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The dawn of 5 Star flying The dawn of 5 Star flying - Kingfisher Airlines

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<strong>The</strong> <strong>dawn</strong> <strong>of</strong><br />

5 <strong>Star</strong> <strong>flying</strong>


C O N T E N T S<br />

Report <strong>of</strong> the Directors 2<br />

Corporate Governance Report 18<br />

Management Discussion & Analysis Report 31<br />

Auditors’ Report 36<br />

Balance Sheet 40<br />

Pr<strong>of</strong>it and Loss Account 41<br />

Schedules 42<br />

Cash Flow Statement 72<br />

Accounts <strong>of</strong> the Subsidiary 75


BOARD OF DIRECTORS Dr. Vijay Mallya, Chairman & CEO<br />

Capt. G. R. Gopinath, Vice Chairman<br />

Mr. S. R. Gupte<br />

Mr. A. K. Ravi Nedungadi<br />

Capt. K. J. Samuel<br />

Mr. Vijay Amritraj<br />

Mr. Anil Kumar Ganguly<br />

Mr. Piyush G. Mankad<br />

Dr. Naresh Trehan<br />

Diwan Arun Nanda<br />

Mr. Ghyanendra Nath Bajpai<br />

COMPANY SECRETARY Mr. N. Srivatsa<br />

CHIEF FINANCIAL OFFICER<br />

AUDITORS<br />

REGISTERED OFFICE<br />

Mr. A. Raghunathan<br />

M/s. B. K. Ramadhyani & Co.<br />

Chartered Accountants<br />

4B, 4 th Floor, 68, Chitrapur Bhavan,<br />

8 th Main, 15 th Cross, Malleswaram,<br />

Bangalore – 560 055<br />

UB Tower, Level 12, UB City,<br />

24, Vittal Mallya Road,<br />

Bangalore – 560 001<br />

1


2<br />

To <strong>The</strong> Members,<br />

Your Directors present the 14th Annual Report along with<br />

the Audited Accounts <strong>of</strong> your Company for the year ended<br />

March 31, 2009.<br />

As Members are aware, as already intimated in the Directors’<br />

Report for the previous financial period, the financial<br />

statements for the year ended March 31, 2009, pertains<br />

to the consolidated commercial airline entity consequent<br />

upon the demerger and transfer <strong>of</strong> the Commercial Airline<br />

Division Undertaking <strong>of</strong> the erstwhile <strong>Kingfisher</strong> <strong>Airlines</strong><br />

Limited into your Company with an Appointed Date <strong>of</strong><br />

April 1, 2008.<br />

Operations<br />

Your Company’s operations during the year ended March<br />

31, 2009 have resulted in:<br />

Year ended<br />

March 31,<br />

2009<br />

(Rs. in millions)<br />

Nine month<br />

period ended<br />

March 31, 2008<br />

Gross Income 55775 15454<br />

Earnings before financial<br />

charges, lease rentals,<br />

depreciation & amortization<br />

and taxes (EBITDAR)<br />

1352 (2379)<br />

Add/Less: Depreciation &<br />

Amortisation<br />

1716 366<br />

Lease Rentals 11851 3547<br />

Financial charges 6962 779<br />

Loss before taxes (19177) (7071)<br />

Provision for taxes<br />

(incl. FBT)<br />

5464 (4945)<br />

Net Pr<strong>of</strong>it/(Loss) from<br />

ordinary activities after tax<br />

(13173) (2126)<br />

Extraordinary items (2375) 245<br />

Net loss after tax (16088) (1881)<br />

Scheduled Airline Operations<br />

Your Company is the largest player in the Indian domestic<br />

aviation sector and during the year under review had the<br />

widest reach covering more destinations and carrying more<br />

passengers than any other domestic carrier.<br />

During the year under review, your Company carried<br />

approximately 10.9 million passengers, with a fleet <strong>of</strong> 77<br />

aircraft, a schedule <strong>of</strong> 412 domestic and 8 international<br />

Report <strong>of</strong> the Directors<br />

flights daily and a route network covering 70 domestic and<br />

2 international destinations.<br />

Further, since inception till March 31, 2009, your Company<br />

has carried approximately 28.4 million passengers.<br />

Your Company returned 8 Airbus A320 aircraft and 3 ATR-<br />

42 aircraft during the year under review consequent upon<br />

the route rationalization program initiated with a view to<br />

maximize operational synergies and cost savings pursuant to<br />

the Composite Scheme <strong>of</strong> Arrangement between erstwhile<br />

<strong>Kingfisher</strong> <strong>Airlines</strong> Limited, erstwhile Deccan Aviation<br />

Limited (your Company) and Deccan Charters Limited (“the<br />

Scheme”), approved by the Hon’ble High Court <strong>of</strong> Karnataka<br />

vide its Order dated June 16, 2008.<br />

During the year under review, the severe recession in<br />

global economies worldwide adversely impacted the<br />

global aviation industry. <strong>The</strong> domestic aviation industry<br />

witnessed significant capacity contraction by all major<br />

airline operators. However, rising operating costs, fall in<br />

passenger traffic and revenues as well as stiff competition<br />

among all operators is putting pressure on yields resulting<br />

in operating losses during the year under review. <strong>The</strong><br />

continued exorbitant rates <strong>of</strong> taxes on Aviation Turbine<br />

Fuel in India also adversely affected the domestic aviation<br />

industry. Avenues for funding continue to be blocked. <strong>The</strong><br />

unfortunate terrorist attacks on November 26, 2008 in<br />

Mumbai, further affected air traffic into and from India.<br />

Dialogue with the Government <strong>of</strong> India is underway for<br />

relief measures to revive the industry. Individual items <strong>of</strong><br />

the financial statements are more fully discussed in the<br />

section titled “Management Discussion and Analysis”.<br />

<strong>The</strong> Company continues to <strong>of</strong>fer the following classes <strong>of</strong><br />

service:<br />

<strong>Kingfisher</strong> First – Premium Business class <strong>of</strong> service<br />

<strong>Kingfisher</strong> Class – Premium Economy class <strong>of</strong> service<br />

<strong>Kingfisher</strong> Red – Low fare basic class <strong>of</strong> service<br />

Your Company commenced international operations with<br />

the launch <strong>of</strong> the non-stop service between Bangalore and<br />

London Heathrow Airport on September 3, 2008. However,<br />

for commercial reasons, your Company is discontinuing<br />

services on this route from September 15, 2009.<br />

<strong>The</strong> Company launched the non-stop daily service between<br />

Mumbai to London Heathrow Airport on January 5, 2009,


Report <strong>of</strong> the Directors (Contd.)<br />

on wide body Airbus A330-200 aircraft. Other leading<br />

international airlines already were in operation on this<br />

route. Despite that, your Company has been able to carve<br />

out a niche in this market due to the quality on-board<br />

service and in-flight experience it <strong>of</strong>fers.<br />

On January 19, 2009, your Company started flights from<br />

Chennai and Bangalore to Colombo, Sri Lanka. <strong>The</strong>se<br />

flights are operated on narrow - body Airbus A320 aircraft<br />

and have a single cabin configuration <strong>of</strong> 180 seats with<br />

<strong>Kingfisher</strong> Class <strong>of</strong> service. <strong>The</strong> Colombo flights have seen<br />

high seat load factors since inception, including guests from<br />

United Kingdom and other European markets to Colombo<br />

via Bangalore. However, for commercial reasons, your<br />

Company is discontinuing services on Bangalore – Colombo<br />

route from September 15, 2009.<br />

Subsequent to the year under review, your Company<br />

commenced flights from Kolkata to Dhaka, Bangladesh on<br />

May 15, 2009 and flights from Bangalore to Dubai on June<br />

25, 2009.<br />

In view <strong>of</strong> operating losses incurred during the year, your<br />

Directors do not recommend payment <strong>of</strong> any dividend.<br />

Subsidiaries<br />

During the year under review, Northway Aviation Limited<br />

ceased to be a subsidiary <strong>of</strong> the Company.<br />

<strong>The</strong> statement <strong>of</strong> your Company’s interest in its only<br />

subsidiary as at March 31, 2009, prepared in accordance<br />

with the provisions <strong>of</strong> Section 212(3) <strong>of</strong> the Companies Act,<br />

1956 is attached to the Balance Sheet.<br />

Outlook<br />

<strong>The</strong> integration <strong>of</strong> the commercial airline business into your<br />

Company pursuant to the Scheme has enabled the Company<br />

to sustain a market share <strong>of</strong> over 25%. <strong>The</strong> synergy benefits<br />

mapped out by Accenture are likely to be realized over a<br />

period <strong>of</strong> time and once the economy emerges from this<br />

recessionary phase your Directors are hopeful that this will<br />

reflect in the financial results <strong>of</strong> your Company. Oil prices<br />

continued to be volatile and coupled with the high rate<br />

<strong>of</strong> taxes on Aviation Turbine Fuel in India, the country’s<br />

Civil Aviation industry is operating under severe pressure.<br />

Continuing recessionary conditions in economies worldwide,<br />

the sluggish revival <strong>of</strong> the financial markets and the<br />

slump in the aviation industry worldwide have resulted in<br />

reduced funds allocation to industry and the Civil Aviation<br />

Sector. Given the recessionary conditions worldwide and<br />

the slow-down in the air travel market, pr<strong>of</strong>itability<br />

remains a concern for airlines in the short-term given<br />

the high cost <strong>of</strong> operations. However, your Company is<br />

hopeful that its ongoing dialogue with the Government <strong>of</strong><br />

India will result in measures that will revive the aviation<br />

industry.<br />

However, your Directors and the UB Group reiterate their<br />

confidence in the potential <strong>of</strong> the Indian aviation industry<br />

as Civil Aviation growth follows GDP growth. <strong>The</strong> Indian<br />

economy is a trillion dollar economy and is expected to grow<br />

at 5 to 6% per annum, despite the ongoing recessionary<br />

conditions worldwide. Civil Aviation is undoubtedly a key<br />

engine <strong>of</strong> this growth. Passenger traffic in India has grown<br />

from 14 million in 2005 to over 39 million in 2008-2009. Your<br />

Company is well-poised to meet the dynamic challenges<br />

faced by the industry in the short-term as well as to take<br />

advantage <strong>of</strong> the growth potential in the long-term.<br />

Moving ahead, your Company intends to intensify its<br />

presence in the Far East, Middle East and SAARC region. As<br />

the largest domestic Indian airline, with pan India coverage,<br />

your Company intends to use its international operations<br />

to further strengthen its domestic network. Your Company<br />

will commence operations on the following routes:<br />

South East Asia Region<br />

Kolkata – Bangkok, Thailand with effect from<br />

August 14, 2009<br />

Mumbai – Hong Kong with effect from<br />

September 15, 2009<br />

Mumbai – Singapore with effect from<br />

September 16, 2009<br />

Mumbai – Bangkok, Thailand<br />

New Delhi – Bangkok, Thailand<br />

SAARC Region<br />

Mumbai – Colombo, Sri Lanka<br />

Mumbai / Bangalore - Male, Maldives<br />

GCC Region<br />

Mumbai / New Delhi - Dubai, UAE<br />

3


Capital<br />

<strong>The</strong> Authorised Capital <strong>of</strong> your Company remained<br />

unchanged at Rs. 500,00,00,000 divided into 40,00,00,000<br />

<strong>of</strong> Rs. 10/- each and 1,00,00,000 Preference Shares <strong>of</strong><br />

Rs. 100/- each.<br />

<strong>The</strong> Issued, Subscribed and Paid-up Equity Share Capital <strong>of</strong><br />

your Company also remained unchanged at Rs. 3,629,088,830<br />

divided into 265,908,883 Equity Shares <strong>of</strong> Rs. 10/- each and<br />

9,700,000 6% Redeemable Non-Cumulative Preference<br />

Shares <strong>of</strong> Rs. 100/- each.<br />

Depository System<br />

<strong>The</strong> trading in the equity shares <strong>of</strong> your Company is under<br />

compulsory dematerialization mode. As <strong>of</strong> date, equity<br />

shares representing 96.28% <strong>of</strong> the equity share capital<br />

are in dematerialized form. As the depository system<br />

<strong>of</strong>fers numerous advantages, members are requested to<br />

take advantage <strong>of</strong> the same and avail <strong>of</strong> the facility <strong>of</strong><br />

dematerialization <strong>of</strong> your Company’s shares.<br />

Auditors’ Report<br />

As regards observations in para 4 <strong>of</strong> Auditors’ Report, as<br />

part <strong>of</strong> the rapid expansion plans, the Company in the past<br />

had incurred certain preoperative expenses and significant<br />

expenditure on in house training <strong>of</strong> pilots and technical<br />

engineers. All such deferred costs have been written <strong>of</strong>f to<br />

Pr<strong>of</strong>it and Loss Account by March 31, 2008 and no amount is<br />

pending for amortization after that date.<br />

In para 5 <strong>of</strong> the Auditors’ Report, the Statutory Auditors<br />

have qualified their report by remarking that the receipt <strong>of</strong><br />

subsidy from aircraft manufacturers should be recognized<br />

as income on an systematic basis over the period necessary<br />

to match them with related costs which they are intended<br />

to compensate though the accounting treatment does not<br />

appear to be covered by the Accounting Standard (AS)–19<br />

(Accounting for Leases) issued by the Institute <strong>of</strong> Chartered<br />

Accountants <strong>of</strong> India. In the opinion <strong>of</strong> the Directors:<br />

(1) <strong>The</strong> lessor <strong>of</strong> the Aircraft is a person other than the Aircraft<br />

manufacturer and the lease contract is independent <strong>of</strong><br />

the contract with Aircraft manufacturer.<br />

(2) <strong>The</strong> termination, if any, <strong>of</strong> the lease contract does not in<br />

any event breach the conditions for the grant <strong>of</strong> subsidy<br />

by the Aircraft manufacturer.<br />

(3) <strong>The</strong> subsidy value, referred to in Para 5 <strong>of</strong> the Audit<br />

Report have been received by the Company during<br />

4<br />

Report <strong>of</strong> the Directors (Contd.)<br />

the 15 months period ended June 30, 2006. As per<br />

Section 28 (iv) <strong>of</strong> the Income Tax Act, 1961, and<br />

precedents available under Income Tax laws, including<br />

pronouncements <strong>of</strong> the Apex Court, the revenue arising<br />

out <strong>of</strong> support packages will be treated as income<br />

for taxation purposes and therefore, it would not be<br />

prudent for the Company to treat the said revenues<br />

differently in the books <strong>of</strong> Accounts and for Taxation<br />

purposes.<br />

(4) In the event <strong>of</strong> non compliance <strong>of</strong> the contract with<br />

the Aircraft manufacturer, the resultant possibility <strong>of</strong><br />

recovery <strong>of</strong> subsidy granted by the Aircraft manufacturer<br />

has been disclosed as contingent liability and this<br />

accounting treatment adopted by the Company is also<br />

based on the well established principle <strong>of</strong> differentiation<br />

<strong>of</strong> revenue receipt and capital receipt.<br />

In view <strong>of</strong> the above, in the opinion <strong>of</strong> the Company, the<br />

accounting treatment <strong>of</strong> the support package, received from<br />

the Aircraft manufacturer, as Income in the year <strong>of</strong> accrual<br />

and receipt is in order.<br />

<strong>The</strong> fair market value <strong>of</strong> these Aircraft is not easily<br />

ascertainable due to the unique specifications <strong>of</strong> the Aircraft.<br />

<strong>The</strong>refore, the management has obtained the valuation<br />

report for Aircraft <strong>of</strong> similar type from a leasing company<br />

to ascertain the fair market value which is higher then the<br />

sale price <strong>of</strong> these Aircraft. This is also supported by the fact<br />

that the insurance value to be covered as per respective<br />

Lease Agreement is much more then the sale value <strong>of</strong> the<br />

Aircraft.<br />

As regards the observations in para 13(a) <strong>of</strong> the Auditors’<br />

Report, the Note number 19 to Notes to Accounts (Schedule<br />

19) is self explanatory.<br />

As regards the observations in the Annexure to the Auditors’<br />

Report, the Company has taken / is taking necessary steps<br />

to ensure improvement in certain procedures and also<br />

compliance with relevant laws.<br />

Directors<br />

Mr. A. K. Ravi Nedungadi, Capt. G. R. Gopinath and Capt. K.<br />

J. Samuel, Directors, retire by rotation and, being eligible,<br />

<strong>of</strong>fer themselves for reappointment.<br />

Mr. S. R. Gupte was appointed as an Additional Director with<br />

effect from January 28, 2009 and holds <strong>of</strong>fice up to the date<br />

<strong>of</strong> the ensuing Annual General Meeting <strong>of</strong> your Company.


Report <strong>of</strong> the Directors (Contd.)<br />

Notice in writing has been received from a Member<br />

signifying their intention to propose the appointment <strong>of</strong><br />

Mr. S. R. Gupte as a Director <strong>of</strong> your Company at the ensuing<br />

Annual General Meeting.<br />

Auditors<br />

M/s. B. K. Ramadhyani & Co, your Company’s Auditors<br />

have confirmed that they are eligible for re-appointment at<br />

the ensuing Annual General Meeting and it is proposed to<br />

re-appoint them and to fix their remuneration.<br />

Listing <strong>of</strong> Shares <strong>of</strong> Your Company<br />

<strong>The</strong> equity shares <strong>of</strong> your Company are listed on the Bombay<br />

Stock Exchange Limited and the National Stock Exchange <strong>of</strong><br />

India Limited. <strong>The</strong> listing fee for the year 2009-10 has been<br />

paid to these Stock Exchanges.<br />

Corporate Governance<br />

A report on Corporate Governance is annexed separately as<br />

part <strong>of</strong> this Report along with a certificate <strong>of</strong> compliance from<br />

a Company Secretary in practice. Necessary requirements <strong>of</strong><br />

obtaining certifications/ declarations in terms <strong>of</strong> Clause 49<br />

have been complied with.<br />

Management Discussion and Analysis<br />

Pursuant to Clause 49 <strong>of</strong> the Listing Agreement with the<br />

Stock Exchanges, the Management Discussion and Analysis<br />

Report is annexed and forms an integral part <strong>of</strong> the Annual<br />

Report.<br />

Human Resources<br />

Employee relations remained cordial. <strong>The</strong> information as are<br />

required to be provided in terms <strong>of</strong> Section 217(2A) <strong>of</strong> the<br />

Companies Act, 1956 read with the Companies (Particulars <strong>of</strong><br />

Employees) Rules, 1975, have been included as an annexure<br />

to this Report.<br />

Employee Stock Option Plan (ESOP)<br />

Disclosures as required by Clause 12 <strong>of</strong> the SEBI (Employee<br />

Stock Option Scheme and Employee Stock Purchase Scheme),<br />

Guidelines 1999 are annexed to this Report.<br />

Conservation <strong>of</strong> Energy, Research and Development,<br />

Technology Absorption, Foreign Exchange Earnings and<br />

Outgo<br />

<strong>The</strong> particulars as prescribed under section 217(1)(e) <strong>of</strong> the<br />

Companies Act, 1956 and the rules framed there under are<br />

not applicable to your Company.<br />

<strong>The</strong> relevant information relating to Foreign Exchange<br />

Earnings and Outgo appears in the Notes Nos. 9 to 11 <strong>of</strong><br />

Schedule 19 to the Financial Statements.<br />

Directors’ Responsibility Statement<br />

Pursuant to Section 217(2AA) <strong>of</strong> the Companies Act, 1956,<br />

in relation to the Financial Statements <strong>of</strong> your Company<br />

for the year ended March 31, 2009, the Board <strong>of</strong> Directors<br />

reports that:<br />

•<br />

•<br />

•<br />

•<br />

in the preparation <strong>of</strong> the Accounts for the year ended<br />

March 31, 2009, the applicable accounting standards<br />

have been followed along with proper explanation<br />

relating to material departures;<br />

accounting policies have been selected and applied<br />

consistently and that the judgments and estimates<br />

made are reasonable and prudent so as to give a true<br />

and fair view <strong>of</strong> the state <strong>of</strong> affairs <strong>of</strong> your Company as<br />

at March 31, 2009 and <strong>of</strong> the Loss <strong>of</strong> your Company for<br />

the year ended March 31, 2009;<br />

proper and sufficient care has been taken for the<br />

maintenance <strong>of</strong> adequate accounting records in<br />

accordance with the provisions <strong>of</strong> the Companies Act,<br />

1956, for safeguarding the assets <strong>of</strong> your Company<br />

and for preventing and detecting fraud and other<br />

irregularities;<br />

the accounts for the year ended March 31, 2009, have<br />

been prepared on a going concern basis.<br />

Thank You<br />

Your Directors place on record their sincere appreciation<br />

for the continued support from shareholders, customers,<br />

the Government <strong>of</strong> India especially the Ministry <strong>of</strong> Civil<br />

Aviation and the Directorate General <strong>of</strong> Civil Aviation,<br />

the various State Governments, Airports Authority <strong>of</strong><br />

India, banks and financial institutions, suppliers, other<br />

business associates and employees.<br />

For and on Behalf <strong>of</strong> the Board <strong>of</strong> Directors<br />

Bangalore Dr. Vijay Mallya<br />

July 28, 2009 Chairman & CEO<br />

5


<strong>The</strong> statement <strong>of</strong> Particulars <strong>of</strong> Employees as required under section 217 (2A) <strong>of</strong> the Companies<br />

Act, 1956 and Companies Rules, 1975 has been filed as part <strong>of</strong> Statutory Filings under the<br />

Companies Act.


Report <strong>of</strong> the Directors (Contd.)<br />

STOCK OPTIONS GRANTED UNDER THE ESOP 2005 & 2006<br />

Disclosures as required by Clause 12 <strong>of</strong> the SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme)<br />

Guidelines, 1999<br />

Sl.No Particulars (ESOP 2006) (ESOP 2005)<br />

(a) Options granted Nil Nil<br />

(b) <strong>The</strong> Pricing formula Rs. 65/- Rs. 65/-<br />

(c ) Options vested 546,320 897,990<br />

(d) Options exercised 55,600 21,430<br />

(e) <strong>The</strong> total number <strong>of</strong> shares arising as a result <strong>of</strong> exercise <strong>of</strong> options 55,600 21,430<br />

(f) Options lapsed 1,142,600 472,855<br />

(g) Variation <strong>of</strong> terms <strong>of</strong> options Nil Nil<br />

(h) Money realized by exercise <strong>of</strong> options 3,614,000 1,392,950<br />

(i) Total no. <strong>of</strong> options in force 1,203,400 589,780<br />

(j) Employee wise details <strong>of</strong> options granted:<br />

(i) Senior managerial personnel Nil Nil<br />

(ii) Any other employee who received a grant in any one year <strong>of</strong> option amounting to 5% or<br />

more <strong>of</strong> option granted during the year.<br />

(iii) Identified employees who were granted options, during any one year, equal to or exceeding<br />

1% <strong>of</strong> the issued capital (excluding outstanding warrants and conversions) <strong>of</strong> the Company<br />

at the time <strong>of</strong> the grant<br />

(k) Diluted Earnings Per Share (EPS) pursuant to issue <strong>of</strong> shares on exercise <strong>of</strong> options calculated in<br />

accordance with Accounting Standard AS-20<br />

(l) Method <strong>of</strong> accounting followed for value <strong>of</strong> charge on stock options (as per the Guidance Note on<br />

Stock Based compensation by ICAI)<br />

(m) Difference <strong>of</strong> amount <strong>of</strong> ESOP charge calculated as per the Intrinsic Value Method and the fair<br />

value <strong>of</strong> the options (Black Scholes Method)<br />

(n) Pr<strong>of</strong>orma Earning Per Share if the Charge have been accounted in accordance with fair value<br />

method (Black Scholes Method)<br />

Nil Nil<br />

Nil Nil<br />

N.A.<br />

Intrinsic Value Intrinsic Value<br />

Rs. (5,103,738)<br />

Rs. (14.30)<br />

(o) (i) Weighted-averaged exercise prices Rs. 65.00 Rs. 65.00<br />

and<br />

(ii) weighted-average fair values <strong>of</strong> options Rs. 137.93 Rs. 78.54<br />

for options whose exercise price either equals or exceeds or is less than the market price <strong>of</strong><br />

the stock<br />

(p) A description <strong>of</strong> the method and significant assumptions used during the year to estimate the fair<br />

values <strong>of</strong> options :<br />

(i) risk-free interest rate (%) N.A. N.A.<br />

(ii) expected life (years) N.A. N.A.<br />

(iii) expected volatility (%) N.A. N.A.<br />

(iv) expected dividends (%) Nil Nil<br />

(v) the price underlying share in market at the time <strong>of</strong> option grant N.A. N.A.<br />

17


18<br />

1. Company’s Philosophy on Corporate Governance<br />

Your Company is committed to excellence in corporate<br />

governance practices and recognizes that good corporate<br />

governance is a continuous exercise. Your Company aims<br />

at achieving transparency, accountability, equity and<br />

ethics in all facets <strong>of</strong> its operations and in all interaction<br />

with its stakeholders. Your Company believes that all<br />

its operations and actions must result in enhancement<br />

<strong>of</strong> overall shareholder value over a sustained period <strong>of</strong><br />

time without compromising in any way compliance with<br />

laws and regulations.<br />

2. Board <strong>of</strong> Directors<br />

Sl.<br />

No.<br />

During the financial year under review, your Company’s<br />

Name <strong>of</strong> the Director Category <strong>of</strong> Directorship No. <strong>of</strong> Board<br />

Meetings<br />

attended<br />

1. Dr. Vijay Mallya Non-Executive<br />

Non-Independent<br />

Chairman (from April 22, 2008)<br />

Managing designated Chairman & CEO<br />

(from October 16, 2008)<br />

2. Capt. G. R. Gopinath Non-Independent<br />

Managing Director<br />

(till October 15, 2008)<br />

Vice Chairman and<br />

Non-Executive Director<br />

(from October 16, 2008)<br />

3. Capt. K. J. Samuel Non-Independent<br />

Executive Director<br />

(till October 15, 2008)<br />

Non-Executive Director<br />

(from October 16, 2008)<br />

4. Mr. A. K. Ravi Nedungadi Non-Executive<br />

Non-Independent Director<br />

5. Lt. Gen. (Retd.)<br />

N. S. Narahari<br />

Non-Executive<br />

Independent Chairman (till April 22, 2008)<br />

Non-Executive<br />

Independent Director (from April 22, 2008) 1<br />

6. Mr. S. N. Ladhani Non-Executive<br />

Non-Independent Director 2<br />

7. Mr. Vijay Amritraj Non-Executive<br />

Independent Director<br />

8. Col. Jayanth K. Poovaiah Executive<br />

Non-Independent Director 3<br />

9. Ms. Bala Deshpande Non-Executive<br />

Non-Independent Director 4<br />

Corporate Gover nance<br />

Board <strong>of</strong> Directors comprised 11 directors out <strong>of</strong> which<br />

1 is an Executive Director and 10 are Non-Executive<br />

Directors.<br />

During the year under review, Ten Board Meetings were<br />

held i.e. on April 17, 2008, April 22, 2008, May 19, 2008,<br />

July 25, 2008, September 29, 2008, October 15, 2008,<br />

October 31, 2008, December 10, 2008, December 26,<br />

2008 and January 31, 2009.<br />

Attendance <strong>of</strong> each Director at the Board Meetings and<br />

the last Annual General Meeting during the year under<br />

review and details <strong>of</strong> number <strong>of</strong> outside Directorships<br />

and Committee position(s) held by each <strong>of</strong> your Directors<br />

as on date are given below:<br />

Attendance at<br />

last AGM held<br />

on December,<br />

26, 2008<br />

# No. <strong>of</strong> Other<br />

Companies in<br />

which Director<br />

No. <strong>of</strong> Committees<br />

(other than your<br />

Company) in which<br />

Chairman/Member<br />

8 Yes 23 1<br />

(Chairman <strong>of</strong> 1)<br />

10 Yes 4 Nil<br />

7 Yes 2 Nil<br />

10 Yes 12 4<br />

(Chairman <strong>of</strong> 1)<br />

5 N.A. N.A. N.A.<br />

4 N.A. N.A. N.A<br />

4 Yes 3 6<br />

3 N.A. N.A. N.A.<br />

NIL N.A. N.A. N.A.


Corporate Governance (Contd.)<br />

Sl.<br />

No.<br />

Name <strong>of</strong> the<br />

Director<br />

Category <strong>of</strong><br />

Directorship<br />

10. Pr<strong>of</strong>. P. N. Thirunarayana Non-Executive<br />

Independent Director 5<br />

11. Mr. Anil Kumar Ganguly Non-Executive<br />

Independent Director<br />

12. Mr. Hitesh Harshad Patel Non-Executive<br />

Non-Independent Director 6<br />

13. Mr. Piyush Mankad Non-Executive<br />

Independent Director<br />

14. Dr. Naresh Trehan Non-Executive<br />

Independent Director<br />

15. Diwan Arun Nanda Non-Executive<br />

Independent Director<br />

16. Mr. Ghyanendra Nath<br />

Bajpai<br />

Non-Executive<br />

Independent Director<br />

17. Mr. S. R. Gupte Non-Executive<br />

Non-Independent Director*<br />

NOTE:<br />

# <strong>The</strong> above details are in respect <strong>of</strong> their Directorship<br />

only in Indian Companies.<br />

a. Out <strong>of</strong> 23 other companies in which Dr. Vijay Mallya<br />

is a Director, 9 are Private Limited companies and<br />

2 companies incorporated under Section 25 <strong>of</strong> the<br />

Companies Act, 1956.<br />

b. All the other companies in which Capt. G. R. Gopinath<br />

is a Director are Private Limited companies.<br />

c. Both the other companies in which Capt. K. J. Samuel is<br />

a Director are Private Limited companies.<br />

d. Out <strong>of</strong> 12 other companies in which Mr. A. K. Ravi<br />

Nedungadi is a Director, 4 are Private Limited companies<br />

and 1 is a company incorporated under Section 25 <strong>of</strong><br />

the Companies Act, 1956.<br />

e. Out <strong>of</strong> 3 other companies in which Mr. Vijay Amritraj is<br />

a Director, 2 are Private Limited companies.<br />

f. Out <strong>of</strong> 12 other companies in which Dr. Naresh Trehan<br />

is a Director, 8 are Private Limited companies.<br />

g. Out <strong>of</strong> 12 other companies in which Diwan Arun Nanda<br />

is a Director, 7 are Private Limited companies.<br />

h. Out <strong>of</strong> 17 other companies in which Mr. Ghyanendra<br />

Nath Bajpai is a Director, 6 are Private Limited companies<br />

and 1 is a company incorporated under Section 25 <strong>of</strong><br />

the Companies Act, 1956.<br />

No. <strong>of</strong> Board<br />

Meetings<br />

attended<br />

Attendance at<br />

last AGM held<br />

on December,<br />

26, 2008<br />

# No. <strong>of</strong> Other<br />

Companies in<br />

which Director<br />

No. <strong>of</strong> Committees<br />

(other than the<br />

Company) in which<br />

Chairman/ Member<br />

2 N.A. N.A. N.A.<br />

5 Yes 2 Nil<br />

2 N.A. N.A. N.A.<br />

3 No 12 9<br />

(Chairman <strong>of</strong> 1)<br />

1 No 12 2<br />

(Chairman <strong>of</strong> 1)<br />

5 Yes 12 3<br />

(Chairman <strong>of</strong> 2)<br />

2 No 17 9<br />

(Chairman <strong>of</strong> 5)<br />

1 N.A. 11 8<br />

(Chairman <strong>of</strong> 4)<br />

i. Out <strong>of</strong> 11 other companies in which Mr. S. R. Gupte<br />

is a Director, 2 are Private Limited companies and 1<br />

is a company incorporated under Section 25 <strong>of</strong> the<br />

Companies Act, 1956.<br />

1 Ceased to be Director w.e.f October 14, 2008.<br />

2 Ceased to be Director w.e.f October 1, 2008.<br />

3 Ceased to be Director w.e.f October 15, 2008.<br />

4 Ceased to be Director w.e.f September 10, 2008.<br />

5 Ceased to be Director w.e.f October 14, 2008.<br />

6 Ceased to be Director w.e.f. July 7, 2008.<br />

* Appointed Additional Director with effect from January<br />

28, 2009.<br />

Mr. Vishnu Singh Rawal, Alternate Director to Mr. S. N.<br />

Ladhani also ceased to be a director w.e.f. October 1, 2008<br />

upon the resignation <strong>of</strong> Mr. S. N. Ladhani as Director.<br />

<strong>The</strong> current constitution <strong>of</strong> the Board <strong>of</strong> Directors <strong>of</strong> your<br />

Company is as follows:<br />

• Dr. Vijay Mallya – Chairman & Managing Director<br />

designated Chairman & CEO<br />

• Capt. G. R. Gopinath – Vice Chairman–Non–Executive<br />

Director<br />

• Mr. S. R. Gupte – Non – Executive Director<br />

• Mr. A. K. Ravi Nedungadi – Non – Executive Director<br />

19


• Capt. K. J. Samuel – Non – Executive Director<br />

• Mr. Vijay Amritraj – Non – Executive Independent<br />

20<br />

Director<br />

• Mr. Anil Kumar Ganguly–Non–Executive Independent Director<br />

• Mr. Piyush Mankad–Non–Executive Independent Director<br />

• Dr. Naresh Trehan–Non–Executive Independent Director<br />

• Diwan Arun Nanda–Non–Executive Independent Director<br />

• Mr. Ghyanendra Nath Bajpai–Non – Executive Independent<br />

Director<br />

DISCLOSURE REGARDING APPOINTMENT AND<br />

REAPPOINTMENT OF DIRECTORS<br />

Directors retiring by rotation and seeking re-appointment<br />

Mr. A. K. Ravi Nedungadi, a Chartered and Cost Accountant<br />

joined the UB Group in 1990 as the Corporate Treasurer.<br />

Within two years, he became the Group Finance Director <strong>of</strong><br />

the Group’s international business managing the businesses<br />

<strong>of</strong> UB International, which included the paint giant Berger<br />

Jenson and Nicholson, spanning 27 countries. As the principal<br />

leadership resource <strong>of</strong> UB Group, he was instrumental in<br />

concluding the acquisition <strong>of</strong> Shaw Wallace & Co, Bouvet<br />

Ladubay, Whyte and Mackay, erstwhile Air Deccan etc. and<br />

has been deeply engaged with the creation <strong>of</strong> erstwhile<br />

<strong>Kingfisher</strong> <strong>Airlines</strong> Limited (now <strong>Kingfisher</strong> Training and<br />

Aviation Services Limited). He is a recipient <strong>of</strong> many awards<br />

<strong>of</strong> excellence including the Udyog Ratan Award, CNBC TV<br />

18’s – CFO <strong>of</strong> the Year - M & A, etc. and is on the Board <strong>of</strong><br />

several companies, both in India and overseas.<br />

<strong>The</strong> details <strong>of</strong> his Directorships in other Indian Companies<br />

and Committee Memberships are as under:-<br />

Other Directorships Position held<br />

Aventis Pharma Limited Director<br />

Bayer CropScience Limited Director<br />

United Breweries Limited Director<br />

Idea Streamz Consultants Private Limited Director<br />

Millenium Alcobev Private Limited Director<br />

Pie Education Limited Director<br />

Millenea Vision Advertising (P) Limited Director<br />

Shaw Wallace & Company Limited Director<br />

Shaw Wallace Breweries Limited Director<br />

SWEW Benefit Company (Section 25 Member<br />

Company)<br />

Deccan Charters Limited Director<br />

DCL Holdings Private Limited Director<br />

Corporate Governance (Contd.)<br />

Mr. A. K. Ravi Nedungadi holds the following other<br />

Committee positions:<br />

Name <strong>of</strong> the Committee Position held<br />

Audit Committee<br />

Aventis Pharma Limited Member<br />

Bayer CropScience Limited Member<br />

Shareholders/Investors Grievance Committee<br />

Aventis Pharma Limited Member<br />

Bayer CropScience Limited Chairman<br />

Mr. A. K. Ravi Nedungadi does not hold any shares in your<br />

Company.<br />

Capt. G. R. Gopinath, a Graduate <strong>of</strong> the National Defence<br />

Academy, is an ex Army <strong>of</strong>ficer who was in active service in<br />

1971 in the war against Pakistan and took early retirement in<br />

1979 to pursue his diverse interests. A pioneer in the areas <strong>of</strong><br />

organic farming and sericulture, he has several inventions to<br />

his credit. He was awarded the “Rolex Award for Enterprise”<br />

in 1996 for his contributions to organic farming. Your<br />

Company was incorporated and established as the first heli-<br />

charter company in India in 1995 under his direction.<br />

<strong>The</strong> details <strong>of</strong> his Directorships in other Indian Companies<br />

are as under:-<br />

Other Directorships Position held<br />

Pinewood Hospitality Private Limited Director and<br />

Member<br />

Deccan Emerging Business Ventures<br />

Private Limited<br />

Deccan Cargo & Express Logistics Private<br />

Limited<br />

Director and<br />

Member<br />

Director and<br />

Member<br />

DCL Holdings Private Limited Director and<br />

Member<br />

Deccan Charters Limited Director and<br />

Member<br />

Capt. G. R. Gopinath does not hold any Committee<br />

Membership in other Indian Companies.<br />

Capt. G. R. Gopinath holds 85,10,477 shares constituting<br />

3.20% <strong>of</strong> the paid up capital <strong>of</strong> your Company.<br />

Capt. K. J. Samuel, a recipient <strong>of</strong> the ‘Sena Medal’ for gallantry,<br />

is a graduate <strong>of</strong> the National Defence Academy. After being<br />

commissioned into the Indian Army in 1971, he fought in the<br />

1971 war against Pakistan and is an experienced helicopter


Corporate Governance (Contd.)<br />

pilot. He took voluntary retirement in 1992, as a Lieutenant<br />

Colonel. He is also a qualified <strong>flying</strong> instructor and a DGCA<br />

Examiner.<br />

<strong>The</strong> details <strong>of</strong> his Directorships in other Indian Companies<br />

are as under:<br />

Other Directorships Position held<br />

Deccan Cargo & Express Logistics Private<br />

Limited<br />

Director<br />

DCL Holdings Private Limited Director<br />

Capt. K. J. Samuel does not hold any Committee Membership<br />

in other Indian Companies.<br />

Capt. K. J. Samuel holds 77,56,807 shares constituting 2.92 %<br />

<strong>of</strong> the paid up capital <strong>of</strong> your Company.<br />

New Director<br />

Mr. S. R. Gupte is a Chartered Accountant with over<br />

four decades <strong>of</strong> corporate, financial, administration and<br />

personnel experience. He has over two decades experience<br />

in the Aviation Industry and served as the Acting Chairman<br />

and Managing Director <strong>of</strong> Air India prior to joining the UB<br />

Group. Mr. S. R. Gupte has been Vice-Chairman <strong>of</strong> the UB<br />

Group for the last 17 years.<br />

<strong>The</strong> details <strong>of</strong> his Directorships in other Indian Companies<br />

and Committee Memberships are as under:-<br />

Other Directorships Position held<br />

Associated Breweries & Distilleries<br />

Limited<br />

Director<br />

Aventis Pharma Limited Director<br />

Mangalore Chemicals & Fertilizers<br />

Limited<br />

Director<br />

Millennium Beer Industries Limited Director<br />

Shaw Wallace & Co. Limited Director<br />

Shaw Wallace Breweries Limited Director<br />

UB Electronic Instruments Limited Chairman<br />

United Spirits Limited Director<br />

United Helicharters Private Limited Chairman<br />

VJM Media Pvt. Limited Chairman<br />

Federation <strong>of</strong> Indian Chambers <strong>of</strong><br />

Commerce & Industry<br />

Executive<br />

Committee Member<br />

Mr. S. R. Gupte holds the following other Committee<br />

positions:<br />

Name <strong>of</strong> the Committee Position held<br />

Audit Committee<br />

Aventis Pharma Limited Chairman<br />

Millennium Beer Industries Limited Chairman<br />

Mangalore Chemicals & Fertilizers Limited Member<br />

Shaw Wallace & Company Limited Member<br />

United Spirits Limited Member<br />

Shareholders/Investors Grievance Committee<br />

Aventis Pharma Limited Chairman<br />

Millennium Beer Industries Limited Chairman<br />

Shaw Wallace & Company Limited Member<br />

Mr. S. R. Gupte does not hold any shares in your Company.<br />

3. AUDIT COMMITTEE<br />

<strong>The</strong> Audit Committee was constituted on December 21,<br />

2005 to meet the requirements under both the Listing<br />

Agreement and Section 292A <strong>of</strong> the Companies Act,<br />

1956.<br />

During the year under review, meetings <strong>of</strong> the<br />

Committee were held on April 22, 2008, October 15,<br />

2008 and October 31, 2008. <strong>The</strong> details <strong>of</strong> attendance<br />

by members <strong>of</strong> the Committee are as below:<br />

Members Category No. <strong>of</strong><br />

Meetings<br />

Attended<br />

Mr. Anil Kumar<br />

Ganguly<br />

Non-Executive/<br />

Independent<br />

Lt. Gen. N. S. Narahari Non-Executive/<br />

Independent<br />

Mr. P. N.<br />

Thirunarayana<br />

Non-Executive/<br />

Independent<br />

Mr. S. N. Ladhani Non-Executive/<br />

Non-<br />

Independent<br />

Mr. A. K. Ravi<br />

Nedungadi<br />

Non-Executive/<br />

Non-<br />

Independent<br />

Diwan Arun Nanda Non-Executive/<br />

Independent<br />

Dr. Naresh Trehan Non-Executive/<br />

Independent<br />

2<br />

1<br />

1<br />

1<br />

2<br />

2<br />

1<br />

21


22<br />

<strong>The</strong> terms <strong>of</strong> reference to the Audit Committee cover<br />

the areas mentioned under Clause 49 <strong>of</strong> the Listing<br />

Agreement and Section 292A <strong>of</strong> the Companies Act,<br />

1956, (besides some other functions as are referred to it<br />

by the Board <strong>of</strong> Directors) which are as follows:-<br />

• Regular review <strong>of</strong> accounts, accounting policies,<br />

disclosures, etc.<br />

• Review <strong>of</strong> the major accounting entries based on<br />

exercise <strong>of</strong> judgment by management and review<br />

<strong>of</strong> significant adjustments arising out <strong>of</strong> audit.<br />

• Qualifications in the draft audit report.<br />

• Establishing and reviewing the scope <strong>of</strong> the<br />

independent audit including the observations <strong>of</strong><br />

the auditors and review <strong>of</strong> the quarterly, half-yearly<br />

and annual financial statements before submission<br />

to the Board.<br />

• <strong>The</strong> Committee shall have post audit discussions<br />

with the independent auditors to ascertain any<br />

area <strong>of</strong> concern.<br />

• Establishing the scope and frequency <strong>of</strong> internal<br />

audit, reviewing the findings <strong>of</strong> the internal<br />

auditors and ensuring the adequacy <strong>of</strong> internal<br />

control systems.<br />

• To look into reasons for substantial defaults in<br />

the payment to depositors, debenture holders,<br />

shareholders and creditors.<br />

• To look into the matters pertaining to the<br />

Director’s Responsibility Statement with respect<br />

to compliance with Accounting Standards and<br />

Accounting Policies.<br />

• Compliance with Stock Exchange legal requirements<br />

concerning financial statements to the extent<br />

applicable.<br />

• <strong>The</strong> Committee shall look into any related party<br />

transactions i.e., transactions <strong>of</strong> the Company <strong>of</strong> a<br />

material nature, with promoters or management,<br />

their subsidiaries or relatives etc., that may have<br />

potential conflict with the interests <strong>of</strong> Company at<br />

large.<br />

• Appointment and remuneration <strong>of</strong> statutory and<br />

internal auditors.<br />

• Such other matters as may from time to time be<br />

required by any statutory, contractual or other<br />

Corporate Governance (Contd.)<br />

regulatory requirements to be attended to by the<br />

Audit Committee.<br />

Consequent upon the resignation <strong>of</strong> Directors and<br />

appointment <strong>of</strong> Additional Directors as mentioned<br />

hereinabove, the Audit Committee was reconstituted<br />

on October 15, 2008 and comprised <strong>of</strong> the following<br />

members:<br />

• Mr. Anil Kumar Ganguly- Chairman<br />

• Diwan Arun Nanda<br />

• Dr. Naresh Trehan<br />

• Mr. A. K. Ravi Nedungadi<br />

Subsequent to the year under review, Mr. S. R. Gupte<br />

was inducted into the Audit Committee on June 30,<br />

2009.<br />

<strong>The</strong> current composition <strong>of</strong> the Committee is as given<br />

below:<br />

• Mr. Anil Kumar Ganguly- Chairman<br />

• Diwan Arun Nanda<br />

• Dr. Naresh Trehan<br />

• Mr. A. K. Ravi Nedungadi<br />

• Mr. S. R. Gupte<br />

4. SHARE ALLOTMENT, TRANSFERS AND INVESTOR<br />

GRIEVANCE COMMITTEE<br />

<strong>The</strong> Share Allotment, Transfers and Investor Grievance<br />

Committee was constituted on December 21, 2005 to<br />

operate in terms <strong>of</strong> the provisions related thereto in the<br />

Listing Agreements with the Stock Exchanges and/or<br />

the provisions as prescribed or may be prescribed in this<br />

regard by the Companies Act, 1956.<br />

During the year under review, the said Committee<br />

comprised <strong>of</strong> the following Directors:<br />

• Mr. Anil Kumar Ganguly - Chairman<br />

• Lt. Gen. N. S. Narahari<br />

• Mr. S. N. Ladhani<br />

• Capt. K. J. Samuel<br />

• Col. Jayanth K. Poovaiah<br />

Mr. N. Srivatsa, Company Secretary, is the Compliance<br />

Officer.<br />

During the year under review, four meetings <strong>of</strong> the<br />

Committee were held on May 19, 2008, July 14, 2008,<br />

August 1, 2008 and October 1, 2008. <strong>The</strong> attendance


Corporate Governance (Contd.)<br />

<strong>of</strong> your Directors at these Committee meetings is as<br />

below:<br />

Members Category No. <strong>of</strong> Meetings<br />

Attended<br />

Mr. Anil Kumar<br />

Ganguly<br />

Non-Executive/<br />

Independent<br />

Lt. Gen. N. S. Narahari Non-Executive/<br />

Independent<br />

Mr. S. N. Ladhani Non-Executive/<br />

Non-Independent<br />

Capt. K. J. Samuel Executive / Non-<br />

Independent<br />

Col. Jayanth K.<br />

Poovaiah<br />

Executive/ Non-<br />

Independent<br />

Consequent upon the resignation <strong>of</strong> Directors and<br />

appointment <strong>of</strong> Additional Directors as mentioned<br />

hereinabove, the Committee has been reconstituted on<br />

October 15, 2008 and the current composition <strong>of</strong> the<br />

Committee is as given below:<br />

• Mr. Anil Kumar Ganguly - Chairman<br />

• Mr. A. K. Ravi Nedungadi<br />

• Capt. K. J. Samuel<br />

During the year under review, 31 complaints were<br />

received and replied/redressed to the satisfaction <strong>of</strong> the<br />

shareholders.<br />

5. REMUNERATION COMMITTEE<br />

<strong>The</strong> Remuneration Committee was constituted on<br />

March 16, 2005. <strong>The</strong> Committee is authorized, inter alia,<br />

to deal with matters relating to framing policies and<br />

compensation including salaries and salary adjustments,<br />

incentives, bonuses, promotion, benefits, stock options<br />

and performance targets <strong>of</strong> top executives, remuneration<br />

<strong>of</strong> Directors, strategies for attracting and retaining<br />

employees, employee development programmes and<br />

other key issues referred by the Board <strong>of</strong> Directors <strong>of</strong><br />

your Company.<br />

During the year under review, the Committee comprised<br />

<strong>of</strong> the following Directors:<br />

• Mr. S. N. Ladhani<br />

• Ms. Bala Deshpande<br />

• Lt. Gen. N. S. Narahari<br />

• Pr<strong>of</strong>. P. N. Thirunarayana<br />

• Mr. Anil Kumar Ganguly<br />

2<br />

4<br />

3<br />

3<br />

3<br />

Mr. N. Srivatsa, Company Secretary, is the Secretary <strong>of</strong><br />

the Committee.<br />

During the year under review, no meetings <strong>of</strong> the<br />

Committee were held.<br />

Consequent upon the resignation <strong>of</strong> Directors<br />

and appointment <strong>of</strong> Additional Directors as mentioned<br />

hereinabove, the Remuneration Committee and the<br />

ESOP Committee were merged into one committee<br />

namely “Remuneration and Compensation Committee”<br />

on October 15, 2008. <strong>The</strong> Committee is authorized,<br />

apart from the matters referred to above, to<br />

formulate and implement Employee Stock Option<br />

Scheme(s).<br />

<strong>The</strong> current composition <strong>of</strong> the Committee is as given<br />

below :<br />

• Diwan Arun Nanda - Chairman<br />

• Mr. Anil Kumar Ganguly<br />

• Mr. A. K. Ravi Nedungadi<br />

Remuneration <strong>of</strong> Directors<br />

<strong>The</strong> details <strong>of</strong> remuneration paid to the Directors during the<br />

year under review are given below:<br />

a) Remuneration <strong>of</strong> Executive Directors<br />

Name <strong>of</strong> the Director Salary payable<br />

per annum (Rs.)<br />

Capt. G. R. Gopinath<br />

Managing Director<br />

Capt. K. J. Samuel<br />

Executive Director<br />

Col. Jayanth K. Poovaiah<br />

Executive Director<br />

Actual Salary<br />

paid (Rs.)<br />

Rs. 30,00,000 Rs.16,20,968*<br />

Rs. 14,88,000 Rs.8,04,000*<br />

Rs. 24,00,000 NIL#<br />

* Ceased to be whole-time Directors from October 15,<br />

2008. Actual Salary paid is in respect <strong>of</strong> the period<br />

April 1, 2008 to October 15, 2008.<br />

# Ceased to be whole-time Director from October<br />

15, 2008. As the said Director was in charge <strong>of</strong> the<br />

Operations <strong>of</strong> the Charter Services, his Services and<br />

Remuneration were transferred to Deccan Charters<br />

Limited pursuant to the Composite Scheme <strong>of</strong><br />

Arrangement between your Company (formerly<br />

Deccan Aviation Limited), <strong>Kingfisher</strong> Training and<br />

Aviation Services Limited (formerly <strong>Kingfisher</strong> <strong>Airlines</strong><br />

Limited) and Deccan Charters Limited from the<br />

effective date <strong>of</strong> the Scheme as sanctioned by Hon’ble<br />

23


24<br />

High Court <strong>of</strong> Karnataka vide its Order dated June 16,<br />

2008.<br />

Mr. Vishnu Singh Rawal ceased to be Alternate Director<br />

w.e.f. October 1, 2008. His Services and Remuneration<br />

payable to him as an employee in the whole-time<br />

employment <strong>of</strong> the Charter Services Operations <strong>of</strong> your<br />

Company were transferred to Deccan Charters Limited<br />

pursuant to the Composite Scheme <strong>of</strong> Arrangement<br />

between your Company (formerly Deccan Aviation<br />

Limited), <strong>Kingfisher</strong> Training and Aviation Services<br />

Limited (formerly <strong>Kingfisher</strong> <strong>Airlines</strong> Limited) and<br />

Deccan Charters Limited from the effective date <strong>of</strong><br />

the Scheme as sanctioned by Hon’ble High Court <strong>of</strong><br />

Karnataka vide its Order dated June 16, 2008.<br />

b) Sitting fees <strong>of</strong> Non-Executive Directors:<br />

Name <strong>of</strong> the Director<br />

Fees paid for attending<br />

Board / Committee<br />

Meetings (Rs.)<br />

Dr. Vijay Mallya 1,00,000<br />

Lt. Gen. (Retd.) N. S. Narahari 1,50,000<br />

Mr. S. N. Ladhani` 1,20,000<br />

Mr. Vijay Amritraj 80,000<br />

Mr. A. K. Ravi Nedungadi 2,20,000<br />

Ms. Bala Deshpande Nil<br />

Mr. P. N. Thirunarayana 50,000<br />

Mr. Anil Kumar Ganguly 1,40,000<br />

Mr. Hitesh Patel 40,000<br />

Capt. G. R. Gopinath 80,000<br />

Capt. K. J. Samuel 60,000<br />

Mr. Piyush Mankad 60,000<br />

Dr. Naresh Trehan 30,000<br />

Diwan Arun Nanda 1,20,000<br />

Mr. Ghyanendra Nath Bajpai 40,000<br />

Mr. S. R. Gupte 20,000<br />

None <strong>of</strong> the Non-Executive Directors <strong>of</strong> your Company<br />

have any pecuniary relationship or transaction with your<br />

Company.<br />

c) Shareholding <strong>of</strong> Non-Executive Directors during the year<br />

under review<br />

Apart from Dr. Vijay Mallya, Capt. G. R. Gopinath<br />

and Capt. K. J. Samuel who held 1,51,17,321, 98,70,527<br />

and 79,56,807 Equity Shares <strong>of</strong> Rs. 10/- each respectively<br />

<strong>of</strong> your Company, no other Non-Executive Director held<br />

shares in your Company as on March 31, 2009.<br />

Corporate Governance (Contd.)<br />

None <strong>of</strong> the Non-Executive Directors owned any shares<br />

on beneficial basis during the year under review.<br />

6. GENERAL BODY MEETINGS<br />

<strong>The</strong> details in respect <strong>of</strong> the last three Annual General<br />

Meetings are furnished as under:<br />

Financial<br />

Year<br />

2005-2006 December 11,<br />

2006<br />

2006-2007 December 19,<br />

2007<br />

2007-2008 December 26,<br />

2008<br />

Date Time Venue<br />

10.30 a.m. Dr. Ambedkar<br />

Bhavan, Millers<br />

Road, Vasanthnagar,<br />

Bangalore - 560 052<br />

04.00 p.m. Senate Hall, Hotel<br />

Capitol, 3 Raj<br />

Bhavan Road,<br />

Bangalore - 560 001<br />

02.45 p.m. Dr. Ambedkar<br />

Bhavan, Millers<br />

Road, Vasanthnagar,<br />

Bangalore - 560 052<br />

All the resolutions set out in the Notices,<br />

including Special Resolutions were passed by the<br />

Shareholders.<br />

Postal Ballot<br />

Your Company has not passed any resolution at the<br />

above Annual General Meetings which was required to<br />

be passed through Postal Ballot as per the provisions <strong>of</strong><br />

the Companies Act, 1956 (“the Act”) and the rules framed<br />

thereunder.<br />

Pursuant to Section 192A <strong>of</strong> the Companies Act, 1956, your<br />

Company conducted Postal Ballot exercises following the<br />

provisions and rules framed under the Act for conducting<br />

Postal Ballot.<br />

<strong>The</strong> details / results <strong>of</strong> the Postal Ballot exercises so conducted<br />

are as under:<br />

Date <strong>of</strong><br />

Notice<br />

<strong>of</strong> Postal<br />

Ballot<br />

October<br />

31, 2008<br />

Date <strong>of</strong><br />

Scrutinizer’s<br />

Report<br />

December 16,<br />

2008<br />

Description Result<br />

Special Resolution<br />

under Section 17 <strong>of</strong><br />

the Companies Act,<br />

1956 for Alteration<br />

<strong>of</strong> Clause 3 viz. the<br />

Objects Clause <strong>of</strong><br />

the Memorandum<br />

<strong>of</strong> Association <strong>of</strong> the<br />

Company<br />

Carried with<br />

requisite<br />

majority.<br />

Number <strong>of</strong> votes<br />

cast in favour –<br />

16,33,29,885<br />

Number <strong>of</strong> votes<br />

cast against –<br />

10,475


Corporate Governance (Contd.)<br />

Date <strong>of</strong><br />

Notice<br />

<strong>of</strong> Postal<br />

Ballot<br />

May 28,<br />

2009<br />

Date <strong>of</strong><br />

Scrutinizer’s<br />

Report<br />

Description Result<br />

Ordinary Resolution<br />

under Section 293 (1)<br />

(d) <strong>of</strong> the Companies<br />

Act, 1956 authorising<br />

the Board <strong>of</strong> Directors<br />

to borrow moneys<br />

upto an aggregate<br />

amount <strong>of</strong> Rs. 7,500<br />

Crores (Rupees<br />

Seven Thousand Five<br />

Hundred Crores)<br />

Carried with<br />

requisite<br />

majority.<br />

Number <strong>of</strong> votes<br />

cast in favour –<br />

16,29,13,834<br />

Number <strong>of</strong> votes<br />

cast against –<br />

4,22,525<br />

Ordinary Resolution Carried with<br />

under Section 293 (1) requisite<br />

(a) <strong>of</strong> the Companies majority.<br />

Act, 1956 for creating Number <strong>of</strong> votes<br />

security on the Assets cast in favour –<br />

<strong>of</strong> the Company in 16,29,14,676<br />

connection with the Number <strong>of</strong> votes<br />

amounts borrowed/ to cast against –<br />

be borrowed by the<br />

Company<br />

4,21,647<br />

July 16, 2009 Ordinary Resolution<br />

under Section 293 (1)<br />

(d) <strong>of</strong> the Companies<br />

Act, 1956 authorising<br />

the Board <strong>of</strong> Directors<br />

to borrow moneys<br />

upto an aggregate<br />

amount <strong>of</strong> Rs. 12,500<br />

Crores (Rupees<br />

Twelve Thousand Five<br />

Hundred Crores)<br />

Ordinary Resolution<br />

under Section 293(1)<br />

(a) <strong>of</strong> the Companies<br />

Act, 1956 for creating<br />

security on the Assets<br />

<strong>of</strong> the Company in<br />

connection with the<br />

amounts borrowed/to<br />

be borrowed by the<br />

Company.<br />

Carried with<br />

requisite<br />

majority.<br />

Number <strong>of</strong> votes<br />

cast in favour –<br />

15,57,76,193<br />

Number <strong>of</strong> votes<br />

cast against –<br />

6,11,165<br />

Carried with<br />

requisite<br />

majority.<br />

Number <strong>of</strong> votes<br />

cast in favour –<br />

15,57,70,187<br />

Number <strong>of</strong> votes<br />

cast against –<br />

6,11,161<br />

<strong>The</strong> Postal Ballot exercise was conducted by Mr. G. Krishna,<br />

Company Secretary in Practice, Scrutinizer appointed for this<br />

purpose.<br />

7. DISCLOSURES<br />

During the year under review, there were no materially<br />

significant related party transactions with your<br />

Company’s promoters, the Directors or the management,<br />

their subsidiaries or relatives etc. that may have potential<br />

conflict with the interests <strong>of</strong> your Company at large.<br />

Details <strong>of</strong> related party transactions form part <strong>of</strong> Notes<br />

to Accounts.<br />

Your Company has complied with all the statutory<br />

requirements comprised in the Listing Agreements /<br />

Regulations / Guidelines / Rules <strong>of</strong> the Stock Exchanges /<br />

SEBI / other statutory authorities excepting when it could<br />

not hold an Audit Committee Meeting on January 31,<br />

2009 for lack <strong>of</strong> quorum. Also with respect to furnishing<br />

and publication <strong>of</strong> the Audited Financial Results relating<br />

to the Year ended March 31, 2009 in terms <strong>of</strong> Clause<br />

41 <strong>of</strong> the Listing Agreement, the Audit Committee<br />

Meeting to consider the Audited Financial Results for<br />

Year ended March 31, 2009 was convened to be held<br />

on June 29, 2009. However, due to the non availability<br />

<strong>of</strong> the Independent Directors as well as the Chairman<br />

<strong>of</strong> the Audit Committee (who met with an unfortunate<br />

accident) the requisite quorum for the Audit Committee<br />

Meeting was not present and the Audit Committee<br />

Meeting could not be held.<br />

<strong>The</strong> Board <strong>of</strong> Directors were <strong>of</strong> the opinion that it<br />

would be neither appropriate and proper in terms <strong>of</strong><br />

the compliance <strong>of</strong> the letter and spirit <strong>of</strong> Corporate<br />

Governance nor in the interest <strong>of</strong> the investors, to have<br />

the Annual Audited Accounts considered and<br />

recommended / approved by the meetings <strong>of</strong> the Audit<br />

Committee and the Board <strong>of</strong> Directors without adequate<br />

representation and participation <strong>of</strong> independent<br />

directors and without the presence <strong>of</strong> the Chairman <strong>of</strong><br />

the Audit Committee. <strong>The</strong> said Financial Results were<br />

however considered at the Audit Committee Meeting<br />

held on July 28, 2009 and approved by the Board <strong>of</strong><br />

Directors at the Board Meeting held the same day. SEBI<br />

and National Stock Exchange Limited have issued Show<br />

Cause Notices on the above which are being dealt with.<br />

In view <strong>of</strong> the de-merger Appointed Date being April 1,<br />

2008, and with a view to present to the shareholders a<br />

transparent financial statement <strong>of</strong> the airline business<br />

post-integration and to enable your Company to<br />

synchronize its accounting year as April 1 to March 31<br />

every year in line with the uniform financial year <strong>of</strong> the<br />

other companies in the UB Group <strong>of</strong> which your company<br />

is a constituent, the Board <strong>of</strong> Directors <strong>of</strong> your Company<br />

decided that your Company should present one single<br />

financial statement to the Members commencing April<br />

1, 2008 (the Appointed Date under the Scheme) and<br />

ending on March 31, 2009. As a consequence, the<br />

reporting period for the previous accounting year was<br />

for a period <strong>of</strong> nine months from July 1, 2007 to March<br />

31, 2008.<br />

25


26<br />

Considering that, the Company’s financial year 2007-08<br />

would be for the period July 1, 2007 to June 30, 2008,<br />

the Company availed the 3 months option available<br />

under the listing agreement for publication <strong>of</strong> the<br />

Audited Financial Results for the said financial year.<br />

However, in end September 2008, it was decided that,<br />

in view <strong>of</strong> reasons stated above, the financial year 2007-<br />

08 should be advanced to end on March 31, 2008 and<br />

accordingly, the Audited financial statements for the<br />

same was considered at the Audit Committee Meeting<br />

held in October 2008.<br />

In view <strong>of</strong> the above, there was a gap <strong>of</strong> 4 months<br />

between the two Audit Committee Meetings as observed<br />

in the certificate <strong>of</strong> the Practicing Company Secretary<br />

relating to compliance <strong>of</strong> Corporate Governance.<br />

<strong>The</strong>re were no other instances <strong>of</strong> non-compliance by<br />

your Company nor have any penalties, strictures been<br />

imposed by Stock Exchanges or SEBI or any statutory<br />

authority since incorporation <strong>of</strong> your Company on any<br />

matter related to capital markets.<br />

8. MEANS OF COMMUNICATION<br />

<strong>The</strong> unaudited quarterly and half-yearly results are sent<br />

to all the Stock Exchanges where the shares <strong>of</strong> your<br />

Company are listed. <strong>The</strong> results are normally published<br />

in Business Standard and Kannada Prabha.<br />

<strong>The</strong> results are displayed on your Company’s website<br />

www.flykingfisher.com.<br />

9. MANAGEMENT DISCUSSION AND ANALYSIS REPORT<br />

<strong>The</strong> Management Discussion & Analysis Report forms<br />

part <strong>of</strong> this Annual Report.<br />

10. GENERAL SHAREHOLDERS’ INFORMATION<br />

a) Annual General<br />

Meeting<br />

Date September 29, 2009<br />

Time 2.45 p.m.<br />

Venue Good Shepherd Auditorium,<br />

Opp. St. Joseph’s<br />

Pre-University College,<br />

Residency Road,<br />

Bangalore -560 025.<br />

b) Financial Year April 1, 2008 to March 31, 2009<br />

c) Dates <strong>of</strong> Book Closure Friday, September 25, 2009 to<br />

Tuesday, September 29, 2009<br />

(both days inclusive)<br />

d) Dividend Payment<br />

Date<br />

Corporate Governance (Contd.)<br />

Your Company has not<br />

declared any dividend for the<br />

period April 1, 2008 to March<br />

31, 2009.<br />

e) Listing Fees <strong>The</strong> listing fees for the year<br />

2009-10 have been paid to<br />

both the Stock Exchanges<br />

where your Company’s equity<br />

shares are listed.<br />

f) Registered Office UB Tower, Level 12, UB City, 24<br />

Vittal Mallya Road, Bangalore<br />

560 001 (w.e.f. June 2, 2008)<br />

g) Listing on Stock<br />

Exchanges in India<br />

Bombay Stock Exchange<br />

Limited, P. J. Towers, Dalal<br />

Street, Mumbai 400 001<br />

National Stock Exchange <strong>of</strong><br />

India Limited, Exchange Plaza,<br />

C/1, Block G, Bandra-Kurla<br />

Complex, Bandra (E),<br />

Mumbai 400 051<br />

h) Stock Code BSE- 532747<br />

NSE- SYMBOL- AIRDECCAN<br />

(upto October 5, 2008)<br />

NSE- SYMBOL- KFA<br />

(w.e.f. October 6, 2008)<br />

i) ISIN No. INE438H01019<br />

<strong>The</strong> listing fees for the year 2008-09 have been paid<br />

to both the Stock Exchanges<br />

j) Financial Calendar for the period April 1, 2009 to<br />

March 31, 2010 is as given below:<br />

First Quarterly<br />

Results<br />

Second Quarterly<br />

Results<br />

Third Quarterly<br />

Results<br />

Fourth Quarterly<br />

Results<br />

k) Market Price Data<br />

July 28, 2009<br />

By October 31, 2009<br />

By January 31, 2010<br />

By April 30, 2010<br />

<strong>The</strong> shares <strong>of</strong> the Company are listed on Bombay<br />

Stock Exchange Limited and National Stock<br />

Exchange <strong>of</strong> India Limited. <strong>The</strong> table below sets out<br />

the monthly high and low quotations <strong>of</strong> the shares<br />

traded during the year under review. Your Company’s<br />

Management cautions the readers that the share<br />

price performance shown in the table below should<br />

not be considered to be indicative <strong>of</strong> the share price<br />

in the future.


Corporate Governance (Contd.)<br />

l) Share Price <strong>of</strong> your Company<br />

ON BSE ON NSE<br />

Month High (Rs.) Low (Rs.) Close (Rs.) Volume (Nos.) High (Rs.) Low (Rs.) Close (Rs.) Volume (Nos.)<br />

April 2008 151.30 113.40 143.30 6135083 151.90 113.15 143.45 16397134<br />

May 2008 158.50 115.00 115.85 4468142 158.45 115.00 115.60 13326597<br />

June 2008 117.50 59.00 59.85 4001746 117.00 59.00 59.90 11920653<br />

July 2008 84.75 54.00 79.20 12777869 84.25 52.00 79.15 33083760<br />

August 2008 96.20 75.00 79.35 6725383 96.30 75.00 79.60 16618888<br />

September 2008 93.70 52.25 60.10 5866677 94.70 52.55 60.25 17238723<br />

October 2008 64.30 24.90 32.25 4781921 64.50 24.15 32.25 10564998<br />

November 2008 36.80 22.00 27.50 9224859 38.00 22.10 27.65 18630910<br />

December 2008 43.85 25.85 40.70 21039281 44.00 25.50 40.80 41858406<br />

January 2009 44.70 30.10 35.05 15003212 44.85 30.00 35.05 33358011<br />

February 2009 37.85 30.55 32.30 14566838 37.60 30.50 32.30 35248818<br />

March 2009 37.00 24.40 33.40 10658739 35.60 24.40 33.45 28699032<br />

<strong>The</strong> Company’s performance for the period from April 1, 2008 to March 31, 2009 vis-à-vis BSE Sensex<br />

Your Company vis-à-vis BSE<br />

Your Company vis-à-vis NSE<br />

27


m) Registrar and Share Transfer Agents<br />

28<br />

Karvy Computershare Pvt. Ltd.<br />

Plot No. 17-24, Vittal Rao Nagar,<br />

Madhapur, Hyderabad - 500 081<br />

Tel No. : 91-040 - 23420816 - 824<br />

Fax No. : 91- 040 - 23420814<br />

Email ID : einward.ris@karvy.com<br />

n) Share Transfer System<br />

Corporate Governance (Contd.)<br />

<strong>The</strong> power to consider and approve share transfers/ transmission/ transposition/ consolidation/ subdivision etc. has been<br />

delegated to a Committee <strong>of</strong> Directors as indicated under the heading “Share Allotment, Transfers and Investor Grievance<br />

Committee”. <strong>The</strong> Committee meets generally once in a month. <strong>The</strong> requirements under the Listing Agreement/ Statutory<br />

regulations in this regard are being followed.<br />

o) Distribution <strong>of</strong> Shareholding as on March 31, 2009<br />

Equity Shares held Shareholders Shares held %<br />

1 - 5000 62144 7,077,012 2.66%<br />

5001 - 10000 2491 2,055,084 0.77%<br />

10001 - 20000 1068 1,661,745 0.63%<br />

20001 - 30000 384 996,991 0.38%<br />

30001 - 40000 156 566,232 0.21%<br />

40001 - 50000 153 733,056 0.28%<br />

50001 - 100000 230 1,712,144 0.64%<br />

100001 & Above 264 251,106,619 94.43%<br />

Total 66890 265,908,883 100.00<br />

p) Shareholding Pattern as on March 31, 2009<br />

Sl. No. Name <strong>of</strong> Shareholder No. <strong>of</strong> shares % <strong>of</strong> holding<br />

1. Promoters 176,217,925 66.27<br />

2. Mutual Funds / UTI 13,995,802 5.26<br />

3. Financial Institutions / Banks 11,200 0.00<br />

4. Venture Capital Funds 0 0.00<br />

5. Insurance Companies 1,254,420 0.47<br />

6. Bodies Corporate 20,664,305 7.77<br />

7. Individuals 37,127,444 13.96<br />

8. Trusts 515,959 0.19<br />

9. Clearing Members 1,158,099 0.44<br />

10. Foreign Institutional Investors 1,705,877 0.64<br />

11. Foreign Corporate Bodies 12,268,297 4.61<br />

12. Non Resident Indians 283,755 0.11<br />

13. Foreign Nationals 705,800 0.27<br />

Total 265,908,883 100.00


Corporate Governance (Contd.)<br />

q) Percentage <strong>of</strong> Shares held in Physical & Electronic Form as on March 31, 2009<br />

Sl. No. Category Holders Total Shares % To Equity<br />

1. Physical 40 32,832,809 12.35<br />

2. NSDL 47219 123,040,203 46.27<br />

3. CDSL 19631 110,035,871 41.38<br />

Total 66890 265,908,883 100.00<br />

Your Company has not issued GDRs/ADRs/Warrants or any convertible instruments.<br />

r) Dematerialisation <strong>of</strong> Shares<br />

87.65% <strong>of</strong> the paid-up capital is held in dematerialized form as on March 31, 2009 and 96.28% as on date.<br />

s) Insider Trading<br />

All the Directors and Senior Management Personnel have affirmed compliance <strong>of</strong> “<strong>The</strong> Code <strong>of</strong> Business Conduct and<br />

Ethics” as suggested under the SEBI (Prohibition <strong>of</strong> Insider Trading) Regulations, 1992 and have executed Indemnity<br />

Bonds there<strong>of</strong>, individually.<br />

t) Address for Correspondence<br />

Shareholder correspondence should be addressed to your Company’s Registrar and Share Transfer Agents:<br />

Karvy Computershare Pvt. Ltd.<br />

Plot No. 17-24, Vittal Rao Nagar, Madhapur,<br />

Hyderabad - 500 081<br />

Tel No.: 91-040- 23420816-824<br />

Fax No.: 91-040- 23420814<br />

Email ID: einward.ris@karvy.com<br />

Investors may also write to or contact Mr. N. Srivatsa, Company Secretary at:<br />

<strong>Kingfisher</strong> <strong>Airlines</strong> Limited<br />

35/2, Cunningham Road, Bangalore - 560 052<br />

Tel.: 91- 080-41148190-99<br />

Fax : 91-080-22352645/41148849<br />

Email: N.Srivatsa@flykingfisher.com<br />

In compliance with the provisions <strong>of</strong> Clause 47(f) <strong>of</strong> the Listing Agreement with the Stock Exchanges, an exclusive<br />

email id, viz investor.relations@flykingfisher.com has been designated for registering complaints by investors, which has<br />

been displayed on the website <strong>of</strong> your Company www.flykingfisher.com.<br />

NON MANDATORY REQUIREMENTS<br />

a. Remuneration Committee Your Company has “Remuneration and Compensation” Committee.<br />

b. Shareholders Rights Your Company’s half-yearly results are published in English and Kannada newspapers.<br />

Hence the same are not sent to the shareholders.<br />

c. Training <strong>of</strong> Board Members <strong>The</strong> Board <strong>of</strong> Directors comprises <strong>of</strong> well experienced and accomplished members and<br />

their formal training is considered not necessary.<br />

d. Whistle Blower Policy Your Company has a Whistle Blower Policy in place.<br />

29


To,<br />

30<br />

CERTIFICATE OF THE PRACTISING COMPANY SECRETARY IN RESPECT OF<br />

COMPLIANCE OF CORPORATE GOVERNANCE<br />

<strong>The</strong> Members <strong>of</strong> <strong>Kingfisher</strong> <strong>Airlines</strong> Limited<br />

Bangalore<br />

I have examined the compliance <strong>of</strong> conditions <strong>of</strong> Corporate Governance by <strong>Kingfisher</strong> <strong>Airlines</strong> Limited for the financial year<br />

ended 31 st March, 2009 as stipulated in Clause 49 <strong>of</strong> the Listing Agreement <strong>of</strong> the said Company with the Stock Exchanges in<br />

India.<br />

<strong>The</strong> compliance <strong>of</strong> the conditions <strong>of</strong> Corporate Governance is the responsibility <strong>of</strong> the management. My examination was<br />

limited to procedures and implementation there<strong>of</strong> adopted by the Company for ensuring the compliance with the conditions<br />

<strong>of</strong> Corporate Governance as stipulated in the above mentioned Listing Agreement.<br />

In my opinion and to the best <strong>of</strong> our information and according to the explanations given to me, I certify that, the Company has<br />

complied with the conditions <strong>of</strong> Corporate Governance as stipulated in Clause 49 <strong>of</strong> the above mentioned Listing Agreement<br />

except that as regards meetings <strong>of</strong> the Audit Committee, only 3 meetings were held during the year and there was a gap <strong>of</strong><br />

more than 4 months between the first two meetings <strong>of</strong> the said Committee.<br />

I state that in respect <strong>of</strong> investor grievances received during the financial year ended on March 31, 2009, no grievances are<br />

pending against the Company as per records maintained by the Company and presented to the Share Allotment, Transfers<br />

and Investor Grievance Committee.<br />

I further state that such compliance is neither an assurance as to the future viability <strong>of</strong> the Company nor the efficiency or<br />

effectiveness with which the management has conducted the affairs <strong>of</strong> the Company.<br />

Bangalore G. Krishna<br />

July 28, 2009 Company Secretary<br />

Membership No. ACS-9716<br />

CP-5793<br />

CEO / CFO Certificate<br />

In terms <strong>of</strong> the requirement <strong>of</strong> the amended Clause 49, the Certificates from CEO / CFO have been obtained.<br />

Bangalore Dr. Vijay Mallya<br />

July 28, 2009 Chairman & CEO<br />

On behalf <strong>of</strong> the Board <strong>of</strong> Directors<br />

DECLARATION REGARDING AFFIRMATION OF CODE OF CONDUCT<br />

In accordance with Clause 49 <strong>of</strong> the Listing Agreement with the Stock Exchange(s) it is hereby declared that all the Directors<br />

and Senior Management Personnel <strong>of</strong> the Company have affirmed compliance with the Code <strong>of</strong> Conduct <strong>of</strong> the Company for<br />

the year ended 31 st March, 2009.<br />

Bangalore Dr. Vijay Mallya<br />

July 28, 2009 Chairman & CEO<br />

Corporate Governance (Contd.)


Management Discussion and Analysis Report<br />

1. Industry structure and developments<br />

a. In spite <strong>of</strong> the global recessionary trends, India<br />

managed 6.7% economic growth in the fiscal<br />

2009 despite the manufacturing sector recording a<br />

dismal performance. A growth rate <strong>of</strong> 5.8% during<br />

the last quarter <strong>of</strong> the fiscal and a 4.7% growth<br />

during the first quarter <strong>of</strong> 2009-10, at a time when<br />

most developed economies have shrunk, puts India<br />

among the top-most growing nations.<br />

b. However, the global economic slowdown has<br />

impacted the aviation sector adversely across the<br />

world. <strong>The</strong> International Air Transport Association<br />

(IATA) has forecast that the global aviation industry<br />

will incur US$9 billion losses this year. Asia-Pacific<br />

region alone will account for more than a third or<br />

US$3.3 billion <strong>of</strong> the forecast losses.<br />

c. India alone accounted for nearly US$2 billion losses<br />

in FY09.<br />

d. Passenger traffic for the Indian Aviation Industry<br />

declined significantly in FY09 given the economic<br />

slowdown. This has been further heightened by<br />

the events <strong>of</strong> 26/11 Mumbai terrorist attacks. <strong>The</strong><br />

financial year was marked by an unprecedented<br />

rise in fuel prices touching a high <strong>of</strong> close to $150<br />

per barrel in July 2008. Further there was also a<br />

20 % depreciation <strong>of</strong> the Indian Rupee adversely<br />

impacting a large proportion <strong>of</strong> the operational<br />

costs. High ATF prices (Tax incidence <strong>of</strong> over 50% on<br />

base price), High airport handling charges, Route<br />

Dispersal Guidelines (a regulatory requirement that<br />

require airlines to compulsory fly to certain sectors<br />

whether commercially viable or not, taking into<br />

account the Government’s need for air transport<br />

services <strong>of</strong> different regions in the country) further<br />

contributed to the woes <strong>of</strong> the aviation industry in<br />

India.<br />

e. <strong>The</strong> Indian Airline Industry responded with sharp<br />

capacity cuts to rectify the excess supply situation<br />

and curtail losses. Your Company has been at<br />

the forefront <strong>of</strong> capacity correction, reducing<br />

operating domestic capacity by over 20% over the<br />

last Fiscal.<br />

2. Industry impact on your Company<br />

a. Given the slow-down in the air travel market,<br />

pr<strong>of</strong>itability continues to remain a concern for<br />

airlines in the short-term given high cost <strong>of</strong><br />

operations.<br />

b. However, your Company is well positioned to<br />

service current slowdown environment and will<br />

continue to cut costs while adding new revenue<br />

streams. It is our expectation that Government<br />

will create a conducive environment to assist and<br />

revive the ailing aviation industry such that a viable<br />

business model can operate in pr<strong>of</strong>its.<br />

3. Segment–wise or product-wise performance<br />

a. During the year under review, your Company<br />

continued to operate in a single business segment,<br />

i.e. <strong>of</strong> providing air transportation services.<br />

b. During the year under review, your Company<br />

connected 70 destinations in India and commenced<br />

international operations in September, 2008.<br />

4. Internal control systems and their adequacy<br />

a. Your Company has a proper and adequate system<br />

<strong>of</strong> internal controls commensurate with its size<br />

and nature <strong>of</strong> operations to provide reasonable<br />

assurance that all assets are safeguarded,<br />

transactions are authorised, recorded and<br />

reported properly and applicable statutes,<br />

codes <strong>of</strong> conduct and corporate policies are duly<br />

complied with.<br />

b. <strong>The</strong> Internal audit department reviews the<br />

adequacy and efficacy <strong>of</strong> the key internal controls,<br />

guided by the Audit Committee <strong>of</strong> the Board.<br />

c. <strong>The</strong> Company’s Audit Committee comprises<br />

four Non–executive Directors: Mr. A. K. Ganguly,<br />

Chairman, Diwan Arun Nanda, Dr. Naresh Trehan<br />

and Mr. A. K. Ravi Nedungadi. One <strong>of</strong> the objectives<br />

<strong>of</strong> the Audit Committee is to review the reports<br />

submitted by the Internal Audit Department<br />

and to monitor follow-up and corrective action<br />

by Management. <strong>The</strong> Audit Committee was<br />

reconstituted on June 30, 2009 to co opt Mr. S. R.<br />

Gupte as a member. <strong>The</strong> Committee now comprises<br />

Mr. Anil Kumar Ganguly - Chairman, Diwan Arun<br />

Nanda, Dr. Naresh Trehan, Mr. A. K. Ravi Nedungadi<br />

and Mr. S. R. Gupte<br />

d. Your Company has a compliance procedure<br />

to ensure that all laws, rules and regulations<br />

applicable to it are complied with.<br />

31


32<br />

e. <strong>The</strong> Company Secretary is the designated<br />

Compliance Officer to ensure compliance with<br />

SEBI regulations and with the Listing Agreement<br />

with National Stock Exchange <strong>of</strong> India Limited and<br />

Bombay Stock Exchange Limited.<br />

f. Your Company has a process <strong>of</strong> both external and<br />

internal safety audits for each area <strong>of</strong> operation.<br />

Your Company is in full compliance with all laws,<br />

rules and regulations relating to airworthiness,<br />

air safety and other statutory operational<br />

requirements.<br />

g. Your Company, as part <strong>of</strong> its Risk Management<br />

strategy, reviews, on a continuous basis, its<br />

strategies, processes, procedures and guidelines<br />

to effectively identify and mitigate risks. Further,<br />

the Management has developed a procedure<br />

to ensure adequate disclosures <strong>of</strong> key risks and<br />

mitigation initiatives to the Audit Committee <strong>of</strong><br />

the Board.<br />

5. Analysis <strong>of</strong> operational performance for the period<br />

ended March 31, 2009<br />

<strong>The</strong> current financial period is for twelve months from<br />

April 1, 2008 to March 31, 2009 (FY09) and is the first<br />

year <strong>of</strong> the consolidated airline entity and therefore,<br />

not strictly comparable with the results <strong>of</strong> the previous<br />

financial period <strong>of</strong> 09 months from July 1, 2007 to March<br />

31, 2008 (FY08) on account <strong>of</strong> differing accounting<br />

periods.<br />

Income<br />

a. Your Company’s total income stood at Rs. 55,774.73<br />

million during the twelve month period from April<br />

1, 2008 to March 31, 2009.<br />

Management Discussion and Analysis Report (Contd.)<br />

b. Income from operations formed 94% <strong>of</strong> total<br />

income at Rs. 52,691.7 million. Your Company<br />

carried 10.9 million revenue passengers in FY09,<br />

down 19% over FY08.<br />

c. Other income stood at Rs. 3083.02 million<br />

during the twelve month period from April 1,<br />

2008 to March 31, 2009. This includes incentives<br />

received from aircraft manufacturer <strong>of</strong> Rs. 255.50<br />

million.<br />

d. Your Company’s robust airline operation helped<br />

in facing a lot <strong>of</strong> challenges in FY09 including<br />

capacity reduction, sky-high oil prices, effects <strong>of</strong><br />

26/11 terror attacks, economic slowdown and<br />

part - deferral <strong>of</strong> international operations.<br />

Expenditure<br />

Total expenditure stood at Rs. 74,951.43 million during<br />

the twelve month period from April 1, 2008 to March<br />

31, 2009.<br />

a. Aircraft Fuel Expenses: Expenditure on fuel stood<br />

at Rs. 26,026.2 million during the twelve month<br />

period from April 1, 2008 to March 31, 2009<br />

accounting to 35% <strong>of</strong> the total costs. Domestic ATF<br />

price movement in INR is given below.<br />

b. Aircraft Engine / Lease Rentals: Aircraft / engine<br />

lease rentals stood at Rs. 11,851.32 million during<br />

the twelve month period from April 2008 to


Management Discussion and Analysis Report (Contd.)<br />

March 2009. During the period under review,<br />

your Company returned 8 A320s and 3 ATR 42-500<br />

aircraft while adding 5 A330 wide bodies, which<br />

added to the lease rentals on our existing fleet.<br />

Average fleet strength <strong>of</strong> your Company during<br />

FY09 was 84.<br />

c. Employee Remuneration and Benefits (Personnel<br />

Costs) : Employee remuneration and benefits stood<br />

at Rs. 8,238.52 million during the twelve month<br />

period from April 2008 to March 2009. Average<br />

headcount for your Company during FY09 was<br />

8,614.<br />

d. Other Operating Expenses: Other operating<br />

expenses stood at Rs. 25,465.41 million during the<br />

twelve month period from April 1, 2008 to March<br />

31, 2009. <strong>The</strong> same is impacted by the increase<br />

in level <strong>of</strong> operations, domestic and international<br />

during the period under review.<br />

e. Interest and Finance Charges: Interest and Finance<br />

Charges were at Rs. 6,962.32 million during the<br />

twelve month period from April 1, 2008 to March<br />

31, 2009.<br />

f. Depreciation and Amortization: Depreciation<br />

charges were Rs.1,332.0 million during the twelve<br />

month period from April 1, 2008 to March 31, 2009.<br />

Amortization charges stood at Rs.383.88 million<br />

during the twelve month period from April 1, 2008<br />

to March 31, 2009.<br />

g. Maintenance Rent Reversed: During the twelve<br />

month period from April 1, 2008 to March 31, 2009,<br />

in order to cut costs, your Company converted its<br />

Maintenance Reserve Cash payments to Letters <strong>of</strong><br />

Credit based payments. <strong>The</strong> net saving as a result <strong>of</strong><br />

this reversing was Rs. 5,308.244 million.<br />

h. Provision for Tax: Our total tax expense, comprising<br />

fringe benefit tax, was Rs. 125 million during the<br />

twelve month period from April 1, 2008 to March<br />

31, 2009.<br />

i. Loss after Tax Expense for the Year: Loss after<br />

tax during the twelve month period from April 1,<br />

2008 to March 31, 2009 was Rs. 16,088.30 million<br />

primarily due to following reasons:<br />

• Significant impact <strong>of</strong> high fuel prices in the first<br />

half <strong>of</strong> FY09.<br />

• Impact <strong>of</strong> start-ups <strong>of</strong> International<br />

Operations.<br />

• One time impact <strong>of</strong> Deccan re-branding and<br />

aircraft redelivery.<br />

• Impact <strong>of</strong> the depreciation <strong>of</strong> the Indian Rupee.<br />

• Interest costs <strong>of</strong> parked aircraft.<br />

6. Material developments in Human Resources /<br />

Industrial Relations front, including number <strong>of</strong> people<br />

employed<br />

a. <strong>The</strong> average number <strong>of</strong> employees for FY09 period<br />

was 8,614.<br />

b. <strong>The</strong>re were no material developments as regards<br />

human resources / industrial relations front during<br />

the period under review.<br />

7. Your Company’s Outlook<br />

a. Your Company which commenced operations in<br />

August, 2003 is today India’s largest domestic<br />

carrier by passengers flown and cities. Despite<br />

aggressive capacity reduction in FY09, your<br />

Company continued to enjoy market leadership<br />

with a market share <strong>of</strong> over 26% whilst having a<br />

wide network in India covering in excess <strong>of</strong> 90% <strong>of</strong><br />

the addressable passenger base.<br />

b. True to its vision that says “<strong>The</strong> <strong>Kingfisher</strong> <strong>Airlines</strong><br />

family will consistently deliver a safe, value-based<br />

and enjoyable travel experience to all its guests”,<br />

your Company <strong>of</strong>fers a world class product to its<br />

guests. Besides numerous awards and accolades,<br />

your Company is the only airline with a ‘5-star’<br />

rating (sixth in the world and the only domestic<br />

airline in the world) by Skytrax.<br />

c. During FY09, the airline transitioned its low fare<br />

product from “Air Deccan” to the new and vibrant<br />

33


34<br />

“<strong>Kingfisher</strong> Red” (KFR) class <strong>of</strong> service. KFR went<br />

through the following product enhancements:<br />

• Enhanced distribution width through enrollment<br />

on the GDS system.<br />

• Enhanced consumer service delivery across<br />

airport and all other consumer touch points.<br />

• Enhanced in-flight service through provision <strong>of</strong><br />

“best in class" meals free <strong>of</strong> cost.<br />

• Enhanced consumer value through provision <strong>of</strong><br />

frequent flyer program.<br />

d. Your Company also commenced international<br />

operations on Airbus A330 to the prestigious<br />

London market; one <strong>of</strong> the highest traffic markets<br />

for Indians from Bangalore and Mumbai. Your<br />

airline also started operations to Colombo from<br />

Bangalore and Chennai. However, for commercial<br />

reasons, your Company is discontinuing services<br />

on Bangalore – London and Bangalore – Colombo<br />

routes from September 15, 2009.<br />

e. Your Company has been on the forefront for<br />

capacity correction to control the slowdown in the<br />

market, reducing operating domestic capacity by<br />

over 20% over the last Fiscal. It has returned 11<br />

aircraft deemed excess in FY09, deferred aircraft<br />

deliveries, rationalized route network, and<br />

transferred certain seats <strong>of</strong> your Company’s route<br />

network to a single class low fare product in-order<br />

to effectively compete with low fare carriers.<br />

f. As per the Naresh Chandra Committee Report,<br />

Aviation Sector is an essential value addition<br />

for a vast geography like India because <strong>of</strong> the<br />

substantial impact it has towards the GDP growth<br />

<strong>of</strong> the country. <strong>The</strong> sector has created a direct<br />

employment opportunity to over 100,000 and<br />

further to over 600,000 indirectly.<br />

8. Opportunities and Threats, Risks and Concerns<br />

a. Your Company has undertaken a phased approach<br />

towards capacity additions as well as expansion<br />

in both the domestic and international markets.<br />

Progressive policies initiated by the Government<br />

as regards new bilateral agreements with various<br />

countries provide conducive framework for<br />

expansion <strong>of</strong> international operations.<br />

Management Discussion and Analysis Report (Contd.)<br />

b. Your Company will closely monitor market<br />

developments as well as the macro-economic<br />

environment in the country from a global<br />

perspective. Your Company is well-placed to<br />

take advantage <strong>of</strong> emerging business and tourist<br />

destinations in the country as well as augment<br />

services in case <strong>of</strong> established routes in order to<br />

further strengthen its domestic network.<br />

c. Your company continues to be at the forefront<br />

with regard to undertaking measures to improve<br />

pr<strong>of</strong>itability / reduce losses, including :<br />

• Planning for reduced / phased capacity<br />

induction<br />

• Deferring <strong>of</strong> aircraft deliveries as may be<br />

possible on the basis <strong>of</strong> induction plan<br />

• Rationalization <strong>of</strong> route structures<br />

• Optimization <strong>of</strong> human resources including<br />

cross-utilization<br />

• Review <strong>of</strong> distribution channels and costs<br />

d. Representations to the Ministry <strong>of</strong> Civil Aviation<br />

for relief in case <strong>of</strong> ATF costs, reduction <strong>of</strong> landing<br />

and navigation charges, against levy <strong>of</strong> additional<br />

airport charges, flexibility in case <strong>of</strong> Route Dispersal<br />

Guidelines, permission for self-handling at all<br />

airports, etc. <strong>The</strong> volatility in the prices <strong>of</strong> Aviation<br />

Turbine Fuel (ATF) as witnessed in the past few<br />

months continues to have significant impact on<br />

airline pr<strong>of</strong>itability. Discussions are ongoing with<br />

the Ministry <strong>of</strong> Civil Aviation for reduction in the<br />

exorbitant rate <strong>of</strong> taxes and duties on ATF. Your<br />

Company is also seeking to manage the adverse<br />

effects <strong>of</strong> steep increases in ATF prices by actively<br />

managing fuel consumption.<br />

e. <strong>The</strong> domestic market in the country continues<br />

to witness overcapacity in case <strong>of</strong> certain routes.<br />

However, with slow-down in capacity expansion,<br />

airlines are expected to rationalize capacity as well<br />

as pricing policies going forward.<br />

f. Government initiatives as regards aviation<br />

infrastructure development including efforts to<br />

reduce congestion at key airports such as Mumbai<br />

and Delhi have to be expedited.<br />

g. <strong>The</strong> slow-down in global economies could further<br />

adversely impact air traffic in the country in case <strong>of</strong>


Management Discussion and Analysis Report (Contd.)<br />

both domestic and international routes. Besides,<br />

factors such as political instability, weather<br />

conditions, bird hits, epidemics, pandemics,<br />

increased security measures, force majeure<br />

events, terrorist attacks and other acts <strong>of</strong> violence<br />

or war involving India, or other countries and<br />

other acts or potential acts <strong>of</strong> violence or war<br />

or natural calamity could adversely impact the<br />

aviation industry.<br />

9. Awards and Accolades<br />

Significant awards and accolades received by your<br />

Company during the period under review include:<br />

a. Your Company has received 2 global awards:<br />

‘Best Airline in Central Asia’ at the SKYTRAX<br />

World Airline Awards.<br />

<strong>Kingfisher</strong> RED named ‘Best Low Cost Airline<br />

in Central Asia’ at the SKYTRAX World Airline<br />

Awards.<br />

b. Your Company’s frequent flyer programme, King<br />

Club has won 2 global awards at Freddie awards:<br />

‘Best Bonus Promotion’ at Freddie Awards<br />

2008.<br />

‘Best Customer Service’ at Freddie Awards<br />

2008.<br />

c. Rated as India’s “Top Airline Brand” in a survey<br />

conducted by TNS on 'Asia Pacific's Top 1,000<br />

Brands' for 2008.<br />

d. Winner <strong>of</strong> the NDTV Business Leadership Award,<br />

for the second time in 2008.<br />

Cautionary Statement<br />

Statements in the management discussion and analysis<br />

describing your Company’s objectives, projections,<br />

estimates, expectations may be ‘forward-looking statement’<br />

within the meaning <strong>of</strong> applicable securities laws and<br />

regulations. Actual results could differ materially from those<br />

expressed or implied. Important factors that could make a<br />

difference to your Company’s operations include economic<br />

conditions in the domestic markets and overseas markets in<br />

which your Company operates, changes in the Government<br />

Regulations, tax laws and other statutes and incidental<br />

factors.<br />

35


TO<br />

THE MEMBERS OF KINGFISHER AIRLINES LIMITED<br />

(FORMERLY KNOWN AS DECCAN AVIATION LIMITED)<br />

36<br />

1. We have audited the attached Balance Sheet <strong>of</strong><br />

<strong>Kingfisher</strong> <strong>Airlines</strong> Limited (formerly known as Deccan<br />

Aviation Limited) (“the Company”) as at March 31,<br />

2009, the Pr<strong>of</strong>it and Loss Account and the Cash Flow<br />

Statement for the year ended on that date, annexed<br />

thereto. <strong>The</strong>se financial statements are the responsibility<br />

<strong>of</strong> the Company’s management. Our responsibility is to<br />

express an opinion on these financial statements based<br />

on our audit.<br />

2. We conducted our audit in accordance with auditing<br />

standards generally accepted in India. Those standards<br />

require that we plan and perform the audit to obtain<br />

reasonable assurance about whether the financial<br />

statements are free <strong>of</strong> material misstatement. An<br />

audit includes examining, on a test basis, evidence<br />

supporting the amounts and disclosures in the financial<br />

statements. An audit also includes assessing the<br />

accounting principles used and significant estimates<br />

made by management, as well as evaluating the overall<br />

financial statement presentation. We believe that our<br />

audit provides a reasonable basis for our opinion.<br />

3. As required by the Companies (Auditor’s Report) Order,<br />

2003 issued by the Central Government <strong>of</strong> India in terms<br />

<strong>of</strong> sub-section (4A) <strong>of</strong> section 227 <strong>of</strong> the Companies<br />

Act, 1956 (“the Act”), as amended by the Companies<br />

(Auditor’s Report) (Amendment) Order, 2004 (herein<br />

after collectively referred to as the “Order”) we enclose<br />

in the annexure a statement on matters specified in<br />

paragraphs 4 and 5 <strong>of</strong> the Order.<br />

4. <strong>The</strong> working results for the nine months ended March<br />

31, 2008 was after charging <strong>of</strong>f sums <strong>of</strong> Rs. 28,270,478<br />

and Rs. 2,628,571 towards amortization <strong>of</strong> training<br />

and preoperative expenses respectively based on<br />

the Company’s accounting policy <strong>of</strong> amortizing the<br />

said expenditure over a period <strong>of</strong> 3 years. We are <strong>of</strong><br />

the opinion that such accounting treatment is not in<br />

accordance with (AS) 26 on “Intangible Assets” issued<br />

by the Institute <strong>of</strong> Chartered Accountants <strong>of</strong> India and<br />

such expenses were required to be written <strong>of</strong>f to the<br />

pr<strong>of</strong>it and loss account as and when incurred. However,<br />

this has no impact on the current year’s Pr<strong>of</strong>it and Loss<br />

Account.<br />

5. Other Income for the fifteen months ended June 30,<br />

2006 included a sum <strong>of</strong> Rs. 267,220,000 towards certain<br />

Auditors' Report<br />

subsidy provided to the Company by one <strong>of</strong> its suppliers<br />

in conjunction with lease <strong>of</strong> aircrafts on operating lease<br />

basis. <strong>The</strong> previous auditors had reported that they<br />

were <strong>of</strong> the opinion that such accounting treatment<br />

was not in accordance with Accounting Standard 19<br />

on “Leases” and the subsidy should be recorded on a<br />

straight-line basis over the period <strong>of</strong> the lease. <strong>The</strong>ir<br />

audit report on the financial statements for the fifteen<br />

months ended June 30, 2006 was modified in this<br />

matter. We concur with the views <strong>of</strong> the said auditors<br />

in principle that such subsidy should be recognized on a<br />

systematic basis in the Pr<strong>of</strong>it and Loss Account over the<br />

periods necessary to match them with the related costs,<br />

which they are intended to compensate although the<br />

matter does not appear to be covered explicitly by the<br />

said AS 19.<br />

6. <strong>The</strong> Company novated its rights in certain aircrafts<br />

purchase agreements during the year in favor <strong>of</strong> certain<br />

lessors and took such aircrafts back on operating lease<br />

from the same persons. <strong>The</strong> Company incurred a loss<br />

<strong>of</strong> Rs. 1,362,960,844 on such novation (including<br />

interest on loans borrowed for making pre-delivery<br />

payments to aircraft manufacturers <strong>of</strong> Rs. 530,533,750).<br />

In the absence <strong>of</strong> an independent valuation report, we<br />

have relied on the representations <strong>of</strong> the management<br />

that the novation was not established at fair value, the<br />

fair value <strong>of</strong> the aircrafts is at least equal to or more<br />

than the cost <strong>of</strong> acquisition and the preconditions<br />

specified in AS 19 for deferring the said loss are<br />

satisfied. We do not express any independent opinion<br />

in the matter.<br />

7. We further report that, except for the effect, if any,<br />

<strong>of</strong> the matters stated in paragraphs 6 above and 13(a)<br />

below and note 31 <strong>of</strong> Schedule 19, whose effect are<br />

not ascertainable, had the observations made in<br />

paragraphs 4 & 5 above been considered, the loss after<br />

tax for the year ended March 31, 2009 would have been<br />

Rs. 16,040,796,016 (March 31, 2008 – Rs. 1,814,834,524)<br />

as against the reported loss <strong>of</strong> Rs. 16,088,299,349<br />

(March 31, 2008 – Rs. 1,881,361,073), the debit balance<br />

in pr<strong>of</strong>it and loss account as at March 31, 2009 would<br />

have been Rs. 25,886,490,461 (March 31, 2008 –<br />

Rs. 9,845,694,445) as against the reported figure <strong>of</strong><br />

Rs. 25,765,856,572 (March 31, 2008 – Rs. 9,677,557,223)<br />

and other liabilities would have been Rs. 3,597,561,827<br />

(March 31, 2008 – Rs. 680,362,049) as against the<br />

reported figure <strong>of</strong> Rs. 3,476,927,938 (March 31, 2008 –<br />

Rs. 512,224,827).


Auditors' Report (Contd.)<br />

8. As a result <strong>of</strong> the changes in the methods <strong>of</strong> accounting<br />

referred to in notes 34 to 36 <strong>of</strong> schedule 19, the loss for<br />

the year before tax expense, loss for the year after tax<br />

expense and debit balance in Pr<strong>of</strong>it and Loss Account as<br />

at March 31, 2009 stand reduced by Rs. 12,607,833,100,<br />

Rs. 11,432,697,935 and Rs. 11,432,697,935 respectively.<br />

9. Without qualifying our opinion, attention <strong>of</strong> the<br />

members is invited to note 30 <strong>of</strong> schedule 19, regarding<br />

the reasons for preparing the financial statements <strong>of</strong><br />

the Company on a going concern basis, notwithstanding<br />

the fact that its net worth is completely eroded.<br />

Further to our comments in the annexure referred to<br />

above, we report that:<br />

10. We have obtained all the information and explanations,<br />

which to the best <strong>of</strong> our knowledge and belief were<br />

necessary for the purpose <strong>of</strong> our audit.<br />

11. In our opinion, the Company has kept proper books <strong>of</strong><br />

account as required by Law so far as appears from our<br />

examination <strong>of</strong> those books.<br />

12. <strong>The</strong> Balance Sheet, Pr<strong>of</strong>it and Loss Account and<br />

Cash Flow Statement dealt with by this report are in<br />

agreement with the books <strong>of</strong> account.<br />

13. (a) Attention <strong>of</strong> the members is invited to note 19<br />

<strong>of</strong> schedule 19 regarding recognition <strong>of</strong> deferred<br />

tax credit during the year aggregating to<br />

Rs. 5,588,761,517 (period ended March 31, 2008<br />

Rs. 4,984,997,384) (Total amount recognized up<br />

to March 31, 2009 Rs. 16,697,320,245) by virtue<br />

<strong>of</strong> which its loss for the year and debit balance<br />

in Pr<strong>of</strong>it and Loss Account each stand reduced by<br />

Rs. 5,588,761,517 (Period ended March 31, 2008<br />

Rs. 4,984,997,384) and Rs. 16,697,320,245 (As at<br />

March 31, 2008 Rs. 4,984,997,384) respectively. In<br />

view <strong>of</strong> explanation 1 to clause 17 <strong>of</strong> Accounting<br />

Standard 22, we cannot express any independent<br />

opinion in the matter.<br />

(b) In our opinion, subject to the effect <strong>of</strong> the matters<br />

stated in paras 4 to 6 and 13(a) above, the Balance<br />

Sheet, Pr<strong>of</strong>it & Loss Account and Cash Flow<br />

Statement dealt with by this report comply in all<br />

material respects, with the mandatory Accounting<br />

Standards referred to in sub-section (3C) <strong>of</strong> section<br />

211 <strong>of</strong> the Act.<br />

14. On the basis <strong>of</strong> written representations received from<br />

Directors as on March 31, 2009 and taken on record<br />

by the Board <strong>of</strong> Directors, we report that none <strong>of</strong> the<br />

Directors <strong>of</strong> the Company, are disqualified as on that<br />

date from being appointed as a director, under clause (g)<br />

<strong>of</strong> sub-section (1) <strong>of</strong> section 274 <strong>of</strong> the Act.<br />

15. In our opinion and to the best <strong>of</strong> our knowledge<br />

and according to the information and explanations<br />

given to us, the said accounts subject to note 26 <strong>of</strong><br />

schedule 19 and read with other notes on accounts,<br />

give the information required by the Act in the manner<br />

so required and subject to the effect <strong>of</strong> the matters<br />

stated in paras 4 to 7 & 13(a) above, our observations<br />

in para 4 <strong>of</strong> the annexure and note 31 <strong>of</strong> schedule 19<br />

regarding the basis <strong>of</strong> estimation <strong>of</strong> unflown revenue<br />

as at March 31, 2009 (effect there<strong>of</strong> on revenue not<br />

ascertainable) give a true and fair view in conformity<br />

with the accounting principles generally accepted in<br />

India<br />

i. In the case <strong>of</strong> the Balance Sheet, <strong>of</strong> the state <strong>of</strong><br />

affairs <strong>of</strong> the Company as at March 31, 2009;<br />

ii. In the case <strong>of</strong> Pr<strong>of</strong>it and Loss account, <strong>of</strong> the loss<br />

for the year ended on that date; and<br />

iii. In the case <strong>of</strong> Cash Flow statement, <strong>of</strong> the cash<br />

flows for the year ended on that date.<br />

For B. K. RAMADHYANI & CO.<br />

Chartered Accountants<br />

Bangalore (R. Satyanarayana Murthi)<br />

July 28, 2009 Partner<br />

Membership No. 24248<br />

B. K. Ramadhyani & Co.<br />

Chartered Accountants<br />

4B, Chitrapur Bhavan<br />

No. 68, 8 th Main, 15 th Cross<br />

Malleswaram<br />

Bangalore – 560 055<br />

37


(AS REFERRED TO IN PARAGRAPH 3 OF OUR REPORT OF EVEN<br />

DATE TO THE MEMBERS OF KINGFISHER AIRLINES LIMITED<br />

(FORMERLY KNOWN AS DECCAN AVIATION LIMITED)<br />

38<br />

1. a. <strong>The</strong> Company has maintained proper records showing<br />

full particulars including quantitative details and<br />

situation <strong>of</strong> fixed assets.<br />

b. A portion <strong>of</strong> the fixed assets have been physically<br />

verified by the management during the year. We<br />

understand that no material discrepancies were<br />

noticed on such verification. We understand that a<br />

comprehensive verification <strong>of</strong> all fixed assets and<br />

incorporation <strong>of</strong> comprehensive description <strong>of</strong> assets<br />

and current location in the asset records is proposed<br />

to be carried out in the current year.<br />

c. <strong>The</strong>re was no substantial disposal <strong>of</strong> fixed assets<br />

during the year.<br />

2. a. Management has conducted physical verification <strong>of</strong><br />

inventory at reasonable intervals during the year.<br />

b. <strong>The</strong> procedures <strong>of</strong> physical verification <strong>of</strong> inventories<br />

followed by the management are reasonable and<br />

adequate in relation to the size <strong>of</strong> the Company and<br />

the nature <strong>of</strong> its business.<br />

c. No material discrepancies were noticed on physical<br />

verification.<br />

3. a. As informed, the Company has not granted any loans,<br />

secured or unsecured to companies, firms or other<br />

parties covered in the register maintained under<br />

section 301 <strong>of</strong> the Act.<br />

b. As informed, the Company has taken loans from a<br />

company covered in the register maintained under<br />

section 301 <strong>of</strong> the Act. <strong>The</strong> total amount outstanding<br />

as at year end was Rs. 976,100,000 and the maximum<br />

amount outstanding at any time during the year<br />

was Rs. 976,100,000. <strong>The</strong> rate <strong>of</strong> interest and the<br />

terms and conditions on which the said loans are<br />

taken is not prima-facie prejudicial to the interests<br />

<strong>of</strong> the Company. No stipulations for repayment have<br />

been prescribed and as such no comments regarding<br />

regularity <strong>of</strong> payments are being made. Interest<br />

aggregating to Rs. 133,469,737 was payable as on<br />

March 31, 2009.<br />

4. In our opinion and according to the information and<br />

explanation given to us, and taking into consideration<br />

management’s representation that a large number<br />

<strong>of</strong> items are <strong>of</strong> a special nature for which alternative<br />

quotations cannot be obtained, there are adequate<br />

internal control procedures commensurate with the size<br />

<strong>of</strong> the Company and the nature <strong>of</strong> its business for the<br />

purchases <strong>of</strong> inventory and fixed assets. However, internal<br />

control procedures in respect <strong>of</strong> sale <strong>of</strong> services (refer<br />

Annexure to the Auditors' Report<br />

notes 31 to 33 <strong>of</strong> schedule 19) need to be strengthened<br />

to make the same commensurate with its size and the<br />

nature <strong>of</strong> its business and for the sale <strong>of</strong> services. During<br />

the course <strong>of</strong> our audit, no continuing failure to correct<br />

major weakness in internal controls has been noticed.<br />

5. a. According to the information and explanations given<br />

to us, we are <strong>of</strong> the opinion that transactions that<br />

need to be entered into the register maintained<br />

under section 301 <strong>of</strong> the Companies Act, 1956 have<br />

been so entered.<br />

b. Further, contracts or arrangements referred to<br />

in section 301 <strong>of</strong> the Act and aggregating to Rs.<br />

500,000 or more per party have been entered into at<br />

prices which are reasonable as compared to similar<br />

services rendered to other parties except in respect<br />

<strong>of</strong> advertisement and sales promotional expenses<br />

<strong>of</strong> Rs.29,760,481 where we are unable to make any<br />

comments on reasonability <strong>of</strong> rates since there were<br />

no similar transactions with third parties at the<br />

relevant time.<br />

6. <strong>The</strong> Company has not accepted any deposits from the<br />

public.<br />

7. <strong>The</strong> Company has an internal audit system commensurate<br />

with the size and nature <strong>of</strong> its business.<br />

8. To the best <strong>of</strong> our knowledge and as explained, the<br />

Central Government has not prescribed the maintenance<br />

<strong>of</strong> cost records under section 209(1) (d) <strong>of</strong> the Act for the<br />

products <strong>of</strong> the Company.<br />

9. a. Undisputed statutory dues in respect <strong>of</strong> service tax,<br />

withholding taxes, provident fund, fringe benefit tax<br />

and employees’ state insurance dues have not been<br />

regularly deposited with the appropriate authorities.<br />

Undisputed statutory dues in respect <strong>of</strong> investor<br />

education and protection fund, customs, excise duty,<br />

cess and wealth tax as applicable, have generally<br />

been regularly deposited with the appropriate<br />

authorities. Since to the best <strong>of</strong> our knowledge, the<br />

Central Government has till date not prescribed the<br />

amount <strong>of</strong> cess payable under section 441A <strong>of</strong> the<br />

Act, no comments in this respect have been made.<br />

b. According to the information and explanations given<br />

to us :-<br />

(i) No amounts were outstanding as at year end on<br />

account <strong>of</strong> undisputed amounts payable in respect<br />

<strong>of</strong> provident fund, employees’ state insurance,<br />

investor protection and promotion fund, wealth<br />

tax, sales tax, customs duty, excise duty, and cess<br />

for a period <strong>of</strong> more than six months from the<br />

date they became payable.


Annexure to the Auditors' Report (Contd.)<br />

(ii) Undisputed amounts payable in respect <strong>of</strong> tax<br />

deducted at source <strong>of</strong> Rs. 1,113,000,831, service tax<br />

<strong>of</strong> Rs. 28,064,601, pr<strong>of</strong>essional tax <strong>of</strong> Rs. 222,868<br />

(in all cases relating to the years 2007-08 and<br />

2008-09) and fringe benefit tax <strong>of</strong> Rs. 52,616,277<br />

(first and second installments <strong>of</strong> advance tax<br />

payable for the year 2008-09) were outstanding<br />

for a period <strong>of</strong> more than six months from the<br />

date they became payable (excluding applicable<br />

interest). <strong>The</strong> due dates for these amounts are as<br />

per respective statutes.<br />

c. According to the information and explanations given<br />

to us, dues aggregating to Rs. 272,155,247 (relating<br />

to assessment years 2007 - 2008 and 2008 - 2009) had<br />

not been deposited as at March 31, 2009 (on account<br />

<strong>of</strong> withholding tax under the Income Tax Act, 1961)<br />

on account <strong>of</strong> disputes. Appeals are pending before<br />

the Commissioner <strong>of</strong> Income Tax (Appeals).<br />

10. <strong>The</strong> Company’s accumulated losses at the end <strong>of</strong> the<br />

financial year were more than fifty percent <strong>of</strong> its net<br />

worth. <strong>The</strong> Company has incurred cash losses during the<br />

financial year and in the immediately preceding financial<br />

period.<br />

11. Based on our audit procedures and as per the information<br />

and explanations given by the management, the Company<br />

has defaulted in repayment <strong>of</strong> loans and interest to banks<br />

and financial institutions. Delays ranging up to 61 days<br />

(in payment <strong>of</strong> overdue installment) and up to 84 days<br />

(in payment <strong>of</strong> overdue interest) were noticed in several<br />

months. <strong>The</strong> unpaid overdue installments and interest<br />

to banks as at March 31, 2009 was Rs. 270,330,602 and<br />

Rs. 219,036,316 respectively. <strong>The</strong> unpaid overdue<br />

interest to financial institutions as at March 31, 2009 was<br />

Rs. 4,025,178. We understand that these amounts have<br />

been paid after March 31, 2009. <strong>The</strong>re were no dues<br />

payable to the debenture holders.<br />

12. According to the information and explanations<br />

given to us and based on the documents and records<br />

produced to us, the Company has not granted loans<br />

and advances on the basis <strong>of</strong> security by way <strong>of</strong> pledge<br />

<strong>of</strong> shares, debentures and other securities. Accordingly,<br />

the provisions <strong>of</strong> the clause 4(xii) <strong>of</strong> the Order are not<br />

applicable to the Company.<br />

13. In our opinion, the Company is not a chit fund or a nidhi,<br />

mutual benefit fund / society. Accordingly, the provisions<br />

<strong>of</strong> the clause 4(xiii) <strong>of</strong> the Order are not applicable to the<br />

Company.<br />

14. In our opinion the Company is not dealing in or trading<br />

in shares, securities, debentures and other investments.<br />

Accordingly, the provisions <strong>of</strong> clause 4(xiv) <strong>of</strong> the Order<br />

are not applicable to the Company.<br />

15. According to the information and explanations given to<br />

us, the Company has not given guarantees during the<br />

year for loans taken by others from banks or financial<br />

institutions. Accordingly, the provisions <strong>of</strong> clause 4(xv) <strong>of</strong><br />

the Order are not applicable to the Company.<br />

16. Based on information and explanations given to us by<br />

the management, term loans taken during the year<br />

have been applied for the purpose for which they were<br />

obtained.<br />

17. According to the information and explanations given to<br />

us and on an overall examination <strong>of</strong> the balance sheet<br />

<strong>of</strong> the company, we report that funds raised on short-<br />

term basis (including increase in current liabilities as at<br />

March 31, 2009 as compared to March 31, 2008) to an<br />

aggregate extent <strong>of</strong> Rs. 46,302,002,577 have been used<br />

for long term investment as at March 31, 2009.<br />

18. <strong>The</strong> Company has not made any preferential allotment<br />

<strong>of</strong> shares to parties or companies covered in the register<br />

maintained under section 301 <strong>of</strong> the Act. Accordingly,<br />

the provisions <strong>of</strong> clause 4(xviii) <strong>of</strong> the Order are not<br />

applicable to the Company.<br />

19. <strong>The</strong>re were no debentures outstanding at any time<br />

during the year. Accordingly, the provisions <strong>of</strong> clause<br />

4(xix) <strong>of</strong> the Order are not applicable to the Company.<br />

20. We have verified the end use <strong>of</strong> money raised by public<br />

issue during the period ended June 30, 2006 and incurred<br />

during the current year and the same has been disclosed<br />

in the notes to the financial statements (Refer note 5 <strong>of</strong><br />

schedule 19).<br />

21. As per the information and explanations furnished to<br />

us by the management, no material frauds on or by<br />

the Company and causing material misstatements to<br />

financial statements have been noticed or reported<br />

during the course <strong>of</strong> our audit, except for charge backs<br />

received by the Company aggregating to Rs. 437,328,467<br />

from credit card service providers due to misutilisation<br />

<strong>of</strong> credit cards by third parties (Refer Note 33 <strong>of</strong><br />

schedule 19).<br />

For B. K. RAMADHYANI & CO.<br />

Chartered Accountants<br />

Bangalore (R. Satyanarayana Murthi)<br />

July 28, 2009 Partner<br />

Membership No. 24248<br />

B. K. Ramadhyani & Co.<br />

Chartered Accountants<br />

4B, Chitrapur Bhavan<br />

No. 68, 8 th Main, 15 th Cross<br />

Malleswaram<br />

Bangalore – 560 055<br />

39


40<br />

Balance Sheet as at March 31, 2009<br />

Schedules<br />

As at<br />

March 31, 2009<br />

Rupees<br />

As at<br />

March 31, 2008<br />

Rupees<br />

SOURCES OF FUNDS<br />

Shareholders’ Funds<br />

Share Capital 1 3,629,088,830 1,357,985,030<br />

Employees Stock Option Outstanding (Net <strong>of</strong> deferred compensation cost) 81,094,419 100,878,940<br />

Reserves and Surplus 2 802,218,525 10,207,416,756<br />

4,512,401,774 11,666,280,726<br />

Loan Funds<br />

Secured Loans 3A 26,225,211,655 5,923,827,595<br />

Unsecured Loans 3B 30,430,373,920 3,420,000,000<br />

56,655,585,575 9,343,827,595<br />

TOTAL 61,167,987,349 21,010,108,321<br />

APPLICATION OF FUNDS<br />

Fixed Assets 4<br />

Gross Block 18,918,023,771 3,223,346,286<br />

Less : Depreciation / Amortisation 3,162,858,274 435,531,098<br />

Net Block 15,755,165,497 2,787,815,188<br />

Capital Work-in-Progress 16,309,464,581 3,462,459,288<br />

32,064,630,078 6,250,274,476<br />

Investments 5 500,000 -<br />

Deferred Tax Asset<br />

Deferred Tax Asset 20,340,849,905 5,288,120,350<br />

Less: Deferred Tax Liability 3,643,529,660 303,122,966<br />

16,697,320,245 4,984,997,384<br />

Current Assets, Loans and Advances<br />

Inventories 6 1,472,468,970 486,435,481<br />

Sundry Debtors 7 2,298,361,124 271,606,013<br />

Cash and Bank Balances 8 1,718,670,425 2,801,223,361<br />

Other Current Assets 9 39,746,104 910,536,902<br />

Loans and Advances 10 14,359,110,863 1,995,718,638<br />

19,888,357,486 6,465,520,395<br />

Less: Current Liabilities and Provisions 11<br />

Current Liabilities 34,502,786,574 6,569,976,348<br />

Provisions 455,458,082 95,177,231<br />

34,958,244,656 6,665,153,579<br />

Net Current Assets (15,069,887,170) (199,633,184)<br />

Initial Cost on Leased Aircrafts 12 1,664,479,860 130,473,890<br />

Miscellaneous Expenditure (To the extent not written <strong>of</strong>f) 13 45,087,764 166,438,532<br />

Pr<strong>of</strong>it and Loss Account 25,765,856,572 9,677,557,223<br />

TOTAL 61,167,987,349 21,010,108,321<br />

Notes and additional information 19<br />

As per our report <strong>of</strong> even date<br />

For B. K. Ramadhyani & Co. For and on behalf <strong>of</strong> the Board <strong>of</strong> Directors<br />

Chartered Accountants<br />

R. Satyanarayana Murthi Dr. Vijay Mallya A. K. Ganguly A. K. Ravi Nedungadi<br />

Partner Chairman & Managing Director Director Director<br />

Membership No. 24248<br />

Bangalore Bangalore A. Raghunathan N. Srivatsa<br />

July 28, 2009 July 28, 2009 Chief Financial Officer Company Secretary


Pr<strong>of</strong>it and Loss Account for the year ended March 31, 2009<br />

Schedules<br />

Year<br />

ended<br />

March 31, 2009<br />

Rupees<br />

Nine Months<br />

ended<br />

March 31, 2008<br />

Rupees<br />

INCOME<br />

Income from Services 14 52,691,706,806 14,413,948,838<br />

Other Income 15 3,083,025,358 1,040,483,067<br />

TOTAL 55,774,732,164 15,454,431,905<br />

EXPENDITURE<br />

Employees’ Costs 16 8,238,523,122 2,457,763,768<br />

Aircraft Fuel Expenses 26,026,207,816 8,892,963,244<br />

Aircraft / Engine Lease Rentals 11,851,321,991 3,547,325,084<br />

Operating and Other Expenses 17A 25,465,418,188 6,757,187,622<br />

Depreciation on fixed assets 1,332,003,732 182,807,412<br />

Amortisations 17B 383,888,748 183,131,655<br />

Interest 18 6,962,319,453 503,749,696<br />

Maintenance Rent Reversed (Refer Note 34 on Schedule 19) (5,308,244,068) -<br />

TOTAL 74,951,438,982 22,524,928,481<br />

Loss before Tax and exceptional items 19,176,706,818 7,070,496,576<br />

Add: Exceptional Item (Refer Note 37 on Schedule 19) 2,375,354,048 -<br />

Pr<strong>of</strong>it on sale <strong>of</strong> charter services operations undertaking - (244,598,527)<br />

Loss after exceptional items but before tax expense 21,552,060,866 6,825,898,049<br />

Provision for Tax expense<br />

– Current Tax - -<br />

– Deferred Tax Charge (5,588,761,517) (4,980,026,734)<br />

– Fringe Benefit Tax 125,000,000 35,489,758<br />

Loss After Tax expense 16,088,299,349 1,881,361,073<br />

Balance in Pr<strong>of</strong>it and Loss Account - Loss balance brought forward from<br />

previous period / year 9,677,557,223 7,786,542,942<br />

Add: Provision for Gratuity and Leave Encashment as on July 1, 2007 in terms<br />

<strong>of</strong> transitional provisions <strong>of</strong> AS 15 (revised) - 9,653,208<br />

Loss carried to Balance Sheet 25,765,856,572 9,677,557,223<br />

Loss per share before extraordinary items (par value Rs. 10/) - basic and diluted 65.28 14.85<br />

Loss per share after extraordinary items (par value Rs. 10/) - basic and diluted 72.33 13.87<br />

Weighted average number <strong>of</strong> equity shares 222,434,428 135,668,051<br />

Notes and additional information 19<br />

As per our report <strong>of</strong> even date<br />

For B. K. Ramadhyani & Co. For and on behalf <strong>of</strong> the Board <strong>of</strong> Directors<br />

Chartered Accountants<br />

R. Satyanarayana Murthi Dr. Vijay Mallya A. K. Ganguly A. K. Ravi Nedungadi<br />

Partner Chairman & Managing Director Director Director<br />

Membership No. 24248<br />

Bangalore Bangalore A. Raghunathan N. Srivatsa<br />

July 28, 2009 July 28, 2009 Chief Financial Officer Company Secretary<br />

41


42<br />

Schedules annexed to and forming part <strong>of</strong> the Balance Sheet as at March 31, 2009<br />

As at<br />

March 31, 2009<br />

Rupees<br />

As at<br />

March 31, 2008<br />

Rupees<br />

SCHEDULE - 1<br />

Share Capital<br />

Authorised:<br />

400,000,000 (March 31, 2008 - 400,000,000) equity shares <strong>of</strong> Rs. 10/- each 4,000,000,000 4,000,000,000<br />

10,000,000 6% (March 31, 2008 - 10,000,000) Redeemable Non Cumulative<br />

Preference shares <strong>of</strong> Rs. 100/- each 1,000,000,000 1,000,000,000<br />

TOTAL 5,000,000,000 5,000,000,000<br />

Issued, Subscribed and Paid-up :<br />

265,908,883 (March 31, 2008 - 135,798,503) equity shares <strong>of</strong> Rs. 10/- each 2,659,088,830 1,357,985,030<br />

9,700,000 6% (March 31, 2008 - Nil) Redeemable Non Cumulative Preference<br />

Shares <strong>of</strong> Rs. 100/- each 970,000,000 -<br />

3,629,088,830 1,357,985,030<br />

Notes:<br />

1) Refer Note 2(d) and Note 4 on Schedule 19.<br />

2) Out <strong>of</strong> the above, 27,284,390 (March 31, 2008 - 27,284,390) equity shares <strong>of</strong> Rs. 10/- each have been allotted as fully<br />

paid up bonus shares by capitalisation <strong>of</strong> securities premium <strong>of</strong> Rs. 253,750,200 (March 31, 2008 - Rs. 253,750,200) and<br />

balance in Pr<strong>of</strong>it & Loss Account <strong>of</strong> Rs. 19,093,700 (March 31, 2008 - Rs. 19,093,700).<br />

3) Number <strong>of</strong> shares held by the Holding Company & its Subsidiaries<br />

(as certified by the management)<br />

Equity Shares - 176,217,925.<br />

Preference Shares - 9,700,000.<br />

4) 6% Redeemable Non-Cummulative Preference Shares are redeemable on such date as may be decided by the Board<br />

<strong>of</strong> Directors but expiring not later than twenty years from the date <strong>of</strong> issue.<br />

SCHEDULE - 2<br />

Reserves and Surplus<br />

Securities Premium<br />

Balance as at the beginning <strong>of</strong> the year / period 10,207,416,756 10,168,677,178<br />

Add: Received during the year / period 8,360,537 38,739,578<br />

Less : Adjusted against Goodwill pursuant to the Scheme (Refer Note 2(e) on<br />

Schedule 19) (9,413,558,768) -<br />

802,218,525 10,207,416,756<br />

SCHEDULE - 3A<br />

Secured Loans<br />

A. Term Loans from Banks (Rupee Loans) 8,068,727,497 1,567,514,992<br />

B. Cash Credit / Overdraft facility from Banks 3,479,024,270 172,970,477<br />

C. Short Term Loans from Banks 4,270,791,914 2,485,281,100<br />

D. Vehicle Loan from Banks 4,802,830 10,300,130<br />

E. Finance Lease Obligations 9,405,596,250 1,058,217,086<br />

F. Term Loan from Others 996,268,894 629,543,810<br />

26,225,211,655 5,923,827,595


Schedules annexed to and forming part <strong>of</strong> the Balance Sheet as at March 31, 2009 (Contd.)<br />

Notes:<br />

As at<br />

March 31, 2009<br />

Rupees<br />

As at<br />

March 31, 2008<br />

Rupees<br />

1) Long Term Loans from banks are secured as given below:<br />

Security Offered<br />

Fixed assets <strong>of</strong> the company other than <strong>Kingfisher</strong> House and<br />

Ground Handling Equipments 84,748,038 -<br />

Helicopters 815,844,215 -<br />

Assignment <strong>of</strong> Rights under Purchase Agreement entered with Aircraft<br />

Manufacturer for purchase <strong>of</strong> Aircrafts. 6,156,669,745 1,561,981,135<br />

Second Charge on Current Assets 1,011,465,499 5,533,857<br />

PDP loans <strong>of</strong> Rs. 672,141,771 (March 31, 2008 - Rs. 1,561,981,135) is<br />

secured by personal guarantee <strong>of</strong> certain directors.<br />

2) Cash credit facilities from banks are secured by a first charge on the current<br />

assets <strong>of</strong> the company, including hypothecation <strong>of</strong> the present and future stocks<br />

and receivables on a pari-passu basis. Cash Credit from banks amounting to<br />

Rs. 206,512,629 (March 31, 2008 - Nil) have been secured by personal<br />

guarantee <strong>of</strong> certain directors.<br />

3) Short Term Loans from banks are secured as given below:<br />

Security Offered<br />

Fixed assets <strong>of</strong> the company other than <strong>Kingfisher</strong> House and<br />

Ground handling equipments 506,799,571 -<br />

<strong>Kingfisher</strong> House 1,669,726,978 -<br />

Pari passu charge on Current assets 2,094,265,365 -<br />

Fixed deposits - 2,485,281,100<br />

4) Vehicle loans are secured by the hypothecation <strong>of</strong> the respective assets.<br />

5) Finance lease is secured by the hypothecation <strong>of</strong> the respective assets.<br />

6) Term Loans from Others are secured as given below:<br />

Security <strong>of</strong>fered<br />

Hypothecation <strong>of</strong> the aircraft, assignment <strong>of</strong> documents <strong>of</strong> title to<br />

such assets. Loans to an extent <strong>of</strong> Rs. 492,421,257 (March 31, 2008 - Rs.<br />

542,252,163) is secured by personal guarantee <strong>of</strong> certain directors. 507,473,555 542,252,163<br />

Second priority on the mortgage <strong>of</strong> aircraft. 488,795,339 87,291,647<br />

7) Amount repayable within one year Rs. 9,477,690,682<br />

(March 31, 2008 – Rs. 3,699,214,795).<br />

SCHEDULE - 3B<br />

Unsecured Loans<br />

A. Long Term Loan from Banks 12,074,807,626 3,400,000,000<br />

B. Short Term Loan from Banks 11,088,676,133 -<br />

C. Term Loan from Others 7,266,890,161 20,000,000<br />

30,430,373,920 3,420,000,000<br />

Notes:<br />

1) Short Term Loan (including interest accrued and due) <strong>of</strong> Rs. 1,265,724,118 is secured by personal guarantee <strong>of</strong> certain<br />

directors.<br />

2) Amount repayable within one year Rs. 15,620,911,443 (March 31, 2008 – Rs. 320,000,000).<br />

43


44<br />

SCHEDULE - 4<br />

Fixed Assets (Rupees)<br />

Gross Block Depreciation / Amortisation Net Block<br />

As at<br />

March 31,<br />

2008<br />

As at<br />

March 31,<br />

2009<br />

As at<br />

March 31,<br />

2009<br />

On<br />

Deletions<br />

For the<br />

year<br />

Adjustment<br />

(Refer Note 2<br />

below)<br />

As at<br />

April 1, 2008<br />

As at<br />

March 31,<br />

2009<br />

Deletions<br />

during the<br />

year<br />

Additions<br />

during the<br />

year<br />

Adjustment<br />

(Refer Note 2<br />

below)<br />

Particulars As at<br />

April 1, 2008<br />

Schedules annexed to and forming part <strong>of</strong> the Balance Sheet as at March 31, 2009 (Contd.)<br />

Owned Assets<br />

Intangible Assets<br />

Computer S<strong>of</strong>tware 64,730,359 40,144,148 17,036,990 22,272,351 99,639,146 21,450,360 14,994,681 36,797,318 11,486,657 61,755,702 37,883,444 43,279,999<br />

Trademarks (Refer Note 1 below) - 10,000,000 - - 10,000,000 - 3,356,164 2,500,000 - 5,856,164 4,143,836 -<br />

Design - Aircraft Interiors - 18,926,869 5,718,808 - 24,645,677 - 4,689,994 350,811 - 5,040,805 19,604,872 -<br />

Non Compete Fees - 300,000,000 - - 300,000,000 - 10,163,934 60,000,000 - 70,163,934 229,836,066 -<br />

Tangible Assets<br />

Land & Buildings (Refer Note 3<br />

below) - - 299,280,000 - 299,280,000 - - 2,231,973 - 2,231,973 297,048,027 -<br />

Building on Rented Land 86,585,820 - - - 86,585,820 588,062 - 1,284,376 - 1,872,438 84,713,382 85,997,758<br />

Leasehold Improvements -<br />

on Buildings 2,722,770 100,019,864 62,643,577 - 165,386,211 54,620 49,198,151 33,405,384 - 82,658,155 82,728,056 2,668,150<br />

- on Aircraft 150,892,044 734,947,777 25,066,321 37,164,381 873,741,761 46,793,364 192,115,191 182,831,042 14,296,335 407,443,262 466,298,499 104,098,680<br />

Ground Support and Other<br />

Equipment 380,611,622 675,176,534 242,207,123 - 1,297,995,279 40,940,617 43,352,772 85,234,357 - 169,527,746 1,128,467,533 339,671,005<br />

Computers 116,910,035 280,854,002 121,986,861 - 519,750,898 41,861,792 57,594,870 77,254,270 - 176,710,932 343,039,966 75,048,243<br />

Office Equipment 60,483,372 67,714,340 37,774,868 - 165,972,580 8,363,350 6,500,953 10,835,057 - 25,699,360 140,273,220 52,120,022<br />

Furniture and Fixtures 161,635,731 199,853,799 48,653,378 - 410,142,908 25,438,317 26,087,664 31,333,529 - 82,859,510 327,283,398 136,197,414<br />

Vehicles 28,237,837 186,991,770 1,349,277 - 216,578,884 4,614,072 28,311,914 20,546,414 - 53,472,400 163,106,484 23,623,765<br />

Aircraft & Helicopter 616,929,244 - 1,063,298,750 - 1,680,227,994 38,651,900 - 76,645,252 - 115,297,152 1,564,930,842 578,277,344<br />

Leased Assets<br />

Aircrafts 1,486,800,342 11,159,539,163 54,929,998 - 12,701,269,503 197,416,184 984,740,148 709,975,701 - 1,892,132,033 10,809,137,470 1,289,384,158<br />

Plant & Machinery 66,807,110 - - - 66,807,110 9,358,460 - 778,248 - 10,136,708 56,670,402 57,448,650<br />

3,223,346,286 13,774,168,266 1,979,945,951 59,436,732 18,918,023,771 435,531,098 1,421,106,436 1,332,003,732 25,782,992 3,162,858,274 15,755,165,497 2,787,815,188<br />

Previous Period 3,407,716,141 - 392,687,140 577,056,995 3,223,346,286 337,407,916 - 182,807,412 84,684,230 435,531,098 16,309,464,581 3,462,459,288<br />

Capital Work-in-Progress (Refer Note 14 on Schedule 19) 32,064,630,078 6,250,274,476<br />

Notes :<br />

1) Certain Trademarks are pending registration.<br />

2) Represents gross block and accumulated depreciation accquired pursuant to the Scheme.<br />

3) Land and Buildings were purchased for a consoildated amount. Value <strong>of</strong> Land and Buildings have not been segregated. Depreciation has been provided on<br />

the entire amount.<br />

4) Additions and deletions do not include aircrafts, in respect <strong>of</strong> which rights to purchase have been transferred.


Schedules annexed to and forming part <strong>of</strong> the Balance Sheet as at March 31, 2009 (Contd.)<br />

SCHEDULE - 5<br />

Investments<br />

Long Term (at Cost)<br />

Trade (unquoted), fully paid up<br />

In Subsidiary<br />

As at<br />

March 31, 2009<br />

Rupees<br />

As at<br />

March 31, 2008<br />

Rupees<br />

50,000 equity shares <strong>of</strong> Rs. 10/- each fully paid up<br />

in Vitae India Spirits Limited 500,000 -<br />

500,000 -<br />

Aggregate value <strong>of</strong> unquoted investments at cost 500,000 -<br />

SCHEDULE - 6<br />

Inventories<br />

(Refer Note 3(j) on Schedule 19 )<br />

Rotables, Tools and Engineering Consumables 1,217,941,220 486,435,481<br />

Less: Provision for Obsolescence 72,905,560 -<br />

1,145,035,660 486,435,481<br />

Inflight Stores and Consumables 318,251,001 -<br />

Fuel 9,182,309 -<br />

SCHEDULE - 7<br />

Sundry Debtors<br />

(Unsecured and considered good)<br />

1,472,468,970 486,435,481<br />

Debts for the period exceeding six months 29,429,516 2,089,661<br />

Other Debts, considered good 2,268,931,608 269,516,352<br />

2,298,361,124 271,606,013<br />

45


SCHEDULE - 8<br />

46<br />

As at<br />

March 31, 2009<br />

Rupees<br />

As at<br />

March 31, 2008<br />

Rupees<br />

Cash and Bank Balances<br />

Cash on hand * 13,102,142 4,987,725<br />

Balances with Scheduled Banks:<br />

- On Current Accounts 458,899,897 53,381,489<br />

- On Deposit Accounts 1,224,544,308 2,742,854,147<br />

(includes Rs. 7,540,628 pledged with airport authorities and Rs. 92,611,894 (March 31, 2008<br />

Rs. 337,094,049) under lien with banks towards guarantees / letters <strong>of</strong> credit issued by them)<br />

Balances with Non Scheduled Banks:<br />

- On Current Accounts 22,124,078 -<br />

Closing balance as at the year end<br />

First Commerce Bank - I $ 21,568 (March 31, 2008 - Nil)<br />

First Commerce Bank - II $ 1,000 (March 31, 2008 - Nil)<br />

HSBC Bank UK - I GBP 641 (March 31, 2008 - Nil)<br />

HSBC Bank UK - II GBP 100,774 (March 31, 2008 - Nil)<br />

HSBC Bank UK (Euro) - EURO 893 (March 31, 2008 - Nil)<br />

HSBC Bank UK (USD) - $ 8,223 (March 31, 2008 - Nil)<br />

Citibank New York - $ 345,128 (March 31, 2008 - Nil)<br />

Maximum amount outstanding during the year<br />

First Commerce Bank - I $ 8,675,250 (March 31, 2008 - Nil)<br />

First Commerce Bank - II $ 1,000 (March 31, 2008 - Nil)<br />

HSBC Bank UK - I GBP 540,556 (March 31, 2008 - Nil)<br />

HSBC Bank UK - II GBP 6,889,136 (March 31, 2008 - Nil)<br />

HSBC Bank UK (Euro) - EURO 4,100 (March 31, 2008 - Nil)<br />

HSBC Bank UK (USD) - $ 17,056 (March 31, 2008 - Nil)<br />

Citibank New York $ 2,424,486 (March 31, 2008 - Nil)<br />

* Includes Cash <strong>of</strong> Rs. 287,000 on which restriction is placed by the High Court Of Karnataka.<br />

SCHEDULE - 9<br />

Schedules annexed to and forming part <strong>of</strong> the Balance Sheet as at March 31, 2009 (Contd.)<br />

1,718,670,425 2,801,223,361<br />

Other Current Assets<br />

Accrued interest on Deposits with Banks 39,551,745 150,865,352<br />

Receivable from Deccan Charters Limited 194,359 759,671,550<br />

39,746,104 910,536,902<br />

SCHEDULE - 10<br />

Loans and Advances<br />

(Unsecured and considered good, unless otherwise stated)<br />

Advances recoverable in cash or in kind or for value to be received 3,675,376,528 458,639,684<br />

Deposits with Lessors towards:<br />

- Aircraft 1,763,699,033 891,817,027<br />

- Aircraft Major Maintenance 6,714,311,469 -<br />

8,478,010,502 891,817,027<br />

Deposits with :<br />

- Airport Authorities 180,627,356 34,990,365<br />

- Other Parties 496,758,504 80,526,515<br />

677,385,860 115,516,880<br />

Duty Free Credit Entitlement Receivable 57,532,441 -<br />

Service Tax Credit Receivable 1,344,815,433 434,035,713<br />

Tax Deducted at Source 125,990,099 95,709,334<br />

14,359,110,863 1,995,718,638<br />

Notes:<br />

1) Advances recoverable in cash or in kind include Nil (March 31, 2008 - Rs. 4,238,764) due from Deccan Cargo Private Limited,<br />

in which some <strong>of</strong> the directors <strong>of</strong> the company are interested as directors. Maximum amount outstanding during the year<br />

Rs. 4,238,764 (Previous Period - Rs. 20,760,269).


Schedules annexed to and forming part <strong>of</strong> the Balance Sheet as at March 31, 2009 (Contd.)<br />

SCHEDULE - 11<br />

As at<br />

March 31, 2009<br />

Rupees<br />

As at<br />

March 31, 2008<br />

Rupees<br />

Current Liabilities and Provisions<br />

Current Liabilities:<br />

Acceptances 25,624,521 -<br />

Sundry Creditors 28,343,113,082 4,064,512,996<br />

Deposits 318,287,721 231,284,289<br />

Advances Received / Forward Sales (Refer Note 31 on Schedule 19) 2,218,765,845 1,540,127,091<br />

Gain on sale and lease back transaction 65,682,366 -<br />

Less : Income for the year 4,142,131 -<br />

61,540,235 -<br />

Interest Accrued but not due 7,583,204 67,526,120<br />

Temporary Overdrawn Bank Balances 50,967,953 154,024,950<br />

Unclaimed Dividend 276,075 276,075<br />

Other Liabilities 3,476,627,938 512,224,827<br />

34,502,786,574 6,569,976,348<br />

Provisions :<br />

Provision for Wealth Tax 300,000 175,795<br />

Fringe Benefit Tax 125,000,000 17,107,945<br />

Gratuity 91,103,577 38,434,073<br />

Leave Encashment / Compensated Absences 132,913,388 39,459,418<br />

Frequent Flyer Scheme 90,248,783 -<br />

Stamp Duty Payable (pursuant to the Scheme) (Refer Note 2(b) on Schedule 19) 15,892,334 -<br />

455,458,082 95,177,231<br />

SCHEDULE - 12<br />

Initial Cost on Leased Aircrafts<br />

(Refer Note 3(s) on Schedule 19)<br />

Per last Balance sheet 130,473,890 164,444,650<br />

Additions during the year (taken over pursuant to the Scheme) 162,971,958 -<br />

Less: Amortised during the year (97,302,784) (33,970,760)<br />

196,143,064 130,473,890<br />

Loss on novation / assignment <strong>of</strong> rights & interest on loans taken for financing pre delivery -<br />

payments (taken over pursuant to the Scheme) 270,611,148<br />

Additions during the year* 1,362,960,844 -<br />

Less: Amortised during the year (165,235,196) -<br />

1,468,336,796 -<br />

1,664,479,860 130,473,890<br />

* Includes Rs. 832,427,095 representing loss on novation / assignment & Rs. 530,533,750 being<br />

interest charges taken for financing pre delivery payments, previously capitalised.<br />

SCHEDULE - 13<br />

Miscellaneous Expenditure<br />

(To the extent not written <strong>of</strong>f)<br />

Share issue expenditure 364,052,302 364,052,302<br />

Less: Accumulated amortisation - Share issue expenditure (318,964,538) (197,613,770)<br />

45,087,764 166,438,532<br />

47


SCHEDULE - 14<br />

Income from Services<br />

(Refer Notes 3(c), 31 & 33 on Schedule 19)<br />

48<br />

Schedules annexed to and forming part <strong>of</strong> the<br />

Pr<strong>of</strong>it and Loss Account for the year ended March 31, 2009<br />

Year<br />

ended<br />

March 31, 2009<br />

Rupees<br />

Nine Months<br />

ended<br />

March 31, 2008<br />

Rupees<br />

Passenger* 49,720,771,696 13,696,865,595<br />

Cargo 1,818,315,089 34,137,161<br />

Excess Baggage 117,801,285 127,277,406<br />

Rebooking Charges / Cancellation 1,034,818,736 206,109,224<br />

Helicopter Charter and Other Services - 349,559,452<br />

* Net <strong>of</strong> debit adjustment relating to prior years <strong>of</strong> Rs.1,100,664,577 (Previous<br />

period - Nil) and credit card chargeback amount <strong>of</strong> Rs. 437,328,467 (Previous period -<br />

Rs. 66,430,000).<br />

SCHEDULE - 15<br />

Other Income<br />

52,691,706,806 14,413,948,838<br />

Incentives received from aircraft manufacturer 255,500,000 148,900,000<br />

Interest on deposits with banks (gross) 76,028,313 189,755,634<br />

[Tax Deducted at Source: Rs. 14,116,184 (Previous Period : Rs. 53,060,097)]<br />

Pr<strong>of</strong>it on transfer <strong>of</strong> aircraft / engine purchase rights - 249,701,063<br />

Income on sale and lease back transaction (Refer Note 3(g) on Schedule 19) 4,142,131 -<br />

Duty free credit entitlement 57,532,441 -<br />

Exchange gain (Net) (Refer Notes 3(n) and 35 on Schedule 19)* 2,446,978,686 155,500,977<br />

Miscellaneous Income 242,843,787 296,625,393<br />

*Net <strong>of</strong> Exchange Loss on Capital Advances for 2007-2008 <strong>of</strong> Rs. 646,589,695<br />

(Previous Period - Nil).<br />

SCHEDULE - 16<br />

Employees Costs<br />

3,083,025,358 1,040,483,067<br />

Salaries and Allowances 8,025,067,834 2,401,765,167<br />

Contribution to Provident & other funds (Refer Note 25(b) on Schedule 19) 76,181,320 22,151,693<br />

Gratuity (Refer Note 25(a) on Schedule 19) 21,611,404 12,353,307<br />

Leave encashment / Compensated absences 43,212,010 3,306,847<br />

Staff Welfare 88,111,189 6,766,264<br />

Employee Compensation Cost (Refer Note 15 on Schedule 19) (15,660,635) 11,420,490<br />

8,238,523,122 2,457,763,768


SCHEDULE - 19<br />

Notes to the financial statements for the year ended March 31, 2009<br />

1. Background<br />

50<br />

Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009<br />

<strong>Kingfisher</strong> <strong>Airlines</strong> Limited (formerly known as Deccan Aviation Limited) (“the Company”) is engaged in rendering<br />

scheduled and unscheduled aircraft passenger services, including charter services. <strong>The</strong> Company was incorporated on<br />

June 15, 1995 as a private limited company and converted itself into a public limited company on January 31, 2005.<br />

Consequently the Company changed its name from Deccan Aviation Private Limited to Deccan Aviation Limited. On June<br />

12, 2006, the Company’s shares were listed on the Bombay Stock Exchange Limited and the National Stock Exchange<br />

Limited, pursuant to the Company’s initial public <strong>of</strong>fer <strong>of</strong> shares. <strong>The</strong> Company changed its name from Deccan Aviation<br />

Limited to <strong>Kingfisher</strong> <strong>Airlines</strong> Limited, with effect from September 5, 2008.<br />

2. Demerger <strong>of</strong> the commercial airline division <strong>of</strong> <strong>Kingfisher</strong> Training and Aviation Services Limited<br />

a) <strong>The</strong> Hon’ble High Court <strong>of</strong> Karnataka approved a Scheme <strong>of</strong> Arrangement vide its order dated June 16, 2008 under<br />

Sections 391 to 394 <strong>of</strong> the Companies Act, 1956 (“Scheme”), which inter alia resulted in the demerger <strong>of</strong> the Scheduled<br />

airline business <strong>of</strong> <strong>Kingfisher</strong> Training and Aviation Services Limited (“KTASL”) (previously known as <strong>Kingfisher</strong> <strong>Airlines</strong><br />

Limited) on a going concern basis with the Company, with effect from April 1, 2008 as the demerger appointed<br />

date.<br />

b) <strong>The</strong> Company has filed an application with the Hon’ble High Court <strong>of</strong> Karnataka, for issue <strong>of</strong> an order under Section<br />

394 <strong>of</strong> the Companies Act, 1956 in form 42 <strong>of</strong> the Companies (Court) Rules, 1949. Pending adjudication <strong>of</strong> the Stamp<br />

Duty by the Hon’ble High Court and payment <strong>of</strong> the same the issue <strong>of</strong> the order in form 42 is awaited. However, the<br />

Stamp duty payable has been provided on the basis <strong>of</strong> the said application filed by the Company with the Hon’ble<br />

High Court <strong>of</strong> Karnataka.<br />

c) Consequent to the Scheme, all the assets and liabilities <strong>of</strong> the commercial airline division <strong>of</strong> KTASL have vested<br />

with the Company. <strong>The</strong> balance sheet <strong>of</strong> KTASL as at March 31, 2008, duly audited by its statutory auditors after<br />

eliminating assets and liabilities <strong>of</strong> a division retained by it have been incorporated in the books <strong>of</strong> account as <strong>of</strong> April<br />

1, 2008 after taking cognizance <strong>of</strong> the Scheme, particularly clause 13, part C prescribing the accounting treatment to<br />

be followed by the Company.<br />

d) Pursuant to the Scheme, in consideration <strong>of</strong> the demerger referred to above, three equity shares <strong>of</strong> Rs. 10/- each<br />

in the Company for every seven equity shares <strong>of</strong> Rs. 10/- each held by the equity shareholders in KTASL and one<br />

6% redeemable non cumulative preference shares <strong>of</strong> Rs. 100/- each in the Company for every 6% redeemable non<br />

cumulative preference share <strong>of</strong> Rs.100/- each held in KTASL, have been allotted to the shareholders <strong>of</strong> KTASL. <strong>The</strong><br />

face value <strong>of</strong> such equity and preference shares aggregate to Rs. 1,300,333,500 and Rs. 970,000,000 respectively.<br />

e) Difference between the book value <strong>of</strong> assets minus liabilities <strong>of</strong> KTASL so taken over by the Company and the face<br />

value <strong>of</strong> shares allotted as consideration vide sub paragraph (d) amounting to Rs. 9,413,558,768 has been set-<strong>of</strong>f<br />

against the ‘Securities Premium Account’ as detailed in clause 14.1 <strong>of</strong> the Scheme read with resolution <strong>of</strong> the Board<br />

<strong>of</strong> Directors dated July 25, 2008 pursuant to clause 25.1 <strong>of</strong> the Scheme as detailed below:<br />

Particulars Amount (Rs.)<br />

Book value <strong>of</strong> assets taken over 39,893,116,671<br />

Book value <strong>of</strong> liabilities taken over 47,036,341,939<br />

Difference (A) 7,143,225,268<br />

Face value <strong>of</strong> Shares allotted as consideration<br />

Equity Shares Rs. 1,300,333,500<br />

Preference Shares Rs. 970,000,000<br />

Total face value <strong>of</strong> Shares allotted (B) 2,270,333,500<br />

Amount debited to Securities Premium Account (A) + (B) 9,413,558,768<br />

f) Harmonization <strong>of</strong> accounting policies <strong>of</strong> the commercial airline division <strong>of</strong> KTASL taken over with that followed by<br />

the Company has been made to the extent identified and adjustments required there<strong>of</strong> have been made in the Pr<strong>of</strong>it<br />

and Loss Account.


Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

g) Documentation in respect <strong>of</strong> transfer <strong>of</strong> certain assets and liabilities so taken over to the name <strong>of</strong> the Company are<br />

pending. <strong>The</strong> Company is in discussion with the Registrar <strong>of</strong> companies for transfer <strong>of</strong> charges created by KTASL to its<br />

name in respect <strong>of</strong> securities granted for loans taken over by the Company.<br />

3. Statement <strong>of</strong> significant accounting policies<br />

(a) Basis <strong>of</strong> preparation<br />

<strong>The</strong> financial statements are prepared in accordance with Indian Generally Accepted Accounting Principles (“GAAP”)<br />

under the historical cost convention on the accrual basis. GAAP comprises mandatory accounting standards as specified<br />

in the Companies (Accounting Standards) Rules, 2006, the provisions <strong>of</strong> the Companies Act, 1956 and guidelines issued<br />

by the Securities and Exchange Board <strong>of</strong> India. Accounting policies have been consistently applied except where a<br />

newly issued accounting standard is initially adopted or a revision to an existing accounting standard requires a<br />

change in the accounting policy hitherto in use. Further, the financial statements are presented in the general format<br />

specified in Schedule VI to the Companies Act, 1956 (‘the Act’).<br />

(b) Use <strong>of</strong> estimates<br />

In preparation <strong>of</strong> the financial statements in conformity with generally accepted accounting principles, estimates<br />

and assumptions, where necessary, have made based on Management’s best knowledge and experience. Accordingly,<br />

actual results may differ from such estimates.<br />

(c) Revenue recognition<br />

Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and<br />

revenue can be reliably measured. Revenue from charter services is recognized based on services provided and billed<br />

as per the terms <strong>of</strong> the contracts with the customers provided that the collection is reasonably certain. Revenue from<br />

sale <strong>of</strong> tickets <strong>of</strong> the airline operations and cargo operations are recognized in the period in which the service is<br />

provided, i.e. on flown / carried basis. Such revenue is net <strong>of</strong> the statutory fees to be collected from customers as per<br />

government regulations. Unearned revenue represents consideration on sale <strong>of</strong> passenger tickets and cargo against<br />

which the Company has to provide services in future periods and is included under Advances from customers. <strong>The</strong><br />

same is released to the pr<strong>of</strong>it and loss account as the services are rendered.<br />

Fees for passenger initiated changes and cancellations <strong>of</strong> tickets are recognized as revenues in the period in which<br />

such changes / cancellations are effected.<br />

Interest income is recognized on the time proportionate method when the right to receive income is established and<br />

that collection is reasonably certain. Income from sale <strong>of</strong> advertisement space is recognized on accrual basis over the<br />

period the advertisements are displayed.<br />

<strong>The</strong> Company enters into barter arrangements with other parties for advertising in exchange for the Company's<br />

advertising in the other party's media or in exchange for other services or goods. Such transactions are recorded at<br />

the fair value <strong>of</strong> the services / goods received from the other party, or at the fair value <strong>of</strong> the services provided by the<br />

Company if it is not feasible to determine the fair value <strong>of</strong> the services / goods received.<br />

(d) Fixed assets and Intangible assets<br />

Fixed assets and intangible assets are stated at cost <strong>of</strong> acquisition less accumulated depreciation / amortization and<br />

impairment losses (if any). Cost comprises the purchase price and any attributable cost <strong>of</strong> bringing the asset to its<br />

working condition for its intended use and also includes cost <strong>of</strong> modification and improvements to leased assets.<br />

Borrowing costs relating to acquisition <strong>of</strong> fixed assets are also included to the extent they relate to the period till such<br />

assets are ready to be put to use.<br />

Advances paid towards the acquisition <strong>of</strong> fixed assets and the cost <strong>of</strong> fixed assets not ready for intended use as <strong>of</strong> the<br />

balance sheet date are disclosed under capital work-in-progress.<br />

(e) Depreciation<br />

Depreciation on fixed assets, except non-compete fees, trademarks, design – aircraft interiors, s<strong>of</strong>tware, leasehold<br />

improvements, is provided on a straight line basis at the rates prescribed under Schedule XIV to the Companies Act,<br />

51


52<br />

(e) Depreciation (Contd.)<br />

1956 which are estimated to be the useful life <strong>of</strong> fixed assets by the management. Additions are depreciated on a<br />

pro-rata basis from the date <strong>of</strong> installation till the date the assets are sold or disposed.<br />

– Non-compete fees are amortized over the period <strong>of</strong> agreement (i.e. five years).<br />

– Trademarks are amortized over the period <strong>of</strong> four years.<br />

– Design – Aircraft Interiors are amortized over the period <strong>of</strong> seven years.<br />

– S<strong>of</strong>tware is depreciated over a period <strong>of</strong> 1 - 4 years, based on estimated useful life as ascertained by the<br />

management.<br />

– Leasehold improvements on operating leases are depreciated over the shorter <strong>of</strong> the period <strong>of</strong> the lease and their<br />

estimated useful lives.<br />

– Movable cabins and mobile phones are depreciated over the period <strong>of</strong> five and two years, respectively, on a<br />

straight-line method.<br />

(f) Borrowing Costs<br />

Borrowing costs attributable to the acquisition or construction <strong>of</strong> a qualifying asset are capitalized as a part <strong>of</strong> the<br />

cost <strong>of</strong> the assets. Other borrowing costs are recognized as an expense in the period in which they are incurred.<br />

(g) Leases – Where the Company is a lessee<br />

Finance leases, which effectively transfer to the Company substantially all the risks and benefits incidental to ownership<br />

<strong>of</strong> the leased item, are capitalized at the lower <strong>of</strong> the fair value and present value <strong>of</strong> the minimum lease payments at<br />

the inception <strong>of</strong> the lease term and disclosed as leased assets. Lease payments are apportioned between the finance<br />

charges and reduction <strong>of</strong> the lease liability based on the implicit rate <strong>of</strong> return. Finance charges are charged directly<br />

against income. Lease management fees, legal charges and other initial direct costs are capitalized.<br />

If there is no reasonable certainty that the Company will obtain the ownership by the end <strong>of</strong> the lease term, capitalized<br />

leased assets are depreciated over the shorter <strong>of</strong> the estimated useful life <strong>of</strong> the asset and the lease term.<br />

Leases where the lessors effectively retain substantially all the risks and benefits <strong>of</strong> ownership over the leased term<br />

are classified as operating leases. Operating lease payments including expenses incurred for bringing the leased asset<br />

to its working condition for intended use are recognized as an expense in the Pr<strong>of</strong>it and Loss account on a straightline<br />

basis over the lease term.<br />

Pr<strong>of</strong>it or loss on sale and leaseback arrangements resulting in operating leases are recognized immediately in case<br />

the transaction is established at a fair value, else the excess over the fair value is deferred and amortised over the<br />

period for which the asset is expected to be used. If the sale price is below the fair value and the loss is compensated<br />

by future lease payments at below market price, the same is deferred and amortised in proportion to the lease<br />

payments over the period for which the asset is expected to be used. If the fair value at the time <strong>of</strong> sale and lease<br />

back transaction is less than the carrying amount <strong>of</strong> the asset, a loss equal to the amount <strong>of</strong> difference between the<br />

carrying amount and fair value is recognised immediately. In case <strong>of</strong> sale and leaseback arrangement resulting in a<br />

finance lease, any excess or deficiency <strong>of</strong> sales proceeds over the carrying value is deferred and amortised over the<br />

lease term in proportion to the depreciation <strong>of</strong> the leased asset.<br />

(h) Impairment <strong>of</strong> assets<br />

<strong>The</strong> carrying amounts <strong>of</strong> assets are reviewed at each balance sheet date if there is any indication <strong>of</strong> impairment<br />

based on internal / external factors. An impairment loss is recognized wherever the carrying amount <strong>of</strong> an asset<br />

exceeds its recoverable amount. <strong>The</strong> recoverable amount is the greater <strong>of</strong> the asset’s net selling price and value in<br />

use. In assessing value in use, the estimated future cash flows are discounted to their present value at the weighted<br />

average cost <strong>of</strong> capital. After impairment, depreciation is provided on the revised carrying amount <strong>of</strong> the asset over<br />

its remaining useful life. A previously recognized impairment loss is increased or reversed depending on changes in<br />

circumstances. However, the carrying value after reversal is not increased beyond the carrying value that would have<br />

prevailed by charging usual depreciation if there was no impairment.<br />

(i) Maintenance costs<br />

Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

In respect <strong>of</strong> aircraft, aircraft engines and helicopters, the Company has entered into maintenance arrangements.<br />

Payments made to lessors for major maintenance expenditure as per the related maintenance agreements, comprising<br />

fixed period-based amounts and variable activity-based amounts are initially considered as maintenance deposits and<br />

expensed as and when maintenance expenditure is incurred.


Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

(j) Inventory<br />

Inventories are valued at lower <strong>of</strong> cost or net realizable value. Cost is determined on first in first out basis except at one<br />

<strong>of</strong> the divisions where the weighted average basis was followed till December 31, 2008. In respect <strong>of</strong> reusable items<br />

such as rotables, provision for obsolescence is made based on the estimated useful life <strong>of</strong> the aircraft as derived from<br />

Schedule XIV to the Companies Act, 1956. In-flight inventory is valued on weighted average basis, while Inventory <strong>of</strong><br />

fuel is valued on the basis <strong>of</strong> last fuel uplifted rates in respective aircrafts.<br />

(k) Investments<br />

Investments that are readily realizable and intended to be held for not more than a year are classified as current<br />

investments. All other investments are classified as long-term investments. Current investments are carried at lower<br />

<strong>of</strong> cost and fair value determined on an individual investment basis. Long-term investments are carried at cost.<br />

However, provision for diminution in value is made to recognize a decline other than temporary in the value <strong>of</strong> the<br />

investments.<br />

(l) Employee Benefits<br />

i. Defined Contribution Plan<br />

<strong>The</strong> Company contributes on a defined contribution basis to Employee’s Provident Fund and Employee Pension<br />

Scheme towards post employment benefits, all <strong>of</strong> which are administered by the respective Government<br />

authorities. <strong>The</strong> Company also contributes to social security schemes in respect <strong>of</strong> its employees at certain<br />

overseas <strong>of</strong>fices. It has no further obligation beyond making its contribution which is expected in the year in<br />

which it pertains.<br />

ii. Defined Benefit Plan<br />

<strong>The</strong> Company has a defined benefit plan namely gratuity for all its employees. <strong>The</strong> liability for the defined<br />

benefit plan <strong>of</strong> gratuity is determined on the basis <strong>of</strong> an actuarial valuation by an independent actuary at the<br />

year-end, which is calculated using Projected Unit Credit Method. Actuarial gains and losses are adjusted in the<br />

Pr<strong>of</strong>it and Loss Account.<br />

iii. Other long-term employee benefits<br />

<strong>The</strong> employees <strong>of</strong> the Company are entitled to leave as per the leave policy <strong>of</strong> the Company. <strong>The</strong> liability in<br />

respect <strong>of</strong> unutilized leave balances is provided based on an actuarial valuation carried out by an independent<br />

actuary as at the year-end and charged to the Pr<strong>of</strong>it and Loss Account. Actuarial gains and losses are adjusted in<br />

the Pr<strong>of</strong>it and Loss Account.<br />

(m) Income taxes<br />

Tax expense comprises current, deferred and fringe benefit tax. Current income tax and fringe benefit tax are<br />

measured at the amount expected to be paid to the tax authorities in accordance with the Indian Income-tax Act,<br />

1961. Deferred income taxes reflects the impact <strong>of</strong> current period timing differences between taxable income and<br />

accounting income for the period and reversal <strong>of</strong> timing differences <strong>of</strong> earlier years. Deferred tax is measured based<br />

on the tax rates and the tax laws enacted or substantively enacted as at the balance sheet date. Deferred tax assets<br />

are recognized only to the extent that there is reasonable certainty that sufficient future taxable income will be<br />

available against which such deferred tax assets can be realized. Deferred tax assets are recognized on carry forward<br />

<strong>of</strong> unabsorbed depreciation and tax losses only if there is virtual certainty that such deferred tax assets can be realized<br />

against future taxable pr<strong>of</strong>its. Unrecognized deferred tax assets <strong>of</strong> earlier years are re-assessed and recognized to the<br />

extent that it has become reasonably certain that future taxable income will be available against which such deferred<br />

tax assets can be realized.<br />

(n) Foreign currency transactions<br />

i. Initial recognition<br />

Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount<br />

the exchange rate between the reporting currency and the foreign currency at the date <strong>of</strong> the transaction.<br />

ii. Conversion<br />

Foreign currency monetary items are reported at rate prevailing on the balance sheet date. Non-monetary items<br />

which are carried in terms <strong>of</strong> historical cost denominated in a foreign currency are reported using the exchange<br />

rate at the date <strong>of</strong> the transaction; and non-monetary items which are carried at fair value or other similar<br />

valuation denominated in a foreign currency are reported using the exchange rates that existed when the values<br />

were determined.<br />

53


54<br />

(n) Foreign currency transactions (Contd.)<br />

iii. Exchange differences<br />

Exchange differences arising on the settlement <strong>of</strong> monetary items or on reporting Company's monetary items<br />

at rates different from those at which they were initially recorded during the period, or reported in previous<br />

financial statements, are recognized as income or as expenses in the period in which they arise.<br />

iv. Forward exchange contracts<br />

<strong>The</strong> Company uses forward exchange contracts to hedge its exposure to movements in foreign exchange rates.<br />

<strong>The</strong> Company does not use the forward exchange contracts for trading or speculation purposes. In respect<br />

<strong>of</strong> foreign currency monetary assets or liabilities in respect <strong>of</strong> which forward exchange contract is taken, the<br />

premium or discount arising at the inception <strong>of</strong> forward exchange contracts is amortized as expense or income<br />

over the life <strong>of</strong> the contract. Exchange differences on such contracts are recognized in the statement <strong>of</strong> pr<strong>of</strong>it<br />

and loss in the period in which the exchange rates change. Any pr<strong>of</strong>it or loss arising on cancellation or renewal<br />

<strong>of</strong> forward exchange contract is recognized as income or as expense for the period. Pursuant to <strong>The</strong> Institute <strong>of</strong><br />

Chartered Accountants <strong>of</strong> India’s announcement ‘Accounting for Derivatives’, the Company marks-to-market all<br />

such outstanding derivative contracts at the end <strong>of</strong> the period and the resulting mark-to-market losses, if any,<br />

are recognized in the Pr<strong>of</strong>it and Loss Account.<br />

(o) Earnings per share<br />

Basic earnings per share are calculated by dividing the net pr<strong>of</strong>it or loss for the period attributable to equity<br />

shareholders (after deducting preference dividends and attributable taxes) by the weighted average number <strong>of</strong><br />

equity shares outstanding during the period. Partly paid equity shares are treated as a fraction <strong>of</strong> an equity share to<br />

the extent that they were entitled to participate in dividends relative to a fully paid equity share during the reporting<br />

period. <strong>The</strong> weighted average number <strong>of</strong> equity shares outstanding during the period is adjusted for events <strong>of</strong> bonus<br />

issue; bonus element in a rights issue to existing shareholders; share split; and reverse share split (consolidation <strong>of</strong><br />

shares).<br />

For the purpose <strong>of</strong> calculating diluted earnings per share, the net pr<strong>of</strong>it or loss for the period attributable to equity<br />

shareholders and the weighted average number <strong>of</strong> shares outstanding during the period are adjusted for the effects<br />

<strong>of</strong> all dilutive potential equity shares.<br />

(p) Provisions<br />

A provision is recognized when an enterprise has a present obligation as a result <strong>of</strong> past event; and it is probable that<br />

an outflow <strong>of</strong> resources will be required to settle the obligation, in respect <strong>of</strong> which a reliable estimate can be made.<br />

Provisions are not discounted to their present value and are determined based on best estimate required to settle<br />

the obligation at the balance sheet date. <strong>The</strong>se are reviewed at each balance sheet date and adjusted to reflect the<br />

current best estimates.<br />

(q) Deferred revenue expenses<br />

Share issue expenses are amortized over a period <strong>of</strong> three years on a straight-line basis following the year <strong>of</strong> incurring<br />

the expenses.<br />

(r) Stock option compensation expense<br />

<strong>The</strong> Company accounts for stock option compensation expense based on the intrinsic value <strong>of</strong> the options granted<br />

which is the difference between the fair value <strong>of</strong> the share underlying the option and the exercise price <strong>of</strong> the option<br />

determined at the grant date. Compensation expense is amortized over the period <strong>of</strong> vesting on a straight-line basis.<br />

<strong>The</strong> accounting value <strong>of</strong> the options net <strong>of</strong> deferred compensation expense is reflected as Employee stock option<br />

outstanding.<br />

(s) Initial costs on leased aircrafts<br />

Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

Expenses directly attributable and incurred in relation to aircrafts acquired on operating lease arrangement are<br />

deferred and amortized over the period <strong>of</strong> lease <strong>of</strong> aircrafts. Such expenses interalia include initial borrowing costs<br />

incurred on pre delivery payments for aircrafts till the Company novates / assigns the right to acquire the aircrafts in<br />

favor <strong>of</strong> the lessors.


Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

(t) Incentives from aircraft manufacturers<br />

Incentives from aircraft manufacturers are credited to Pr<strong>of</strong>it and Loss Account in the year when such incentives are<br />

made available to the Company as per the terms <strong>of</strong> aircraft purchase agreements. This includes incentives granted for<br />

the purpose <strong>of</strong> meeting certain revenue expenses.<br />

(u) Commission<br />

Commission to travel agents is recognized when the corresponding revenues are recognized as income on flown /<br />

carriage basis.<br />

4. Share Capital<br />

During the year, the Company has allotted 77,030 equity shares under the Employee Stock Option Plan at Rs. 10/- each at<br />

a premium <strong>of</strong> Rs. 55 per share.<br />

5. <strong>The</strong> Company raised an aggregate amount <strong>of</strong> Rs. 36,328 lakhs through a public issue <strong>of</strong> shares during the period ended<br />

June 30, 2006. <strong>The</strong> proceeds <strong>of</strong> the issue have been utilized as follows:<br />

Particulars<br />

Year ended<br />

March 31, 2009<br />

(in Rupees)<br />

Nine months ended<br />

March 31, 2008<br />

Balance as per last Balance Sheet (A) 146,523,825 1,671,127,138<br />

Utilization <strong>of</strong> proceeds<br />

Repayment <strong>of</strong> debts Nil 134,461,179<br />

Capital Expenditure Nil 50,022,934<br />

Setting up <strong>of</strong> infrastructure at airports Nil 25,919,200<br />

General Corporate Expenses 146,523,825 1,314,200,000<br />

Marketing development initiatives Nil Nil<br />

Total Out Flow (B) 146,523,825 1,524,603,313<br />

Unutilized balance (A – B) Nil 146,523,825<br />

6. Commitments and contingent liabilities not provided for:<br />

Particulars<br />

Estimated amount <strong>of</strong><br />

contracts remaining to be<br />

executed on capital account<br />

and not provided for (net<br />

<strong>of</strong> advances)<br />

Guarantees / letters <strong>of</strong><br />

credit given by banks on<br />

behalf <strong>of</strong> the Company<br />

Claims against the Company<br />

not acknowledged as debts<br />

(including civil and customer<br />

suits) in the normal course<br />

<strong>of</strong> business (to the extent<br />

ascertainable)<br />

As at<br />

March 31, 2009<br />

As at<br />

March 31, 2008<br />

Remarks<br />

(In Rupees)<br />

267,522,960,069 67,709,799,738 Pertains to acquisition <strong>of</strong> aircrafts & other capital<br />

assets in future.<br />

7,443,597,228 2,946,740,641 Pertains to guarantees and letters <strong>of</strong> credit given /<br />

issued by banks to Airport Authorities, lessors,<br />

suppliers <strong>of</strong> spares, stores & components and<br />

others.<br />

4,179,435,320 174,971,134 Pertains to litigations filed against the Company<br />

which are pending with various authorities<br />

/ arbitration, including National Consumer<br />

Disputes Redressal Commission, Consumers’<br />

Disputes Forums, Courts, Civil Court and invoices<br />

<strong>of</strong> suppliers not accepted by the Company. <strong>The</strong><br />

Company has a claim against one <strong>of</strong> the parties<br />

<strong>of</strong> Rs. 1010 million.<br />

55


56<br />

Demands raised by tax<br />

authorities against which<br />

the Company has preferred<br />

appeals<br />

Claims by ex-lessors not<br />

acknowledged as debt<br />

Redelivery and other costs<br />

in respect <strong>of</strong> assets taken<br />

on operating lease at the<br />

end <strong>of</strong> the lease period<br />

Amounts payable, if any<br />

for breach <strong>of</strong> contractual<br />

obligations<br />

Liability for deduction <strong>of</strong> tax<br />

at source on lease payments<br />

in respect <strong>of</strong> aircrafts and<br />

engines, where agreements<br />

were entered into with<br />

lessors prior to March 31,<br />

2007 (excluding interest)<br />

Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

6. Commitments and contingent liabilities not provided for: (Contd.)<br />

272,155,247 Nil Pertains to disputes with tax authorities. <strong>The</strong><br />

Company has filed necessary appeals.<br />

2,131,637,613 Nil Pertains to claims by ex-lessors arising out <strong>of</strong><br />

repossession <strong>of</strong> leased aircrafts on account <strong>of</strong><br />

alleged breach <strong>of</strong> contractual obligations. <strong>The</strong><br />

Queen’s court in UK has held that termination<br />

<strong>of</strong> the lease agreements by the lessors is in order<br />

and that damages need to be quantified.<br />

<strong>The</strong> Company has contended that the honorable<br />

high court <strong>of</strong> Karnataka has exclusive jurisdiction<br />

to consider the matter. <strong>The</strong> matter is pending<br />

before the Supreme Court <strong>of</strong> India on a SLP filed<br />

by the Company.<br />

Not<br />

ascertainable<br />

Not<br />

ascertainable<br />

Not<br />

ascertainable<br />

Not<br />

ascertainable<br />

In respect <strong>of</strong> operating leases, the Company is<br />

required to return the aircrafts as per prescribed<br />

terms. However, the lease periods are extendable<br />

for a longer period and considering on going<br />

maintenance <strong>of</strong> aircrafts, a reliable estimate<br />

cannot be made <strong>of</strong> the redelivery costs.<br />

580,834,404 86,323,352 <strong>The</strong> Company has filed applications under section<br />

10(15A) <strong>of</strong> the Income Tax Act, 1961 with the<br />

Central Board <strong>of</strong> Direct Taxes seeking exemption<br />

from deduction <strong>of</strong> tax, which are pending. <strong>The</strong>se<br />

are being followed up by the Company.<br />

<strong>The</strong> Company has entered into agreements for purchase <strong>of</strong> aircrafts / engines under which the Company has commitments<br />

to purchase aircrafts / engines over a period stipulated in the agreements. Such agreements involve complex pricing<br />

arrangements wherein the Company receives discounts / credits on such purchases, which are based on the commitments<br />

to purchase, which the Company is confident to fulfill currently. Accordingly, the amount <strong>of</strong> contingent liability, if any,<br />

as at the balance sheet date is currently not ascertainable.<br />

In addition to the above, there are certain arbitration proceedings with customers / suppliers / contractors, in respect <strong>of</strong><br />

which claims are currently not ascertainable.<br />

<strong>The</strong> management believes, based on internal assessment and/or legal advice, that the probability <strong>of</strong> an ultimate adverse<br />

decision and outflow <strong>of</strong> resources <strong>of</strong> the Company is not probable and accordingly, no provision for the same is considered<br />

necessary.


11. Expenditure in foreign currency (on accrual basis)<br />

58<br />

Salaries and allowances<br />

Travelling & Conveyance<br />

Particulars<br />

Pr<strong>of</strong>essional & Consultancy expenses<br />

Training expenses<br />

Aircraft and other maintenance expenses<br />

Lease rentals<br />

Ticket distribution and reservation system<br />

Interest<br />

Fuel Purchase<br />

Airport Charges<br />

Ground Handling<br />

Redelivery costs<br />

Others<br />

12. Value <strong>of</strong> components and spare parts consumed<br />

Imported<br />

Indigenous<br />

Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

Particulars<br />

Year ended<br />

March 31, 2009<br />

892,956,659<br />

404,749,011<br />

49,892,252<br />

151,170,513<br />

3,982,606,531<br />

11,851,321,991<br />

2,247,355,770<br />

595,325,114<br />

90,869,927<br />

293,796,020<br />

201,379,010<br />

1,845,783,634<br />

2,088,515<br />

Year ended<br />

March 31, 2009<br />

(In Rupees)<br />

Nine months ended<br />

March 31, 2008<br />

583,029,085<br />

7,877,116<br />

90,455,048<br />

112,181,349<br />

1,525,024,832<br />

3,547,325,084<br />

53,537,426<br />

50,655,855<br />

Nil<br />

Nil<br />

Nil<br />

Nil<br />

1,803,015<br />

Nine months ended<br />

March 31, 2008<br />

Amount (Rs.) % Amount (Rs.) %<br />

344,905,618<br />

166,952,211<br />

67<br />

33<br />

352,817,857<br />

85,038,716<br />

Total 511,857,829 100 437,856,573 100<br />

13. a) Buildings constructed at a cost <strong>of</strong> Rs. 8,873,587 are on land rented from the State Government, for which lease has<br />

been transferred to Deccan Charters Limited (DCL). Such rental agreement is renewable on an annual basis. <strong>The</strong><br />

Company is in the process <strong>of</strong> entering into an appropriate arrangement with DCL.<br />

b) Buildings Constructed at a cost <strong>of</strong> Rs. 86,585,820 are on land belonging to the Airport Authority <strong>of</strong> India. Such rental<br />

agreements are renewable on a periodical basis.<br />

14. Capital work-in-progress includes capitalized interest on borrowings for purchase <strong>of</strong> fixed assets. <strong>The</strong> movement in the<br />

account is given below:<br />

(In Rupees)<br />

Particulars<br />

Year ended<br />

March 31, 2009<br />

81<br />

19<br />

Nine months ended<br />

March 31, 2008<br />

Opening Balance 215,766,254 175,868,321<br />

Add: Taken over from KTASL pursuant to Scheme 1,493,958,827 Nil<br />

Add: Interest capitalized during the year / period 1,228,173,402 148,604,879<br />

Less: Deletions on account <strong>of</strong> delivery and cancellation <strong>of</strong> orders <strong>of</strong><br />

aircrafts<br />

(1,002,302,648) (108,706,946)<br />

Closing Balance 1,935,595,835 215,766,254


Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

15. Employee Stock Option Plan [ESOP]<br />

On March 16, 2005, the shareholders <strong>of</strong> the Company approved an employee stock option plan [ESOP 2005]. Further on<br />

December 21, 2005, the Board <strong>of</strong> Directors approved the ESOP 2006 scheme, which will govern issuance <strong>of</strong> options on or<br />

after January 1, 2006. Options issued under ESOP 2005 would continue to be governed under ESOP 2005. <strong>The</strong> shareholders<br />

have approved the issuance <strong>of</strong> 8,181,779 options in aggregate subject to a maximum <strong>of</strong> 10% <strong>of</strong> the aggregate number <strong>of</strong><br />

issued and outstanding equity shares (calculated on an as converted basis), under both the options put together.<br />

During the year ended March 31, 2009, no options under ESOP 2006 scheme have been issued. Details <strong>of</strong> number and<br />

weighted-average exercise prices <strong>of</strong> options are given below:<br />

Particulars<br />

Outstanding at the beginning <strong>of</strong> the year /<br />

period<br />

Number <strong>of</strong><br />

options<br />

Year ended<br />

March 31, 2009<br />

Weighted<br />

average exercise<br />

price (per share)<br />

(In Rupees)<br />

Nine months ended<br />

March 31, 2008<br />

Number <strong>of</strong><br />

options<br />

Weighted<br />

average exercise<br />

price (per share)<br />

(In Rupees)<br />

3,485,665 65 3,414,470 65<br />

Granted during the year / period Nil Nil 731,400 65<br />

Exercised during the year / period 77,030 65 328,385 65<br />

Forfeited during the year / period 1,615,455 65 331,820 65<br />

Outstanding at the end <strong>of</strong> the year / period 1,793,180 65 3,485,665 65<br />

Exercisable at the end <strong>of</strong> the year / period 608,170 65 304,455 65<br />

<strong>The</strong> weighted average price <strong>of</strong> the share on exercise date was Rs. 87.69.<br />

<strong>The</strong> weighted average contractual remaining life <strong>of</strong> the options is 7.73 years as at March 31, 2009.<br />

<strong>The</strong> Company has determined intrinsic values, based on the fair value <strong>of</strong> the shares on the date <strong>of</strong> grant, as follows:<br />

Month & year <strong>of</strong> grant<br />

Intrinsic value determined (Rs.)<br />

June 2005 62.97<br />

December 2005 62.97<br />

April 2007 49.90<br />

September 2007 83.80<br />

February 2008 91.95<br />

<strong>The</strong> Company has written back deferred compensation expense <strong>of</strong> Rs. 15,660,635 during the year, on account <strong>of</strong> forfeitures<br />

for options issued. (During the nine months ended March 31, 2008 the Company recorded an expenditure <strong>of</strong> Rs. 11,420,490<br />

net <strong>of</strong> forfeiture)<br />

(In Rupees)<br />

Accounting value <strong>of</strong> stock options outstanding 101,444,258<br />

Less: Deferred stock compensation expense to be amortized in future years 20,349,839<br />

Employee stock option outstanding 81,094,419<br />

59


Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

Transactions during the<br />

year / period<br />

Helicopter lease rentals<br />

earned (Deccan Aviation<br />

(Lanka) Private Limited )<br />

Rent Expense<br />

(Capt. G.R. Gopinath)<br />

Investment by <strong>Kingfisher</strong><br />

Finvest India Limited (*)<br />

Remuneration (Mr. Ramki<br />

Sundaram)<br />

Interest income on advances<br />

(Mr. Ramki Sundaram)<br />

Expenses incurred on behalf<br />

<strong>of</strong> DCPL<br />

Reimbursement <strong>of</strong> expenses<br />

incurred on behalf <strong>of</strong> DCPL<br />

Consideration receivable on<br />

slump sale <strong>of</strong> the charter<br />

services operations (DCL)<br />

Book value <strong>of</strong> assets transferred<br />

on Slump Sale (DCL)<br />

Liabilities transferred on<br />

Slump Sale (DCL)<br />

Reimbursements receivable<br />

from DCPL<br />

Net amount receivable from<br />

DCL<br />

Dues to the Company<br />

(Mr. Ramki Sundaram)<br />

Guarantee and security<br />

commission (expense)<br />

License fees (expense)<br />

Interest expense<br />

Mar-09<br />

Mar-08<br />

Mar-09<br />

Mar-08<br />

Mar-09<br />

Mar-08<br />

Mar-09<br />

Mar-08<br />

Mar-09<br />

Holding<br />

Company<br />

Fellow<br />

Subsidiaries<br />

Associate Subsidiaries<br />

Nil<br />

1,943,778<br />

NA<br />

352,222,310<br />

KMPs and<br />

their relatives<br />

Nil<br />

450,000<br />

4,544,930<br />

10,288,523<br />

2,668,493<br />

Mar-08 2,000,000<br />

Mar-09<br />

Mar-08<br />

(In Rupees)<br />

Enterprises owned or<br />

significantly influenced<br />

by key management<br />

personnel or their<br />

relatives or persons<br />

who have control or<br />

significant influence<br />

over the Company<br />

N i l<br />

2 0 , 8 9 9 , 3 6 4<br />

Mar-09 4,337,956<br />

Mar-08 23,578,709<br />

Mar-09 Nil<br />

Mar-08 690,000,000<br />

Mar-09 Nil<br />

Mar-08<br />

807,793,919<br />

Mar-09<br />

Nil<br />

Mar-08 331,404,752<br />

Mar-09<br />

Mar-08<br />

Nil<br />

4,238,764<br />

Mar-09 NA<br />

Mar-08<br />

Mar-09 NA<br />

Mar-08 25,000,000<br />

Mar-09 327,791,300 1,750,000 #<br />

Mar-08 NA NA<br />

Mar-09 65,077,000<br />

Mar-08 NA<br />

Mar-09 136,051,772<br />

175,036,001**<br />

7,586,987#<br />

Mar-08 NA NA<br />

752,947,510<br />

61


Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

Remuneration paid to directors is disclosed in the note 7 above.<br />

Salaries paid Rs. 1,515,037 during the year ended March 31, 2009 (March 31, 2008 – Rs. 1,903,548), to a relative <strong>of</strong><br />

one <strong>of</strong> the directors <strong>of</strong> the Company. Balance due to such person as at March 31, 2009 is Rs. Nil (March 31, 2008 –<br />

Rs 195,613).<br />

Some <strong>of</strong> the key managerial personnel have given personal guarantees. In addition to key managerial personnel, their<br />

relatives have <strong>of</strong>fered collateral securities to banks and financial institutions against the loans taken by the Company<br />

from such banks and financial institutions.<br />

In addition the Company has derived revenue from certain related parties from sale <strong>of</strong> tickets / cargo space in the normal<br />

course <strong>of</strong> business. <strong>The</strong>se have not been quantified & shown separately.<br />

b) List <strong>of</strong> Associates*<br />

City Properties Maintenance Company Bangalore Limited<br />

Deccan Charters Limited(formerly <strong>Kingfisher</strong> Aviation Training Limited)<br />

H. Parsons Pvt. Limited<br />

Inversiones Mirabel, S.A<br />

<strong>Kingfisher</strong> Aviation Training Limited (formerly <strong>Kingfisher</strong> Training Academy Limited)<br />

<strong>Kingfisher</strong> Training and Aviation Services Limited (formerly <strong>Kingfisher</strong> <strong>Airlines</strong> Limited)<br />

<strong>Kingfisher</strong> Finvest India Limited (formerly <strong>Kingfisher</strong> Radio Limited)<br />

Mangalore Chemicals & Fertilizer Limited<br />

McDowell Holdings Limited<br />

Mendocino Brewing Co.Inc, U.S.A<br />

Pixray India Limited<br />

Releta Brewing Company LLC<br />

Rigby International Corp<br />

Rubic Technologies Inc<br />

UB Electronic Instruments Limited<br />

UB Engineering Limited<br />

UB Infrastructure Projects Limited<br />

UB International Trading Limited<br />

UB Overseas Limited<br />

UBHL(BVI) Limited<br />

UBSN Limited<br />

United Breweries (Holdings) Limited<br />

United Breweries International (UK) Limited<br />

United Breweries <strong>of</strong> America Inc, Delaware<br />

United Racing & Bloodstock Breeders Limited<br />

United Spirits Limited<br />

DCL Holdings Private Limited<br />

WIE Engineering Limited (Under Liquidation)<br />

* <strong>The</strong> above parties do not necessarily fall within the meaning <strong>of</strong> “ Related Parties” in terms <strong>of</strong> Accounting<br />

Standard -18.<br />

63


17. Leases and Hire Purchase<br />

64<br />

a) <strong>The</strong> Company has entered into operating and finance lease agreements. Disclosures required under AS 19 on “Leases”<br />

is as given below:<br />

Operating leases<br />

Operating lease arrangements comprise <strong>of</strong> leases <strong>of</strong> aircraft, helicopters, spare engines and <strong>of</strong>fice premises. <strong>The</strong><br />

salient features <strong>of</strong> operating lease agreements for aircrafts, helicopters and spare engines are as follows:<br />

• Lease periods range up to twelve years and are usually non-cancelable.<br />

• Lease rentals are usually fixed over the term <strong>of</strong> the lease while some arrangements are subject to adjustments<br />

linked to the Libor rates movements.<br />

• <strong>The</strong> Company also has agreements for maintenance and lease <strong>of</strong> stores and spares for such aircrafts for which<br />

fixed and variable rentals are paid. Variable rentals are paid on a pre determined rate payable on the basis <strong>of</strong><br />

actual <strong>flying</strong> hours / cycles. Such variable rentals are subject to annual escalations as stipulated in the agreements.<br />

However, the Company is eligible to claim reimbursement <strong>of</strong> maintenance costs to the extent eligible under the<br />

agreements.<br />

• <strong>The</strong> Company does not have an option to buy the aircraft or helicopters and spare engines or to renew the<br />

leases.<br />

• In case <strong>of</strong> default by the Company, in addition to repossession <strong>of</strong> the aircraft, penalties are stipulated in the<br />

agreements.<br />

• <strong>The</strong> Company is required to deposit a commitment fee and a security deposit with the lessor or provide a letter <strong>of</strong><br />

credit for such amounts.<br />

• Operating lease agreements for <strong>of</strong>fice & residential premises are mainly for a non cancelable period <strong>of</strong> three to<br />

five years. <strong>The</strong> leased premises can be renewed at terms mutually agreeable to the Company and the lessors.<br />

(In Rupees)<br />

Particulars<br />

Lease contributions for the year / period (excluding<br />

maintenance reserves)<br />

Minimum Lease Payments contributions:<br />

- Not later than one year<br />

- Later than one year but not later than five years<br />

- Later than five years<br />

Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

Year ended<br />

March 31, 2009<br />

11,874,232,309<br />

12,930,060,902<br />

42,352,317,086<br />

29,363,941,306<br />

Nine months<br />

ended March 31, 2008 *<br />

3,572,980,734<br />

4,382,677,825<br />

13,159,865,069<br />

5,239,590,182<br />

* Recast to exclude maintenance reserves consequent to change in method <strong>of</strong> accounting referred to in note 37<br />

below.<br />

In addition to the above, the Company has entered into agreements to lease aircrafts / engines in respect <strong>of</strong><br />

which the aircrafts / engines are pending delivery / the lease is yet to commence as at March 31, 2009. <strong>The</strong> above<br />

table <strong>of</strong> minimum lease payments does not include amounts that may become payable in respect <strong>of</strong> leases yet to<br />

commence as at March 31, 2009.


Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

Finance leases<br />

Particulars<br />

Total minimum lease payments at the balance sheet date in case <strong>of</strong><br />

balance fixed non cancelable lease term<br />

Less: Amount representing finance charges<br />

Present value <strong>of</strong> minimum lease payments<br />

Year ended<br />

March 31, 2009<br />

12,400,584,460<br />

2,994,988,210<br />

9,405,596,250<br />

(In Rupees)<br />

Nine months ended<br />

March 31, 2008<br />

1,288,286,143<br />

230,069,057<br />

1,058,217,086<br />

Lease payments for the year / period 1,171,240,993 174,922,672<br />

Minimum Lease Payments :<br />

Not later than one year [Present Value Rs.1,100,444,378 as on March<br />

31, 2009 (As on March 31, 2008 Rs.115,867,507)]<br />

Later than one year but not later than five years [Present Value<br />

Rs. 4,103,345,289 as on March 31, 2009 (As on March 31, 2008<br />

Rs. 474,307,996)]<br />

Later than 5 years [Present value Rs. 4,201,806,583 as on March 31, 2009<br />

(Present value Rs. 468,041,583 as on March 31, 2008)]<br />

Salient features <strong>of</strong> Finance Lease Agreement (Aircraft):<br />

• Monthly aircraft lease rentals are paid in the form <strong>of</strong> fixed rentals.<br />

1,719,893,435 165,260,719<br />

5,818,547,883 615,566,357<br />

4,862,143,142 507,459,067<br />

• <strong>The</strong> Company is responsible for keeping the aircraft airworthy in all respects and in good condition and insuring<br />

the same throughout the lease period.<br />

• <strong>The</strong> Company has an option to purchase the aircraft either during the term <strong>of</strong> the lease on payment <strong>of</strong> the<br />

outstanding principal amount or at the end <strong>of</strong> the lease term on payment <strong>of</strong> a nominal option price.<br />

• In the event <strong>of</strong> default, the Lessee is responsible for payment <strong>of</strong> all costs <strong>of</strong> the Owner including financing costs,<br />

and other associated costs. Further, a right <strong>of</strong> repossession is available to the Owner / Lessor.<br />

Assets given on lease<br />

<strong>The</strong> Company had given one helicopter to Deccan Aviation (Lanka) Private Limited under an operating lease<br />

arrangement. Lease rental income recognized in the Pr<strong>of</strong>it and Loss account amounts to Rs. Nil (Previous period<br />

Rs 1,943,778).<br />

b) In addition, the Company has entered into cancelable leasing arrangements for <strong>of</strong>fice premises which are renewable<br />

at mutual consent. <strong>The</strong> lease rentals <strong>of</strong> Rs. 546,080,596 (Previous period - Rs. 78,694,983) have been included under<br />

the head “Operating and Other Expenses - Rent” under Schedule 17A in the Pr<strong>of</strong>it and Loss Account.<br />

18. Segment disclosures<br />

<strong>The</strong> Company operates in a single business segment, i.e. <strong>of</strong> providing scheduled and unscheduled air transportation<br />

services. Accordingly, no separate segment disclosures for primary business segment are required to be given.<br />

Geographical segments<br />

Sales (domestic sectors) Rs. 51,674,163,151 (Previous period Rs. 14,413,948,348)<br />

Sales (international sectors) Rs. 1,017,543,654 (Previous period Rs. Nil)<br />

<strong>The</strong> carrying value <strong>of</strong> assets held outside India is not material.<br />

65


19. Deferred taxes<br />

66<br />

Liability<br />

Particulars<br />

As at<br />

March 31, 2009<br />

(In Rupees)<br />

As at<br />

March 31, 2008<br />

On account <strong>of</strong> depreciation on fixed assets 3,062,447,625 248,606,808<br />

On account <strong>of</strong> timing differences in recognition <strong>of</strong><br />

expenditure<br />

581,082,035 54,516,158<br />

Deferred tax liability (A) 3,643,529,660 303,122,966<br />

Asset<br />

On account <strong>of</strong> timing differences in recognition <strong>of</strong><br />

expenditure<br />

117,280,512 26,475,997<br />

On account <strong>of</strong> disallowance under section 40a (ia) 1,964,844,760 Nil<br />

On account <strong>of</strong> Unabsorbed losses and depreciation under<br />

the Income Tax Act, 1961<br />

18,258,724,633 5,261,644,353<br />

Deferred tax asset (B) 20,340,849,905 5,288,120,350<br />

Net deferred tax asset (B) – (A) 16,697,320,245 4,984,997,384<br />

Deferred tax asset on unabsorbed depreciation and business losses has been recognized on the basis <strong>of</strong> business plan<br />

prepared by the management, which takes into account certain future receivables arising out <strong>of</strong> contractual obligations.<br />

<strong>The</strong> management is <strong>of</strong> the opinion that there is virtual certainty supported by convincing evidence that sufficient future<br />

taxable income will be available against which the deferred tax asset can be realized.<br />

20. Provisions<br />

In accordance with Accounting Standard – 29 ‘Provisions, Contingent Liabilities and Contingent Assets’, following is the<br />

movement in provision towards cost for frequent flyer program.<br />

Frequent Flyer Program:<br />

Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

<strong>The</strong> Company has a Frequent Flyer Program (King Club), wherein passengers who fly frequently are entitled to accumulate<br />

miles to their credit. <strong>The</strong> passenger is eligible to redeem such miles in the form <strong>of</strong> tickets. <strong>The</strong> cost <strong>of</strong> allowing free travel<br />

to members is accounted considering the members’ accumulated mileage on an incremental basis. <strong>The</strong> movement in the<br />

provision towards cost for frequent flyer program during the year is as under:<br />

(In Rupees)<br />

Particulars March 31, 2009 March 31, 2008<br />

Opening Balance Nil Nil<br />

Add: Taken over from KTASL pursuant to Scheme 42,972,008 Nil<br />

Add: Provision during the year 47,276,775 Nil<br />

Less: Amounts utilized during the year Nil Nil<br />

Closing Balance 90,248,783 Nil<br />

<strong>The</strong> outflow with regard to above would depend upon utilization <strong>of</strong> accumulated mileage by the members and hence,<br />

the Company is not able to reasonably ascertain the timing <strong>of</strong> outflow.


Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

21. Loss per share (EPS)<br />

Particulars<br />

After extraordinary items<br />

Loss for computation <strong>of</strong> basic and diluted EPS (Rs.)<br />

Before prior period & extraordinary items<br />

Loss before extraordinary items and tax expense (Rs.)<br />

Add: Tax expense after reworking deferred tax credit on account <strong>of</strong><br />

extraordinary item<br />

Loss for computation <strong>of</strong> basic and diluted EPS (Rs.)<br />

Weighted average number <strong>of</strong> shares considered for basic EPS<br />

(Rs. 10 par value)<br />

Weighted average number <strong>of</strong> shares considered for diluted EPS*<br />

Year ended<br />

March 31, 2009<br />

(16,088,299,349)<br />

(19,176,706,818)<br />

4,656,378,676<br />

(14,520,328,143)<br />

222,434,428<br />

222,434,428<br />

Nine months<br />

ended March 31,<br />

2008<br />

(1,881,361,073)<br />

(7,070,496,576)<br />

5,055,194,220<br />

(2,015,302,356)<br />

135,668,051<br />

135,668,051<br />

* <strong>The</strong> effect <strong>of</strong> employee stock options on weighted average number <strong>of</strong> shares for diluted EPS is not considered since<br />

their effect is anti-dilutive.<br />

22. <strong>The</strong>re were no forward contracts or derivative contracts outstanding as at March 31, 2009. Foreign currency exposures<br />

that have not been hedged by any derivative instrument or otherwise are as follows:<br />

(In Rupees)<br />

Capital Advances<br />

Prepaid Maintenance Reserve<br />

Other Assets (Receivables)<br />

Particulars<br />

Finance Lease for aircrafts and other term loan from financial institution<br />

Other Liabilities (Payables)<br />

* Recast<br />

As at<br />

March 31, 2009<br />

13,817,386,073<br />

6,714,311,469<br />

4,645,907,198<br />

9,540,107,993<br />

7,304,686,702<br />

As at<br />

March 31, 2008<br />

3,220,972,919*<br />

Nil<br />

603,401,891<br />

1,135,759,325<br />

1,435,136,366<br />

23. In respect <strong>of</strong> certain training costs which are initially funded by the employee, the Company has an obligation to reimburse<br />

the employee such training costs in case the employee fulfills certain employment conditions under the terms <strong>of</strong> agreement<br />

with the Company. <strong>The</strong> Company has made a provision for the year ended March 31, 2009 <strong>of</strong> Rs. 33,720,332 (March 31, 2008<br />

Rs. 61,280,041).<br />

24. Other Direct Operating Expenses for the year ended March 31, 2009 is net <strong>of</strong> credit memorandum <strong>of</strong> Rs. Nil (March 31, 2008 –<br />

Rs. 208,989,119).<br />

67


25. Employee Benefits:<br />

68<br />

a) Contribution to defined benefit plans-gratuity plan (unfunded)<br />

Particulars<br />

I) Change in benefit obligation:<br />

Defined benefit obligation (DBO), at the beginning <strong>of</strong> the<br />

year / period<br />

Year ended<br />

March 31, 2009<br />

(In Rupees)<br />

Nine months ended<br />

March 31, 2008<br />

38,434,073 35,115,726<br />

Taken over from KTASL pursuant to Scheme 34,357,392 Nil<br />

Excess provision as at July 1, 2007 credited to opening<br />

reserves as per transitional provision <strong>of</strong> AS 15 (revised)<br />

Nil (2,110,336)<br />

Service Cost 19,362,983 8,188,329<br />

Interest Cost 4,660,235 2,525,225<br />

Actuarial loss / (gain) (2,411,814) 1,639,753<br />

Benefits paid (3,299,292) (519,230)<br />

Liability pertaining to charter service operations transferred<br />

to DCL<br />

Nil (6,405,394)<br />

Defined benefit obligation at the end <strong>of</strong> the year / period 91,103,577 38,434,073<br />

II) Components <strong>of</strong> cost for the year ended March 31, 2009:<br />

Service cost 19,362,983 8,188,329<br />

Interest on defined benefit obligation 4,660,235 2,525,225<br />

Expected return on plan assets Nil Nil<br />

Net actuarial gain recognized in the year / period (2,411,814) 1,639,753<br />

Net gratuity recognized in the Pr<strong>of</strong>it and Loss Account 21,611,404 12,353,307<br />

III) Actuarial assumptions:<br />

Discount rate (p.a.) 7.75% 8.10%<br />

Salary Escalation Rate (p.a.) 5% 8% for first 3 years and<br />

6% thereafter<br />

Retirement Age (other than pilots)<br />

60 years<br />

58 years<br />

Retirement Age (pilots) 65 years<br />

Mortality Rates <strong>of</strong> LIC (1994-<br />

1996) mortality table<br />

Rates <strong>of</strong> LIC (1994-<br />

1996) mortality table<br />

Withdrawal rate 2% Ranging from 1% to<br />

15% depending on<br />

age <strong>of</strong> employee.<br />

b) Contribution to defined contribution plans<br />

Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

Contribution to provident fund is Rs. 64,796,883 (Nine months ended March 31, 2008 Rs. 21,743,735). Contribution to<br />

social security schemes Rs. 15,779,354 (Nine months ended March 31, 2008 Rs. Nil).<br />

26. <strong>The</strong> Company has initiated the process <strong>of</strong> obtaining confirmation from suppliers regarding the registration under the<br />

MSME Act, 2006 (“Micro Small and Medium Enterprises Development Act 2006”). <strong>The</strong> suppliers are not registered<br />

wherever the confirmations are received and in other cases, the Company is not aware <strong>of</strong> their registration status and<br />

hence information relating to outstanding balance or interest due is not disclosed as it is not determinable.


Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

27. Details <strong>of</strong> non-resident shareholdings<br />

Particulars March 31, 2009 March 31, 2008<br />

Number <strong>of</strong> non resident share holders 627 451<br />

Number <strong>of</strong> shares held by non resident shareholders 43,644,231 16,936,357<br />

28. Discontinuing Operation<br />

Particulars<br />

March 31, 2009 March 31, 2008<br />

Continuing<br />

Operations<br />

Discontinuing<br />

Operations<br />

Continuing<br />

Operations*<br />

(In Rupees)<br />

Discontinuing<br />

Operations<br />

Total Assets 70,360,375,433 Nil 17,997,704,677 Nil<br />

Total Liabilities 91,613,830,231 Nil 16,008,981,174 Nil<br />

Income 55,774,732,164 Nil 15,110,957,179 343,474,726<br />

Expenditure 74,951,438,982 Nil 22,158,125,096 366,803,385<br />

Pr<strong>of</strong>it / (Loss) after tax<br />

expense for the period / year<br />

Net cash flow from / (used in)<br />

(16,088,299,349) Nil (1,856,732,414) (24,628,659)<br />

a. Operating activities 6,457,829,126 Nil 5,370,702,051 (175,193,393)<br />

b. Investing activities (2,066,345,293) Nil (141,924,096) 3,720,513<br />

c. Financing activities (2,901,100,291) Nil 113,266,385 198,700,456<br />

* Recast<br />

29. Accounts with certain creditors, debtors, loans & advances are subject to review / reconciliation / confirmation. Adjustments,<br />

if any will be made on completion <strong>of</strong> such review / reconciliation / receipt <strong>of</strong> confirmations.<br />

30. <strong>The</strong> Company has incurred substantial losses and its net worth has been eroded. However, having regard to the Scheme,<br />

the synergies expected there from, the recently launched international operations, loans granted by banks after March<br />

31, 2009, further loans from banks under negotiation, group support, capital raising plans, the financial statements have<br />

been prepared on the basis that the Company is a going concern and that no adjustments are required to the carrying<br />

value <strong>of</strong> assets and liabilities.<br />

31. <strong>The</strong> Company’s Centralized Ticket Reservation System (CRS) does not support capture <strong>of</strong> unearned revenue on a<br />

comprehensive basis. Accordingly, such unearned revenue has been estimated by the management based on estimated<br />

aggregate number <strong>of</strong> unflown tickets as at March 31, 2009 and average estimated ticket value prevailing in each <strong>of</strong><br />

the months to which such unflown tickets relate to. Management is taking steps to further streamline the processes <strong>of</strong><br />

determination <strong>of</strong> unearned revenue.<br />

32. <strong>The</strong> Company’s Cargo Revenue Management (CRM) system is yet to stabilize. Mistakes noticed have been corrected to the<br />

extent identified. <strong>The</strong> Company is <strong>of</strong> the view that any unadjusted differences will not be material. Management is taking<br />

steps to further streamline the processes and stabilize the system.<br />

33. A large portion <strong>of</strong> the business has originated through usage <strong>of</strong> credit card as a form <strong>of</strong> payment <strong>of</strong> tickets by the<br />

passengers. <strong>The</strong> Company has received chargeback, aggregating Rs. 437,328,467 (Previous period – Rs. 66,430,000), from<br />

credit card service providers due to misutilization <strong>of</strong> credit cards by third parties. <strong>The</strong> Company has introduced necessary<br />

internal checks to mitigate the risk <strong>of</strong> such transactions. Consequently, the Company is hopeful that there will be reduction<br />

in chargeback in the coming years.<br />

69


34. Change in the method <strong>of</strong> accounting maintenance reserves<br />

As per our report <strong>of</strong> even date<br />

For B. K. Ramadhyani & Co. For and on behalf <strong>of</strong> the Board <strong>of</strong> Directors<br />

Chartered Accountants<br />

R. Satyanarayana Murthi Dr. Vijay Mallya A. K. Ganguly A. K. Ravi Nedungadi<br />

Partner Chairman & Managing Director Director Director<br />

Membership No. 24248<br />

Bangalore Bangalore A. Raghunathan N. Srivatsa<br />

July 28, 2009 July 28, 2009 Chief Financial Officer Company Secretary<br />

70<br />

Schedules forming part <strong>of</strong> accounts for the year ended March 31, 2009 (Contd.)<br />

On re-examination <strong>of</strong> the accounting treatment given to maintenance reserves payable to lessors in respect <strong>of</strong> aircrafts<br />

and engines taken on operating lease and based on expert opinion, such amounts which were hitherto charged <strong>of</strong>f to<br />

revenue as and when they fell due for payment in terms <strong>of</strong> relevant agreements have been treated during the year as<br />

recoverable deposits, to be adjusted to the Pr<strong>of</strong>it and Loss Account as and when relevant expenditure reimbursable<br />

from lessors are incurred. <strong>The</strong> Company’s revised accounting treatment is fortified by the fact that certain lessors have<br />

accepted standby letters <strong>of</strong> credit issued by the Company’s bankers in lieu <strong>of</strong> payment <strong>of</strong> maintenance reserves and have<br />

also agreed to refund / adjust the amounts already paid. Consequently, amounts paid to lessors up to March 31, 2008<br />

(net <strong>of</strong> expenses reimbursed wherever applicable) have been debited to deposits refundable by credit to the Pr<strong>of</strong>it and<br />

Loss Account. But for the said change, the loss for the year before and after tax expense would have been higher by an<br />

estimated amount <strong>of</strong> Rs. 10,217,995,882 and Rs. 9,855,166,388 respectively.<br />

<strong>The</strong> amounts <strong>of</strong> maintenance reserves so recognized as deposits are subject to confirmation from the concerned lessors.<br />

35. Treatment <strong>of</strong> capital advances, towards aircrafts and other equipments, as a monetary asset<br />

<strong>The</strong> scheduled airline business <strong>of</strong> KTASL taken over by the Company pursuant to the Scheme considered capital<br />

advances made in foreign currency and outstanding on the balance sheet date as a non monetary asset, thereby<br />

recording them at historical cost and not restating them at closing rates. On re-examination <strong>of</strong> the matter and<br />

in line with the practice followed by the Company, such advances outstanding as at March 31, 2009 have been<br />

restated at closing rates in line with AS 11 and the resultant difference (to the extent they relate to the period<br />

after March 31, 2007) has been adjusted in the Pr<strong>of</strong>it and Loss Account. But for the said change, the loss for the<br />

year before and after tax expense would have been higher by an estimated amount <strong>of</strong> Rs. 1,903,514,614 and<br />

Rs. 1,256,509,997 respectively.<br />

36. Treatment <strong>of</strong> initial borrowing costs on pre-delivery payments for acquisition <strong>of</strong> aircrafts taken on operating lease<br />

In line with the practice followed by the scheduled airline business <strong>of</strong> KTASL taken over pursuant to the Scheme, the<br />

Company has changed its method <strong>of</strong> accounting initial borrowing costs on pre-delivery payments for acquisition <strong>of</strong><br />

aircrafts taken on lease till the novation / assignment <strong>of</strong> the right to acquire the same in favor <strong>of</strong> lessors (aircrafts taken on<br />

lease on or after April 1, 2008) by deferring and amortizing the same over the period <strong>of</strong> the lease. But for the said change,<br />

the loss for the year before and after tax expense would have been higher by an estimated amount <strong>of</strong> Rs. 486,322,604<br />

and Rs. 321,021,550 respectively.<br />

37. Extraordinary expenses represent redelivery costs and maintenance reserves written <strong>of</strong>f on premature termination <strong>of</strong><br />

agreements for operating lease <strong>of</strong> aircrafts and interest amounts (previously capitalized) relating to premature termination<br />

<strong>of</strong> aircraft delivery contracts.<br />

38. <strong>The</strong> Company has not prepared consolidated financial statements (CFS) as required by the AS 21, since the transactions <strong>of</strong><br />

the subsidiary during the year was not material.<br />

39. Previous period’s figures are for nine months ended March 31, 2008 while those <strong>of</strong> current year are for the year ended<br />

March 31, 2009. Current year’s figures include the combined operations <strong>of</strong> the Company and the commercial airline<br />

division <strong>of</strong> KTASL taken over pursuant to Scheme. Hence the same are not comparable. Previous period’s figures have<br />

been regrouped / reclassified wherever necessary to conform to the current year’s presentation.


Statement pursuant to Section 212 <strong>of</strong> the Companies Act, 1956, related to the Subsidiary Company<br />

Particulars Vitae India Spirits<br />

For and on behalf <strong>of</strong> the Board <strong>of</strong> Directors<br />

Dr. Vijay Mallya A. K. Ganguly A. K. Ravi Nedungadi<br />

Chairman & Managing Director Director Director<br />

Bangalore N. Srivatsa A. Raghunathan<br />

July 28, 2009 Company Secretary Chief Financial Officer<br />

Limited<br />

1. Financial year <strong>of</strong> the Subsidiary ended on March 31, 2009<br />

2. Shares <strong>of</strong> the Subsidiary held by the Compoany on the above date:<br />

(a) Number & face value 50000<br />

Equity Shares<br />

<strong>of</strong> Rs.10/- each<br />

(b) Extent <strong>of</strong> holding 100%<br />

3. Net aggregate amount <strong>of</strong> pr<strong>of</strong>its/(losses) <strong>of</strong> the Subsidiary so far as<br />

they concern members <strong>of</strong> <strong>Kingfisher</strong> <strong>Airlines</strong> Limited:<br />

(a) For the financial year <strong>of</strong> the Subsidiary<br />

(i) Dealt within the accounts <strong>of</strong> the Company<br />

for the year ended March 31, 2009 (Rs. Lacs) NIL<br />

(ii) Not Dealt with the accounts <strong>of</strong> the Company<br />

for the year ended March 31, 2009 (Rs. Lacs) (1.53)<br />

(b) For the previous financial year <strong>of</strong> the susidiary<br />

since it became a subsidiary<br />

(i) Dealt with in the accounts <strong>of</strong> the Company Not Applicable*<br />

for the previous financial year ended<br />

March 31, 2008 (Rs. Mn)<br />

(ii) Not Dealt with the accounts <strong>of</strong> the Company Not Applicable*<br />

for the previous financial year ended<br />

March 31, 2008 (Rs. Mn)<br />

* Incorporated on March 24, 2008 and Accounts prepared for the Year ended March 31, 2009 is the First Financial Statement<br />

prepared after Incorporation.<br />

71


72<br />

A. Cash Flow from Operating Activities<br />

Cash Flow Statement for the year ended March 31, 2009<br />

Year ended<br />

March 31, 2009<br />

Rupees<br />

Nine Months ended<br />

March 31, 2008<br />

Rupees<br />

Loss Before Tax 21,552,060,866 6,825,898,049<br />

Adjustments for :<br />

Depreciation / Amortisation 1,332,003,732 182,807,412<br />

Provision for Gratuity 18,312,112 11,834,076<br />

Provision for Leave Encashment / Compensated Absences 35,957,383 3,306,847<br />

Provision for Frequent Flyer Scheme 47,276,775 -<br />

Provision for Doubtful Advances - 7,464,935<br />

Bad debts (Net) 8,538,525 -<br />

Initial Costs amortised on Leased Aircrafts 262,537,980 -<br />

Amortisation <strong>of</strong> Training Expenses - 89,550,519<br />

Amortisation <strong>of</strong> Preoperative Expenses - 2,628,571<br />

Amortisation <strong>of</strong> Share issue Expenses 121,350,768 90,952,565<br />

Employee Compensation (Income) / Expense (15,660,635) 11,420,490<br />

(Pr<strong>of</strong>it) / Loss on sale <strong>of</strong> transfer <strong>of</strong> aircraft / engine rights 51,303,132 (249,791,344)<br />

(Pr<strong>of</strong>it) / Loss on sale <strong>of</strong> assets 26,932,215 90,281<br />

Interest expense 6,962,319,453 503,749,696<br />

Interest Income on deposits with Banks (76,028,313) (189,755,634)<br />

Pr<strong>of</strong>it from slump sale <strong>of</strong> Charter Business Undertaking - (244,598,527)<br />

Unrealised Exchange Gain (2,176,707,768) -<br />

6,598,135,359 219,659,887<br />

Operating Loss before Working Capital Changes 14,953,925,507 6,606,238,162<br />

Adjustment for changes in working capital:<br />

(excludes assets & liabilities taken over pursuant to the Scheme.<br />

Refer Note 4 given below)<br />

(Increase) / decrease in inventories (553,423,363) 88,281,796<br />

(Increase) / decrease in sundry debtors (804,791,143) 129,790,827<br />

(Increase) / decrease in Loans and Advances and Other Current Assets (8,503,038,979) (756,413,534)<br />

Increase / (decrease) in Current Liabilities and Provisions 18,387,630,581 2,048,600,067<br />

8,526,377,096 1,510,259,156<br />

Add : Taxes Paid (including fringe benefit tax) 30,280,765 99,529,652<br />

Net Cash used in Operating Activities 6,457,829,176 5,195,508,658<br />

B. Cash Flow from Investing Activities<br />

(excludes assets & liabilities taken over pursuant to the Scheme.<br />

Refer Note 4 given below)<br />

Movement in fixed assets (including changes in Capital work-in -progress) (3,986,148,629) 278,947,800<br />

Sale <strong>of</strong> fixed assets (6,721,531) (40,000)<br />

Investment in subsidiaries 500,000 -<br />

Initial Costs incurred on Leased Aircrafts 1,362,960,844 -<br />

Repayment <strong>of</strong> Finance Lease obligation during the year (principal portion) 714,047,980 -<br />

(Pr<strong>of</strong>it) / loss on sale <strong>of</strong> transfer <strong>of</strong> aircraft / engine rights 51,303,132 (249,791,344)<br />

Interest on deposits with Banks (202,287,139) (167,320,039)<br />

Net Cash used / (from) in Investing Activities (2,066,345,343) (138,203,583)


Cash Flow Statement for the year ended March 31, 2009 (Contd.)<br />

Year ended<br />

March 31, 2009<br />

Rupees<br />

Nine Months ended<br />

March 31, 2008<br />

Rupees<br />

C. Cash Flow from Financing Activities<br />

(excludes assets & liabilities taken over pursuant to the Scheme.<br />

Refer Note 4 given below)<br />

Proceeds from issue <strong>of</strong> Share Capital (5,006,950) (21,345,024)<br />

Share issue expenses paid - 726,132<br />

Proceeds from Loans from Banks and Others (net) (10,306,239,947) (206,145,011)<br />

Interest Paid 7,410,146,606 538,730,744<br />

Net Cash From Financing Activities (2,901,100,291) 311,966,841<br />

Net (increase) / decrease in Cash and Cash equivalents 1,490,383,542 5,369,271,916<br />

Cash and Cash equivalents at beginning <strong>of</strong> the year / period 2,801,223,361 8,170,495,277<br />

Cash and Cash equivalents acquired from KTASL 407,830,606 -<br />

Cash and Cash equivalents at the end <strong>of</strong> the year / period 1,718,670,425 2,801,223,361<br />

As at<br />

March 31, 2009<br />

Rupees<br />

As at<br />

March 31, 2008<br />

Rupees<br />

Cash and Cash equivalents comprises <strong>of</strong> :<br />

Cash in Hand 13,102,142 4,987,725<br />

Balance with Banks 1,705,568,283 2,796,235,636<br />

TOTAL 1,718,670,425 2,801,223,361<br />

Notes:<br />

1) <strong>The</strong> above cash flow statement has been prepared under the “Indirect Method” as set out in the Accounting Standard - 3<br />

2) Figures in bracket indicate cash inflow.<br />

3) Previous period’s figures have been regrouped/rearranged to conform with current year’s classifications.<br />

4) <strong>The</strong> above Cash flow statement has been prepared without considering the assets & liabilities taken over pursuant to the<br />

Scheme. (Refer Note 2 on Schedule 19). <strong>The</strong> details are as hereunder:<br />

Amount (Rupees)<br />

a) Inventory 432,610,126<br />

b) Sundry Debtors 1,230,502,493<br />

c) Loans and Advances 3,070,595,290<br />

d) Other Current Assets 14,945,219<br />

e) Current Liabilities 9,613,683,337<br />

f) Provisions 218,825,987<br />

g) Fixed Assets - Gross Block 13,774,168,266<br />

h) Fixed Assets - Depreciation Block 1,421,106,436<br />

i) Capital Advances (including interest capitalised) 16,072,243,865<br />

j) Initial Cost 433,583,105<br />

k) Secured Loans 21,828,640,907<br />

l) Unsecured Loans 15,621,008,913<br />

5) Proceeds from issue <strong>of</strong> share capital does not include shares issued pursuant to the Scheme<br />

As per our report <strong>of</strong> even date<br />

For B. K. Ramadhyani & Co. For and on behalf <strong>of</strong> the Board <strong>of</strong> Directors<br />

Chartered Accountants<br />

R. Satyanarayana Murthi Dr. Vijay Mallya A. K. Ganguly A. K. Ravi Nedungadi<br />

Partner Chairman & Managing Director Director Director<br />

Membership No. 24248<br />

Bangalore Bangalore A. Raghunathan N. Srivatsa<br />

July 28, 2009 July 28, 2009 Chief Financial Officer Company Secretary<br />

73


Additional Information Pursuant to Part IV <strong>of</strong> Schedule VI to the Act<br />

BALANCE SHEET ABSTRACT AND COMPANY'S GENERAL BUSINESS PROFILE<br />

I REGISTRATION DETAILS<br />

74<br />

REGISTRATION NUMBER L 8 5 1 1 0 K A 1 9 9 5 P L C 0 1 8 0 4 5<br />

STATE CODE 0 8<br />

BALANCE SHEET DATE 3 1 - 0 3 - 2 0 0 9<br />

Date Month Year<br />

II CAPITAL RAISED DURING THE YEAR (Amount in Rs. Thousands)<br />

PUBLIC ISSUE N I L RIGHTS ISSUE N I L<br />

INVESTMENTS 5 0 0<br />

+ -<br />

(Please tick appropriate box + for Positive, - for Negative) <br />

$ includes initial Cost on Lessed Aircrafts and Deferred Tax<br />

Asset<br />

Balance Sheet Abstract<br />

BONUS ISSUE N I L PRIVATE PLACEMENT @ 2 2 7 1 1 0 4<br />

III POSITION OF MOBILISATION AND DEPLOYMENT OF FUNDS (Amount in Rs. Thousands)<br />

TOTAL LIABILITIES 9 6 1 2 6 2 3 2 TOTAL ASSETS# 9 6 1 2 6 2 3 2<br />

(including shareholder's Funds)<br />

#includes Deferred Tax Asset<br />

SOURCES OF FUNDS<br />

PAID-UP CAPITAL 3 6 2 9 0 8 9 RESERVES & SURPLUS* 8 0 2 2 1 9<br />

For and on behalf <strong>of</strong> the Board <strong>of</strong> Directors<br />

Dr. Vijay Mallya A. K. Ganguly A. K. Ravi Nedungadi<br />

Chairman & Managing Director Director Director<br />

Bangalore N. Srivatsa A. Raghunathan<br />

July 28, 2009 Company Secretary Chief Financial Officer<br />

*excluding Employee Stock Option Outstanding<br />

SECURED LOANS 2 6 2 2 5 2 1 2 UNSECURED LOANS 3 0 4 3 0 3 7 4<br />

APPLICATION OF FUNDS<br />

NET FIXED ASSETS 3 2 0 6 4 6 3 0 MISCELLANEOUS EXPENDITURE 4 5 0 8 8<br />

NET CURRENT ASSETS $ 3 2 9 1 9 1 3 ACCUMULATED LOSSES 2 5 7 6 5 8 5 7<br />

IV PERFORMANCE OF COMPANY (Amount in Rs. Thousands)<br />

TURNOVER (including other income) 5 5 7 7 4 7 3 2 TOTAL EXPENDITURE 7 7 3 2 6 7 9 3<br />

+ - + -<br />

(Please tick appropriate box + for Pr<strong>of</strong>it - for Loss) (Please tick appropriate box + for Pr<strong>of</strong>it - for Loss) <br />

PROFIT/LOSS BEFORE TAX 2 1 5 5 2 0 6 1<br />

+ -<br />

PROFIT/LOSS AFTER TAX 1 6 0 8 8 2 9 9<br />

(Please tick appropriate box + for Positive, - for Negative) <br />

EARNING PER SHARE (In Rs.) 7 2 . 3 3 DIVIDEND RATE % – –<br />

V GENERIC NAMES OF PRINCIPLE PRODUCTS / SERVICES OF COMPANY (as per monetary terms)<br />

ITEM CODE NO. (ITC CODE) PRODUCT DESCRIPTION<br />

Not Applicable Airline Services<br />

@includes shares issued pursuant to the Scheme


VITAE INDIA SPIRITS LIMITED<br />

Directors' Report<br />

To <strong>The</strong> Members,<br />

Your Directors present the 1st Annual Report along with the<br />

Audited Accounts <strong>of</strong> your Company for the period ended March<br />

31, 2009.<br />

Operations<br />

Your Company was incorporated on March 24, 2008 and obtained<br />

the Certificate <strong>of</strong> Commencement <strong>of</strong> Business on September 24,<br />

2008. Your Company however, has not carried on any business<br />

during the period and accordingly has no income to report. For<br />

the period ended March 31, 2009, your Company has incurred a<br />

loss <strong>of</strong> Rs. 1,52,934 comprising mainly <strong>of</strong> preliminary expenses<br />

(Rs. 1,03,680) which have been charged <strong>of</strong>f and other expenses<br />

including pr<strong>of</strong>essional charges.<br />

Share Capital<br />

<strong>The</strong> Authorised, Issued, Subscribed and Paid up Equity Share<br />

Capital <strong>of</strong> your Company since incorporation is Rs. 5,00,000/-<br />

Equity Shares <strong>of</strong> Rs. 10/- each.<br />

Your Company has become a wholly owned subsidiary <strong>of</strong><br />

<strong>Kingfisher</strong> <strong>Airlines</strong> Limited consequent upon all the Equity<br />

Shares being held by <strong>Kingfisher</strong> <strong>Airlines</strong> Limited.<br />

Directors<br />

Mr. Nagappa Kundapur and Ms. Seethalakshmi Kamath resigned<br />

as Directors with effect from February 9, 2009.<br />

During the period under review, Mr. A. Raghunathan,<br />

Mr. Ramakrishnan Sundaram and Mr. Bharath Raghavan,<br />

representatives <strong>of</strong> <strong>Kingfisher</strong> <strong>Airlines</strong> Limited, were appointed as<br />

Directors <strong>of</strong> your Company with effect from February 09, 2009.<br />

Subsequent to the period under review Mr. Panduranga Shettigar<br />

Kinnigoli resigned as Director with effect from April 20, 2009<br />

and Mr. Ramkrishnan Sundaram resigned as Director with effect<br />

from June 17, 2009.<br />

Subsequent to the period under review Mr. N. Srivatsa was<br />

appointed as Additional Director on June 16, 2009 and shall hold<br />

<strong>of</strong>fice up to the date <strong>of</strong> the ensuing Annual General Meeting<br />

<strong>of</strong> your Company. Notice in writing has been received from a<br />

Member signifying his intention to propose the appointment<br />

<strong>of</strong> Mr. N. Srivatsa as Director <strong>of</strong> your Company at the ensuing<br />

Annual General Meeting.<br />

Mr. A. Raghunathan, Director retires by rotation at the ensuing<br />

Annual General Meeting and being eligible <strong>of</strong>fers himself for<br />

reappointment.<br />

Auditors<br />

M/s Vishnu Ram & Co., your Company’s Auditors have confirmed<br />

that they are eligible for re-appointment at the ensuing Annual<br />

General Meeting and it is proposed to re-appoint them and to<br />

fix their remuneration.<br />

Conservation <strong>of</strong> Energy, Research and Development, Technology<br />

Absorption, Foreign Exchange Earnings and Outgo<br />

<strong>The</strong> particulars as prescribed under section 217(1)(e) <strong>of</strong> the<br />

Companies Act, 1956 and the rules framed there under are not<br />

applicable to your Company.<br />

Foreign Exchange Earnings and Outgo<br />

<strong>The</strong>re is no earning or outgoing <strong>of</strong> Foreign Exchange during the<br />

period under review.<br />

Directors’ Responsibility Statement<br />

In terms <strong>of</strong> the provisions <strong>of</strong> Section 217(2AA) <strong>of</strong> the Companies<br />

Act, 1956 the Directors <strong>of</strong> your Company hereby confirm that:<br />

• in the preparation <strong>of</strong> the Accounts for the period ended<br />

March 31, 2009 the applicable accounting standards have<br />

been followed along with proper explanation relating to<br />

material departures;<br />

• accounting policies have been selected and applied<br />

consistently and that the judgments and estimates made are<br />

reasonable and prudent so as to give a true and fair view <strong>of</strong><br />

the state <strong>of</strong> affairs <strong>of</strong> your Company at March 31, 2009 and<br />

<strong>of</strong> the Loss <strong>of</strong> your Company for the period ended March 31,<br />

2009;<br />

• proper and sufficient care has been taken for the maintenance<br />

<strong>of</strong> adequate accounting records in accordance with the<br />

provisions <strong>of</strong> the Companies Act, 1956 for safeguarding the<br />

assets <strong>of</strong> your Company and for preventing and detecting<br />

fraud and other irregularities;<br />

• the accounts for the period ended March 31, 2009 have been<br />

prepared on a going concern basis.<br />

Particulars <strong>of</strong> Employees’ Remuneration<br />

Your Company has no employees on its payroll and accordingly,<br />

the provisions <strong>of</strong> Section 217(2A) <strong>of</strong> the Companies Act, 1956<br />

read with the Companies (Particulars <strong>of</strong> Employees) Rules 1975<br />

are not applicable.<br />

For and on Behalf <strong>of</strong> the Board <strong>of</strong> Directors<br />

Bangalore A. Raghunathan Bharath Raghavan<br />

July 16, 2009 Director Director<br />

75


To<br />

<strong>The</strong> Members <strong>of</strong><br />

VITAE INDIA SPIRITS LIMITED<br />

1. We have audited the attached Balance Sheet <strong>of</strong><br />

76<br />

VITAE INDIA SPIRITS LIMITED, as at 31 st March, 2009,<br />

the Pr<strong>of</strong>it and Loss Account and also the Cash Flow<br />

Statement for the year ended on that date annexed<br />

thereto. <strong>The</strong>se financial statements are the responsibility <strong>of</strong><br />

the Company’s management. Our responsibility is to express an<br />

opinion on these financial statements based on our audit.<br />

2. We conducted our audit in accordance with the auditing<br />

standards generally accepted in India. Those standards require<br />

that we plan and perform the audit to obtain reasonable<br />

assurance about whether the financial statements are free<br />

<strong>of</strong> material misstatement. An audit includes examining, on a<br />

test basis, evidence supporting the amounts and disclosures<br />

in the financial statements. An audit also includes assessing<br />

the accounting principles used and significant estimates made<br />

by management, as well as evaluating the overall financial<br />

statement presentation. We believe that our audit provides a<br />

reasonable basis for our opinion.<br />

3. As required by the Companies (Auditor’s Report) Order,<br />

2003, issued by the Government <strong>of</strong> India, in terms <strong>of</strong><br />

Sub-section (4A) <strong>of</strong> Section 227 <strong>of</strong> the Companies Act, 1956, we<br />

enclose in the annexure a statement on the matters specified in<br />

paragraphs 4 and 5 <strong>of</strong> the said order.<br />

4. Further to our comments in the annexure referred to<br />

above, we report that:<br />

i) We have obtained all the information and explanations,<br />

which to the best <strong>of</strong> our knowledge and belief were<br />

necessary for the purpose <strong>of</strong> our audit ;<br />

ii) In our opinion, proper books <strong>of</strong> account, as required<br />

by law, have been kept by the company so far as<br />

appears from our examination <strong>of</strong> those books ;<br />

Auditors’ Report<br />

iii) <strong>The</strong> Balance Sheet, the Pr<strong>of</strong>it and Loss Account and Cash<br />

Flow Statement dealt with by this report are in agreement<br />

with the books <strong>of</strong> account;<br />

iv) In our opinion, the Balance Sheet, Pr<strong>of</strong>it and Loss Account<br />

and Cash Flow Statement dealt with by this report comply<br />

with the accounting standards referred to in Sub-section<br />

(3C) <strong>of</strong> Section 211 <strong>of</strong> the Companies Act, 1956;<br />

v) On the basis <strong>of</strong> written representations received<br />

from the directors and taken on record by the Board<br />

<strong>of</strong> Directors, we report that none <strong>of</strong> the directors<br />

are disqualified as on 31 st March, 2009 from being<br />

appointed as a director in terms <strong>of</strong> clause (g) <strong>of</strong><br />

Sub-section (1) <strong>of</strong> Section 274 <strong>of</strong> the Companies Act, 1956 ;<br />

vi) In our opinion and to the best <strong>of</strong> our information and<br />

according to the explanations given to us, the said accounts<br />

together with the notes thereon give the information<br />

required by the Companies Act, 1956 (1 <strong>of</strong> 1956) in the<br />

manner so required and give a true and fair view in<br />

conformity with accounting principles generally accepted<br />

in India;<br />

(a) in the case <strong>of</strong> the Balance Sheet, <strong>of</strong> the state <strong>of</strong> affairs<br />

<strong>of</strong> the Company as at 31-03-2009;<br />

(b) in the case <strong>of</strong> the Pr<strong>of</strong>it and Loss Account <strong>of</strong> the loss<br />

for the year ended on that date; and<br />

(c) in the case <strong>of</strong> the Cash Flow Statement, <strong>of</strong> the cash<br />

flows for the year ended on that date.<br />

For Vishnu Ram & Co.<br />

Chartered Accountants<br />

(S. Vishnumurthy)<br />

Bangalore Proprietor<br />

July 16, 2009 Membership No. 22715


Annexure to the Auditors’ Report<br />

Re: VITAE INDIA SPIRITS LIMITED<br />

Referred to in paragraph 3 <strong>of</strong> our report <strong>of</strong> even date<br />

(a) <strong>The</strong>re were no fixed assets. <strong>The</strong>refore, the provisions <strong>of</strong> clause<br />

4(i)(a) to 4(i)(c) <strong>of</strong> the Companies (Auditor’s Report) Order, 2003<br />

are not applicable to the Company.<br />

(b) <strong>The</strong>re were no stocks <strong>of</strong> goods. <strong>The</strong>refore, the provisions <strong>of</strong><br />

clause 4(ii)(a) to 4(ii)(c) <strong>of</strong> the Companies (Auditor’s Report)<br />

Order, 2003 are not applicable to the Company.<br />

(c) <strong>The</strong> company has not granted any loans to companies, firms or<br />

other parties covered in the register maintained under Section<br />

301 <strong>of</strong> the Companies Act, 1956. <strong>The</strong>refore, the provisions <strong>of</strong><br />

clause 4(iii)(a) to 4(iii)(d) <strong>of</strong> the Companies (Auditor’s Report)<br />

Order, 2003 are not applicable to the Company.<br />

(d) <strong>The</strong> company has not taken any loans from companies, firms or<br />

other parties covered in the register maintained under Section<br />

301 <strong>of</strong> the Companies Act, 1956. <strong>The</strong>refore, the provisions <strong>of</strong><br />

clause 4(iii)(e) to 4(iii)(g) <strong>of</strong> the Companies (Auditor’s Report)<br />

Order, 2003 are not applicable to the Company.<br />

(e) In our opinion and according to the information and<br />

explanations given to us, there are adequate internal control<br />

system commensurate with the size <strong>of</strong> the company and the<br />

nature <strong>of</strong> its business with regard to purchases <strong>of</strong> inventory,<br />

fixed assets and with regard to the sale <strong>of</strong> goods and services.<br />

During the course <strong>of</strong> audit, we have not observed any continuing<br />

failure to correct major weaknesses in internal controls.<br />

(f) According to the information and explanations given to us,<br />

there are no transactions that need to be entered into the<br />

register maintained under Section 301 <strong>of</strong> the Companies<br />

Act, 1956. <strong>The</strong>refore, the provisions <strong>of</strong> clause 4(v)(a) <strong>of</strong> the<br />

Companies (Auditor’s Report) Order, 2003 are not applicable to<br />

the company.<br />

(g) In our opinion and according to the information and<br />

explanation given to us, there have not been any transactions<br />

made in pursuance <strong>of</strong> contracts or arrangements entered in<br />

the register maintained under Section 301 <strong>of</strong> the Companies<br />

Act, 1956. <strong>The</strong>refore, the provisions <strong>of</strong> clause 4(v)(b) <strong>of</strong> the<br />

Companies (Auditor’s Report) Order, 2003 are not applicable to<br />

the company.<br />

(h) <strong>The</strong> company has not accepted any deposits from the public<br />

in contravention <strong>of</strong> the provisions <strong>of</strong> sections 58A, 58AA and<br />

any other relevant provisions <strong>of</strong> the Act and the Companies<br />

(Acceptance <strong>of</strong> deposits) Rules, 1975. <strong>The</strong>refore, the provisions<br />

<strong>of</strong> clause 4(vi) <strong>of</strong> the Companies (Auditor’s Report) Order, 2003<br />

are not applicable to the company.<br />

(i) Since this is the first year <strong>of</strong> operation <strong>of</strong> the company, the<br />

provisions with regard to internal audit <strong>of</strong> clause 4(vii) <strong>of</strong> the<br />

Companies (Auditor’s Report) Order, 2003 are not applicable to<br />

the company.<br />

(j) Provisions with regard to maintenance <strong>of</strong> cost records under<br />

Section 209(1)(d) <strong>of</strong> the Companies Act, 1956 are not applicable<br />

to this company.<br />

(k) <strong>The</strong> company is regular in depositing with appropriate<br />

authorities undisputed statutory dues including income tax and<br />

other material statutory dues applicable to it.<br />

Further, since the Central Government has till date not<br />

prescribed the amount <strong>of</strong> cess payable under Section 441A <strong>of</strong><br />

the Companies Act, 1956, we are not in a position to comment<br />

upon the regularity or otherwise <strong>of</strong> the company in depositing<br />

the same.<br />

(l) According to the information and explanations given to us, no<br />

undisputed amounts payable in respect <strong>of</strong> income tax, wealth<br />

tax, service tax, sales tax, customs duty and excise duty were in<br />

arrears, as at 31-3-2009 for a period <strong>of</strong> more than six months<br />

from the date they became payable.<br />

(m) According to the information and explanations given to us,<br />

there are no dues <strong>of</strong> sales tax, income tax, customs duty, wealth<br />

tax, service tax and excise duty which have not been deposited<br />

on account <strong>of</strong> any dispute.<br />

(n) <strong>The</strong> company has been registered for a period <strong>of</strong> less than five<br />

years. <strong>The</strong>refore, the provisions <strong>of</strong> clause 4(x) <strong>of</strong> the Companies<br />

(Auditor’s Report) Order, 2003 are not applicable to the<br />

company.<br />

(o) <strong>The</strong> company has not taken any loans from banks or financial<br />

institutions nor issued any debentures. <strong>The</strong>refore, the provisions<br />

<strong>of</strong> clause 4(xi) <strong>of</strong> the Companies (Auditor’s Report) Order, 2003<br />

are not applicable to the company.<br />

(p) <strong>The</strong> company has not granted any loans on the basis <strong>of</strong> security<br />

by way <strong>of</strong> pledge <strong>of</strong> shares, debentures and other securities.<br />

<strong>The</strong>refore, the provisions <strong>of</strong> clause 4(xii) <strong>of</strong> the Companies<br />

(Auditor’s) Order, 2003 are not applicable to the company.<br />

(q) <strong>The</strong> company is not a chit fund or a nidhi/mutual benefit<br />

fund/society. <strong>The</strong>refore, the provisions <strong>of</strong> clause 4(xiii) <strong>of</strong> the<br />

Companies (Auditor’s Report) Order, 2003 are not applicable to<br />

the company.<br />

(r) <strong>The</strong> company is not dealing in or trading in shares, securities,<br />

debentures and other investments. <strong>The</strong>refore, the provisions <strong>of</strong><br />

clause 4(xiv) <strong>of</strong> the Companies (Auditor’s Report) Order, 2003<br />

are not applicable to the company.<br />

(s) <strong>The</strong> company has not given any guarantees for loans taken<br />

by others from banks or financial institutions. <strong>The</strong>refore, the<br />

provisions <strong>of</strong> clause 4(xv) <strong>of</strong> the Companies (Auditor’s Report)<br />

Order, 2003 are not applicable to the company.<br />

(t) <strong>The</strong> company has not raised any term loans during the year.<br />

<strong>The</strong>refore, the provisions <strong>of</strong> clause 4(xvi) <strong>of</strong> the Companies<br />

(Auditor’s Report) Order, 2003 are not applicable to the<br />

company.<br />

(u) According to the information and explanations given to us and<br />

on an overall examination <strong>of</strong> the balance sheet <strong>of</strong> the company,<br />

we report that no funds raised on short term basis have been<br />

used for long term investment.<br />

(v) According to the information and explanations given to us,<br />

the company has not made preferential allotment <strong>of</strong> shares<br />

to parties and companies covered in the register maintained<br />

under Section 301 <strong>of</strong> the Act. <strong>The</strong>refore, the provisions <strong>of</strong><br />

clause 4(xviii) <strong>of</strong> the Companies (Auditor’s Report) Order, 2003<br />

are not applicable to the company.<br />

(w) According to the information and explanations given to us,<br />

the company has not issued any debentures during the year.<br />

<strong>The</strong>refore, the provisions <strong>of</strong> clause 4(xix) <strong>of</strong> the Companies<br />

(Auditor’s Report) Order, 2003 are not applicable to the<br />

company.<br />

(x) During the year, the company has not raised any money by<br />

public issue. <strong>The</strong>refore, the provisions <strong>of</strong> clause 4(xx) <strong>of</strong> the<br />

Companies (Auditor’s Report) Order, 2003 are not applicable to<br />

the company.<br />

(y) According to the information and explanations given to us,<br />

no fraud on or by the company has been noticed or reported<br />

during the course <strong>of</strong> our audit.<br />

For Vishnu Ram & Co.<br />

Chartered Accountants<br />

(S. Vishnumurthy)<br />

Bangalore Proprietor<br />

July 16, 2009 Membership No. 22715<br />

77


78<br />

I. SOURCES OF FUNDS<br />

(1) Shareholders’ funds<br />

Balance Sheet as at March 31, 2009<br />

Schedule<br />

As at<br />

31-03-2009<br />

Rupees<br />

(a) Share capital 1 500,000<br />

(b) Reserves and surplus -<br />

(2) Loan funds<br />

(a) Secured loans -<br />

(b) Unsecured loans -<br />

II. APPLICATION OF FUNDS<br />

500,000<br />

(1) Fixed Assets -<br />

(2) Investments -<br />

(3) Current assets, loans and advances<br />

(a) Inventories<br />

(b) Sundry debtors<br />

(c) Cash and bank balances 2 366,523<br />

(d) Loans and advances<br />

Less: Current liabilities and provisions:<br />

366,523<br />

(a) Current liabilities 3 19,457<br />

(b) Provisions -<br />

19,457<br />

Net current assets 347,066<br />

(4) (a) Miscellaneous expenditure to the extent not written <strong>of</strong>f or adjusted -<br />

(b) Pr<strong>of</strong>it & loss account 152,934<br />

Significant Accounting Policies and Notes on Accounts 4<br />

Schedules referred to above and the notes thereon form an integral part <strong>of</strong> the Balance Sheet.<br />

500,000<br />

For and on behalf <strong>of</strong> the Board <strong>of</strong> Directors <strong>of</strong> Per our report <strong>of</strong> even date<br />

Vitae India Spirits Limited For Vishnu Ram & Co.<br />

Chartered Accountants<br />

Bangalore A. Raghunathan Bharath Raghavan (S. Vishnumurthy)<br />

July 16, 2009 Director Director Proprietor<br />

Membership No. 22715


Pr<strong>of</strong>it and Loss Account for the period ended March 31, 2009<br />

Income<br />

Expenditure<br />

Schedule<br />

31-03-2009<br />

Rupees<br />

Bank charges 264<br />

Filing fees 1,212<br />

Miscellaneous expenses 2,300<br />

Preliminary expenses written <strong>of</strong>f 103,680<br />

Pr<strong>of</strong>essional charges 45,478<br />

For and on behalf <strong>of</strong> the Board <strong>of</strong> Directors <strong>of</strong> Per our report <strong>of</strong> even date<br />

Vitae India Spirits Limited For Vishnu Ram & Co.<br />

Chartered Accountants<br />

Bangalore A. Raghunathan Bharath Raghavan (S. Vishnumurthy)<br />

July 16, 2009 Director Director Proprietor<br />

Membership No. 22715<br />

-<br />

152,934<br />

Loss for the period before tax provision (152,934)<br />

Less: Income tax provision -<br />

Loss for the period after tax provision (152,934)<br />

Balance carried forward to the Balance Sheet (152,934)<br />

Earnings per share (Basic/Diluted (in Rs.)) (3.06)<br />

Significant Accounting Policies and Notes on Accounts 4<br />

Schedules referred to above and notes thereon form an integral part <strong>of</strong> the Pr<strong>of</strong>it & Loss Account.<br />

79


Schedule 1<br />

Share Capital<br />

80<br />

Authorised<br />

As on<br />

31-03-2009<br />

Rupees<br />

50,000 Equity Shares <strong>of</strong> Rs.10 Each 500,000<br />

Issued, subscribed and paid up<br />

50,000 Equity Shares <strong>of</strong> Rs.10 Each 500,000<br />

(All the shares are held by the holding company <strong>Kingfisher</strong> <strong>Airlines</strong> Ltd.)<br />

Schedule 2<br />

Cash and bank balances<br />

500,000<br />

Cash in hand 600<br />

Balance in current account with Syndicate Bank 365,923<br />

Schedule 3<br />

Schedules to the Balance Sheet<br />

366,523<br />

Current Liabilities 19,457<br />

Pr<strong>of</strong>essional charges payable 19,457


Schedules forming part <strong>of</strong> the Accounts<br />

Schedule 4<br />

Notes forming part <strong>of</strong> the accounts<br />

A. Basis for preparation<br />

1. Accounting Convention:<br />

<strong>The</strong> financial Statements are prepared under the historical cost convention, having due regard to the fundamental accounting<br />

assumptions <strong>of</strong> going concern, consistency, accrual and in compliance with the mandatory accounting standards as specified in the<br />

Companies (Accounting Standards) Rules, 2006.<br />

2. Use <strong>of</strong> estimates:<br />

<strong>The</strong> preparation <strong>of</strong> financial statements in conformity with generally accepted accounting principles requires management to make<br />

estimates and assumptions that affect the reported amounts <strong>of</strong> assets and liabilities and disclosure <strong>of</strong> contingent liabilities at the<br />

date <strong>of</strong> the financial statements and the results <strong>of</strong> operations during the reporting year end. Although these estimates are based<br />

upon management's best knowledge <strong>of</strong> current events and actions, actual results could differ from these estimates.<br />

B. Significant Accounting Policies<br />

1. Tax expense:<br />

Current tax and fringe benefit tax is measured at the amount expected to be paid to the tax authorities in accordance with the<br />

Indian Income Tax Act. Deferred income taxes are recognised for the future tax consequences attributable to timing differences<br />

between the financial statement determination <strong>of</strong> income and their recognition for tax purposes. <strong>The</strong> effect on deferred tax<br />

assets and liabilities <strong>of</strong> a change in tax rates is recognised in income using the tax rates and tax laws that have been enacted or<br />

substantively enacted by the balance sheet date. Deferred tax assets are recognised and carried forward only to the extent that<br />

there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be<br />

realised.<br />

2. Revenue recognition:<br />

All revenues are generally recognized on accrual basis except where there is an uncertainty <strong>of</strong> ultimate realization.<br />

3. Provision and contingencies:<br />

A provision is recognised when an enterprise has a present obligation as a result <strong>of</strong> past event and it is probable that an outflow <strong>of</strong><br />

resources will be required to settle the obligation, in respect <strong>of</strong> which a reliable estimate can be made. Provisions are not discounted<br />

to its present value and are determined based on management estimate required to settle the obligation at the balance sheet date.<br />

<strong>The</strong>se are reviewed at each balance sheet date and adjusted to reflect the current management estimates.<br />

4. Earning per Share:<br />

<strong>The</strong> basic earning / loss per share are computed by dividing the net pr<strong>of</strong>it / loss attributable to equity shareholders for the year by<br />

the weighted average number <strong>of</strong> equity shares outstanding during the period.<br />

5. Related party transaction:<br />

Transactions between the related parties are disclosed as per Accounting Standard 18 - Related Party Disclosure specified by the<br />

Companies (Accounting Standards) Rules, 2006. Accordingly, disclosures regarding names <strong>of</strong> the transacting related party, description<br />

<strong>of</strong> the relationship between the parties, nature <strong>of</strong> transactions and the amount outstanding as at end <strong>of</strong> the accounting year, are<br />

made.<br />

C. Notes to accounts<br />

1. <strong>The</strong> company was incorporated on 24-03-2008 and this is the first financial statement prepared after incorporation. <strong>The</strong>refore,<br />

there are no previous year figures.<br />

2. Retirement benefits:<br />

Since there are no employees on the rolls <strong>of</strong> the company, no provision for gratuity or leave salary is made in the financial<br />

statements.<br />

3. Figures in the Balance Sheet, Pr<strong>of</strong>it and Loss Account and schedules have been rounded <strong>of</strong>f to the nearest rupee.<br />

4. Remuneration to auditors:<br />

2008-09<br />

Statutory audit fee 15,000<br />

Service tax 1,545<br />

Total 16,545<br />

81


82<br />

5. Estimated amount <strong>of</strong> contracts remaining to be executed on capital account and not provided for is Rs. Nil.<br />

6. Related Party Disclosures:<br />

i) List <strong>of</strong> related parties:<br />

Sl. No. Name <strong>of</strong> the related party Nature <strong>of</strong> relationship<br />

1. United Breweries (Holdings) Limited Ultimate Holding Company<br />

2. <strong>Kingfisher</strong> <strong>Airlines</strong> Limited Holding Company<br />

3. <strong>Kingfisher</strong> Finvest India Limited Fellow Subsidiary<br />

4. <strong>Kingfisher</strong> Training & Aviation Services Ltd. Fellow Subsidiary<br />

5. Bangalore Beverages Limited Fellow Subsidiary<br />

6. UB Electronic Instruments Limited Fellow Subsidiary<br />

7. UB Infrastructure Projects Limited Fellow Subsidiary<br />

8. UB International Trading Limited Fellow Subsidiary<br />

9. City Properties Maintenance Company Bangalore Limited Fellow Subsidiary<br />

10. <strong>Kingfisher</strong> Aviation Training Limited Fellow Subsidiary<br />

11. Rigby International Corp. Fellow Subsidiary<br />

12. United Breweries <strong>of</strong> America Inc., Delware Fellow Subsidiary<br />

13. Inversiones Mirabel, S A Fellow Subsidiary<br />

14. Mendocino Brewing Company Inc., USA Fellow Subsidiary<br />

15. Rubic Technologies Inc. Fellow Subsidiary<br />

16. Releta Brewing Company, LLC Fellow Subsidiary<br />

17. UBSN Limited Fellow Subsidiary<br />

18. United Breweries International (U.K.) Limited Fellow Subsidiary<br />

19. UB Overseas Limited Fellow Subsidiary<br />

20. UBHL (BVI) Fellow Subsidiary<br />

ii) Related Party Transactions:<br />

Sl. No. Nature <strong>of</strong> Transactions Holding Company<br />

1 <strong>Kingfisher</strong> <strong>Airlines</strong> Limited 2008 – 09<br />

Share capital Rs. 500,000<br />

7. <strong>The</strong> company has adopted Accounting Standard - 20 on “Earning Per Share” specified in the Companies (Accounting Standards)<br />

Rules, 2006 for calculation <strong>of</strong> EPS and the disclosures in this regard are as given below:<br />

Particulars<br />

Year ended 31-03-2009<br />

Rupees<br />

Net loss after tax (152,934)<br />

Weighted average number <strong>of</strong> equity shares <strong>of</strong> Rs. 10/- each outstanding during the year<br />

(No. <strong>of</strong> shares)<br />

50,000<br />

Basic / diluted earnings per share (Rs.) (3.06)<br />

8. Segment information is not furnished since there is no reportable segment.<br />

Schedules forming part <strong>of</strong> the Accounts (Contd.)<br />

9. Information under paragraph <strong>of</strong> 3, 4C and 4D <strong>of</strong> part II <strong>of</strong> Schedule VI <strong>of</strong> the Companies Act, 1956 are not furnished, as they are not<br />

applicable.<br />

For and on behalf <strong>of</strong> the Board <strong>of</strong> Directors <strong>of</strong> Per our report <strong>of</strong> even date<br />

Vitae India Spirits Limited For Vishnu Ram & Co.<br />

Chartered Accountants<br />

Bangalore A. Raghunathan Bharath Raghavan (S. Vishnumurthy)<br />

July 16, 2009 Director Director Proprietor<br />

Membership No. 22715


Cash Flow Statement for the period ended March 31, 2009<br />

I. Cash Flow from operating activities<br />

Pr<strong>of</strong>it / ( Loss ) before tax (152,934)<br />

Adjustment for :<br />

Increase in current liabilities 19,457<br />

Net cash used in operating activities (133,477)<br />

II. Cash flows from investing activities -<br />

III. Cash flow from financing activities<br />

Capital contribution 500,000<br />

Net cash generated from financing activities 500,000<br />

Net increase in cash & cash equivalents 366,523<br />

Cash and cash equivalents at the beginning <strong>of</strong> the period -<br />

Cash and cash equivalents at the end <strong>of</strong> the period 366,523<br />

Cash and cash equivalents comprises <strong>of</strong>:<br />

Cash on hand 600<br />

Balance at Bank 365,923<br />

Note : <strong>The</strong> cash flow is prepared under the indirect method as mentioned under AS - 3 Cash Flow Statements.<br />

Rs.<br />

366,523<br />

For and on behalf <strong>of</strong> the Board <strong>of</strong> Directors <strong>of</strong> Per our report <strong>of</strong> even date<br />

Vitae India Spirits Limited For Vishnu Ram & Co.<br />

Chartered Accountants<br />

Bangalore A. Raghunathan Bharath Raghavan (S. Vishnumurthy)<br />

July 16, 2009 Director Director Proprietor<br />

Membership No. 22715<br />

83


BALANCE SHEET ABSTRACT AND COMPANY’S GENERAL BUSINESS PROFILE<br />

84<br />

I Registration Details<br />

Balance Sheet Abstract<br />

Registration No. 08/045717 State Code 08<br />

Balance Sheet Date March 31, 2009<br />

II Capital raised during the year (Amount in Rs. Thousands)<br />

Public Issue NIL Rights Issue NIL<br />

Bonus Issue NIL Private Placement 500.00<br />

III Position <strong>of</strong> Mobilisation and Deployment <strong>of</strong> Funds (Amount in Rs. Thousands)<br />

Total Liabilities 500.00 Total Assets 500.00<br />

Sources <strong>of</strong> Funds:<br />

Paid up Capital 500.00 Reserves & Surplus NIL<br />

Share application money NIL Unsecured Loans NIL<br />

Secured Loans NIL Deferred tax NIL<br />

Application <strong>of</strong> Funds:<br />

Net Fixed Assets NIL Investments NIL<br />

Net Current Assets 347.07 Misc. Expenditure NIL<br />

IV Performance <strong>of</strong> Company (Amount in Rs. Thousands)<br />

Accumulated loss 152.93<br />

Total income NIL Total Expenditure 152.93<br />

Pr<strong>of</strong>it (Loss) before tax (152.93) Pr<strong>of</strong>it (Loss) after tax (152.93)<br />

Earning per Share in Rs. (3.06) Dividend rate % NIL<br />

V Generic Names <strong>of</strong> Three Principal Products/Services <strong>of</strong> Company (as per monetary terms)<br />

Item Code No. ( ITC Code) Not applicable<br />

Product description Not applicable<br />

For and on behalf <strong>of</strong> the Board <strong>of</strong> Directors <strong>of</strong> Per our report <strong>of</strong> even date<br />

Vitae India Spirits Limited For Vishnu Ram & Co.<br />

Chartered Accountants<br />

Bangalore A. Raghunathan Bharath Raghavan (S. Vishnumurthy)<br />

July 16, 2009 Director Director Proprietor<br />

Membership No. 22715


NOTES<br />

85


86<br />

NOTES


NOTES<br />

87


88<br />

NOTES


Dr. Vijay Mallya<br />

Capt. G.R. Gopinath<br />

S.R. Gupte<br />

Dr. Naresh Trehan Anil Kumar Ganguly<br />

Board <strong>of</strong> Directors<br />

Ravi Nedungadi Vijay Amritraj<br />

Piyush Mankad<br />

Capt. K.J. Samuel<br />

G.N. Bajpai<br />

Diwan Arun Nanda<br />

N. Srivatsa<br />

Company Secretary


info@manipalpress.com

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