Annual Report 2011 - 2012 - United Breweries Limited

Notes to Financial Statements (contd.)
(All amounts in Rs.lacs, unless otherwise stated)
b) As UMBL was a wholly owned subsidiary of the Company, no consideration was payable pursuant to
amalgamation of UMBL with the Company.
c) Accounting for Amalgamation:
The amalgamation of UMBL with the Company is accounted for on the basis of the Pooling of Interest
Method as envisaged in the Accounting Standard (AS) -14 on Accounting for Amalgamations specified in the
Companies (Accounting Standard) Rules, 2006 and in terms of the scheme, as below,
– All asset and liabilities of UMBL were recorded at their respective book values under the respective
accounting heads of the Company.
– Rs.4,668 being the difference between the value of net assets of UMBL transferred to the Company
(determined as stated above) and the carrying value of the Company’s investment has been adjusted to
Capital/General Reserve of the Company.
– The inter company balances and transactions stood cancelled.
UMBL was engaged in the brewing business.
Pursuant to all the schemes referred to in A to E above, the bank accounts, agreements, licences and certain
immovable properties of the transferor companies are in the process of being transferred in the name of the
Company.
Pursuant to the schemes referred to in II A to E above, the Authorized Share Capital of the Company stands
increased and reclassified, without any further act or deed on the part of the company, including payment of stamp
duty and Registrar of Companies fees, by Rs.57,340 comprising of 3,320,000,000 Equity Shares of Re.1 each and
24,140,000 Preference Shares of Rs.100 each, being the authorized share capital of the transferor company, and
Memorandum of Association and Articles of Association of the Company stand amended accordingly without
any further act or deed on the part of the company.
The Summary of additions/(deletions) to/(from) of Capital Reserve/General Reserve arising out each of the
amalgamating entities is given below:
Particulars General Reserve Capital Reserve
Expenses relating to mergers — (358)
Arising on amalgamating ABDL — (450)
Arising on amalgamating MAPL — 40,373
Arising on amalgamating EBL 127 (13,772)
Arising on amalgamating UBN (6,134) 6,623
Arising on amalgamating CBPL 230 1,415
Arising on amalgamating MBIL (21,397) (9,118)
Arising on amalgamating UMBL (2,778) (1,890)
DTA arising on amalgamation 8,387 —
Total (21,565) 22,823
Resultant capital reserve on amalgamation 1,258
The shares outstanding to be issued in respect of amalgamation of UBNPL, CBPL and MBIL were disclosed as share
capital pending allotment in the financial statements for the year ended March 31, 2011 pending completion of
allotment formalities. These shares have been alloted during the year ended March 31, 2012.
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iii. Subsequent to the amalgamation of UBNPL, EPL, CBPL, UBAPL, UMBL and MBIL with the Company as indicated
above, the Company has initiated the process of obtaining its name recorded in the state excise records and
with other regulatory authorities in place of UBNPL, EBL, CBPL, UBAPL, UMBL and MBIL. Pending completion
of these formalities, the name of UBNPL, EBL, CBPL, UBAPL, UMBL and MBIL are continued to be used in
various documents, records, invoices and vouchers etc.
iv. On 7th February 2012, the Company has obtained Board approval for amalgamation of Scottish & Newcastle
India Private Limited with an appointed date of April 1, 2012. Applications have been filed with Honourable
High Court of Karnataka for necessary approvals.