stated at cost of acquisition less accumulated depreciation. Direct cost is capitalized until the asset is ready for use and includes inward freight, duties and expenses incidental to acquisition and installation.

 

The cost of self constructed assets includes the cost of material and direct labour, any other costs directly attributable to bringing the asset to a working condition for its intended use, and the cost of dismantling and removing any items on and restoring the site on which they are located.

 

Parts of some items of property, plant and equipment require replacement at regular intervals. OPG recognizes in the carrying amount of an item of property, plant and equipment the cost of replacing part of such an item when that cost is incurred and correspondingly, any carrying amount of those parts that are replaced is derecognized.

 

Certain items of plant and equipment require the performance of regular major inspections for faults regardless of whether parts of the item are replaced. When each major inspection is performed, its cost is recognized in the carrying amount of the item of property, plant and equipment as a replacement and any remaining carrying amount of the previous inspection is derecognized. This occurs regardless of whether the cost of previous inspection was identified in the transaction in which the item was acquired or constructed. Where necessary, the estimated cost of a future similar inspection is be used as an indication of what the cost of the existing inspection component was when the item was acquired or constructed.

 

Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment and are recognized within "other gains and losses" for gains and "other operating expenses" for losses in the statement of income.

 

2.6.2       Depreciation

 

Depreciation on property, plant and equipment is provided based on the straight line method over the economic useful life of assets as estimated by the management, on a pro-rata basis. The economic useful lives estimated by the management for depreciation of the assets are as under:

 

Asset

Building

30

Plant and Machinery

4-30

Furniture and Fixtures

5-15

Office Equipments

3-10

Vehicles

5-11

Computers

3

 

The useful life of property, plant and equipment is reviewed annually and, wherever a change is made to the estimates of useful life of an asset, the depreciation charge is adjusted.

 

Leasehold improvements are depreciated over the primary period of the lease or estimated useful lives of the assets whichever is less. Assets under construction are not depreciated, as they are not ready for use.

 

2.6.3       Borrowing cost

 

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are 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, until such time as the assets are substantially ready for their intended use or sale.

 

Transaction cost incurred on raising long term borrowings are deferred in the year of payment and are capitalized as part of costs of the qualifying asset and depreciated over the useful life on straight line method. 

 

Borrowing cost, including amortization of transaction cost directly attributable to the acquisition or construction of qualifying property, plant and equipment are capitalized as part of the cost of asset when it is probable they will result in future economic benefit and the cost can be measured reliably.

 

2.6.4       Impairment of Property, Plant and Equipment

 

The Group's property, plant and equipment are subject to impairment testing.

 

For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units). As a result, some assets are tested individually for impairment and some are tested at cash-generating unit level.

 

All individual assets or cash-generating units are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

 

An impairment loss is recognized for the amount by which the assets or cash-generating unit's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of fair value, reflecting market conditions less costs to sell and value in use, based on an internal discounted cash flow evaluation. The impairment loss is charged pro rata to the assets in the cash-generating unit. All assets are subsequently reassessed for indications that an impairment loss previously recognized may no longer exist.

 

Impairment losses recognized in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimate used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

 

2.7  Financial Assets

 

Investments are recognized and derecognized on the date of trade where the purchase or sale of an investment is under a contract whose terms require delivery of the investment within the timeframe established by the market concerned, and are initially measured at fair value, plus transaction costs, except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value.

 

Financial assets are classified into the following specified categories: financial assets 'at fair value through profit or loss' (FVTPL), 'held-to-maturity' investments, 'available-for-sale' (AFS) financial assets and 'loans and receivables'. The classification depends on the nature and purpose of the financial assets and is determined at the time of initial recognition.

 

2.7.1       Held to Maturity Investments

 

Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments and fixed maturity. Investments are classified as held-to-maturity if it is the intention of Group's management to hold them until maturity. Held-to-maturity investments are subsequently measured at amortized cost using the effective interest method. In addition, if there is objective evidence that the investment has been impaired, the financial asset is measured at the present value of estimated cash flows. Any changes to the carrying amount of the investment are recognized in income statement.

 

2.7.2       Available for Sale Financial Assets

 

Available-for-sale financial assets are non-derivatives that are either designated in this category or not classified in any of the other categories. They are included in non-current assets unless management intends to dispose of the investment within 12 months of the balance sheet date.

 

Regular purchases and sales of financial assets are recognized on the trade-date - the date on which the Group commits to purchase or sell the asset. Investments are initially recognized at fair value plus transaction costs for all financial assets not carried at fair value through income statement. Financial assets are derecognized when the rights to receive cash flows from the investments have expired or have been transferred and the Group has transferred substantially all risks and rewards of ownership. Available for sale financial assets are subsequently carried at fair value. Loans and receivables are carried at amortized cost using the effective interest method.

 

Changes in the fair value of monetary and non-monetary securities classified as available-for-sale are recognized in equity. When securities classified as available for sale are sold or impaired, the accumulated fair value adjustments recognized in equity are included in the income statement as 'financial expenses (gains and losses from investment securities)'.

 

Dividends on available-for-sale mutual fund units are recognized in the income statement as part of other income.

 

2.7.3       Impairment of Financial Assets

 

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.

 

2.8  Trade and other Receivables

 

Trade receivables are initially measured at fair value and subsequently measured at amortized cost using the effective interest rate method. They are as reduced by appropriate allowances for estimated irrecoverable amounts. A provision for impairment of trade receivables is established when there is objective evidence that the Group will not be able to collect all amounts due according to the original term of the receivable. The amount of the provision is the difference between the carrying amount and the recoverable amount and this difference is recognized in the income statement. Interest income is recognized by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial.

 

2.9  Inventories

 

Inventories are stated at lower of cost and net realizable value. The cost is based on the first-in-first-out principle and includes duties and taxes (other than those subsequently recoverable from taxing authorities), freight inward, handling and other costs directly attributable to the acquisition.

 

2.10        Cash and Cash Equivalents

 

Cash and cash equivalents comprise cash on hand and demand deposits and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value.

 

2.11        Share Capital

 

Ordinary shares

 

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds. Equity instruments, convertible into fixed number of ordinary shares at a fixed pre-determined price, and which are exercisable after a specific period, are accounted for as and when such instruments are exercised. The transaction costs pertaining to such instruments are adjusted against equity.

 

2.12        Employee Benefits

 

Short term employee benefits obligations, including salary, are measured on an undiscounted basis and are expensed as the related service is provided. A liability is recognized for the amount expected to be paid under short term cash bonus or profit sharing plans if the company has a present legal or constructive obligation to pay this amount as a result of the past service of the employee and the obligation can be estimated reliably.

 

The Group's net obligation in respect of gratuity includes amounts payable to employees on termination, resignation or retirement on completion of a minimum service period with the Group. The discount rate is the yield at the balance sheet date on government bonds that have maturity dates approximating to the terms of the Group's obligations. The calculation is performed by a qualified actuary using the projected unit credit method. When the benefits of a plan are improved, the portion of the increased benefit relating to past service by employees is recognised as an expense in the income statement on a straight-line basis over the average period until the benefits become vested. To the extent that the benefits vest immediately, the expense is recognised immediately in the income statement.

 

2.12.1     Share based payments

 

Equity-settled share-based payments to employees and others providing similar services are measured at the fair value of the equity instruments at the grant date. Details regarding the determination of the fair value of equity-settled share-based transactions are set out in note ___. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group's estimate of equity instruments that will eventually vest. At the end of each reporting period, the Group revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in profit or loss such that  the cumulative expense reflects the revised estimate, with a corresponding adjustment to the equity-settled employee benefits reserve.

.

2.13        Provisions

 

Provisions are recognized when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that the Group will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

 

The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the balance sheet date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

 

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable is recognized as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

 

2.14        Trade Payables

 

Trade payables are recognized initially at fair value and subsequently measured at amortized cost using the effective interest method.

 

2.15        Revenue Recognition

 

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.

 

Sale of power

 

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.

 

Financial Income

 

Interest income is accrued on a time basis, by reference to the principal outstanding and at the interest rate applicable. Dividend income from investments is recognized when the shareholders' / units holders' rights to receive payment have been established. Foreign currency gains and losses are reported on a net basis

 

2.16        Operating lease payments

 

Payments made under non-cancellable operating leases are recognized in the income statement on a straight-line basis over the term of the lease. Payments made under cancellable operating leases are recognized as expense in the period in which they are incurred. 

 

 

.

 

2.17        Pre Operative Expenses

 

Adminsitration expenses, salaries, travels rents, rates, taxes and other professional fees incurred in respect in the plants under construction and not directly attributable to cost of assets constructed are expensed in the period in which they were incurred and has been included as Pre Operative expenses in the income statement.

2.18        Income Tax

 

Income tax on the profit or loss for the year comprises current and deferred tax. Income tax is recognized in the income statement except to the extent that it relates to items recognized directly in equity, in which case it is recognized in equity.

 

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantially enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.

 

Deferred tax is provided using the balance sheet liability method, providing for temporary differences between the carrying amounts of assets and liabilities and tax base for financial reporting purposes and the amounts used for taxation purposes. The amount of deferred tax provided is based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously.

 

A deferred tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the asset can be utilized. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realized.

 

2.19        Earnings per Share

 

The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Group by the weighted average number of ordinary shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares. Refer Note 3.17 for the calculation of EPS.

 

2.20          Significant Estimates in the financial statements

 

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 judgement 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 judgement 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 have been made are as follows:

 

Estimates and assumptions

 

The key assumptions concerning the future and other key sources of estimation uncertainty at the balance sheet 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:

 

Recoverability of deferred tax assets: The recognition of deferred tax assets requires assessment of sufficient future taxable profit and consequent tax payments to realize the values stated

 

¤ Other financial liabilities: Interest-bearing loans and borrowings held by the Group are measured at amortised cost except where designated at fair value through profit and loss account.

 

¤ Uncollectability of trade receivables:  Analysis of historical payment patterns, customer concentrations, customer credit-worthiness and current economic trends. If the financial condition of a customer deteriorates, additional allowances may be required.

 

Impairment tests: The determination of recoverable amounts of the CGUs assessed in the annual impairment test requires the Group to estimate of their fair value net of disposal costs as well as their value in use. The assessment of value in use requires assumptions to be made with respect to the operating cash flows of the CGUs as well as the discount rates.

 

Share based payments - In determining the fair value of the share based payments and the related charge to the statement of comprehensive income, certain assumptions have to be made about future events and market conditions. In particular, judgments were made about the likely number of options that would vest, and the fair value of the option granted, which si again dependent on other assumptions like market volatility, dividend policy, prevailing interest rates etc.

 

Note 3: Notes on Accounts forming part of the consolidated financial statements

 

3.1 Segment Reporting

 

The Group has adopted IFRS 8 Operating Segments with effect from 1 April 2009. IFRS 8 requires operating segments to be identified on the basis of internal reports about components of the Group that are regularly reviewed by the chief operating decision maker in order to allocate resources to the segments and to assess their performance. In contrast, the predecessor Standard (IAS 14 Segment Reporting) required an entity to identify two sets of segments (business and geographical), using a risks and returns approach, with the entity's 'system of internal financial reporting to key management personnel' serving only as the starting point for the identification of such segments.

 

Based upon the risks and returns of the Group and reviews done regularly by the chief operating decision maker, the Group has concluded that there is only one business segment, this being the generation and sale of electricity to customers. There are no segments classified based on other risks and rewards and the power plants are all only in India.

 

 

3.2 Revenue

               


Year ended 31 March 2010

Period ended 31 March 2009


 

Group  

£ 

Company £

Group  

£

Company £

Sale of Power

 

11,279,182

-

7,072,984

-

Sale of Service

236,226

-

237,575

 -

Trading and Other Sales

1,357,189

-

-

-

Total

 

12,872,597

-

7,310,559

-

 

The revenue is derived from sales to government undertakings (65.61%) (Previous year 14.37%) and private sector customers (34.39%) (Previous year 85.63%). There is no individual customer who accounts for 10% or more of the total revenue except for two government undertakings which are considered sovereign risk free from default.

 

3.3 Other Gains and Losses

 


Year ended

31 March 2010

Period ended

31 March 2009


Group

£

Company

£

Group  

£

Company

£

Dividend Income

 

944,524

 

   -

208,723

-

Provision for Tax no longer required, written back

-

   -

394,492

-

Unclaimed amount written back

99,668

-

-

-

Unrealised Forex (loss) / Gain (Net)

(114,430)

(200,657)

694,240

694,240

Others

98,797

98,126

794

-


1,028,559

(102,531)

1,298,249

694,240

 

3.4 Release of negative goodwill

 

During 2009, the Group acquired controlling interests in the Indian subsidiaries. On consolidation of the financial statements of the said subsidiaries with the parent company, the amounts of the identifiable net assets of the latter attributable to the group exceeded the consideration transferred by the way of equity and resulted in a surplus which was been recognized as release of negative goodwill in the Income statement.

 

3.5 Financial Income

 


Year ended 31 March 2010

Period ended 31 March 2009


Group 

£

Company

       £

Group 

                   £

Company

       £

Bank Interest

3,361

1,840

1,031,518

989,110

Interest on Bank Deposits

1,017,756

 

-

1,593,356

-

Interest on loan

8,820

8,820

83,688

-

Interest on Lease Deposits

86,576

-

10,006

-

Profit on sale of Mutual Funds

46,252

-

-

-

Other income

134,739

134,739

-

-

Financial Income

1,297,504

145,399

2,718,568

989,110

 

3.6 Financial Expenses

 


Year ended 31 March 2010

Period ended 31 March 2009


Group

£

Company

£

Group

£

Company

£

Interest on short term  borrowings and Other financing costs

 

 

(186,753)

 

 

(1,230)

(1,355,020)

-

Interest on bank borrowings

(362,302)

-

(851,718)

-

Loss on sale of Mutual Funds

(105,406)

-

-

-

Financial Expenses

(654,461)

(1,230)

(2,206,738)

-

 

3.7 Income Tax Expense 

 


Year ended 31 March 2010

 

Period ended 31 March 2009

 


Group

£

Company

£

Group               

 £

Company

£

Current tax expense





Current tax

(1,416,412)

-

(870,849)

-

Deferred tax expense





Origination and reversal of temporary differences

(15,926)

-

(126,558)

-

Total income tax expense of the year / period

(1,432,338)

-

(997,407)

-

 

Reconciliation of Tax rates:

 


Year ended 31 March 2010

Period  ended 31 March 2009


Group               

 £

Group

£

Profit before tax

5,449,843

6,330,216

Indian corporate income tax rate

33.99%

33.99%

Income tax at standard rate

(1,852,402)

(2,151,640)

Differences on account of items taxed at zero/lower rates

420,064

1,154,233

Tax charge

1,432,338

997,407

 

The item "Differences on account of items taxed at zero/lower rates" in the above table represents the difference between notional Indian income tax at standard rate (not applicable to the Company and the Cyprus subsidiaries) on the consolidated profits before tax and the actual tax liability of the Indian subsidiaries.

 

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 India operations are exempt from Indian 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 period of any ten consecutive years out of the fifteen years of commencement of the operations. The Group is subject to the provisions of Minimum Alternate Tax ('MAT') under the Indian Income taxes for the year ended 31 March 2010 and 2009. Accordingly, the Group calculated the tax liability for current taxes in India after considering MAT. The MAT Credit as at March 31, 2010 is £ 1.67 million and a 100% valuation allowance has been considered on a prudent basis. However, the Indian entities can avail credit of the MAT paid against future tax liabilities and can carry forward and set off within ten years from the end of the financial year in which MAT is paid.

 



3.7.1 Deferred Tax Assets and Liabilities

 

Recognized deferred tax assets and liabilities of the Group

Deferred tax assets and liabilities of the Group are attributable to the following:

 

 

 

Assets

 Liabilities

As at

31 March

2010 (£)

As at

31 March

2009 (£)

As at

31 March

2010 (£)

As at

31 March

2009 (£)






Property, plant and equipment

-

-

(514,235)

(446,451)

Fair valuation of AVS securities

51,505

60,909

-

-

Net tax assets/(liabilities)

51,505

60,909

(514,235)

(446,451)

 

Movement in temporary differences during the year

 

 

 

 

As at 1 April 2009

Recognised in income statement

Recognised in equity

Translation adjustment

As at 31 March 2010







Property, plant and equipment

(446,451)

(15,927)

-

(51,857)

(514,235)

MTM gain / (loss) on AVS

60,909

-

(7,482)

(1,922)

51,505







Deferred tax assets/(liabilities)

(385,542)

(15,927)

(7,482)

(53,779)

(462,730)

 

 

 

 

As at 1 April 2008

Recognised in income statement

Recognised in equity

Translation adjustment

As at 31 March 2009







Property, plant and equipment

(290,095)

(126,558)

-

(29,798)

(446,451)

MTM gain / (loss) on AVS

-

-

(5,702)

66,611

60,909







Deferred tax assets/(liabilities)

(290,095)

(126,558)

(5,702)

36,813

(385,542)

 


3.8 Property, Plant and Equipment

 

 


Land

Building

Plant and machinery

Furniture and fixtures

Office Equipments

Vehicles

Computer

Total

 

Gross Block









As of 1 April 2009

6,758,646

985,993

7,675,718

13,130

26,342

124,063

7,810

    15,591,702

Additions during the year

       974,219

-

          30,664

        10,656

        16,643

          25,414

15,932

1,073,528

Disposals during the year

-

-

(145,870)

-

-

(17,983)

-

        (163,853)

Exchange Adjustment

       626,327

      83,550

        710,692

            1,217

              1,192

          11,497

               1,972

1,436,447

As at 31 March 2010

8,359,192

1,069,543

8,271,204

25,003

44,177

142,991

25,714

17,937,824

Accumulated depreciation


















As of 1 April 2009

-

159,867

1,833,000

3,436

12,567

22,391

3,534

2,034,795

Depreciation / impairment during the year

-

24,948

555,440

3,328

10,748

26,200

4,660

625,324*

Disposals during the year

-

-

(5,600)

-

-

(13,187)

-

(18,787)

Exchange Adjustment

-

22,988

96,086

727

2,313

3,674

1,070

126,858

As at 31 March 2010

-

207,803

2,478,926

7,491

25,628

39,078

9,264

2,768,190

Net book value









As of 31 March 2010

8,359,192

861,740

5,792,278

17,512

18,549

103,913

16,450

15,169,634

 

* Depreciation of £ 429,863 for the year on Plant & Machinery relating to OPG Energy Private Limited has been included within Cost of power Generation.

 



 

 


Land

Building

Plant and machinery

Furniture and fixtures

Office Equipments

Vehicles

Computer

Total

 

Gross Block









As of 1 April 2008

215,628

961,777

6,683,629

4,347

23,640

15,332

-

7,904,353

Additions during the year

6,666,028

-

501,252

8,521

1,433

107,605 

7,810

7,298,032

Disposals during the year

(84,489)

-

-

-

-

-

-

(89,872)

Exchange Adjustment

(38,521 )

24,216

490,837

262

1,269

1,126

-

479,189

As at 31 March 2009

6,758,646

985,993

7,675,718

13,130

26,342

124,063

7,810

    15,591,702

Accumulated depreciation


















As of 1 April 2008

-

122,801

1,364,112

907

4,918

5,833

-

1,498,571

Depreciation during the year

-

25,989

344,071

2,414

6,899

15,923

3,534

398,830#

Exchange Adjustment

-

11,077

124,817

115

750

635

-

137,394

As at 31 March 2009

-

159,867

1,833,000

3,436

12,567

22,391

3,534

2,034,795

Net book value









As of 31 March 2009

6,758,646

826,126

5,842,718

9,694

13,775

101,672

4,276

13,556,907

 

# Depreciation of £ 343,879 for the year on Plant & Machinery relating to OPG Energy Private Limited has been included within Cost of power Generation.

 


3.8.2 Assets pledged as Security

 

At 31 March 2010, properties with a carrying amount of £ 15.16 Million are secured against the Group's immoveable assets, present and future, including the property, plant and equipment. These loans are further secured by a floating charge on the movable assets and by the personal guarantee of a Director.

 

In addition OPG Energy has availed a bank facility against its receivables which is secured by a first floating charge on its receivables and current assets and by a second charge on the immovable assets of the Company. In addition, this facility is guaranteed by two Directors of OPG Energy and by Mr. Ravi Gupta, relative of a Key Managerial Person.

 

3.9 Capital Work In Progress

 


As at 31 March 2010

As at 31 March 2009


Group

£

Company

£

Group

£

Company

£

Plant & Machinery

31,045,394

-

17,111,103

-

Civil & Foundation

10,078,070

-

7,519,000

-

Interest Paid on bank borrowings

4,189,400

-

1,016,905

-

Electrical Installation

4,059,549

-

2,967,444

-

Others

474,744

-

560,203

-

TOTAL

49,847,157

-

29,174,655

-

 

3.10 Capital Advances

 

Capital advances of £21,160,152 (£6,705,770) include advance for capital goods amounting to £20,486,837 (£6,632,416) and other advances.

 

3.11 Other Non-Current Assets

 


As at 31 March 2010

As at 31 March 2009


Group

£

Company

£

Group

£

Company

£

Prepaid Expenses

3,618,405

7,887

3,525,784

5,000

Lease Deposit

961,213

-

790,734

-

Others

890,639

-

-

-

TOTAL

5,470,257

7,887

4,316,518

5,000

 

3.12 Trade and Other Receivables / Other Current Assets

 

Other Current Assets includes prepaid expenses, staff advances, advance to suppliers etc. The carrying amounts detailed above are the maximum potential credit exposure in relation to these assets.

 


As at 31 March 2010

As at 31 March 2009


Group

£

Company

£

Group

£

Company

£

Trade receivables

3,089,084

274,265

1,400,329

13,213

Other Current Assets





Short term loans

3,452,529

61,143,636

882,938

67,386,189

Mutual Funds redemption receivable

3,002,282

-

-

-

Dividend & Interest receivable

151,052

-

835,151

-

Other receivables

209,237

-

2,551,888

-

Other Current Assets

298,414

1,459

960,771

-

TOTAL

7,113,514

61,145,095

5,230,748

67,386,189

 



3.13 Inventories

 


As at 31 March 2010

As at 31 March 2009


Group

£

Company

£

Group

£

Company

£

Stock of Coal

1,726,409

-

-

-

Stock of Stores and Spares

414,506

-

41,711

-






TOTAL

1,867,915

-

41,711

-

 

3.14 Financial Assets

 


As at 31 March 2010

As at 31 March 2009


Group

£

Company

£

Group

£

Company

£

Available for Sale Financial Assets

 

12,977,604

-

8,478,766

-






TOTAL

12,977,604

-

8,478,766

-

 

Available for Sale Financial Assets

 

Available for Sale financial assets, represents investments that present the Group with the opportunity for return through dividend income and gains.

 

Funds raised in the Initial Public Offer and contributed as equity in three of the subsidiaries - OPG Power Generation Pvt Ltd and OPG Power Gujarat Pvt Ltd and Gita Power and Infrastructure Pvt Ltd were, to the extent not immediately required for the project,  deployed in deposits with banks and (in) units of (Regulated, supervised) mutual funds.

 

3.15 Cash and Cash Equivalents

 


As at 31 March 2010

As at 31 March 2009


Group  

£

Company

 £

Group  

£

Company

 £

Cash

3,786

-

44,669

-

Cash at Bank

7,355,871

7,072,048

10,290,078

4,039,991

Cheques on hand

-

-

157,891

-

Fixed Deposits

6,808,796

-

21,827,204

-

Cash and cash equivalents

              14,168,453

7,072,048

         32,319,842

4,039,991

Restricted Cash

1,481,894

-

              1,403,126

-

 

Restricted cash of £ 1,481,894 (£1,403,126) represents bank deposits, including accrued interest, of varying maturities extending beyond two years, all of which are under lien to the Group's bankers.

 

3.16        Share Capital

 

The Company is incorporated under the Isle of Man Companies Act 2006 (CA 2006) which does not prescribe that a company shall have an authorized share capital. Rather, subject to CA 2006 and to the Memorandum and Articles of Association, shares in a company may be issued at such times and to such persons, for such consideration and on such terms as its directors may determine.

 

Certain companies had invested in the Company prior to Admission at the Placing Price (the "Pre IPO Monies").

The issue price at listing was Pence 60 per Ordinary share for the issue of 108,418,367 new Ordinary Shares raising £ 65.10 Million before issue expenses.

 

286,989,795 shares are outstanding as at March 31, 2010 and 2009 which includes 170,068,027 shares to Promoters, 8,503,401 for cash pre IPO and 108,418,367 shares for cash as initial public offering.

 

Issued capital as at March 31, 2010 and 2009 amounts to £42,187.

 

3.17 Earnings per share

 

Profit attributable to ordinary shareholders

Year ended 31 March 2010

Year ended 31 March 2010

Period ended 31 March 2009

Period ended 31 March 2009


Group

£

Company

£

Group

£

Company

£

Profit for the year

4,017,505

(1,547,488)

5,332,809

1,270,522

Profit attributable to ordinary shareholders

926,473

(1,547,488)

3,309,434

1,270,522






 


Year ended 31 March 2010

Year ended 31 March 2010

Period ended

31 March 2009

Period ended

31 March 2009

Weighted average number of ordinary shares (Basic)

286,989,795

286,989,795

267,502,834

267,502,834






Profit attributable to ordinary shareholders(diluted)











Year ended 31 March 2010

Year ended 31 March 2010

Period ended

31 March 2009

Period ended

31 March 2009


£

£

£

£

Profit attributable to ordinary shareholders

926,473

(1,547,488)

3,309,434

1,270,522

Profit attributable to ordinary shareholders(diluted)

926,473

(1,547,488)

3,309,434

1,270,522






Weighted average number of ordinary shares (diluted)











Year ended 31 March 2010

Year ended 31 March 2010

Period ended

31 March 2009

Period ended

31 March 2009

Weighted average number of ordinary shares

286,989,795

286,989,795

267,502,834

267,502,834

Shares deemed to be issued for no consideration in respect of stock options

4,383,911

4,383,911

-

-

Weighted average number of ordinary shares(diluted)

291,373,706

291,373,706

267,502,834

267,502,834






Basic EPS ( In Pence)

0.323

(0.539)

 1.237

0.475

Diluted EPS ( In Pence)

0.318

(0.539)*

1.237

0.475

* Anti dilutive

 

3.17.1 Employee Stock Option Issued to Directors -On 16 July 2009, Board has granted share options  which are limited to 10% of the Group's Share Capital(Presently 28,698,979 shares). Once granted, options must be exercised within ten years of the date of grant otherwise the options lapse.

 

The Vesting of these options is based on following conditions:

 

1) The power plant at Kutch (2x150MW) in the State of Gujarat must have been in commercial operation for three months.

 

2) The closing share price being at least £1.00 for 3 consecutive business days.

Under IFRS 2 - Share Based Payments, these outstanding options being in the nature of share based payment, are amortized over the estimated vesting period of 3.71 years (expected completion of Kutch Plant - Gujarat by April 2013).

 

Accordingly, the attributable period expense was GBP 1,206,959.

 

3.17.2 Fair value of share options granted in the year

 

The weighted average fair value of the share options granted during the financial year is                                        £0.28. Options were priced using a Black Scholes Model - European Option. Where relevant, the expected life used in the model has been adjusted based on management's best estimate for the effects of non-transferability, exercise restrictions (including the probability of meeting market conditions attached to the option), and behavioral considerations. Expected volatility is based on the historical share price volatility.

 

Assumptions

Grant date share price

£0.66

Exercise price

£0.60

Expected volatility

31.34%

Option life

6.86years

Dividend yield

0%

Risk-free interest rate

3.04%

Option Fair Value

£0.28

 

3.17.3 Movements in shares options during the year

 

The following reconciles the share options outstanding at the beginning and end of the year

 


Number of Options

Balance at beginning of year

-

Granted during the year(at an exercise price of £0.60)

22,524,234

Forfeited during the year

-

Exercised during the year

-

Expired during the year

-

Balance at end of year

22,524,234

 

3.18 Interest Bearing Loans and Bank Borrowings

 


As at 31 March 2010

As at 31 March 2010

As at March 2009


Group
£

Company

£

Group
£

Company

£

Non -Current liabilities





Bank borrowings

30,800,245

-

19,967,353

-


30,800,245

-

19,967,353

-

Current liabilities





Current portion of bank borrowings

3,882,815

-

2,481,114

-


3,882,815

-

2,481,114

-

 Total Borrowings

34,683,060

-

22,448,467

-


As at 31 March 2010

As at 31 March 2010

As at

March 2009

As at March 2009


Group
£

Company

£

Group
£

Company

£

The borrowings are repayable as follows:





On demand or within one year

3,882,815

-

2,481,114

-

In the second year

10,677,786

-

5,798,783

-

In the third to fifth years inclusive

19,058,181

-

14,168,570

-

After five years

1,064,278

-

-

-


34,683,060

-

22,448,467

-

 

3.19 Financial Instruments

 

3.19.1 Financial risk factors

 

(a)   The Group's activities expose it to a variety of financial risks; market risk (for example, currency risk) interest rate risk and liquidity risk. The Group's overall risk management programme places stress on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Group's financial performance. The financial instruments of the Group, other than derivatives, comprise loans from banks and financial institutions, nonconvertible bonds, demand deposits and short-term bank deposits.

 

(b)   Financial risk management objectives

 

The Finance Director and Managing Director of the Group, co-ordinate access to domestic and international financial markets, monitor and manage the financial risks relating to the operations of the Company through internal risk reports which analyse exposures by degree and magnitude of risks. These risks include fair value interest rate risk component of market risk, credit risk, liquidity risk and cash flow interest rate risk.

 

The Company does not seek to manage fair value interest rate risk and cash flow interest rate risk on its fixed and floating borrowings, as these risks are managed at the Group level. The company does not enter into any financial derivative contracts. The Company follows Group's policies approved by the board of directors, which provide written principles on, interest rate risk, credit risk, the use of non-derivative financial instruments, and the investment of excess liquidity. Compliance with policies and exposure limits is reviewed by the internal auditors on a continuous basis. The Company does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes.

 

3.19.2 Market risk

 

(a)   Foreign Exchange Risk

 

The Group prepares consolidated financial statements in UK Pounds and conducts substantially all its business in Indian rupees ('INR'). As a result, it is subject to foreign currency exchange risk arising from exchange rate movements which will affect the Group's translation of the results and underlying net assets of its foreign Subsidiaries.

 

(b)   Cash flow and fair value interest rate risk

 

As the Group has no significant interest-bearing assets other than investment in bank deposits, the Group's income and operating cash flows are substantially independent of changes in market interest rates. The Company considers that the impact of fair value interest rate risk on investment in bank deposits is not material. The Group's interest rate risk arises from long-term borrowings. Borrowings issued at variable rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. During the period, the Group's borrowings at variable or fixed rates were entirely denominated in the functional currency of its Indian entities, being INR.

 


As at 31 March 2010 (£)


On demand
Less than 1 year

1 -5 years

More than 5 years

Effective interest rate

Total







Financial assets






Cash and bank balances

14,168,453

-

-

-

14,168,453

Trade and other receivables

10,202,598

-

-

-

10,202,598


24,371,051

-

-

-

24,371,051







Financial Liabilities






Rupee floating rate loan

3,882,815

29,735,967

1,064, 278

12.00%

34,683,060

Trade and other payables

6,757,099

-

-


6,757,099


10,639,914

29,735,967

1,064, 278


41,440,159



 

 


As at 31 March 2009 (£)


On demand
Less than 1 year

1 -5 years

More than 5 years

Effective interest rate

Total







Financial assets






Cash and bank balances

33,722,968

 -

-

-

33,722,968

Trade and other receivables

6,631,077

-

-

 -

6,631,077


40,354,045

-

-

40,354,045







Financial Liabilities






Bank Borrowings:






Rupee floating rate loan

2,481,114

19,967,353

-

 12.04%

22,448,467

Trade and other payables

859,733

 -

-


859,733


3,340,847

19,967,353

-


23,308,200

The carrying amount reflected above represents the Company's maximum exposure to credit risk for such loans and receivables.

 

(c)   Credit risk

 

The Group's credit risk arises from accounts receivable balances on sale of electricity. The Indian entities have entered into exclusive Power Purchase Agreements (PPA's) with industrial buyers to export the entire electricity generated. The Group is therefore committed to sell power to these customers and regards any potential risk of default as being a commercial one. The Group is paid monthly by the buyers for the electricity it supplies.

 

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Company. For cash and cash equivalents the Company only transacts with entities that are rated the equivalent to investment grade and above. Other financial assets consist of amounts receivable from related parties.  The company's exposure to significant concentration of credit risk on receivables from related parties is detailed in note 3.24.

 

The group has not entered into any derivative financial instruments during the year and hence there is no credit risk exposure on derivatives

The table below shows the credit limit set by the group for and outstanding deposits there against in respect of 2 major bank counterparties at the balance sheet date using the Standard and Poor's credit rating symbols.

 


 

As at 31 March 2010

 

 

As at 31 March 2009

 

 

Counterparty

Location

Rating

Maximum amount that can be deposited

Deposits as at year end

Maximum amount that can be deposited

Deposits as at year end




£

£

£

£

Punjab National Bank

India

Not Available

6,000,000

5,334,814

4,500,000

2,836,435

Indian Overseas Bank

India

Not Available

-

-

3,500,000

2,148,289

Indian Bank

 

India

 

Not Available

 

3,500,000

1,473,982

-

-

 

(d)   Liquidity risk

 

Prudent liquidity risk management implies maintaining sufficient cash and cash equivalents and maintaining adequate credit facilities. In respect of its existing operations the Group funds itself primarily through bank borrowings secured against each power plant. The Group's objective in relation to its existing operating business is to maintain sufficient funding to allow the plants to operate at an optimal level and in particular purchase the necessary raw materials required.

 

In respect of each plant under development, the Group prepares a model to evaluate the necessary funding required. The Group's strategy is to primarily fund such acquisitions by assuming debt in the development companies secured on the power plant to be built. In relation to the payment towards equity component of companies to be developed, the Group ordinarily seeks to fund this by the injection of external funds by debt or equity.

 

The Group has identified a large range of development opportunities which it is continually evaluating and which are subject to constant change. In respect of its overall business the Group therefore does not, at the current time, maintain any overall liquidity forecasts. The table below analyses the Group's financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date.

 

(e)   Capital risk management

 

The Group's objective when managing capital is to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and benefits for stakeholders. The Group also proposes to maintain an optimal capital structure to reduce the cost of capital. Hence, the Group may adjust any dividend payments, return capital to shareholders or issue new shares. Total capital is the equity as shown in the consolidated balance sheet. Currently, the Group primarily monitors its capital structure in terms of evaluating the funding of potential developments. It plans to strike a balance between risks and returns. Management is continuously evolving strategies to optimize the returns and reduce the risks. It includes plans to optimize the financial leverage of the Group.

 

The Group's debt of £ 19,032,713 (net of Cash & Cash Equivalents of £ 14,168,453 and restricted cash of £ 1,481,894) represents a gearing of 23.56% on a net debt basis.

 

(f)    Interest rate risk management

 

The Company is exposed to interest rate risk as it borrows funds at both fixed and floating interest rates. The risk is managed by the Company by maintaining an appropriate mix between fixed and floating rate borrowings.

 

The Company's exposures to interest rates on financial assets and financial liabilities are detailed in the liquidity risk management section of this note.

 

Interest rate sensitivity analysis

 

The sensitivity analyses below have been determined based on the exposure to interest rates for non-derivative instruments at the balance sheet date. For floating rate liabilities, the analysis is prepared assuming the amount of liability outstanding at balance sheet date was outstanding for the whole year. A 0.5 per cent increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management's assessment of the reasonably possible change in interest rates.

 

 


Year ended 31 March 2010

Period ended 31 March 2009


As Reported

+0.5%

-0.5%

As Reported

+0.50%

-0.50%

Net result for the year

4,017,505

3,874,141

4,160,870

5,332,809

5,302,525

5,363,095

Shareholder's Equity

80,768,909

80,625,545

80,912,273

72,811,083

72,798,479

72,825,129

(g)   Fair value of financial instruments

 

Details of the methods of the determination of the fair values of the Company's financial assets and financial liabilities are discussed in the note 2.7. The carrying amount of financial assets and financial liabilities are recorded in these financial statements at amortised cost which approximate their fair values.

 

3.20 Employee Benefits

 

3.20.1 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 income statement and the funded status and amounts recognised in the balance sheet for the plan:

 


As at 31 March 2010

As at 31 March 2009


Group
£

Group
£




Present value of unfunded obligations

15,338

1,443

Recognised liability for defined benefit obligations

15,338

1,443

Total employee benefit liability

15,338

1,443

 

 

3.20.2 Movements in the net liability for defined benefit obligations recognised in the balance sheet

 


As at 31 March 2010

As at 31 March 2009


Group
£

Group
£




Net liability for defined benefit obligations at 1 April

1,443

1,570

Expense recognised in the income statement (see below)

16,142

746

Actuarial gains

(3,885)

(973)

Translation adjustment

1,638

100

Net liability for defined benefit obligations

15,338

1,443

 

3.20.3 Employee benefits recognised in the balance sheet are as follows:

 


As at 31 March 2010

As at 31 March 2009


Group
£

Group
£

Non-current employee benefits

15,338

1,443


15,338

1,443

 

3.20.4 Employee benefits  recognised in the income statement

 


Year ended 31 March 2010

Period ended 31 March 2009


Group
£

Group
£




Current service costs

15,643

645

Interest on obligation

499

101

Actuarial gains

(3,885)

(973)


12,257

(227)

 

 3.20.5 The above expense is recognised in the following line items in the income statement:

 


Year ended 31 March 2010

Period ended 31 March 2009


Group
£

Group
£




Employee Cost

486

  (227)

Pre-operative expenses(Relating to projects under construction)

 11,771

 -  


12,257

(227)

 



 

3.20.6 Liability for defined benefit obligations

 

Principal actuarial assumptions at the balance sheet date:


As at 31 March 2010

As at 31 March 2009


Group
£

Group
£




Discount rate at 31 March

8%

8%

Future salary increases

15%

15%

Withdrawal rate

10%

10%

 

3.20.7 Personnel costs

 


Year ended

31 March 2010

Year ended

31 March 2010

Period ended 31 March 2009

Period ended 31 March 2009


Group
£

Company

£

Group
£

Company
£






Wages and salaries

165,610

122,724

114,019

86,701

Increase in liability for defined

 benefit plans

486

-

(227)

-

Share based compensation Costs

1,206,959

1,206,959

-

-


1,373,055

1,329,683

   113,792

86,701

 

3.21 Leases and Licences

 

One of the subsidiaries has taken land on lease for 30 years from 4 September 2006.

 

Plant and equipment of the 10 MW waste heat plant operated by OPG Renewable Energy has been taken on a license agreement dated 26 April 2008, with effect from 23 September 2008, for fifteen years (with an option to renew it for 15 more years), from Kanishk Steels, a related party. As a compensation for this arrangement, the entity has committed to supply 9 Million units of power per annum to Kanishk and only the power generated in excess of this commitment is available for sale to external customers. The quantum of rental has been reduced to 4.5 Million units per annum from 1 April 2009. An interest free refundable lease deposit of INR 200 Million (equivalent to £ 2.7 Million) has been paid at the end of March 2009 by the entity to Kanishk as security deposit to compensate for this reduction in rental. An amount of £ 236,537 has been charged to the Income statement being the rent for the period. For further details, please refer to Note 2.17.

 

The total of future minimum lease payments under these non cancelable operating leases for each of the following periods:

 


As at 31 March 2010 (Group)

As at 31 March 2009 (Group)


Amount (£)

Amount (£)

Not later than one year

236,537

79,053

One to five years

946,149

818,105

Greater than five years

2,427,833

2,729,168

 

 

3.22 Capital Commitments and Contingent liabilities

 

3.22.1     Bank Guarantees and Letters of credit

 

PARTICULARS

As at 31 March 2010

As at 31 March 2009

Group

Group

£

£

Towards outstanding Letter of Credit

5,674,858

190,134

Towards Counter guarantees furnished to the bank outstanding  Bank Guarantees

7,814,483

812,891

 

Company - Nil for both years

 

3.22.2     Estimated amount of contracts remaining to be executed on capital contracts : (net of advances)

 

PARTICULARS

As at 31 March 2010

As at 31 March 2009

Group

Group

£

£

Estimated amount of contracts remaining to be executed on capital contracts

142,629,414

127,332,911

 

Company - Nil for both years

 

3.22.3     Claims against the group not acknowledged as debts

 

a.     Towards additional demand of income tax for the assessment year 2007-08 £ 428,514 against which appeal has been filed before appellate authorities. No provision is considered necessary for these disputed demands, as the Company has been legally advised of success in the appeal. Costs expected to be incurred is also not material.

 

3.23        Related Parties

 

3.23.1     Key Management Personnel (KMP)

 

Arvind Gupta - Managing Director

V. Narayan Swami -Finance Director

 

3.23.2     List of Related Parties

 

Name of the Related Party

Nature of Relationship

Gita Investments Limited

Holding Company of the entity

Arvind Gupta

Key Management Personnel of the entity

V. Narayan Swami

Key Management Personnel of the entity

Gita Energy Pvt Ltd

Controlled entity

Gita Holdings Pvt Ltd

Controlled entity

OPG Energy private Limited

Step down Controlled entity

OPG Power Generation Private Limited

Step down Controlled entity

OPG Renewable Energy Private Limited

Step down Controlled entity

OPG Power Gujarat Private Limited

Step down Controlled entity

Gita Power and Infrastructure Private Limited

Step down Controlled entity

 

Other Related Parties with whom there were transactions during the period:

 

Sri Hari Vallabhaa Enterprises & Investments (P) Limited

Entity in which Key management personnel has Control / Significant Influence

Dhanvarsha Enterprises & Investments Private Limited

Entity in which Key management personnel has Control / Significant Influence

Goodfaith Vinimay (P) Ltd

Entity over which KMP exercises Control / Significant Influence through relatives

Salem Food Products Limited

Entity in which Key management personnel has Control / Significant Influence

Kanishk Steel Industries Limited

Entity in which Key management personnel has Control / Significant Influence

Gita Energy and Generation Private Limited

Entity in which Key management personnel has Control / Significant Influence

 Gita Devi

Relative of Key Management Personnel

 Rajesh Gupta

Relative of Key Management Personnel

 Ravi Gupta

Relative of Key Management Personnel

 

3.23.3     Transactions with related parties



2010

2009

Transactions / Names of Party

Relationship

Amount (£)

Amount (£)

Sharing of Power




Kanishk Steel Industries Limited

Entity over which relative of KMP exercises Control / Significant Influence

790,753

381,128

Salem Food Products Limited

Entity over which KMP exercises Control / Significant Influence through relatives

 

-

16,400



790,753

397,528





Cost of Power Generated




Kanishk Steel Industries Limited

Entity over which relative of KMP exercises Control / Significant Influence

8,946

283,515





Loan Outstanding




Salem Food Products Limited

Entity over which KMP exercises Control / Significant Influence through relatives

890,639

844,669

Interest Received




Salem Food Products Limited

Entity over which KMP exercises Control / Significant Influence through relatives

89,660

89,300





Loans Repaid




Salem Food Products Limited

Entity over which KMP exercises Control / Significant Influence through relatives

-

67,422





Receivables




Salem Food Products Limited

Entity over which KMP exercises Control / Significant Influence through relatives

970

887

Kanishk Steel Industries Limited

Entity over which relative of KMP exercises Control / Significant Influence

632,955

13,409







633,925

14,296

Investments in share capital




Gita Investments Limited

Holding Company

-

22,500

Sri Hari Vallabhaa Enterprises & Investments (P) Ltd

Entity in which KMP is a Director

-

2,040,817

Dhanvarsha Enterprises & Investments (P) Ltd

Entity in which KMP is a Director

-

1,530,612

Goodfaith Vinimay (P) Ltd

Entity over which KMP exercises Control / Significant Influence through relatives

-

1,530,612




5,124,541

Rent paid




Gita Devi

Close relative of KMP

2,100

3,033

Remuneration Paid




Rajesh Gupta

 

Close relative of KMP

Remuneration as director of OPG Energy Pvt Ltd

-

5,308

Ravi Gupta

Close relative of KMP

Remuneration as director of the company

25,000

22517

Further lease deposit made




Kanishk Steel Industries Limited

Entity over which relative of KMP exercises Control / Significant Influence

-

3,233,145

Lease Rent paid




Kanishk Steel Industries Limited

Entity over which relative of KMP exercises Control / Significant Influence

236,226

237,584

Lease Deposit outstanding




Kanishk Steel Industries Limited

(difference is only due to change in exchange rates)

Entity over which relative of KMP exercises Control / Significant Influence

3,532,783

3,233,144

Reimbursement of Expenses




Kanishk Steel Industries Limited

Entity over which relative of KMP exercises Control / Significant Influence

  16,015

23,948





Advance Paid




Gita Energy and Generation Private Limited

Entity over which relative of KMP exercises Control / Significant Influence

1,719,051

-

Gita Power and Infrastructure Private Limited

Entity over which relative of KMP exercises Control / Significant Influence

3,394,260

-

 

3.23.4     Director's Remuneration

 

The remuneration of Directors for the period was as follows:

 


2010

2009


Amount(£)

Amount(£)

Salaries, Allowances and Perquisites

304,729

313,189

Share based payments

1,206,959

-

TOTAL

1,511,688

313,189

 

3.24   Restatement relating to 2008-09

 

Foreign currency translation movements (a net gain of GBP 694,240) on US Dollar bank deposits outstanding as at March 31 2009 were carried in reserves instead of being recognised in income for the period ended March 31, 2009 as required by IAS 21. Consequently profits of the previous period was understated to this extent. This item has been restated by release to the Income Statement for the relative reporting period under Other gains & losses (Note 3.3). The basic and diluted Earnings per Share for the relative period have also been correspondingly restated. (Refer Note 3.17)

 

3.25   Reclassification of the consolidated financial statements for the prior years

Prior year's figures in the consolidated financial statements have been regrouped and reclassified wherever necessary to conform to the current year's figures. The Group has reclassified following items which does not have any impact upon the income statement, cash flows, equity and financial position and performance of the Group.

Depreciation relating to plant and machinery (GBP 343,879) which was included as part of Depreciation costs has now been reclassified to Cost of power Generation.

Current Tax Assets (GBP 751,309) and Provision for Taxation (GBP 942,826) which were shown on a net basis have been restated in their respective carrying amounts.

Deferred Tax Asset (GBP 60,909) and Deferred Tax Liability (GBP 446,451) which were shown on a net basis have been restated in their respective carrying amounts (Note 3.7.1).

The above reclassifications have no impact on the separate financial statements. These reclassifications also have no impact on the profits and earnings per share of the periods presented.

3.26   Events After Balance Sheet Date

 

The 80 MW power plant (OPG Power Generation Private Limited) has been commissioned on 14th April' 2010 near Chennai (India). There are no other material events after the reporting period, which have a bearing on the understanding of the financial statements. 

 


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