UBHL annual report - United Spirits Limited

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Notes to the financial statements for the year ended March 31, 2012 (Contd.)Rs. Million2012 20112. Share CapitalAuthorised395,000,000 (2011:395,000,000) Equity Shares of Rs.10/- each 3,950.000 3,950.000159,200,000 (2011:159,200,000) Preference Shares of Rs.10/- each 1,592.000 1,592.0005,542.000 5,542.000Issued, Subscribed and Paid-up130,794,968 (2011:130,794,968) Equity Shares of Rs.10/- eachfully paid up. 1,307.950 1,307.9501,307.950 1,307.950a. Reconciliation of the number of shares outstandingNo. of 2012 No. of 2011SharesSharesBalance at the beginning of the year 130,794,968 1,307.950 125,594,329 1,255.943Add: Equity shares issued to shareholders of theerstwhile Balaji Distilleries Limited pursuantto the scheme of Amalgamation - - 5,200,639 52.007Balance at the end of the year 130,794,968 1,307.950 130,794,968 1,307.950b. Rights, preferences and restrictions attached to sharesThe Company has one class of equity shares having a face value of Rs. 10 per share. Each holder of the equity sharesis entitled to one vote per share. The dividend proposed by the Board of Directors is subject to the approval ofthe shareholders in the ensuing Annual General Meeting, except in the case of interim dividend. In the event ofliquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distributionof all preferential amounts, in proportion to their holdings.c. Shares held by holding/ ultimate holding company and/or their subsidiaries / associatesOut of the equity shares issued by the Company, shares held by its Promoter company, ultimate holding companyand their subsidiaries/associates are as below:No. ofNo. of2012SharesShares2011United Breweries (Holdings) Limited 23,577,293 235.773 23,881,821 238.818Mallya Private Limited 1,005 0.010 1,005 0.010Dr. Vijay Mallya 12,510 0.125 12,510 0.125Devi Investments Private Limited 2,700 0.027 2,700 0.027Vittal Investments Private Limited 31,270 0.313 31,270 0.313Rossi & Associates Private Limited 35,112 0.351 35,112 0.351Kingfisher Finvest India Limited(formerly “Kingfisher Radio Limited “) 12,676,342 126.763 12,676,342 126.76336,336,232 36,640,7602012 2011d. Aggregate number shares issued for consideration other than cashduring the period of five years immediately preceeding the reporting dateEquity shares allotted as fully paid up pursuant toamalgamations for consideration other than cash 46,960,281 46,960,281The Company had issued 17,502,762 Global Depositary Shares (GDSs) representing 8,751,381 Equity Shares rankingpari-passu in all respects with the existing paid up equity shares, 2 GDSs representing 1 equity share of par valueof Rs 10/- each at US $7.4274 per GDSs aggregating to US $ 130 Million. These GDSs are listed on the LuxembourgStock Exchange. Out of the above, 678,468 GDS outstanding (representing 339,234 equity shares) as of March 31,2012, will have no voting rights.37
Notes to the financial statements for the year ended March 31, 2012 (Contd.)e. Details of shareholders holding more than 5% shares in the companyNo. ofShares2012 2011% ofHoldingNo. ofShares% ofHoldingUnited Breweries (Holdings) Limited 23,577,293 18.03% 23,881,821 18.26%Kingfisher Finvest India Limited(formerly “Kingfisher Radio Limited“)12,676,342 9.69% 12,676,342 9.69%HSBC Global Investment Funds 9,852,229 7.53% 8,270,000 6.32%The above represents both legal and beneficial ownership of shares.3. Reserves and SurplusRs. Million2012 2011Capital Redemption Reserve 578.946 578.946Securities Premium Account 25,176.823 25,176.823Other Reserves:Central Subsidy* 1.500 1.500Contingency Reserve* 110.000 110.000Foreign Currency Translation Reserve [Refer Note 9 (c)]At the beginning of the year (2,271.244) (2,247.069)Add: Addition during the year 4,699.288 (24.175)2,428.044 (2,271.244)General ReserveAt the beginning of the year 10,775.730 10,601.134Add: Addition during the year(a) Reserve arising on amalgamation - (325.404)(b) Transferred from Profit and Loss Account 500.000 500.00011,275.730 10,775.730Surplus as per Profit and Loss accountAt the beginning of the year 15,357.971 12,380.525Add: Profit transferred on amalgamation - 4.030Add: Profit for the year 3,427.941 3,854.71218,785.912 16,239.267Less: Appropriations:Proposed Dividend on Equity Shares 326.987 326.987Corporate Tax on Proposed Dividend 53.046 54.309Transfer to General Reserve 500.000 500.00017,905.879 15,357.97157,476.922 49,729.726* Taken over on amalgamation.38
Page 10 and 11: The TeamAshok CapoorPresident & MDP
Page 16 and 17: Report of the DirectorsYour Directo
Page 18 and 19: Report of the Directors (Contd.)Cou
Page 20 and 21: Report of the Directors (Contd.)ANN
Page 22 and 23: Report of the Directors (Contd.)SL.
Page 24 and 25: Corporate Governance Report (Contd.
Page 32 and 33: CERTIFICATE ON CORPORATE GOVERNANCE
Page 34 and 35: Annexure to Report of the Directors
Page 40 and 41: Annexure to the Auditors' ReportAnn
Page 42 and 43: Appendix 1* to the Auditor's Report
Page 44 and 45: Statement of Profit and Loss for th
Page 46 and 47: Cash Flow statement for the year en
Page 48 and 49: Notes to the financial statements f
Page 78 and 79: Statement Pursuant to Section 212(1
Page 80 and 81: Statement Pursuant to Section 212(1
Page 82 and 83: Auditors' Report to the Board of Di
Page 84 and 85: Consolidated Financial StatementsSt
Page 86 and 87: Consolidated Financial StatementsCa
Page 88 and 89: Consolidated Financial StatementsNo
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Consolidated Financial StatementsNo
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UBHL annual report - United Spirits Limited

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