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JCT Ltd. - Quarterly/Annual Result Disclosures and Notes dated 31 Mar 2017

Auditor and Management Disclosures and Notes for the annual results dated 31 Mar 2017

1. Figures of quarter ended March 31,2017 are the balancing figures between audited figures in respect of the full financial year and published year to date figures upto the third quarter of the financial year and approved by the Board of Directors at its meeting held on 30th May, 2017.

2. In earlier years, operations of Textile Mills at Sriganganagar were discontinued. The Company has recognised Rs. 30 lakhs (net) as loss from discontinued operations during the quarter. (Cumulative profit Rs. 552 Lacs upto 31.03.17, which includes gain of Rs.629 lakhs arising on settlement of the litigation wherein 40 bighas of land has been surrendered in lieu of advance of Rs.633.50 lakhs received in earlier years). This settlement has been taken on record by the court at Sri Ganganagar on 12.07.16.

3. The Company had executed a Corporate guarantee of Rs.400 lacs towards Equipment Credit Scheme on 01.09.1993 and another towards foreign currency loan of DM 166,566,406 equivalent to Rs.3580 lacs as on 27.03.1998 for term loan availed by JCT Electronics Ltd. (an erstwhile associate company) from IFCI Ltd. Subsequently, IFCI Ltd. assigned their debt to Asset Reconstruction Company (India) Limited (ARCIL) who have issued notice to the Company on 07.11.15 for winding up under the then existing sections of the Companies Act,1956. The Company has disputed the notice with ARCIL and has been legally advised that demand raised by them is not sustainable.

4. (i) The winding up petition filed by the Trustee, The Bank of Newyork, Mellon, of Foreign Currency Convertible Bonds holders (FCCBs) in the High Court of Punjab and Haryana was disposed off on 27th January, 2015 against which appeal was filed by the Trustee and Company with Senior Bench of High Court wherein the consent term were allowed by the Hon'ble High court on 5th June, 2015, pursuant to which the appeal is adjourned sine a die.

(ii) The Company complied with all the conditions of the consent terms and accordingly it became effective. The Company as per consent terms with FCCBs holders has to pay US$ 19.19 million (principal and redemption premium of US$ 15.00 million and defaulted interest of US$ 4.19 million) in 10 installments commencing from 5th October, 2015 to 5th December, 2017 alongwith the interest @ 6% p.a. on the reducing balance.

(iii) During the year, the Company has paid US$ 1.80 million (during the quarter nil) and for the balance of US$ 15.36 million equivalent to Rs.10072.92 lakhs (including interest of US$ 5.02 million equivalent to Rs. 3,291.73 lakhs).The Company has subsequently received communication from a bond holder for extending the date of payment by 05.12.2017. Further, the company is taking steps to generate additional funds to meet this liability.

(iv) Interest payable on FCCBs as detailed below is accounted for on payment basis:

-Interest accrued @ 6% p.a. payable on FCCBs of US$ 15 million for the period 01.01.17 to 04.03.2017 of US$ 0.47 million equivalent Rs.307.88 lakhs (cumulative upto 04.03.2017 aggregating to US$ 4.85 million equivalent Rs. 3,183.38 lakhs).

-Interest accrued but not due of US$ 0.02 million equivalent to Rs.15.68 lakhs for the period 05.03.2017 to 31.03.2017.

In view of the management, it is considered prudent to continue the policy to account for the aforesaid interest on payment basis as the interest has been spread together in installments upto 05.12.2017. As such , no provision has been made for such interest of US$ 0.49 million equivalent Rs.323.56 lakhs during the quarter ended March,2017(cumulative US$ 4.87 million equivalent to Rs. 3,199.06 lakhs in the accounts as at 31.03.2017.

5. During the year, Company has sold some assets which comprise some parts of land at Phagwara (in pursuance of the Agreement to Sell 12 acres of land) and some part of the land out of two parcels of land at Hoshiarpur (approved by CDR - EG) and earned profit of Rs.0.46 lakhs for the quarter (Rs. 388.34 lakhs for the year) on sale of such land included in other income.

6. Debit/ credit balances in account of few parties are subject to confirmation/ reconciliation.

7. Accumulated losses have resulted in erosion of substantial net worth of the Company. However, the financial statements have been prepared on a going basis on the strength of continued support from the promoters, bankers/ other lenders. Further, the Company is in the process of disposing off some of its non-core fixed assets to reduce its debts and improve its liquidity. The management, considering the future plans for operation and support of the promoters, lenders, business associates and workmen, is hopeful of improved profitability needing to further improvement in its financial position.

8. The figures of the previous year /quarter have been regrouped/reclassified, wherever necessary, to confirm to current year's/quarter's classification.