Annual Report 2011 - 2012 - United Breweries Limited

– All asset and liabilities of the EBL were recorded at their respective book values under the respectiveaccounting heads of the Company.– Rs.13,645 being the difference between the value of net assets of the EBL transferred to the Company(determined as stated above) and the carrying value of the Company’s investment has been adjusted toCapital/General Reserve of the Company.– The Shares issued to UBL Benefit Trust appears as a separate line item in the Balance Sheet of the Companyas Interest in UBL Benefit Trust.– The inter company balances and transactions stood cancelled.EBL was engaged in the brewing business.B. The scheme of amalgamation under sections 391 to 394 of the Companies Act, 1956 between UB Nizam BreweriesPrivate Limited (UBNPL) and the Company (the Scheme) and their respective shareholders and creditors, withApril 1, 2010 as the appointed date, has been approved by the Honorable High Court of Karnataka vide its orderdated August 26, 2011. Upon necessary filing with the Registrar of Companies, the scheme has become effectiveon November 8, 2011 and the effect thereof has been given in these accounts. Consequently,In respect of the merger of UB Nizam Breweries Private Limited (UBNPL) with the Company -a) In terms of the Scheme, the entire business and the whole of the undertaking of UBNPL, as a going concernstands transferred to and vested in the Company with effect from April 1, 2010, being the Merger AppointedDate.b) In consideration of the amalgamation of UBNPL with the Company, the Company had issued 145,902 equityshares of Re.1/- each aggregating to Re.1/- in the ratio of 1 fully paid up Equity shares of the face value ofRe.1/- each of the Company for every 454 fully paid up equity shares of Rs.10/- each held in UBNPL and in theratio of 1 fully paid up Equity Shares of the face value of Re.1/- each of the Company for every 454 fully paidpreference shares of Rs.10/- each in UBNPL.c) Accounting for Amalgamation:The amalgamation of UBNPL with the Company is accounted for on the basis of the Pooling of InterestMethod as envisaged in the Accounting Standard (AS)-14 on Accounting for Amalgamations specified in theCompanies (Accounting Standard) Rules 2006 and in terms of the scheme, as below,– All asset and liabilities of UBNPL were recorded at their respective book values under the respectiveaccounting heads of the Company.– Rs.488 being the difference between the value of net assets of UBNPL transferred to the Company(determined as stated above) and the carrying value of the Company’s investment has been adjusted toCapital/General Reserve of the Company.– The inter company balances and the transactions stood cancelled.UBNPL was engaged in the brewing business.Notes to the Consolidated Financial Statements (contd.)(All amounts in Rs.lacs, unless otherwise stated)C. The scheme of amalgamation under sections 391 to 394 of the Companies Act, 1956 between Chennai BreweriesPrivate Limited (CBPL) and the Company (the Scheme) and their respective shareholders and creditors with March31, 2011 as the appointed date has been approved by the Honorable High Court of Karnataka and HonorableHigh Court of Madras, vide its order dated August 26, 2011 and October 11, 2011 respectively. Upon necessaryfiling with the Registrar of Companies, the scheme has become effective on November 12, 2011 and the effectthereof has been given in these accounts. Consequently, in respect of the merger of Chennai Breweries PrivateLimited (CBPL) with the Company -a) In terms of the Scheme, the entire business and the whole of the undertaking of CBPL, as a going concernstands transferred to and vested in the Company with effect from the closing hours of March 31, 2011, beingthe Merger Appointed Date.94b) In consideration of the amalgamation of CBPL with the Company, the Company has issued 8,500,000 equityshares of Re.1/- each aggregating to Rs.85 in the ratio of 17 fully paid up Equity shares of the face value ofRe.1/- each of the Company for every 30 fully paid up equity shares of Rs.10/- each held in CBPL which ispending allotment.