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General Information
BOARD OF DIRECTORS
AUDIT COMMITTEE
STATUTORY AUDITORS
Directors resigned during the year
Mr. Harald Graham Harvey Chairman - Upto 7th Mar 2013
Ms. Sue Clark Upto 7th Mar 2013
REGISTERED OFFICE
Solitaire Corporate Park 10
Unit No. 1021, 2nd Floor
Survey No. 131 - A
Chakala, Andheri Kurla Road
Andheri (East)
Mumbai 400 093
CORPORATE OFFICE
Jalahalli Camp Road
Yeshwanthpur
Bangalore - 560022
BANKERS
Standard Chartered Bank
Royal Bank of Scotland
Citi Bank N.A.
First Rand Bank Limited
B S R & Co.
Chartered Accountants
Maruthi Info-Tech Centre
11-12/1, Inner Ring Road
Koramangala
Bangalore 560071
REGISTRAR AND
SHARE TRANSFER AGENT
Sharepro Services (India) Pvt. Ltd.
Samhita Warehousing Complex
Gala No- 52 to 56, Bldg No. 13 A-B
Near Sakinaka Telephone Exchange
Andheri Kurla Road, Sakinaka
Mumbai 400072
BREWERIES
Medak, Andhra Pradesh
Sonepat, Haryana
Bangalore, Karnataka
Aurangabad, Maharashtra
Neemrana, Rajasthan
Meerut, Uttar Pradesh
Chalakudy, Kerala
Cuttack, Orissa
Puducherry
CONTENTS
Board of Directors
Our Brands
11
16
Notice
19
Directors Report
25
Auditors Report
30
Balance Sheet
36
37
38
40
73
Proxy form
74
Excellerate
Board Of Directors
Our Mission
Directors Report
Notice
Managing Directors
Statement
Sustainable
Development Report
Our Vision
Our Brands
We believe that our business is not separate from society, and that
the success of SABMiller is inextricably linked to the well-being
of the wider community. Everywhere we operate, were working
to build strong local businesses that contribute to their local
economies. Thats what makes SABMiller global leaders in doing
business locally.
Vision, Mission
& Values
Annual Financial
Statements
3500
3000
2783
2454
2500
2000
1500
2172
2116
FY09
FY10
1742
1349
1000
500
0
FY07
FY08
FY11
FY12
Indus Pride is an
indigenously
developed
and
brewed product
and during the
year the brand
was relaunched
Modern Brewery at Sonepat, Haryana
FY13
Vision, Mission
& Values
Sustainable
Development Report
Managing Directors
Statement
Notice
26350
30000
25000
20000
21410
25302
FY09
FY10
31388
21410
18620
15000
10000
5000
0
FY07
FY08
FY11
FY12
FY13
Annual Financial
Statements
34487
35000
Directors Report
Our Brands
SABMiller plc
OUR BRANDS
India witnessed a new era in Beer during the last year with the launch of Indus Pride,
a beer brewed with spices. It got the taste buds of Indian beer consumers tingling for
more with 4 spice variants made available by SABMiller
Indians have always had a
taste for the finer things in
life, whether it is for music,
the arts or food. Indus Pride
is a tribute to this exquisite
sense of taste. It also has
the distinction of being
the first Indian beer to be
brewed with spices and the
choicest hops to create a
taste thats distinctly Indian
Available
in a bespoke 330ml
bottle, Indus Pride comes
in a range of variants
like Citrusy Coriander,
Citrusy Cardamom,
Spicy Fennel and Fiery
Cinnamon
Vision, Mission
& Values
Directors Report
Notice
Managing Directors
Statement
Sustainable
Development Report
Our Brands
HAYWARDS 5000
Annual Financial
Statements
Ever since its launch in 1984, Knock Out has evolved its brand positioning from strength
to cold refreshment to establish itself as one of the largest selling strong beer brands in the
country. Today, there are millions of consumers in the states of Karnataka, Maharashtra and
Andhra Pradesh for whom the brand has come to acquire an iconic status.
Knock Out today comes with an innovative thermochromic label (a label that changes colour
when it becomes cold) in the states of Maharashtra and Karnataka.
Knock Out is brewed in modern, state of the art breweries to ensure consistent conformance
to the highest international quality standards. Modern techniques help to ensure that the beer
is produced under hygienic conditions, free from any external impurities.
Our Brands
Vision, Mission
& Values
ROYAL CHALLENGE
Sustainable
Development Report
Managing Directors
Statement
Annual Financial
Statements
Directors Report
Notice
ROYAL CHALLENGE
STRONG
FOSTERS
Nastro Azzurro
Directors Report
Annual Financial
Statements
10
Notice
Managing Directors
Statement
Sustainable
Development Report
Our Brands
Peroni
Vision, Mission
& Values
11
Responsible Drinking
Vision, Mission
& Values
Company & Group
Profile
Our Brands
12
Annual Financial
Statements
Directors Report
Notice
Managing Directors
Statement
Sustainable
Development Report
Water Management
Improving the water balance and water usage ratio
Water is vital not only in the brewing
process but also in growing the crops
used to make our beer and in generating
electricity to power our breweries.
Making more beer using less water
is one of SABMillers key sustainable
development priorities and we try
to optimise our water use at all our
breweries. We have set a demanding
target of reducing water use per
hectolitre of beer by 25% between 2008
and 2015 globally as well as in India. We
continue to report improvements in our
water usage levels.
At SABMiller India, we take a holistic
and partnership approach to tackle
water challenges that we share with
the communities surrounding our
operations.
We aim to be more
efficient in our water use, understand
our watersheds and engage with our
suppliers, as a part of our effort to
create compelling sustainable practice
for our business.
In India, numerous projects, with key
partners like Confederation of Indian
Industries (CII), International Crops
Research Institute for the Semi-Arid
Tropics (ICRISAT), Advanced Centre
for Water Resources Development and
Management (ACWADAM), have been
initiated for water resource management
in areas of operation.
13
Improving livelihoods
through water management in
community watershed in Medak,
Andhra Pradesh
In partnership with the International
Crops Research Institute for the
Semi-Arid Tropics (ICRISAT), we are
attempting to improve rural livelihoods
in four villages; Fasalvadi, Shivampet,
Venkatakishtapur
and
Chakriyalin
Medak
district,
covering
2526
households with a total population of
12,940 on an area of 4,500 hectares
through Integrated Genetic and Natural
Resource
Management
(GNRM)
approach to bring about sustainable
management of water.
Highlights
Water storage capacity of more than
30,000 m3 leading to groundwater
recharge of about 75,000 m3.
Increase in moisture content by
10% in the case of black soils and
5% in case of red soil.
Increased crop yield - Chickpea by
35%, Cotton 12%, Paddy Grain
15%, Sugarcane 8%.
Enterprise Development
Vision, Mission
& Values
Company & Group
Profile
Our Brands
Directors Report
Annual Financial
Statements
Notice
Saanjhi Unnati:
Barley Development Programme
Managing Directors
Statement
Sustainable
Development Report
14
Responsibility
towards Health
Humsafar
In 2008, we launched an innovative HIV/
AIDS truckers programme HUMSAFAR
to create mass awareness about HIV/
AIDS through various outreach activities
in our breweries. The programme
focuses on providing information and
awareness amongst truck drivers, who
are considered as potentially vulnerable
group.
The programme focuses on initiating
one-to-one and group discussions,
social
marketing
and
condom
demonstrations, talk shows, street
plays, and interactions with Network of
Positive People etc.
The programme was first launched
in 2008 at the Rochees Brewery,
Neemrana in partnership with Humana,
a Rajasthan-based NGO and Rajasthan
State Aids Control Society.
15
appreciating
efforts.
and
recognising
our
Please accept my greetings with 5.5 million cheers for the quality chilling time your company is providing to our valuable
consumers.
Our Brands
Sustainable
Development Report
Annual Financial
Statements
16
Directors Report
Notice
Managing Directors
Statement
Dear Shareholders,
Vision, Mission
& Values
Sustainable
Development
Sustainable development is integral to
the way we do business. Underpinning
our approach are 10 sustainable
development priorities which inform
how we focus our efforts and prioritize
our resources. Globally SABMiller
approach to sustainable development
on Ten Priorities that relate to the risks
and opportunities
our business faces
from environment,
social
and
e c o n o m i c
issues.
Alcohol
r e s p o n s i b i l i t y,
Water
and
E n t e r p r i s e
development are
three top global
priorities for the
Group. In India
also, we focus on
these three areas
most crucial to our business.
At SABMiller India, we care about the
harmful effects of irresponsible alcohol
consumption, and therefore engage
with consumers and stakeholders to
promote responsible consumption of
our products. As a major initiative to
address alcohol related concerns, the
Group launched talkingalcohol.com
website in 2009 with the belief that
people should take informed decisions
about drinking alcohol based on
accurate and balanced information.
Other notable initiatives launched
in India include Respect the Road
17
Annual Financial
Statements
18
Directors Report
Notice
Managing Directors
Statement
Cheers!
Paolo Lanzarotti
Sustainable
Development Report
Concern Areas
Our Brands
Vision, Mission
& Values
Notice to Members
Regd. Office: Solitaire Corporate Park 10, Unit No.1021, 2nd Floor
Survey No.131-A, Chakala, Andheri-Kurla Road, Andheri East, Mumbai 400 093
4. To consider appointment of
Ms. Catherine May as Director of
the Company.
Ordinary Business
1. To receive, consider and adopt the
Audited Balance Sheet as at 31st
March, 2013 and the Statement
of Profit & Loss for the year ended
on that date and the Report of the
Directors and Auditors thereon.
5. To consider appointment of
Mr. Stephen Victor Shapiro as
Director of the Company.
19
7. To consider appointment
Managing Director.
of
Vision, Mission
& Values
I. Salary:
II. Perquisites:
Category A
(b) Earned/Privilege
Leave
and
Encashment of leave at the end of the
tenure as per the Companys Rules.
Category C
(a) Provision of Car with Driver for use in
relation to the Companys business
purpose.
(b) Telephone
at
residence
Companys Business purpose.
for
20
NOTES:
1. A member entitled to attend and vote
at the meeting is entitled to appoint
a proxy to attend and vote on a
poll in his/her stead. A proxy need
not be a member of the Company.
Proxies in order to be effective must
be deposited at the registered office
of the Company not less than fortyeight hours before the meeting. A
blank proxy form is enclosed.
2. For convenience of members an
attendance slip is also annexed.
Members are requested to affix their
signature at the space provided
therefore and hand over the same
Annual Financial
Statements
(b) Expenses
towards
furniture,
gas, electricity, water, servants,
gardeners and security shall be paid
by the Company in accordance with
the Companys Rules.
Directors Report
Category B
Notice
As classified
into three categories A, B and C
hereunder:
Managing Directors
Statement
Upto a maximum of
Rs.3,50,00,000/- (Rupees Three
Crores and Fifty Lakhs) per annum
including performance bonus as
may be determined by the Board of
Directors.
Sustainable
Development Report
Our Brands
21
I. GENERAL INFORMATION
Nature of Industry
Date of
production
commencement
Beer,
Rs. Crores
22
31-03-2011
31-03-2012
31-03-2013
1,485.93
1,666.28
1,996.52
(60.36)
(119.26)
(88.35)
Annual Financial
Statements
Directors Report
Statement containing Particulars as prescribed in Clause (C) (iv) of Part II of Schedule XIII to the Companies
Act, 1956
Notice
Managing Directors
Statement
Sustainable
Development Report
Our Brands
Vision, Mission
& Values
31-03-2011
31-03-2012
Rs. Crores
31-03-2013
22.35
32.03
48.04
Background details
Mr. Grant Liversage is a Chartered Accountant from South African Institute of Chartered
Accountants. Mr. Liversage has experience of more than 15 years and has held
leadership positions in various SABMiller Group companies. He was the Managing
Director of Cervejas de Mozambique since 2009 and Managing Director of Accra
Brewery Limited from 2005 to 2009. Before assuming business leadership positions,
he was leading the finance function as Finance Director of Zambian Breweries Plc and
was the Chief Financial Officer of Independent News and Media South Africa.
Past remuneration
He was not employed in India prior to his current appointment as Managing Director
and hence unable to provide this information.
Recognition or awards
Mr. Grant Liversage contributions were recognized within the Group and has scaled
the corporate ladder from the position of Finance Director to Managing Director within
the Group.
Mr. Liversage has unique combination of experience in both financial management and
business management as he has been holding the position of CFO, Finance Director
and Managing Director before his current appointment as Managing Director of the
Company. He has been in the Beer industry since 1997 when he joined the Group in
Swaziland as Finance Director and has garnered tremendous insight into the operations
of large scale Beer industry. He has already served as Managing Director of two large
brewing companies of the Group in Africa.
Remuneration proposed
As set out in the Special Resolution proposed in the Notice of Annual General Meeting.
Comparative remuneration
profile with respect to
industry,
size
of
the
company, profile of the
position and person (in case
of expatriates, the relevant
details would be w.r.t. the
country of his origin)
The only competitor of SABMiller India Limited is United Breweries Limited. The nature
and size of business of United Breweries Limited and SABMiller India Limited are
similar. Mr. Grant Liversage is an expatriate and he is a national of South Africa. The
remuneration paid to the Managing Director of United Breweries Limited as reported
in the Annual Report of 2011-12 is Rs.6.68 Crores. His compensation is determined
in accordance with the Remuneration Policy of the SABMiller Group and in keeping
with the persons of his qualification, experience and the responsibility assigned. The
proposed remuneration is also recommended by the Remuneration Committee of the
Company.
Pecuniary
relationship Mr. Grant Liversage has no pecuniary relationship directly or indirectly either with
directly or indirectly with the the company or with any managerial personnel, except to the extent of proposed
company, or relationship with remuneration.
the managerial personnel, if
any
23
Vision, Mission
& Values
Steps taken or proposed to Geography based product mix with focus on profitability and capacity addition to
be taken for improvement
improve top-line and bottom-line.
Expected
increase
in
productivity and profits in
measurable terms
Rs. Crores
31-03-2015
31-03-2016
2,219.84
2,631.22
3,113.14
215.99
273.21
519.09
IV. DISCLOSURE
Remuneration
Personnel
package
of
the
Not Applicable
Not Applicable
Not Applicable
Not Applicable
Place: Bangalore
Date: 13th June 2013
24
Annual Financial
Statements
Directors Report
Notice
Managing Directors
Statement
Sustainable
Development Report
EBITDA
31-03-2014
Our Brands
III.OTHER INFORMATION
Directors Report
Dear Members,
Your Directors have pleasure in presenting their 24th Report and
the Statement of accounts for the year ended 31st March 2013.
Financial Results
Gross Revenue
3,348.75
2,782.58
(88.35)
(119.26)
0.15
(88.35)
(119.41)
Operations
Your company has achieved a landmark
by crossing the 5.5 million hectolitres of
production mark during the year under
review with record production of 5.524
million hectolitres. This has resulted in a
volume growth of 20% ahead of industry
growth which is estimated at 15%. Your
companys revenue during the year
2012-13 has significantly improved.
The turnover increased to Rs.3,349
Crores against previous year turnover
of Rs.2,783 Crores. Andhra Pradesh
was the largest contributor with sales
growth recording a 52% increase on
continuation of the demand based
procurement system. Haryana and
Punjab also significantly contributed to
revenue growth during the year.
Robust volume growth and price
increases granted by few States
coupled with savings on discounts
and direct cost control contributed to
reduction in the overall losses for the
current year leading to a cash surplus
25
Directors Report
Annual Financial
Statements
26
Notice
Managing Directors
Statement
Sustainable
Development Report
Our Brands
Our Brands
Fresh
equity
should
accelerate
companys ongoing drive to support
development of the Indian market on
all fronts, build a wider brand portfolio
to offer more choice to the consumer,
innovate and bring world class
technology and best practices into the
country.
Vision, Mission
& Values
27
last survey.
To conclude: Enhanced engagement
interventions coupled with enhanced
retention programs have provided
the much needed impetus to the
business, by enabling its people to be
strong agents of execution of business
strategies. Needless to say that the same
has benefitted not just the organization
in business terms but also its people
who have a clearer understanding and
take pride in their own contribution to
the business.
The same has catapulted the overall
value we as an organization add to
employees testified by the attrition
numbers which was 20% + prior to
the launch of Sangam and has now
stabilized at 9%, which is one of the
best amongst our comparators.
Material changes
subsequent to financial
year end
There are no material changes since the
financial year end which would affect
the financial position of the company.
Dividend
As the Company has incurred loss
during the year, the Directors do not
recommend any dividend on the equity
capital.
Directors
In accordance with the Articles of
Association, Mr. Ari Mervis, Director
of the Company retires by rotation
at this Annual General Meeting
and being eligible, offers himself
for reappointment. During the year
Mr. Harald Harvey and Ms. Sue Clark
Vision, Mission
& Values
Conservation of Energy,
Technology Absorption,
Foreign Exchange
Earnings and Outgo
Cost Auditors
Public Deposit
Auditors
Particulars of Employees
28
Annual Financial
Statements
Directors Report
Notice
Audit Committee
Managing Directors
Statement
Directors Responsibility
Statement under
Section 217(2AA) of the
Companies Act, 1956
Sustainable
Development Report
Our Brands
Acknowledgement
Your Directors wish to place on record
their appreciation for contribution made
by employees at all levels. The Directors
would also like to acknowledge the
continued support extended by
Bankers, Distributors, Shareholders,
Customers and Suppliers.
FOR AND ON BEHALF OF THE BOARD
Ari Mervis Paolo Lanzarotti
Place: Bangalore
Date: 13th June, 2013
29
B. Technology
Absorption
The company has not made any
purchases of technology or made
payments
towards
transfer
of
technology during the year under
review.
C. Foreign Exchange
Earnings and Outgo
During the year, the Company has
earned Rs.48.04 Crores in foreign
exchange. An amount of Rs.76.24
Crores was incurred in foreign
exchange.
FOR AND ON BEHALF OF THE BOARD
Ari Mervis Paolo Lanzarotti
Place: Bangalore
Date: 13th June, 2013
Vision, Mission
& Values
Auditors Report
Report on the financial statements
c. the
balance
sheet,
the
statement of profit and loss,
and the cash flow statement
dealt with by this report are in
agreement with the books of
account;
(i)
30
Annual Financial
Statements
Directors Report
Notice
Auditors responsibility
material
Managing Directors
Statement
from
Sustainable
Development Report
free
Our Brands
statements are
misstatement.
ii. (a) The inventory, except for goodsin-transit and stock lying with
third parties, has been physically
verified by the management
during the year. In our opinion,
the frequency of such verification
is reasonable. For stocks lying
with third parties at the year-end,
written confirmations have been
obtained.
Bangalore
Date: 28 May 2013
Annexure to the Independent
Auditors Report
Annexure referred to in the Independent
Auditors Report to the Members of
SABMiller India Limited (formerly SKOL
Breweries Limited) (the Company) for
the year ended 31 March 2013. We
report that:
i. (a) The Company has maintained
proper records showing full
particulars, including quantitative
details and situation of fixed
assets.
31
Vision, Mission
& Values
Bombay Prohibition
Act, 1949
Supervision charges of
excise staff
11,245,236
1974-75 to 1990-91
Financial Commissioner,
Haryana
1988 - 89
2001-02 to 2004-05
1,284,936
2002 -03
327,231
2005-06
65,418,181
2008-09 to 2010-11
Excise Commissioner
550,930
1983-84 to 1988-89
3,222,705
10,877,028
32
Annual Financial
Statements
Amount (Rs.)
Directors Report
Notice
Managing Directors
Statement
Sustainable
Development Report
Our Brands
Amount (Rs.)
1,037,085
2000-01
Commissioner of State
Excise, Maharashtra
Overtime wages of
excise staff
2,005,062
1998-99 to 2004-05
Commissioner of State
Excise, Karnataka
Sales Tax
35,029,024
1994-95 to 2000-01
Sales Tax
242,508
2000-01
Sales Tax
576,486
2002-03
Assistant Commissioner
of Commercial Taxes
(Appeals), New Delhi
217,200,913
2007-08
1,514,943
1992-93
Appellate Tribunal,
Maharashtra
3,639,154
1995-96
1,433,060
2008-09
Additional Commissioner
(Appeals), Maharashtra
Sales Tax
1,445,537
1996-97
Sales Tax
12,317,495
2001-02
8,050,922
2002-03
Joint Commissioner
(Appeals), Mumbai
Sales Tax
4,334,290
2002-03
Joint Commissioner
(Appeals), Mumbai
Sales Tax
88,955,698
2005-06
Joint Commissioner
(Appeals), Mumbai
Sales Tax
3,675,677
1991-92 to 1992-93
Sales Tax
ombay Sales Tax
B
Act, 1959
Sales Tax
Sales Tax
Sales Tax
Sales Tax
Andhra Pradesh
General Sales Tax
Act, 1957
33
Vision, Mission
& Values
1981-82 to 1984-85,
1997-98 to 1998-99
Assessing Authority,
Pondicherry
Sales Tax
754,349
1989-90 to 1996-97,
1998-99 to 2003-04
224,523,299
2008-09 to 2009-10
221,634
2005-06 to 2007-08
14,021,552
2003-04 to 2011-12
Supreme Court
2,000,117
2005-06
690,569
2008-09
Additional Commissioner
(Appeals)
10,050,426
2000-01 to 2003-04
32,129,640
2006-07 to 2007-08
Penalty
34,795,634
2005-06 to 2007-08
400,760,640
2005-06 to 2009-10
2007-08
Customs Duty
161,555
40,808,341
2006-07
Commissioner of Income
tax (Appeals)
Income-tax
60,253,760
2007-08
Income-tax
63,295,869
2008-09
Note: The amounts paid under protest have been reduced from the amounts demanded in arriving at the aforesaid disclosure.
34
Annual Financial
Statements
224,456,392
Directors Report
Notice
Managing Directors
Statement
Sales Tax
Sustainable
Development Report
Our Brands
Amount (Rs.)
xi.
xiv.
xv.
xvi.
xvii.
35
xix.
xx.
xxi.
Balance sheet
As at 31 March 2013
As at 31 March 2012
2.25
2.2
-
3,969,930,222
7,101,637,582
72,419,910
1,415,155,878
3,799,413,238
2.42
121,230,237
2,356,378,816
216,898,643
146,565,716
2,719,843,175
2,346,223,893
245,444,777
118,265,610
2,709,934,280
6,899,819,491
2,452,228,649
2,728,122,054
478,642,325
8,545,818,645
1,873,938,039
3,361,912,725
397,161,936
12,558,812,519
14,178,831,345
22,501,523,513
20,688,178,863
Non-current assets
Fixed assets
Tangible assets
2.10
Intangible assets
2.10
Capital work-in-progress
8,554,202,612
2,236,792,302
330,947,528
8,510,354,658
2,407,873,120
371,316,219
11,121,942,442
11,289,543,997
Non-current liabilities
Long-term borrowings
2.3
Other long-term liabilities
2.4
Long-term provisions
2.5
Current liabilities
Short-term borrowings
2.6
Trade payables
2.7
Other current liabilities
2.8
Short-term provisions
2.9
ASSETS
11,489,057
476,228,205
484,064,614
12,261,325,873
2,674,122,393
6,198,545,813
646,431,548
765,574,442
97,117,000
10,381,791,196
2,742,344,715
4,652,810,767
169,183,639
643,691,482
218,822,387
8,426,852,990
Significant accounting policies
1
22,501,523,513
20,688,178,863
Directors Report
11,407,447
452,196,166
534,186,262
12,119,732,317
Notice
2.11
Non-current investments
Managing Directors
Statement
2,311,837,450
Sustainable
Development Report
3,131,707,360
Our Brands
2.1
Share capital
Shares pending allotment to the shareholders
of the Transferor company
Reserves and surplus
Vision, Mission
& Values
Note
The notes referred to above form an integral part of the balance sheet
Annual Financial
Statements
Zubin Shekary
Partner
Membership No. 48814
Paolo Lanzarotti
Managing Director
Ari Mervis
Director
Paul DSilva
Chief Financial Officer
Sridhar S
Company Secretary
Bangalore
Date: 28 May 2013
Bangalore
Date: 28 May 2013
36
Note
Income
Revenue from operations
Sale of products, gross
Sale of manufactured goods, gross
Less: Excise duty
Sale of manufactured goods, net
Sale of traded goods
Sale of products, net
Other operating revenues
2.19
33,487,465,251
(14,572,399,541)
18,915,065,710
596,474,005
19,511,539,715
453,714,321
19,965,254,036
27,825,853,277
(11,463,150,947)
16,362,702,330
3,565,763
16,366,268,093
296,583,640
16,662,851,733
2.20
168,474,868
46,072,530
20,133,728,904
16,708,924,263
9,578,428,878
400,513,592
8,604,113,675
2,371,323
177,508,597
1,491,170,000
1,451,970,657
963,513,046
-
6,954,119,790
(66,405,610)
1,400,216,555
1,152,899,787
872,589,246
(17,103,108)
5,952,827,718
21,017,224,560
17,901,509,586
(883,495,656)
(1,192,585,323)
Tax expense:
- Current tax
- Fringe benefit tax pertaining to earlier years
- Deferred tax (credit)/ charge
2.38
-
-
-
1,546,002
-
(883,495,656)
(1,194,131,325)
(3.65)
(5.01)
Other income
Expenses
Cost of materials consumed
Purchase of stock in trade
Changes in inventories of finished goods,
work-in-progress and traded goods
2.21
Employee benefits expense
2.22
Finance cost
2.23
Depreciation and amortisation
2.10
Reversal of impairment loss
2.43
Other expenses
2.24
2.30
The notes referred to above form an integral part of the statement of profit and loss
As per our report of even date attached
Zubin Shekary
Partner
Membership No. 48814
Paolo Lanzarotti
Managing Director
Ari Mervis
Director
Paul DSilva
Chief Financial Officer
Sridhar S
Company Secretary
Bangalore
Date: 28 May 2013
Bangalore
Date: 28 May 2013
37
1,473,523,646
68,222,322
(1,545,735,046)
(276,268,807)
(2,371,433)
610,706,684
772,640,968
(490,539,908)
(1,115,370,797)
(105,577,348)
(9,204,020)
510,250,471
328,077,366
6,561,727
(437,800,634)
(20,193,232)
334,639,093
(457,993,866)
(751,502,116)
47,652,000
29,822,307
313,480
(1,043,804)
2,005,152
(96,991)
(674,698,949)
3,573,219
338,320
10,937,922
462,345
(672,849,972)
(659,387,143)
c
d
835,760,133
(1,906)
606,314,420
(214,162)
d = a+b+c+d
497,547,348
(511,280,751)
Cash and cash equivalents at the beginning of the year (refer note below)
110,246,647
360,812,696
Cash and cash equivalents at the end of the year (refer note below)
38
f = d + e
-
110,246,647
607,793,995
260,714,702
621,527,398
110,246,647
Annual Financial
Statements
Directors Report
Notice
872,589,246
(338,320)
1,141,585,138
(10,037,446)
22,757,024
(560,000)
(17,103,108)
(43,666,243)
Managing Directors
Statement
963,513,046
(23,538,763)
(313,480)
1,438,788,362
(2,454,108)
(23,585,704)
-
80,000
98,601
-
4,431,348
Sustainable
Development Report
(1,192,585,323)
Our Brands
(883,495,656)
Vision, Mission
& Values
Note:
Components of cash and cash equivalents
Cash and cash equivalents (refer note 2.16)
624,910,343
150,033,867
Book overdraft (refer note 2.8)
(17,116,348)
(39,787,220)
607,793,995
Zubin Shekary
Partner
Membership No. 48814
Paolo Lanzarotti
Managing Director
Ari Mervis
Director
Paul DSilva
Chief Financial Officer
Sridhar S
Company Secretary
Bangalore
Date: 28 May 2013
Bangalore
Date: 28 May 2013
39
110,246,647
Vision, Mission
& Values
These
financial
statements,
therefore,
do
not
include
any adjustments relating to
recoverability and classification of
asset amounts or to classification
and amount of liabilities that may
be necessary if the Company was
unable to continue as a going
concern.
(iii) Interest
Revenue
from
sale
of
manufactured and traded
goods is recognised on transfer
of all the significant risks and
rewards of ownership to the
buyer which normally takes
place on despatch of goods.
40
Annual Financial
Statements
These
financial
statements
have been prepared on a going
concern basis, notwithstanding
accumulated losses and reliance
on short term borrowings due to
the following considerations:
Directors Report
Notice
Managing Directors
Statement
Sustainable
Development Report
Our Brands
SABMiller
India
Limited
(the
Company), formerly SKOL Breweries
Limited, was incorporated as a private
limited company under the Companies
Act, 1956 on 18 November 1988. With
effect from 22 June 2012 the name
of the Company was changed from
SKOL Breweries Limited to SABMiller
India Limited. The Company is primarily
engaged in the business of brewing,
packaging, distribution, marketing and
sale of beer.
Background
1.6 Depreciation
1.7 Impairment
Pursuant to this policy the following fixed assets are depreciated to their residual
value over their estimated useful life:
Class of assets
Number of years
Buildings
28
5
2
3
14-18
Computer equipment
Office equipment
Motor vehicles
Brands
20
Computer software
41
Vision, Mission
& Values
Borrowing
costs
directly
attributable to acquisition or
construction of those fixed
assets, which necessarily take a
substantial period of time to get
ready for their intended use, are
capitalised. Other borrowing costs
are accounted as an expense.
1.9 Investments
First-in-first-out ('FIFO')
method
42
Annual Financial
Statements
Directors Report
Notice
1.10 Inventories
Managing Directors
Statement
Sustainable
Development Report
Our Brands
value of work-in-progress is
determined with reference to the
selling prices of related finished
goods in the ordinary course of
business, less estimated cost of
completion and estimated costs
necessary to make the sale.
Raw materials, packing materials
and other supplies held for use
in production of inventories are
not written below cost except in
cases where material prices have
declined, and it is estimated that
the cost of the finished products
will exceed their net realisable
value.
(ii) The
Company
has
an
arrangement
with
Life
Insurance
Corporation
of India to administer its
superannuation
scheme,
which is a defined contribution
scheme. The contributions to
the said scheme are charged
to the statement of profit and
loss on an accrual basis.
1.13 Leases
1.14 Provisions
liabilities
1.15 Taxation
and
contingent
43
Vision, Mission
& Values
Annual Financial
Statements
Directors Report
44
Managing Directors
Statement
Sustainable
Development Report
Our Brands
As at
31 March 2013
As at
31 March 2012
3,200,000,000
3,200,000,000
3,000,000,000
3,000,000,000
3,131,707,360
2,311,837,450
3,131,707,360
2,311,837,450
(a) Reconciliation of the number of shares outstanding at the beginning and at the end of the year
As at 31 March 2013
No. of shares
Amount (Rs.)
As at 31 March 2012
No. of shares
Amount (Rs.)
231,183,745
81,986,991
2,311,837,450
819,869,910
231,183,745
2,311,837,450
- -
313,170,736
3,131,707,360
231,183,745
2,311,837,450
As at
31 March 2013
As at
31 March 2012
162,086,038
142,068,967
87,341,038
142,067,977
5,590,817
1,651,174
-
-
As at 31 March 2013
No. of shares
% holding
162,086,038
142,068,967
51.76
45.36
As at 31 March 2012
No. of shares
% holding
87,341,038
142,067,977
37.78
61.45
45
Vision, Mission
& Values
Securities premium account
Opening balance
Add: Securities premium received during the year
As at
31 March 2012
2,000,000
2,000,000
2,000,000
2,000,000
6,138,637,748
3,438,270,000
6,138,637,748
-
(1,029,743,130)
-
(1,457,236,076)
427,492,946
(1,029,743,130)
(1,029,743,130)
1,218,399,316
1,218,399,316
1,218,399,316
Surplus/ (deficit)
Opening balance
(4,914,138,056)
Add: (Loss) for the year
(883,495,656)
Add: (Losses) of Demerged Undertaking for the period from 1 April 2009
to 31 March 2011 transferred as per the scheme of arrangement
[refer to note 2.25(c)]
-
(5,797,633,712)
1,218,399,316
General reserve
3,969,930,222
2.3 Long-term borrowings
As at
31 March 2013
(3,624,878,213)
(1,194,131,325)
(95,128,518)
(4,914,138,056)
1,415,155,878
As at
31 March 2012
Unsecured
Term loans
External commercial borrowings from banks
Loans and advances from related party (refer to note 2.37)
2,267,073,437
89,305,379
2,292,142,686
54,081,207
2,356,378,816
2,346,223,893
As at
31 March 2013
46
As at
31 March 2012
12,824,782
201,457,453
2,616,408
8,349,563
237,095,214
-
216,898,643
245,444,777
Annual Financial
Statements
(c)
Corporate guarantees have been given by SABMiller plc for the external commercial borrowings from banks.
Terms of repayment:
(i) External commercial borrowings from Standard Chartered Bank are repayable after a period of 5 years from each draw-down
date. The external commercial borrowings carry an interest at applicable LIBOR plus margin (350 basis points), payable on a
monthly basis. Of the above outstanding balance in the current year, Rs.1,316,838,346 (previous year: Rs.1,402,355,186) and
Rs.950,235,091 (previous year: Rs.889,787,500) are due for repayment in the financial year 2015-16 and 2016-17 respectively.
(ii) Loans and advances from related party is not repayable before 1 April 2015. It carries an interest of 9.5% compounded annually.
There have been no defaults in repayment of principal and interest as at 31 March 2013 (previous year: Nil).
Directors Report
(a)
(b)
Notice
Managing Directors
Statement
6,138,637,748
Sustainable
Development Report
9,576,907,748
Our Brands
Amalgamation adjustment reserve/ (deficit) account
Opening balance
Add: On account of scheme of arrangement [refer to note 2.25(b)]
As at
31 March 2013
2.6 Short-term borrowings
(a)
(b)
(c)
146,565,716
118,265,610
As at
31 March 2012
339,819,491
125,818,645
6,560,000,000
6,899,819,491
8,420,000,000
8,545,818,645
As at
31 March 2013
Trade payables
Due to micro and small enterprises (refer to note 2.41)
Due to other creditors
Acceptances
47
As at
31 March 2012
36,859,699
2,240,867,079
174,501,871
31,187,466
1,739,007,404
103,743,169
2,452,228,649
1,873,938,039
As at
31 March 2013
81,541,629
36,723,981
Working capital loan from banks are due for repayment or renewal within a period of 12 months.
There has been no defaults in repayment of principal and interest as at 31 March 2013 (previous year: Nil)
Of the above working capital loan from banks, Rs.1,000,000,000 (previous year: Rs. Nil) is covered by corporate guarantees given by
SABMiller plc.
95,135,153
51,430,563
As at
31 March 2013
As at
31 March 2012
As at
31 March 2012
-
78,746,911
106,772,807
17,116,348
320,089,958
572,488,800
81,039,779
193,904,976
39,787,220
353,136,730
440,529,496
106,491,990
25,638,678
1,908,657
1,630,827,209
2,728,122,054
434,368,757
92,400,339
8,041,959
1,586,744,165
3,361,912,725
As at
31 March 2013
As at
31 March 2012
14,867,261
11,143,619
429,572,753
5,047,648
18,011,044
478,642,325
275,801
10,584,963
363,242,480
5,047,648
18,011,044
397,161,936
Vision, Mission
& Values
Our Brands
Sustainable
Development Report
Managing Directors
Statement
Notice
Directors Report
Annual Financial
Statements
48
As at
31 March 2013
Non-current investments
295 (previous year: 295) fully paid up equity shares of Rs.100 each
in Haryana State Cooperative Bank Limited
As at
31 March 2012
80,000
80,000
500,500
500,500
29,500
29,500
Nil (previous year: 12,000) fully paid up equity shares of Rs.10 each
of Shushruta Medical Aid and Research Hospitals Limited
12,000
Nil (previous year: 5,000) fully paid up equity shares of Rs.10 each
of Maini Granites Limited
5,000
Nil (previous year: 300) fully paid up equity shares of Rs.10 each in
AP Heavy Machinery & Engineering Limited
300
Nil (previous year: 10,000) fully paid up equity shares of Rs.10 each in
Anusha International Limited
10,000
Nil (previous year: 1,700) fully paid up equity shares of Rs.100 each in
Maa Communication Bozel Limited
1,700
Nil (previous year: 7,000) fully paid up equity shares of Rs.10 each
in Sachdev International Limited
7,000
Nil (previous year: 12,500) fully paid up equity shares of Rs.10 each
in Scarlet Flowers and Agritech Limited
12,500
Nil (previous year: 100) fully paid up equity shares of Rs.10 each
in Indana Spices and Food India Limited
100
Nil (previous year: 50,000) fully paid up equity shares of Rs.10 each
in SDF Industries Limited
50,000
610,000
708,601
(610,000)
(530,000)
178,601
Less: Provision for, other than temporary, diminution in the value of
investments
49
Vision, Mission
& Values
As at
31 March 2013
As at
31 March 2012
400,060
400,060
56,944
56,944
2,115,000
2,115,000
2,598,850
2,598,850
633,500
633,500
2,256,323
26,550
2,282,873
11,407,447
2,159,332
26,550
2,185,882
11,489,057
16,597,700
(610,000)
13,791,790
(530,000)
As at
31 March 2013
Unsecured, considered doubtful
Other loans and advances
452,196,166
476,228,205
149,414,224
149,414,224
182,031,074
182,031,074
(149,414,224)
(182,031,074)
-
452,196,166
50
8,407,549
61,890,143
-
476,228,205
Annual Financial
Statements
157,105,895
32,458,389
40,232,216
170,910,550
1,973,463
3,250,000
-
Directors Report
Unsecured, considered good
Capital advances
114,763,107
Security deposits
49,535,327
Rental deposits
36,345,266
Advance tax and tax deducted at source (net of provision for income-tax)
164,348,823
Fringe benefit tax (net of provision for fringe benefit tax)
1,973,463
Minimum alternate tax credit entitlement
3,250,000
Loans and advances to related parties (refer to note 2.37)
1,043,804
Other loans and advances
- Prepaid expenses
11,373,126
- Others
69,563,250
As at
31 March 2012
Notice
700,470
9,124,574
Managing Directors
Statement
Investment in government or trust securities
National Savings Certificates
Indira Vikas Patra
700,470
9,124,574
Sustainable
Development Report
2,619,750
Our Brands
2,619,750
Balances with banks:
- in current account *
- in margin money deposit accounts maturing after 12 months
As at
31 March 2013
As at
31 March 2012
334,667,125
189,777,962
203,660,993
270,662,446
5,161,504
4,579,671
5,161,504
4,579,671
534,186,262
484,064,614
* Out of the amounts held in current account, Rs 5,161,504 (previous year: Rs 5,161,504) is held in lien by government authorities.
2.14 Inventories
Raw materials
As at
31 March 2013
As at
31 March 2012
1,585,747,400
1,508,018,557
15,290,109
6,702,202
Work-in-progress
215,001,329
222,427,908
Finished goods
546,958,060
786,209,025
7,229,105
2,944,830
303,896,390
2,674,122,393
216,042,193
2,742,344,715
Refer note 1.10 of significant accounting policies on disclosure of method for valuation of inventories
2.15 Trade receivables
Unsecured
Considered good
Considered doubtful
As at
31 March 2013
Others
Considered good
Considered doubtful
As at
31 March 2012
100,123,157
477,988,257
363,750,746
477,988,257
463,873,903
(477,988,257)
(363,750,746)
100,123,157
6,198,545,813
4,552,687,557
40,791,994
37,285,013
6,239,337,807
4,589,972,570
(40,791,994)
(37,284,960)
6,198,545,813
4,552,687,610
6,198,545,813
4,652,810,767
51
Vision, Mission
& Values
146,198,187
3,791,882
43,798
150,033,867
21,521,205
21,521,205
19,149,772
19,149,772
646,431,548
169,183,639
As at
31 March 2013
As at
31 March 2012
1,625,430
4,240,533
142,348,736
13,654,696
113,832,161
488,499,093
1,819,808
10,366,971
88,139,033
8,695,263
193,565,519
339,928,414
1,370,852
765,574,442
643,691,482
As at
31 March 2013
-
97,117,000
218,822,387
-
97,117,000
218,822,387
31 March 2013
31 March 2012
102,609,961
23,598,443
314,311,705
239,827,615
12,977,734
8,928,196
Royalty income
23,814,921
24,229,386
453,714,321
296,583,640
52
Annual Financial
Statements
As at
31 March 2012
Directors Report
Notice
1,179,415
Managing Directors
Statement
Sustainable
Development Report
622,787,674
2,122,669
-
624,910,343
Our Brands
Other bank balances
Balances with banks:
- in margin money deposit accounts maturing within 12 months
As at
31 March 2012
Company & Group
Profile
Cash and cash equivalents
Balances with banks:
- in current accounts
- in exchange earners foreign currency (EEFC) account
Cash on hand
As at
31 March 2013
31 March 2013
2,454,108
313,480
31 March 2012
Interest income
Dividend income
Net gain on foreign currency translation and transactions
Other non-operating income
- Profit on sale of fixed assets, net
- Net gain on sale of investments
- Write back of provision for doubtful advances
- Release of deferred government grants (refer note 2.42)
- Miscellaneous income
23,585,704
-
109,116,850
23,538,763
9,465,963
-
560,000
-
-
14,054,471
168,474,868
46,072,530
Work-in-progress
Finished goods
Work-in-progress
Finished goods, including in transit
Less: Excise duty on opening stock
Closing stock
Work-in-progress
Finished goods, including in transit
(A)
Contributions to
222,427,908
789,153,855
175,549,615
692,252,626
-
-
10,606,637
5,775,714
31 March 2012
1,011,581,763
884,184,592
401,519,657
336,255,945
4,272,151
610,062,106
543,656,496
215,001,329
554,187,165
222,427,908
789,153,855
769,188,494
1,011,581,763
336,634,985
401,519,657
(B)
432,553,509
610,062,106
(A-B)
177,508,597
(66,405,610)
31 March 2013
10,037,446
338,320
21,082,293
31 March 2013
31 March 2012
1,348,885,826
1,288,188,454
48,384,261
41,812,978
- gratuity
30,178,980
19,373,804
Compensated absences
17,738,408
11,183,457
45,982,525
39,657,862
1,491,170,000
1,400,216,555
53
Vision, Mission
& Values
31 March 2013
Interest expense
Other borrowing costs
2.24 Other expenses
31 March 2012
1,420,006,356
31,964,301
1,122,390,967
30,508,820
1,451,970,657
1,152,899,787
31 March 2013
31 March 2012
862,471,251
Commission on sales
427,143,211
288,741,263
Freight outward
1,330,446,894
1,022,245,509
911,734,615
793,649,206
1,070,717,247
955,881,741
346,100,027
328,327,290
192,926,670
142,586,362
154,413,232
191,207,276
232,510,836
194,430,896
195,211,279
151,036,214
164,710,668
120,943,276
Rent
114,371,291
129,132,843
Repairs
19,497,102
9,042,229
97,525,117
93,029,205
- others
100,404,351
117,270,503
45,146,812
44,065,018
22,757,024
117,744,545
21,518,746
Insurance
68,000,000
14,765,425
22,492,361
748,062
44,430,205
4,766,301
66,330,273
51,585,497
80,000
98,601
100,628,158
Miscellaneous
430,782,919
392,626,581
6,954,119,790
5,952,827,718
Annual Financial
Statements
Directors Report
- buildings
Notice
Managing Directors
Statement
700,673,376
Sustainable
Development Report
Our Brands
54
Demerged Undertaking as on
the Appointed Date shall be
transferred to the Company;
(iii) all
suits,
actions
and
proceedings by or against
the Demerged Undertaking
pending and/ or arising on
or before the Effective Date
continue and be enforced by
or against the Company;
(iv) with effect from the Appointed
Date and up to the Effective
Date the Demerged Company
carried on the business and
activities of the Demerged
Undertaking in trust for the
Company;
55
(iii) the
obligations in respect
of amount of inter-company
balances
between
the
Demerged Undertaking and
the Company shall come to
an end;
Vision, Mission
& Values
Assets acquired
Fixed assets including capital work-in-progress
Inventories
Trade receivables
Cash and bank balances
Loans and advances
Liabilities acquired
Current liabilities
Provisions
247,989,569
33,139,860
Total (B)
281,129,429
499,912,856
Managing Directors
Statement
Sustainable
Development Report
781,042,285
Our Brands
292,283,844
62,210,403
149,869,295
20,900,000
255,778,743
Total (A)
Particulars
72,419,910
427,492,946
c) Results of the Demerged Undertaking for the period 1 April 2009 to 31 March 2011
1,247,985,993
54,950,441
Total (A)
1,302,936,434
Total (B)
835,758,627
55,518,187
431,531,426
74,889,911
366,801
Annual Financial
Statements
Expenditure
Cost of materials (includes inter-company Rs.36,211,985)
Employee benefits expense
Other expenses (includes inter-company Rs.150,954,720)
Depreciation
Finance cost
Amount (Rs.)
Directors Report
Notice
Particulars
Income
Revenue (includes inter-company Rs.16,182,276)
Other income (includes inter-company Rs.28,436,962)
1,398,064,952
(95,128,518)
(95,128,518)
Losses of Demerged Undertaking for the period from 1 April 2009 to 31 March 2011 have been added to the debit balance in the statement of profit and loss and
shown under reserves and surplus in note 2.2 to the financial statements thus eliminating the effect of inter-company transactions aggregating to Rs.142,547,467
56
As at
31 March 2013
As at
31 March 2012
b) Excise matters
d) Custom matters
72,064,618
e) Other matters
(ii) Commitments
a) Estimated amount of contracts remaining to be executed on
capital account (net of advances) and not provided for
b) Other commitments
- Purchase of Hops
75,031,390
81,732,268
92,146,972
158,536,768
158,536,768
261,555
261,555
36,960,054
23,145,575
341,467,151
296,507,580
63,691,074
29,619,071
2.27. Income from contract bottling operations pertains to the revenue share the Company has earned on sales made by the
tie-up units (contract bottlers). These revenues are recorded on a net basis in order to comply with relevant statutory
regulations, where by tie-up units raise invoices on their customers, discharge statutory dues and taxes and record
sales on a gross basis in the financial statements. The contract bottling agreement further specifies that the dealing
between the Company and the contract bottlers is on a principal to principal basis. The above practice is consistent
with prevalent industry practice.
2.28. Auditors remuneration, net of service tax (included under legal and professional expenses)
Particulars
31 March 2013
31 March 2012
As auditor
- Statutory audit
- Tax audit
Reimbursement of expenses
57
10,100,000
10,100,000
1,400,000
1,400,000
447,428
452,223
2.29. Additional information pursuant to the provisions of paragraph 5 of general instructions for preparation of
the statement of profit and loss as per revised Schedule VI to the Companies Act, 1956:
Beer
31 March 2013
789,153,854
-
33,487,465,251
554,187,165
31 March 2012
692,252,626
5,775,714
27,825,853,277
789,153,854
Our Brands
Opening stock
Add: Opening stock of demerged undertaking
Sales (gross of excise duty)
Closing stock
(a) Details of finished goods (including goods in transit) and turnover (gross)
Vision, Mission
& Values
31 March 2013
Opening stock
Purchases
Sales
Closing stock
-
400,513,592
596,474,005
-
31 March 2012
2,371,323
3,565,763
-
Particulars
31 March 2013
1,788,575,131
3,713,036,893
1,019,785,794
3,057,031,060
9,578,428,878
31 March 2012
1,502,684,640
3,750,538,524
806,114,727
2,544,775,784
8,604,113,675
Particulars
31 March 2013
31 March 2012
Amount (Rs.)
288,128,764
%
3
Amount (Rs.)
136,382,345
%
2
Indigenous
9,290,300,114 97
8,467,731,330
98
9,578,428,878 100
8,604,113,675 100
31 March 2013
Amount (Rs.)
33,852,053
Imported
Indigenous
%
21
130,858,615 79
164,710,668 100
58
31 March 2012
Amount (Rs.)
14,480,468
%
12
106,462,808 88
120,943,276 100
Annual Financial
Statements
Imported
Directors Report
(d) Consumption of imported and indigenous raw materials and packing materials
Notice
Managing Directors
Statement
Sustainable
Development Report
Beer
Particulars
31 March 2013
31 March 2012
(883,495,656)
(1,194,131,325)
242,316,572
238,425,736
(3.65)
(5.01)
* Since the economic benefits under the Scheme have accrued from the appointed date, the number of equity shares to be issued pursuant to the scheme has also been
considered as of the beginning of the previous year for the purpose of calculation of earnings per share for the previous year.
31 March 2013
Raw materials
Stores and spares
Capital goods
31 March 2012
255,874,248
43,639,309
77,665,142
69,907,234
28,208,921
115,715,962
377,178,699
213,832,117
31 March 2013
13,345,530
346,100,027
53,553,985
286,142,380
16,835,723
46,461,038
762,438,683
31 March 2012
13,663,640
328,327,290
53,078,184
227,439,048
30,266,456
23,248,687
676,023,305
* Includes withholding taxes amounting to Rs.30,802,779 (previous year: Rs 29,766,755) and service tax amounting to Rs.38,072,235 (previous year: Rs.30,659,756)
** Includes withholding taxes of Rs.10,668,409 (previous year: Rs.16,711,146)
31 March 2013
480,397,915
31 March 2012
320,337,094
2.34. Gratuity
The Company has a gratuity plan for the employees of the Company. Every employee who has completed 5 years or
more of service is eligible for gratuity on separation, worked out at 15 days salary (last drawn salary) for each completed
year of service. The obligation under the scheme is partially funded by contributions being made towards qualifying
insurance policies obtained from the insurer.
59
Vision, Mission
& Values
Particulars
31 March 2013
31 March 2012
11,357,527
9,747,376
8,286,322
(2,266,580)
(2,183,837)
10,321,305
1,913,792
30,178,980
19,373,804
4,930,865
2,034,888
Our Brands
12,376,879
Sustainable
Development Report
Balance sheet
Details of provision for gratuity
As at
As at
31 March 2013
31 March 2012
144,274,427
114,415,667
34,272,013
32,598,237
110,002,414
81,817,430
Notice
31 March 2013
31 March 2012
96,375,972
2,492,033
12,376,879
11,357,527
Interest cost
9,747,376
8,286,322
Benefits paid
(5,251,085)
(5,861,030)
12,985,590
1,764,843
144,274,427
114,415,667
60
Annual Financial
Statements
114,415,667
Directors Report
Particulars
Managing Directors
Statement
Particulars
31 March 2013
31 March 2012
32,598,237
29,994,116
2,266,580
2,183,837
2,664,285
(148,949)
Contributions by employer
1,993,996
6,430,263
Benefits paid
(5,251,085)
(5,861,030)
34,272,013
32,598,237
Major categories of plan assets as a percentage of the fair value of total plan assets
Particulars
As at
As at
31 March 2013
31 March 2012
100%
100%
Principal assumptions used in determining gratuity benefit obligations for the Companys plan
Particulars
As at
As at
31 March 2013
31 March 2012
Discount rate
8.00%
8.35%
7.50%
7.50%
Salary increase
11 % for Executives
7% for Others
Employee turnover
19 % for Executives
2% for Workers
Retirement age
58 Years
58 Years
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and
other relevant factors such as supply and demand factors in the employment market.
The overall expected rate of return on plan assets is determined based on the market prices prevailing on that date, applicable
to the period over which the obligation is to be settled.
61
Vision, Mission
& Values
As at
31 March 2012
As at
31 March 2011
As at
31 March 2010
144,274,427
114,415,667
96,375,972
77,776,137
75,152,540
34,272,013
32,598,237
29,994,116
28,919,458
22,454,555
Defined benefit
obligation
Plan assets
(110,002,414)
(81,817,430)
(66,381,856)
(48,856,679)
(52,697,985)
Experienced adjustments
on plan liabilities
7,431,281
(593,065)
(3,036,056)
4,845,181
(2,341,056)
Experienced adjustments
on plan assets
2,664,285
(148,949)
564,021
4,370,791
641,263
Business segments
Geographical segments
31 March 2013
India
31 March 2012
16,045,930,999
480,397,915
320,337,094
19,511,539,715
16,366,268,093
Segment asset
31 March 2013
31 March 2012
India
22,495,874,579
20,688,178,863
5,648,934
22,501,523,513
20,688,178,863
As at
62
As at
Annual Financial
Statements
19,031,141,800
Directors Report
Notice
Managing Directors
Statement
Sustainable
Development Report
Our Brands
Deficit
As at
31 March 2009
Particulars
As at
India
Rest of the world
31 March 2012
751,502,116
674,698,949
As at
31 March 2013
751,502,116
674,698,949
Particulars
31 March 2013
31 March 2012
Opening balance
Closing balance
308,990,218
285,165,018
66,330,273
34,638,592
(10,813,392)
375,320,491
308,990,218
Opening balance
54,252,262
86,007,222
39,643,367
27,760,297
Closing balance
(99,158,624)
54,252,262
54,252,262
429,572,753
363,242,480
63
Vision, Mission
& Values
SABMiller plc
Holding company
(i)
Significant influence
Other related parties with whom transactions have taken place during the year
Fellow subsidiaries
SABMiller Management BV
SABEX
(ii)
Directors Report
31 March 2013
SABMiller Breweries Private Limited (Also refer to note 2.25 to the financial statements)
Unsecured loan given
Interest income
Expenses incurred by the Company on behalf of related party
Unsecured loan cancelled pursuant to Scheme of Arrangement
SABMiller Asia & Africa (Pty) Limited
Expenses incurred by related party on behalf of the Company
Expenses incurred by the Company on behalf of related party
Purchase of stores and spares
64
31 March 2012
1,000,000
48,671
1,049,228
-
2,338,439
-
-
-
600,846
999,735
525,890
Annual Financial
Statements
Notice
SABMiller Vietnam
Managing Directors
Statement
Sustainable
Development Report
Our Brands
31 March 2013
31 March 2012
SABMiller plc
Expenses incurred by the Company on behalf of related party
130,187
1,896,333
308,027,792
297,667,534
289,037
437,996
2,371,323
6,632,413
4,733,040
35,224,172
4,259,736
53,078,184
3,848,262
9,967,835
1,253,488
3,240,815
306,430
710,450
40,496,654
11,375,252
2,863,451
747,450,000
55,908,170
16,511,740
878,485
48,502,861
38,031,468
65
Vision, Mission
& Values
As at
1,043,804
1,049,228
130,187
1,180,394
2,349,701
89,305,379
54,081,207
SABMiller plc
Short-term loans and advances
Miller Brewing International Inc.
Other current liabilities
SKOL Beer Manufacturing Company Limited (formerly SABMiller India Limited)
Long-term borrowings
SABMiller Management (IN) BV
Other current liabilities
18,095
SABMiller Vietnam
Short-term loans and advances
120,511
306,430
710,450
2,237,282
SABMiller Management BV
Other current liabilities
127,441,671
3,154,501
135,648
66
Annual Financial
Statements
(iv) Corporate guarantees have been given by SABMiller plc for loan facility obtained by the Company as at the balance sheet
date amounting to Rs.3,267,073,439 (previous year: Rs.2,891,998,590).
Directors Report
Notice
63,515,574
Managing Directors
Statement
101,132,957
SABMiller Europe AG
Short-term loans and advances
Sustainable
Development Report
31 March 2012
Our Brands
31 March 2013
As at
31 March 2013
As at
31 March 2012
197,915
171,959
160,969,300
122,767,082
42,053,335
52,635,872
55,992,477
41,895,052
102,950,169
81,429,312
Unabsorbed depreciation
1,110,318,374
1,174,499,144
1,472,481,570
1,473,398,421
Fixed assets
1,472,481,570
1,473,398,421
1,472,481,570
1,473,398,421
In view of the accumulated losses and in accordance with AS 22 Accounting for taxes on income, deferred tax assets
on unabsorbed depreciation and other temporary timing differences have been recognised only to the extent of those timing
differences, the reversal of which will result in sufficient taxable income.
2.39.
Particulars
Purpose
As at
31 March 2013
As at
31 March 2012
Forward contract
Towards repayment of trade payables
GBP 646,441
USD 7,078,562
GBP 546,455
USD 5,636,046
JPY 166,155,192
USD 1,852,023
JPY 247,518,612
USD 2,342,007
JPY 2,285,455,000
USD 17,500,000
JPY 3,218,455,000
USD 17,500,000
Forward contract
67
Vision, Mission
& Values
Foreign
currency
As at 31 March 2013
Foreign currency
Amount (Rs.)
amount
As at 31 March 2012
Foreign currency
Amount (Rs.)
amount
USD
39,102
2,122,669
Trade receivables
USD
104,484
5,648,934
Trade payables
USD
100,360
5,448,029
91,059
4,675,411
EURO
650,587
45,274,372
238,373
16,260,453
73,851
3,791,882
CHF
49,090
2,817,933
GBP
61
5,040
ZAR
34,793
204,585
ZAR
23,069
135,648
14,440
710,450
USD
1,922,700
104,373,771
2,525,647
129,678,953
Period
As at
31 March 2013
19,026,750
26,650,413
19,026,750
68
Annual Financial
Statements
2.41. Based on the confirmations received from the suppliers who provide goods and services to the Company regarding
their status under the Micro, Small and Medium Enterprises Development Act, 2006, the Company has prepared the following
disclosure as required under the said Act. The Company however has not received any claim for interest from any supplier
under the said Act.
Directors Report
The Company is also obligated under cancellable lease for residential and office premises and motor vehicles which are
renewable at the option of both the lessor and lessee. Total rental expense under cancellable operating leases amounted to
Rs.87,720,878 (previous year: Rs.95,484,663) for the year ended 31March 2013.
Notice
As at
31 March 2012
Managing Directors
Statement
The Company is obligated under non-cancellable operating leases for a brewing facility and other office premises which are
renewable at the option of both the lessor and lessee. Total rental expense under non-cancellable operating leases amounted
to Rs.26,650,413 (previous year: Rs.33,648,180) for the year ended 31March 2013. Future minimum lease payments under
non-cancellable operating leases are as follows:
Sustainable
Development Report
Our Brands
Underlying
asset/liability
As at
31 March 2013
(i)
(ii)
The amount of interest paid by the Company along with the amounts
of the payment made to the supplier beyond the appointed
day during the year;
(iii)
The amount of interest due and payable for the period of delay in making
payment (which have been paid but beyond the appointed day during the year)
but without adding the interest specified under this Act;
As at
31 March 2012
34,213,119
28,722,418
181,532
181,532
(iv) The amount of interest accrued and remaining unpaid at the end
of the year; and
2,646,579
2,465,047
(v) The amount of further interest remaining due and payable even in the
succeeding years, until such date when the interest dues as above are
actually paid to the small enterprise.
2,465,047
2,283,515
69
Vision, Mission
& Values
Date of grant
Number of shares granted
Method of settlement
Contractual life
1 June 2012
1 June 2011
148,900
173,150
Equity
Equity
10 years
10 years
3 years
Vesting conditions
3 years
Achievement of a
target growth in
earning per share
As at
31 March 2013
As at
31 March 2012
1 June 2012
1 June 2011
Equity
Equity
Contractual life
10 years
10 years
Vesting period
3 years
3 years
Method of settlement
Achievement of a
target growth in
earning per share
Achievement of a
target growth in
earning per share
As at
31 March 2013
As at
31 March 2012
Notice
Vesting conditions
Managing Directors
Statement
Sustainable
Development Report
Achievement of a
target growth in
earning per share
Our Brands
Vesting period
As at
31 March 2012
Particulars
Date of grant
Number of shares granted
Contractual life
Vesting period
1 June 2011
9000
9000
Equity
Equity
10 years
10 years
3 years
Vesting conditions
Achievement of a
target growth in
earning per share
70
3 years
Achievement of a
target growth in
earning per share
Annual Financial
Statements
Method of settlement
1 June 2012
Directors Report
Particulars
406,218
148,900
(98,500)
4,000
51,900
400,718
44,668
1,334
2,092
(1,478)
1,352
959
1,629
941
374,750
173,150
10,468
55,500
96,650
406,218
24,168
1,107
1,672
1,117
1,286
1,017
1,314
1,031
* The options transferred represents options relating to employees transferred from companies within the SABMiller
Group during earlier years.
The weighted average share price at the date of exercise for stock options exercised during the year was Rs.2,383 (previous
year: Rs.1,893). The options outstanding as at 31 March 2013 had a weighted average remaining contractual life of 7.97 years
(previous year: 8.10 years).
The details of the activity of shares issued after 1 April 2005 under International Performance Share Award Sub-Scheme are
as follows:
Particulars
31 March 2013
31 March 2012
Number
Weighted
Number
Weighted
of options
average
of options average exercise
price (Rs.)
Outstanding at the beginning of the year
Granted during the year
Transferred in during the year
Lapsed during the year
Vested during the year
Outstanding at the end of the year
Exercisable at the end of the year
-
-
-
-
-
-
-
-
-
-
-
-
-
-
8,000
- -
-
-
1,000 -
7,000 -
- -
-
-
The weighted average share price at the date of exercise for stock options exercised during the year was Rs. Nil (previous
year: Rs. Nil). The options outstanding as at 31 March 2013 had a weighted average remaining contractual life of Nil years
(previous year: Nil years).
The weighted average fair value of stock options granted during the year is Rs.587 (previous year: Rs.531). The estimate of
fair value on the date of the grant was made using the Binomial model valuation and Monte Carlo model with the following
assumptions:
SABMiller plc operates a variety of equity-settled share-based compensation plans for few select employees of the Company,
costs of which are not re-charged to the Company.
71
Vision, Mission
& Values
2,051
Rs.2092/ Rs.Nil
26.50%
10 years
2.36%
1.52%
Particulars
(1,194,131,325)
(48,384,193)
(1,242,515,518)
(3.65)
(3.65)
(5.01)
(5.01)
(3.87)
(3.87)
(5.21)
(5.21)
Managing Directors
Statement
Sustainable
Development Report
(iii) Since the Company uses the intrinsic value method, the impact on the reported net loss and earnings per share is computed by
applying the fair value based method. The Guidance Note requires the proforma disclosures of the impact of the fair value method
of accounting of employee stock compensation in the financial statements. Applying the fair value based method defined in the
said Guidance Note, the impact on the reported net loss and earnings per share would be as follows:
Our Brands
The expected volatility was determined based on historical daily share price volatility of SABMiller plc share price.
Particulars
Notice
2.46 The Company has established a comprehensive system of maintenance of information and documents as required by the
transfer pricing legislation under sections 92-92F of the Income-tax Act, 1961. Management is of the opinion that its international
transactions are at arms length so that the aforesaid legislation will not have any impact on the financial statements, particularly
on the amount of tax expense and that of provision for taxation.
Annual Financial
Statements
Zubin Shekary
Partner
Membership No. 48814
Paolo Lanzarotti
Managing Director
Ari Mervis
Director
Paul DSilva
Chief Financial Officer
Sridhar S
Company Secretary
Bangalore
Date: 28 May 2013
Bangalore
Date: 28 May 2013
72
Directors Report
With effect from 21 May 2003, the erstwhile direct and step down subsidiaries (Transferor Companies) of the Company were
amalgamated into the Company. The Company had accounted for amalgamation adjustment reserve as per the Scheme
approved by the Honourable High Courts. Balance as at 1 April 2011of Amalgamation adjustment reserve account represents
excess of the carrying value of investments, over the share capital of the Transferor Companies.
Dear Shareholder,
As a responsible corporate citizen, your Company welcomes and supports the Green Initiative taken by the Ministry
of Corporate Affairs, Government of India (MCA), vide its Circular Nos. 17/2011 dated April 21, 2011 and 18/2011 dated
April 29, 2011. In terms of the enabling provisions of these Circulars, the Company is desirous of effecting electronic
delivery of documents including the Annual Report to you on an email ID to be registered by you for this purpose.
For supporting this initiative:
1) If you hold shares in electronic form - please intimate your email ID to your Depository Participant (DP). The same
will be deemed to be your registered email address for serving notices/documents, including those covered under
Section 219 of the Companies Act, 1956;
2) If you hold shares in physical form - please intimate your email ID to the Companys Registrars & Transfer Agents
(RTA) at the following address:
The request letter should be signed by the first/sole holder as per the specimen signature recorded with the RTA and
should mention your correct folio number. Alternatively, you may send a scanned copy of your above request letter on
sharepro@shareproservices.com
If you do not register your mail ID, a physical copy of the Annual Report and other communication/documents will be sent
to you free of cost, as per the current practice.
The Annual Report and other communication sent electronically will also be displayed on the Companys website
www.sabmiller.in
We are sure that you will support this initiative of Green Initiative and co-operate with the Company to make it a
success.
For SABMiller India Limited
ridhar S
S
Company Secretary
73
PROXY FORM
I/We..........................................................................
of...................................................................
being a Member(s) of the above named Company hereby appoint .......
of..............................................................................
(or failing whom) ..........
of..............................................................................
As my/our proxy to attend and vote for me/us on my/our behalf at the Annual General Meeting of the Company to be held
at Janssen Elite Hall, Holy Spirit Hospital Campus, Mahakali Caves Road, Andheri (East), Mumbai 400093 on Tuesday, the
27th August, 2013 at 11.00 a.m. and at any adjournment thereof.
Signed this .. ....................day of .. ....................
Signed by the said.
N.B.: This Proxy form must reach the Registered Office of the Company not less than 48 hours before the time of holding
the meeting.
.....................................please cut along this line.......................................
SABMiller India Limited
Regd. Office: Solitaire Corporate Park 10, Unit No. 1021
2nd Floor, Survey No 131-A, Chakala, Andheri Kurla Road, Mumbai-400 093
ATTENDACE SLIP
Please complete this Attendance Slip and hand it over at the entrance of the Meeting Hall.
SABMiller India Limited
Solitaire Corporate Park 10, Unit No. 1021, 2nd Floor, Survey No 131-A, Chakala, Andheri Kurla Road, Mumbai-400 093
I hereby record my presence at the Annual General Meeting of the Company to be held at Janssen Elite Hall, Holy Spirit
Hospital Campus, Mahakali Caves Road, Andheri (East), Mumbai 400093 on Tuesday, the 27th August, 2013 at 11.00 a.m.
Members Name (in Block Capitals):
Share Ledger Folio No.:
DP ID No.:
Client ID No.:
Members/Proxys Signature:
74
Notes: