Annual Report 2011 - 2012 - United Breweries Limited
Annual Report 2011 - 2012 - United Breweries Limited
Annual Report 2011 - 2012 - United Breweries Limited
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c) Accounting for Amalgamation:<br />
The amalgamation of EBL with the Company is accounted for on the basis of the Pooling of Interest<br />
Method as envisaged in the Accounting Standard (AS) -14 on Accounting for Amalgamations specified in<br />
the Companies (Accounting Standard) Rules, 2006 and in terms of the scheme, as below,<br />
– All asset and liabilities of the EBL were recorded at their respective book values under the respective<br />
accounting heads of the Company.<br />
– Rs.13,645 being the difference between the value of net assets of the EBL transferred to the Company<br />
(determined as stated above) and the carrying value of the Company’s investment has been adjusted<br />
to Capital/General Reserve of the Company.<br />
– The Shares issued to UBL Benefit Trust appears as a separate line item in the Balance Sheet of the<br />
Company as Interest in UBL Benefit Trust.<br />
– The inter company balances and transactions stood cancelled.<br />
EBL was engaged in the brewing business.<br />
Notes to Financial Statements (contd.)<br />
(All amounts in Rs.lacs, unless otherwise stated)<br />
B. The scheme of amalgamation under sections 391 to 394 of the Companies Act, 1956 between UB Nizam<br />
<strong>Breweries</strong> Private <strong>Limited</strong> (UBNPL) and the Company (the Scheme) and their respective shareholders and creditors,<br />
with April 1, 2010 as the appointed date, has been approved by the Honorable High Court of Karnataka vide its<br />
order dated August 26, <strong>2011</strong>. Upon necessary filing with the Registrar of Companies, the scheme has become<br />
effective on November 8, <strong>2011</strong> and the effect thereof has been given in these accounts. Consequently, in respect<br />
of the merger of UB Nizam <strong>Breweries</strong> Private <strong>Limited</strong> (UBNPL) with the Company -<br />
a) In terms of the Scheme, the entire business and the whole of the undertaking of UBNPL, as a going concern<br />
stands transferred to and vested in the Company with effect from April 1, 2010, being the Merger Appointed<br />
Date.<br />
b) In consideration of the amalgamation of UBNPL with the Company, the Company had issued 145,902 equity<br />
shares of Re.1/- each aggregating to Re.1 in the ratio of 1 fully paid up equity shares of the face value of<br />
Re.1/- each of the Company for every 454 fully paid up equity shares of Rs.10/- each held in UBNPL and in the<br />
ratio of 1 fully paid up Equity Shares of the face value of Re.1/- each of the Company for every 454 fully paid<br />
preference shares of Rs.10/- each in UBNPL.<br />
60<br />
c) Accounting for Amalgamation:<br />
The amalgamation of UBNPL with the Company is accounted for on the basis of the Pooling of Interest<br />
Method as envisaged in the Accounting Standard (AS) -14 on Accounting for Amalgamations specified in the<br />
Companies (Accounting Standard) Rules, 2006 and in terms of the scheme, as below,<br />
– All asset and liabilities of UBNPL were recorded at their respective book values under the respective<br />
accounting heads of the Company.<br />
– Rs.488 being the difference between the value of net assets of UBNPL transferred to the Company<br />
(determined as stated above) and the carrying value of the Company’s investment has been adjusted to<br />
Capital/General Reserve of the Company.<br />
– The inter company balances and the transactions stood cancelled.<br />
UBNPL was engaged in the brewing business.<br />
C. The scheme of amalgamation under sections 391 to 394 of the Companies Act, 1956 between Chennai <strong>Breweries</strong><br />
Private <strong>Limited</strong> (CBPL) and the Company (the Scheme) and their respective shareholders and creditors with March<br />
31, <strong>2011</strong> as the appointed date has been approved by the Honorable High Court of Karnataka and Honorable<br />
High Court of Madras, vide its order dated August 26, <strong>2011</strong> and October 11, <strong>2011</strong> respectively. Upon necessary<br />
filing with the Registrar of Companies, the scheme has become effective on November 12, <strong>2011</strong> and the effect<br />
thereof has been given in these accounts. Consequently, in respect of the merger of Chennai <strong>Breweries</strong> Private<br />
<strong>Limited</strong> (CBPL) with the Company -<br />
a) In terms of the Scheme, the entire business and the whole of the undertaking of CBPL, as a going concern<br />
stands transferred to and vested in the Company with effect from the closing hours of March 31, <strong>2011</strong>, being<br />
the Merger Appointed Date.