VIDEOCON INDUSTRIES LIMITED

ANNUAL REPORT 2011

 VIDEOCON INDUSTRIES LIMITED

BOARD OF DIRECTORS REGISTERED OFFICE

14 K.M. Stone, Aurangabad - Paithan Road,
Venugopal N. Dhoot Chairman & Managing Director
Village: Chittegaon, Taluka: Paithan,
Pradipkumar N. Dhoot Whole Time Director Dist.: Aurangabad - 431 105 (Maharashtra)

S. Padmanabhan

Satya Pal Talwar

Maj. Gen. S.C.N. Jatar MANUFACTURING FACILITIES

Radhey Shyam Agarwal 14 K.M. Stone, Aurangabad - Paithan Road,
Village: Chittegaon,
Anil G. Joshi Taluka: Paithan, Dist.: Aurangabad - 431 105
(Maharashtra)
S. Ananthakrishnan Nominee – IDBI Bank Limited
Village: Chavaj, Via Society Area,
Taluka & Dist.: Bharuch - 392 002
(Gujarat)

AUDITORS Vigyan Nagar, Industrial Area, Opp. RIICO Office,

Shahjahanpur, Dist.: Alwar - 301 706
KHANDELWAL JAIN & CO. (Rajasthan)
Chartered Accountants
12-B, Baldota Bhavan,
117, Maharshi Karve Road,
Opp. Churchgate Railway Station,
Mumbai - 400 020
BANKERS
KADAM & CO. State Bank of India State Bank of Hyderabad
Chartered Accountants Allahabad Bank Vijaya Bank
“Vedant”, 8/9, Viraj Estate, Bank of India State Bank of Mysore
Opp. Tarakpur Bus Stand, Bank of Maharashtra State Bank of Patiala
Ahmednagar - 414 003 Central Bank of India The Federal Bank Ltd.
ICICI Bank Ltd. Union Bank of India
COMPANY SECRETARY Indian Bank IDBI Bank Ltd.
Vinod Kumar Bohra Indian Overseas Bank Punjab National Bank

Contents
Notice............................................................................................................................................................................................... 1
Directors’ Report.............................................................................................................................................................................. 3
Corporate Governance Report....................................................................................................................................................... 12
Management Discussion and Analysis Report............................................................................................................................... 21
Auditors’ Report.............................................................................................................................................................................. 25
Balance Sheet................................................................................................................................................................................ 28
Profit and Loss Account................................................................................................................................................................. 29
Cash Flow Statement..................................................................................................................................................................... 30
Schedules....................................................................................................................................................................................... 31
Significant Accounting Policies and Notes to Accounts................................................................................................................. 37
Consolidated Financial Statements................................................................................................................................................ 49
Financial Information of Subsidiary Companies............................................................................................................................. 69
 NOTICE
NOTICE is hereby given that the Twenty-Third Annual General Meeting of Mr. Pradipkumar N. Dhoot and Maj. Gen. Sudhir Chintamani Nilkanth
the Members of VIDEOCON INDUSTRIES LIMITED (the “Company”) will be Jatar, Directors of the Company, are liable to retire by rotation at the
held on Friday, 29th June, 2012 at the Registered Office of the Company at ensuing Meeting. Being eligible, Mr. Pradipkumar N. Dhoot and Maj.
14 K. M. Stone, Aurangabad – Paithan Road, Village: Chittegaon, Taluka: Gen. Sudhir Chintamani Nilkanth Jatar, have offered themselves for
Paithan, Dist.: Aurangabad - 431 105 (Maharashtra) at 12.00 noon to transact re-appointment. A brief profile of the Directors seeking re-appointment;
the following business: nature of their expertise in specific functional areas; names of
other public limited companies in which they hold directorship and
ORDINARY BUSINESS membership/chairmanship of the committees of the Board of Directors
and particulars of their shareholding, as stipulated under Clause 49 of
1. To receive, consider and adopt the Audited Profit and Loss Account for
the Listing Agreement with the Stock Exchanges in India is appended
the financial year ended 31st December, 2011 and the Balance Sheet
to the notice. The Board of Directors of your Company recommend
as at that date together with the Reports of the Board of Directors and
re-appointment of Mr. Pradipkumar N. Dhoot and Maj. Gen. Sudhir
Auditors thereon.
Chintamani Nilkanth Jatar, as the Directors of the Company.
2. To declare dividend on preference shares.
4. For convenience of the Members and for proper conduct of the Meeting,
3. To declare dividend on equity shares. entry to the place of Meeting will be regulated by attendance slip, which
is annexed to the Annual Report. Members are requested to sign at the
4. To appoint a director in place of Mr. Pradipkumar N. Dhoot, who retires place provided on the attendance slip and hand it over at the entrance
by rotation and, being eligible, offers himself for re-appointment. of the venue.
5. To appoint a director in place of Maj. Gen. Sudhir Chintamani Nilkanth 5. Members who hold shares in dematerialized form are requested to write
Jatar, who retires by rotation and, being eligible, offers himself for re- their Client ID and DP ID and those who hold shares in physical form
appointment. are requested to write their Folio Number on the attendance slip for
6. To appoint Auditors and to fix their remuneration and in this regard, to attending the Meeting.
consider and if thought fit, to pass, with or without modification(s), the 6. In case of joint holders attending the Meeting, only such joint holder who
following resolution as an Ordinary Resolution: is higher in the order of names shall be entitled to vote.
“RESOLVED THAT M/s. Khandelwal Jain & Co., Chartered 7. The Register of Members and Share Transfer Books shall remain
Accountants, (Firm Registration No. 105049W) and M/s. Kadam & Co., closed from Saturday, 16th June, 2012 to Friday, 29th June, 2012 (both
Chartered Accountants, (Firm Registration No. 104524W) be and are days inclusive) for the purpose of the Meeting and for determining the
hereby appointed as Auditors of the Company, to hold office from the shareholders’ entitlement for dividend.
conclusion of this Annual General Meeting until the conclusion of the
8. The Dividend, as recommended by the Board of Directors, if declared
next Annual General Meeting of the Company on such remuneration as
at the Meeting, will be paid on or around Wednesday, 4th July, 2012,
shall be fixed by the Board of Directors.”
to those Members who hold shares in physical form and whose names
appear in the Company’s Register of Members on Saturday, 16th June,
2012. As regards shares held in the electronic form, the dividend will be
By order of the Board of Directors of
VIDEOCON INDUSTRIES LIMITED paid to the beneficial owners of the shares as at the close of business
hours on Friday, 15th June, 2012, as per the particulars of beneficial
ownership furnished by National Securities Depository Limited (NSDL)
Place : Mumbai Vinod Kumar Bohra and Central Depository Services (India) Limited (CDSL).
Date : 26th May, 2012 Company Secretary
9. Pursuant to the provisions of Section 205A and 205C of the Companies
Registered Office: Act, 1956, the Company has transferred the unclaimed dividend for the
14 K.M. Stone, Aurangabad - Paithan Road, financial year 2003-04 to the Investor Education and Protection Fund (IEPF)
Village: Chittegaon, Taluka: Paithan, established by the Central Government. Members who have not encashed
District: Aurangabad - 431 105 (Maharashtra) dividend warrant(s) for the subsequent years are requested to contact,
M/s. MCS Limited, Registrar and Share Transfer Agent, for seeking issue
NOTES of duplicate warrant(s). Members are requested to note that no claims
1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE ANNUAL shall lie against the Company or IEPF in respect of any amounts which
GENERAL MEETING (THE “MEETING”) IS ENTITLED TO APPOINT were unclaimed and unpaid for a period of seven years from the date they
A PROXY/PROXIES TO ATTEND AND VOTE ON A POLL INSTEAD first became due for payment and no payment shall be made in respect
OF HIMSELF/HERSELF AND THE PROXY NEED NOT BE A MEMBER of any such claims.
OF THE COMPANY. THE INSTRUMENT APPOINTING THE PROXY 10. Members who hold shares in physical form, under multiple folios, in
SHOULD, HOWEVER, BE DEPOSITED AT THE REGISTERED identical names or joint accounts in the same order or names, are
OFFICE OF THE COMPANY NOT LESS THAN FORTY-EIGHT requested to send the share certificates to M/s. MCS Limited, Registrar
HOURS BEFORE THE COMMENCEMENT OF THE MEETING. and Share Transfer Agent of the Company, for consolidation into a
2. Corporate Members intending to send their authorised representative(s) single folio.
to attend the Meeting are requested to send a certified copy of the 11. Members holding shares in physical form are requested to kindly
Board Resolution authorizing such representative(s) to attend and vote notify any change in their address(es) to the Company, so as to
on their behalf at the Meeting. enable the Company to address future communications to their
3. In terms of the provisions of Section 255, 256 of the Companies Act, correct address(es). Members holding shares in electronic form are
1956 and the provisions of the Articles of Association of the Company, requested to notify any change in their addresses to their respective
Depository Participant.

1
ANNUAL REPORT 2011
12. Non-Resident Indian Members are requested to inform M/s. MCS 16. Members may address their queries/communications at
Limited, the Registrar and Share Transfer Agent of the Company, secretarial@videoconmail.com
immediately of the change in their residential status on return to India
for permanent settlement together with the particulars of their Bank 17. Members are requested to kindly bring their copy of the Annual Report
Account maintained in India with complete name, branch, account type, to the Meeting.
account number and address of the Bank with Pin Code Number, if not
furnished earlier.

13. The equity shares of the Company are tradable compulsorily in

electronic form and your Company has established connectivity with By order of the Board of Directors of
both the Depositories i.e. NSDL and CDSL. Taking into consideration VIDEOCON INDUSTRIES LIMITED
the enormous advantages offered by the Depository System, members
are requested to avail the facility of dematerialization of the Company’s
shares on either of the Depositories, as aforesaid.

14. The documents referred to in the accompanying notice are available for Place : Mumbai Vinod Kumar Bohra
inspection at the Registered Office of the Company on all working days Date : 26th May, 2012 Company Secretary
between 12.00 noon to 3.00 p.m. upto the date of the Meeting.
Registered Office:
15. Members desiring any information as regards to the Accounts are 14 K.M. Stone, Aurangabad - Paithan Road,
requested to write to the Company at an early date so as to enable the Village: Chittegaon, Taluka: Paithan,
Management to reply at the Meeting. District: Aurangabad - 431 105 (Maharashtra)

BRIEF PROFILE OF THE DIRECTORS SEEKING RE-APPOINTMENT AT THE ENSUING ANNUAL GENERAL MEETING
(PURSUANT TO CLAUSE 49 OF THE LISTING AGREEMENT WITH THE STOCK EXCHANGES IN INDIA)

Sr. No. Particulars Profile of the Director

1. Name of the Director Mr. Pradipkumar N. Dhoot Maj. Gen. Sudhir Chintamani Nilkanth Jatar

2. Date of Birth 22nd March, 1960 3rd September, 1932

3. Educational Qualification Commerce Graduate B.E. (Civil), FIE, MICA, Qualified from the Defence
Services Staff College

4. Date of appointment on the Board 16th February, 1991 1st June, 2005

5. Category of the Director Promoter – Executive (Whole-Time Director) Non-Executive – Independent

6. Area of Expertise/Senior Position Held/Work • Industrialist with more than two decades of He has served as:
Experience experience to his credit in an array of fields • Consultant to ICICI Bank Limited (Upstream
such as consumer electronics and home operations, Oil & Natural Gas).
appliances; and oil & gas.
• Member of Industrial Council of Arbitration.
• One of the Promoters and Whole-Time
Director of the Company. • Chairman & Managing Director, ONGC
Videsh Ltd.
• President, Petroleum Sports Control Board.
• Chairman & Managing Director, Oil India
Limited.
• Served with Indian Army and has vast Army
profile to his credit.

7. Names of other Public Limited Companies in which • Videocon Realty and Infrastructures Limited NIL
the director also holds directorship • CE India Limited
• Videocon Telecommunications Limited
• Infodart Technologies India Limited
• Velologis - Net India Limited
• Maharashtra Semiconductor & Displays
Limited
• Unity Appliances Limited
• Datacom Telecommunications Private Limited

8. Names of the other Committees in which Chairman NIL NIL

9. Names of the other Committees in which Member Videocon Telecommunications Ltd. (Audit) NIL

10. Number of Shares Held 156,808 NIL

2
 DIRECTORS’ REPORT
Dear Shareholders, 22nd August, 2011 Anadarko announced that the Barquetine - 2 appraisal
well, located in Mozambique’s Offshore Area 1 of the
Your Directors take pleasure in presenting the Twenty-Third Annual Report
Rovuma Basin, encountered more than 230 net feet
together with the Audited Accounts and Auditors’ Report for the financial year
(70 meters) of natural gas pay in high quality Oligocene-
ended on 31st December, 2011.
age reservoirs. Barquetine - 2 was the first appraisal well
in the Windjammer, Barquentine and Lagosta complex,
PERFORMANCE REVIEW
which is estimated to hold a minimum of 6 trillion cubic
The performance of the Company, on standalone basis, for the financial year feet (Tcf) of recoverable natural gas resources.
ended on 31st December, 2011, is summarized below:
5th October, 2011 Anadarko announced that the appraisal section of
(` in Million)
most recent exploration well at the Camarão prospect
Year ended Period ended
encountered approximately 240 net feet (73 meters)
Particulars 31st Dec., 2011 31st Dec., 2010
(12 Months) (15 Months) of natural gas pay in an excellent quality reservoir
and confirmed static pressure connectivity with the
Net Sales 126,502.22 144,096.91
partnerships’ previously announced Windjammer and
Other Income 1,063.12 429.86
Lagosta discoveries. In addition, the Camarão well
Total Income 127,565.34 144,526.77 discovered approximately 140 net feet (43 meters) of
Profit before Interest, 23,587.25 26,565.60 natural gas pay in shallower Miocene and Oligocene
Depreciation and Tax
sand packages not encountered in previous wells.
Interest and Finance charges 9,777.89 8,931.56
28th November, 2011 Barquetine-3 appraisal well encounters more than
Depreciation, Amortization and 6,075.64 7,129.62
Impairment 662 net feet (202 meters) of natural gas pay in two
high-quality Oligocene-aged fan systems, significantly
Profit Before Tax 7,733.72 10,504.42
expanding the estimated recoverable resource range to
Provision for Taxation 2,278.14 3,057.48
15 to 30 + trillion cubic feet (Tcf) of natural gas, with an
Profit after Tax 5,455.58 7,446.94 estimated 30 to 50 + Tcf of natural gas in place.

The figures for the current year are for a period of 12 months as against 15 months Post Balance Sheet date
in the previous period and hence, are not comparable.
17th January, 2012 Anadarko announced its seventh well in the discovery
OPERATIONS area offshore Mozambique successfully appraised
previous discoveries at Lagosta and Camarão. The
CONSUMER ELECTRONICS & HOME APPLIANCES
Lagosta-2 appraisal well, located about 4.4 miles
During the year under review, your Company was able to post a stable performance (7 kilometers) north of the Lagosta discovery and
in the consumer electronics and home appliances segment. However, the 5.3 miles (8.5 kilometers) south of the Camarão well,
margins were under pressure in view of increase in the cost of raw materials and encountered 777 total net feet (237 meters) of natural
components and intense competition. gas pay in multiple zones.

OIL & GAS 12th March, 2012 Anadarko announced the results of its first flow test
offshore Mozambique. The Barquentine-2 well flowed
Your Company intensified its exploratory efforts. These efforts paid good dividends
at an equipment – constrained rate of 90 to 100 Million
in terms of new discoveries and reserve accretion.
cubic feet per day (MMcf/d), with minimal pressure
BRAZIL drawdown, providing confidence in well designs that are

21st September, 2011 Petrobras, the Operator of the BM-SEAL- 11 Concession capable of 100 to 200 MMcf/d.

in the Sergipe Basin announced that the presence of 4th April, 2012 Anadarko announced the success of the Barquentine-4
oil and gas accumulations, confirmed after completing appraisal well which encountered approximately 160 net
the drilling, logging, sampling fluid in a formation meters of natural gas pay.
testing operations at Barra well (1-SES-158) with the
15th May, 2012 Anadarko announced that Golfinho exploration well
presence of excellent reservoirs with good porosities
discovered a new, major natural gas accumulation nearly
and permeabilities at several depths.
20 miles (32 kilometers) northwest of its Properidade
MOZAMBIQUE complex within the Offshore Area 1 of the Rovuma
Basin. The Golfinho discovery well encountered more
7th February, 2011 Anadarko announced the latest in a string of major
than 193 net feet (59 net meters) of natural gas pay in
deepwater natural gas discoveries off the coast of
two high-quality Oligocene fan systems that are age-
Mozambique. The Tubarão discovery well encountered
equivalent to, but geologically distinct from, the previous
more than 110 net feet of natural gas pay.
discoveries in the Prosperidade complex.

3
ANNUAL REPORT 2011
TELECOM
ISSUES / ALLOTMENT
Videocon Telecommunications Limited (VTL), a subsidiary of the Company, was
During the year under review, the Company has allotted 1,058,035 equity
granted Unified Access Services (UAS) Licenses in 21 circles and had also been
shares of ` 10/- each at a conversion price of ` 239.5265 per equity share, upon
allotted spectrum in 20 circles out of which it has launched its services in 16 circles. conversion of Foreign Currency Convertible Bonds. The details of conversion are
The Hon’ble Supreme Court of India, vide its judgment dated 2nd February, set out hereunder:
2012, in two separate writ petitions filed by Centre for Public Interest Litigations
Sr. Date of Allotment No. of equity Principal Amount
and by another, has quashed all the UAS Licenses granted on or after 10th No shares allotted (US $)
January, 2008, pursuant to two press releases issued on 10th January, 2008
1. 27th July, 2011 491,230 2.6 Million
and the subsequent allocation of spectrum to the licencees. This includes 21
2. 22nd August, 2011 188,935 1.0 Million
Licenses issued to the VTL and the spectrum allotted to it in 20 circles. The
3. 31st October, 2011 377,870 2.0 Million
Hon’ble Supreme Court of India further directed that its Order of quashing
the Telecom Licenses and the allocation of the spectrum shall be operative
Material changes Post Balance Sheet date:
after four months from 2nd February, 2012. On 24th April, 2012, the Hon’ble
Supreme Court of India modified its Order and postponed the operation On 22nd May, 2012, the Company has allotted 15,750,000 equity shares

of its Order of quashing of the Telecom Licenses and the allocation of the of face value of ` 10/- each, represented by the issue of 15,750,000 Global

spectrum to 7th September, 2012. The Hon’ble Supreme Court of India had Depository Receipts at a price of US $ 3.2395 per GDR, equivalent to ` 174/-
per equity share, aggregating to US $ 51.02 Million to LLIC S.a.r.l., on a private
also directed, in its Judgement of 2nd February, 2012, Telecom Regulatory
placement basis.
Authority of India (TRAI) to make fresh recommendations for grant of Licences
and allocation of spectrum (TRAI has since issued its recommendations on
DIVIDEND
23rd April, 2012) and the Central Government to grant fresh Licenses and
allocation of spectrum by auction thereafter. The Central Government has Your Company follows a dividend policy by harmonizing the needs of the

announced that it will complete the auction of Licenses and allocation of Company as well as the shareholders. Your Directors are pleased to recommend a

spectrum on or before 31st August, 2012. VTL has decided to participate in dividend of ` 0.50 (Fifty paisa only) per equity share for the financial year ended on

such auction. 31st December, 2011.

The dividend, if approved, by the shareholders, will entail a payout of ` 185.24

POWER
Million including dividend distribution tax of ` 25.85 Million.
The Company commissioned 5.75 MWp Solar Photovoltaic Power Project at
Your Directors recommend 8% dividend on the preference shares for the year
Village Majra, District Warora, Maharashtra, in the month of October 2011.
ended 31st December, 2011.
Comet Power Private Limited, a step down subsidiary of the Company,
The dividend is tax free in the hands of the shareholders.
commissioned 5.75 MWp Solar Photovoltaic Power Project at Village Betwasiya,
Osiyan, District Jodhpur, Rajasthan, in the month of October 2011. TRANSFER TO RESERVES
Unity Power Private Limited, a step down subsidiary of the Company, commissioned Your Directors propose to transfer ` 1,000 Million to the General Reserve
5.50 MWp Solar Photovoltaic Power Project in the State of Gujarat, in the month and ` 150.83 Million to Capital Redemption Reserve. An amount of
of January, 2012. ` 34,680.55 Million is proposed to be retained in the Profit and Loss Account.

There are two 1,200 MW coal-fired thermal electricity power projects which are
TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND
under development. These projects are being undertaken by Pipavav Energy
Private Limited and Chhattisgarh Power Ventures Private Limited, the subsidiaries The Company has transferred a sum of ` 2.91 Million in respect of unpaid/
of the Company in the state of Gujarat and Chhattisgarh respectively. unclaimed dividend for the Financial Year 2003-04 to the Investor Education and
Protection Fund.
INSURANCE
FIXED DEPOSITS
Your Company has entered into a joint venture with USA headquartered Liberty
Mutual Insurance Group to setup a non-life insurance business in India. As per Your Company has not accepted any Fixed Deposit within the meaning of Section
prevailing FDI Guidelines for the Insurance sector in India, Liberty Mutual Insurance 58A of the Companies Act, 1956 and as such, no amount of principal or interest
Group will for the present hold a maximum of 26.0% of the equity interest in the was outstanding as on the Balance Sheet date.
Joint Venture Company and our Company will hold a minimum of 74.0%. The Joint
PERSONNEL
Venture Company, Liberty Videocon General Insurance Company Limited, has
received the Certificate of Registration as a General Insurance Company from the Human Capital is an important asset for the Company and the Company has taken
Insurance Regulatory and Development Authority (IRDA), under Section 3 of the and shall continue to take adequate steps towards education and enrichment of
Insurance Act, 1938. the human capital.

As on the Balance Sheet date, the Joint Venture Company, was a wholly owned A Statement of the Particulars of Employees required under Section 217(2A) of the
subsidiary of the Company. However, currently, the Company is holding 79.41% Companies Act, 1956, read with the Companies (Particulars of Employees) Rules,
equity stake in the Joint Venture Company. 1975, as amended, is annexed and forms part of this Report.

4
 CONSERVATION OF ENERGY Your Company has launched variety of products in consumer electronics
industry including wide range of Refrigerators, Washing Machines, Televisions,
Energy can neither be created nor destroyed by itself; it can only be transformed. Air-Conditioners, Microwave Ovens etc. Your Company is committed
The conservation of energy is a need of the day. Your Company believes in the towards introducing new models and improving existing products to meet the
conservation of energy to meet the future demands. Your Company has made ever-increasing demands of the consumers by fully exploring technological options
different policies and rules to save the energy and make optimum utilization of and advancements.
natural resources.
R & D centers are operated for the following activities:
The Company has taken following key initiatives for conservation of energy:
• To conduct market survey and ascertain the new trend;
• Use of hi-tech energy monitoring appliances and conservation systems to
• To foresight the consumer needs and modify the products to suit the
monitor usage, minimize wastage and increase overall efficiency at every
consumer demands;
stage of power consumption;
• To bring variety of products at an affordable price level;
• Installation of energy saving lights;
• To generate new technologies and make adequate use of the same;
• Reduction of energy consumption via behavioural modification of facility
• To improve operational efficiency;
occupants, i.e. turning off lights, personal computers and other electronic
equipments, when not in use; • To reduce cost of production;

• To improve quality of product; and

• Installation of astronomical digital timers, occupancy sensors for better
lighting control; • To supply value-for-money products in the market with best aesthetics and
advanced features.
• Based on the outdoor temperature raising the air handler, supply air
temperature to prevent over cooling and reduce the cooling coil load; Benefits derived from the R & D activities:

• Timely maintenance and up-gradation of machinery & equipments; • Maintenance of quality;

• Auto shut-off of air conditioners and other equipments during lunch breaks • Innovations in product designs and outlook;

and during shift change; • Efficient use of technological advancement;

• Plantation of trees at all the manufacturing facilities; • Cost reduction; and

• Awareness programs towards optimum utilization of natural resources at • Optimum utilization of resources.
managerial as well as employee level;
R & D activities carried out in various consumer electronics products and
• Reduction in power consumption by taking opportunities of idle production benefits derived from these activities:
hours, tea and lunch timings etc.; and
Televisions:
• Use of energy saving lighting arrangement on shop floors and on roads,
Consumer electronics market is majorly influenced by technology which is changing
inside the manufacturing facilities by using Electronics Ballet and CFL lamps.
day by day with many innovations and continuous R & D. In this dynamic world,
To make available the resources for future generation is the ultimate responsibility the Company is launching LED TVs, 3D TVs, DTH LED TVs, Internet TVs etc.
of today’s generation. Hence, your Company continues to lay emphasis on with attractive designs and aesthetics, using latest technologies, to delight Indian
conservation of energy, power and other energy resources. Such measures for consumers with wide range of products. These products will not only be technologically
conservation of energy will ultimately reduce the cost of production by reducing advanced but also be connected with consumers in their everyday lives.
maintenance cost and efficient use of resources.
Your Company has also introduced many unique selling propositions like models
with brush and metal finish, slim TVs etc. Some of the unique models introduced
RESEARCH AND DEVELOPMENT (R & D) AND
are as follows :
TECHNOLOGY ABSORPTION
 I
ntegrated Digital TV with single chip solution with a built in DTH (Direct to
The consumer electronics industry is one of the most dynamic industries in the
Home) facility having MPEG 4 DVB-S2 Digital signal. Customer can enjoy
world, undergoing seemingly continual change with changing lifestyle of the people
the unmatched picture & audio quality of LCD TV & LED TV. This product has
thereby creating demand for meaningful innovations based on unique insights of
the following unique features:
the customers.
• MPEG-4 DVB-S2: Single Chip iDTV Solution with second generation
Technolgy and R & D go hand in hand. To compete with ever changing market
MPEG- 4 DVB-S2 technology for enhanced picture quality.
conditions and fetch the technological advancement, your Company has set up a
very dynamic and active R & D center. Your Company has built up strong R & D • FULL HD (1920 x 1080P): 100% Full HD Reception which improves the
centers, having qualified staff working continuously for betterment of product and picture & sound quality.
services. Our R & D team continuously does market research as well as customer
• H.264 Video Decoder: Excellent video quality across entire Bandwidth
survey to understand the needs and requirements of the consumers.
Spectrum as H.264 decoder is inside the single chip.

5
ANNUAL REPORT 2011
• CPU Performance: Dual core CPU with 450MHz which is controlled • Introduction of very unique USPs like digital watch, crisper separator,
by Linux Operating System. It leads to high system performance with cosmetic box in FF refrigerator;
greater operational speed.
• Developed & launched Side By Side refrigerator to enter into super luxury
• Internal RAM: 48-Bit DDR2/3 (384MB) Local Memory interfacing with refrigerator segment;
the high speed accessing capability up to 1066Mbps (533MHz clock • Introduction of FM radio in refrigerators;
rate) for better frame rate performance.
• Introduction of new Metallic robust Bar handle for DC & FF refrigerators;
• MADi Technology for Motion Control: Crystal clear rendering on Full
• Introduction of toughened glass shelves for DC refrigerators, which
HD (1080p) displays using advanced motion control algorithms such as
strengthened our market position in DC range;
MADi technology inside.
• LED light implementation in both DC & FF refrigerators, which ultimately
• Advanced Video Post Processing: Video is optimized with 14 - Bit
shows our commitment towards energy saving and new innovation;
Colour processing which leads high depth in picture, true colour
enhancement with natural skin tone. • Introduction of the products on health platform with Deodorizer, which gives
the solution to remove the odour created by rotten vegetables and fruits; and
• Digital Noise reduction with 3D Comb filter: Better noise reduction and
signal conditioning using built-in 3D/TNR noise suppression, cross • Introduction of high glass pre-coated material with new designs and attractive

colour suppression, media noise suppression which includes ‘Block colours across refrigerator range for luxurious look.

noise’ and ‘Mosquito noise’ reduction.

Washing Machines:
• Enriched Graphic On Screen Display (OSD): Enriched & Animated
The following new models and technologies were introduced:
Graphical OSD with WXGA resolution, Unique OSD for both in Analog
& Digital with 14 Multi-Regional Languages. • Introduced five star rated models in top loading and four star rated models in
front loading washing machines;
• Silicon Hybrid Tuner: As using Silicon Hybrid Tuner which is giving
better picture, sound quality and high performance as compared to • Front loading machines with memory back up and “do it yourself” mechanism;
Dual Tuner and in the Dual Tuner insertion loss will be around 8~10dB.
• Attractive design with 3 auxiliary programs i.e. pre-wash, eco wash and
 U
nique “Android TV” - Videocon has set a platform for “Internet TV” to enjoy intensive wash technology;
the live chatting, browsing, video conferencing, email access and enabling
• 15 degree tilted drum in Front loading machines for easy loading of clothes;
the customers to download and play lot of applications from Google Apps
Market. Customer can download and store his preferred applications in • Introduced dual element heater in dryer with drying efficiency greater than 97%;
TV memory. This product has various unique capability such as Android
• Introduced toughened glass tops, in semi automatic washing machine with
Market; Flicker Free 3D; QWERTY Remote; Web Browser; Facebook;
floral printing and matching body graphics;
You Tube/Picasa; Skype/Horoscope; Maps/Weather Updates; App Installer;
Inbuilt Wi-Fi and Games. • Launched new variants with cosmetic changes including new vibrant colours,
body graphics, chrome knobs, etc.; and
 T
he new “DVBS (Digital Video Boosting Station) LED” series with Faroudja
engine which brings life to every color with 120Hz refresh rate and FULL HD • Added air dry function in semi automatic washing machine to increase the
1080P resolution with built in DTH service. drying efficiency.

 “
Persistence” (LED) TV with FULL HD 1080p resolution. It has a unique Air Conditioners:
feature of MJC (Motion Judder Compensation). With this unique picture
Your Company has developed and improved its product range by introducing the
quality improvement algorithm, it reproduces e 1 Billion display colour for
following new technologies:
more natural, vivid and true to life colours.
• Introduction of Videocon Copper Plus series which are equipped with 100%
Refrigerators:
copper condenser which has inner grooved copper pipes;
Your Company has variety of models in double door and single door refrigerators.
• New models of Air Conditioners which are equipped with auto cleaning
With the help of R & D, the Company was able to introduce various models having
technology for the consumers’ ease;
the following features:
• Introduced PFC coil in AC Outdoor Unit. PFC technology is far better
• High End Frost Free (FF) and Direct Cool (DC) range of refrigerators from
than conventional Cu-Al fin tube heat exchanger in terms of performance.
50L to 610L;
Because of its high efficiency, PFC is 30% smaller in size (when compared to
• High glass designer exterior panels in both DC and FF; conventional condenser) and hence can be easily accommodated in smaller
chassis. Overall size and weight of outdoor unit is reduced substantially.
• Introduction of designer models like Lily, Rose, Bird in DC and Orion and
Being an all aluminum condenser, it gives better resistance to galvanic
Creeper series in FF;
corrosion and is cost competitive and is able to meet revised energy star
• First time introduction of night vision FF refrigerator with ambient light sensing
rating norms;
LED illumination in door handle;

6
• Introduced new range and new indoor unit looks and upgraded all models Future plan of action:
by one step up to match new BEE (Bureau of Energy Efficiency) star rating
Your Company is committed to provide variety of products at an affordable prices.
norms to compete in revised market scenario;
Your Company is looking forward to take an advantage of technological changes
• Introduced another variant of highly technological DC inverter AC, which and compete efficiently with multinational players.
has efficiency better than even revised 5 star rating norms. It moderates the
The future plan of action includes:
compressor performance as per need and adjusts compressor rotation to
operate with minimum power input and saves more than 40% power when • Introduction of new models in LED and LCD TV. “Elena” model in LED TV
compared to the conventional AC; is coming up with 2D to 3D conversion, Flicker Free 3D, Full HD services.
“Smart TV” model in LCD TV is coming up with full fledge high speed internet,
• Developed the AC with Vitamin C filter. This filter dispenses Vitamin C
Skype, Twitter, You Tube, Picasa etc.;
charged ions with the cool air, thereby boosts immunity, keeps skin glowing
with its anti oxidant property hence keeps the user fresh and vibrant; and • Implementation of new technology;

• Added the Gold, Blue and Green Fin Evaporator for enhanced reliability and • Making variations in designs and making the product attractive; and
durability of AC. The Indoor unit cooling coil is coated with Gold anti corrosive
• Manufacturing of environmental friendly products keeping in mind the green
agent which keeps the cooling coil in excellent and efficient working condition
initiative steps taken by the Company.
for a long time.
During the year under review, the Company has incurred ` 86.67 Million, representing
Microwave Ovens:
0.07% of the turnover towards recurring R & D expenses.
Your Company has made innovations in number of products to suit the market
FOREIGN EXCHANGE EARNINGS AND OUTGO
demand. Products contain innovative technologies like:
The particulars of Foreign Exchange Earnings and Outgo during the financial year
• Auto Deodorizer which helps in removing odour vapours, leftover oil and
ended on 31st December, 2011, are set out hereunder:
food particles immediately by just pressing a button providing ease and
(` in Million)
convenience of cleaning and maintaining the machine;
Year ended Period ended
• Anti Bacterial Coating which helps to reduce bacterial growth inside the Particulars 31st December, 2011 31st December, 2010
microwave up to 99.99%; (12 Months) (15 Months)
Foreign Exchange Earnings 3,840.53 5,240.64
• Lemon Clean Function which helps to remove leftover oil, odour and food
Foreign Exchange Outgo 16,745.84 23,721.69
particles from microwave cavity;
Your Company is taking various initiatives for development of export markets for
• Express cooking which helps to heat-up the food quickly; to prepare it faster
Consumer Electronics and Home Appliances to increase its foreign exchange
and ultimately saves time;
earnings.
• Multi-Stage Cooking which allows cooking food at different heat levels
ensuring preparation of delicious dishes; INFORMATION TECHNOLOGY

• Clock Setting Timer which allows setting the desired cooking times as per Information Technology and Business are becoming inextricably interwoven.

the requirement; Nobody can meaningfully talk about one without talking about the other. Indeed,
the growing influence of Information Technology as an enabler of business in
• Enhanced Auto Cook Recipe to customize 251 functions with categorization
today’s time has made use of Information Technology indispensible. Information
like sweets, beverages, snacks, meal, child favourite etc. Special focus is
Technology, having made inroads into major industries, has left no aspect of our
being given to Indian dishes covering major parts of India;
business and life untouched. Your Company firmly believes that an organization
• Introduced Tandoori heater, which intelligently adjusts the cycle time of grill needs to have a “Digital Nervous System” for sustaining the cut-throat competition
operation to give a flavour of grilling like in Indian tandoor; and for acheiving the “Numero Uno” status in any sector of economy.

• Developed special coating to prevent bacterial growth and is applied to cavity In due recognition of the key role played by Information Technology in
to retard the growth of bacteria and make food healthy to eat. Even if some revolutionizing the world, your Company has re-engineered its processes by
food particle is left over in Microwave Oven, no microbial growth sustain due leveraging Information Technology for building, sustaining and expanding its
to anti bacterial cavity; competitive edge.

• Modified the software program & introduced one touch Indian Preset Menu Your Company has designed and implemented web based Customer Relationship
which cooks the food more efficiently and retains the nutritive value; Management (CRM) application. The robust and stable CRM application with
comprehensive support enables handling of larger call volumes resulting into
• Developed the timers and preset timer to help the customer to cook as per
speedy response and prompt resolving of customer queries. This is tightly
their convenience even if they are away; and
integrated with all other systems like Enterprise Resource Planning (ERP),
• Models revamped with new floral design on glass and control panel aesthetics. Business Intelligence (BI) and so on to have one consolidated system.

7
ANNUAL REPORT 2011
Your Company has established facilities for customers such as call centres, • Training given to fire marshals and display their contact number at various
locations; and
connect through SMS, websites etc., to provide speedy customer services.
• MSDS (Material Safety Data Sheet) displayed at chemical storage places.
SAP Solution has enabled your Company to leverage the benefits of integration in
business operations, optimization of enterprise resources, standardized business Your Company believes that healthy and happy working environment is the
processes, thereby enabling standard operating practices with well-established fundamental right of every employee and to provide the same is a duty of the
controls. This has enabled the Company to adopt best and standardized business Company. Your Company is committed towards providing a healthy working
processes across the functions. It has also benefited the management at all levels environment in every possible way.
with business information which is available online and reliable to control the
business operations in a well informed manner. ENVIRONMENTAL PROTECTION

Recently, Company has upgraded SAP from ECC 5.0 to ECC 6.0 to get benefits With the increase in awareness of global warming, consumers are becoming

of technology and processes which are new in ECC 6.0. This upgradation of SAP more and more conscious about the energy efficiency of the products they use.
Consumers in India are taking lead in prompting the manufacturers to adopt
will give immense benefits to the Company leading into more stringent business
technologies to manufacture eco-friendly products. There is an increase in
processes and practices.
consumer preference towards environment friendly products.
Your Company has scale-up data center infrastructure to cater the business
Your Company believes that clean surrounding and healthy environment adds to
requirements. During the year under review, SAP BI Tool was upgraded from 3.5 to
the efficiency of workers. Your Company believes that it is the responsibility of the
7 for providing intelligent and advance reporting functionality. There is secured and
Company to maintain the ecological balance for sustainable development. Your
point to point Vitual Private Network (VPN) connectivity in most of the branches
Company aims towards maintaining the harmony and rhythm of the eco-system.
and warehouses of the Company.
The eco friendly initiatives adopted by your Company include:
Your Company has bagged SAP ACE Award, twice in a row for “Best Consumer
Sector Implementation” and “Excellence in Implementation of various SAP Modules”. • Optimum use of natural resources;
• Implementing the 3R system – Reduce, Reuse & Recycle;
Your Company has also implemented couple of sales automation system which
are mobile based application which helps sales force to enter dealer, distributor, • Tree plantation campaigns;

sub dealer grievances / requirements from the dealer shop and also enables real • Upgradation of effluent treatment and sewage treatment plants from manual
time tracking of information. to automation;
• Regular internal environmental check;
Your Company has also implemented couple of strong system like VQINS which
helps in production defect analysis and helps to increase quality of product. • Reduction in process waste;
• Storage and disposal of hazardous waste as per statutory requirements;
Your Company has always focused all its Information Technology system to help
its employees to maximize their productivity for enhancing quality and higher • Celebration of world environment day, to increase the awareness among the
customer satisfaction. employees;
• Follows National Ambient Air Quality Standards - 2010 (NAAQS – 2010
HEALTH AND SAFETY standards) for checking of stack emission and ambient air monitoring;

The safety and security of the workers are important things for building healthy • Certification of ISO-14001, for environment management system; and
work environment. Your Company has taken effective measures in the field of • Conduct sustainability audit from SGS.
healthcare and safety. Your Company has conducted following activities for
building healthy work culture: CORPORATE SOCIAL RESPONSIBILITY

• Regular medical checkups; Corporate Social Responsibility (CSR) is not a new concept in India. The only
new is that the focus has been shifted from making profits to meeting societal
• Medical aid facility for the workers and their family members and placement
challenges.
of First-Aid boxes at several places;
• Ensuring safety of the workers by displaying signs, cautionary boards, Corporate Social Responsibility is the continuing commitment by business to
behave ethically and contribute to economic development while improving the
emergency phone calling system;
quality of life of the workforce and their families as well as of the local community
• Vaccination facility for contagious diseases;
and society at large.
• Conducting training programs for all employees on the job and off the job;
Your Company is dedicated to serve the society at large. Commitment towards
• Conducting lectures and seminars to create awareness for hygiene and health, safety and environment protection are the core values of the Company.
cleanliness; The Company is continuously making efforts to preserve the environment by
• Implementation of night manager concept; undertaking various measures such as plantation of trees, encouraging paperless
• Conducting regular safety audit & mock drill; transactions, optimum use of natural resources etc..

• Doing “HIRA” (Hazard Identification Risk Assessments) of the critical activity Your Company shall continue to undertake more activities and initiatives to
to eliminate the risk; improve the quality of life and society at large.
• Availability of occupational health centre and ambulance with all medical
APPOINTMENT/ RE-APPOINTMENT OF DIRECTORS
devices, in case of emergency;
• Fire tender modified from water monitor to multipurpose use (water and During the year, Mr. Sushil Muhnot, Nominee of IDBI Bank Limited, on the Board
foam), to handle the situation in case of emergency; of Directors of the Company, resigned from the Board of the Company consequent

8
to his appointment as Chairman & Managing Director of Small Industries Proficient Energy Private Limited, Applied Energy Private Limited, Comet Power
Development Bank of India (SIDBI) by Government of India. Private Limited, Unity Power Private Limited, Middle East Appliances LLC,
Videocon Global Limited, Videocon Electronics (Shenzhen) Limited, Eagle ECorp
Mr. Arun L. Bongirwar resigned from the Board of Directors of the Company w.e.f.
Limited, Videocon Energy Ventures Limited, Videocon Hydrocarbon Holdings
1st November, 2011. Also, during the year, ICICI Bank Limited substituted
Limited, Videocon Oman 56 Limited, Videocon JPDA 06-103 Limited, Videocon
its nominee on the Board of Directors of the Company. Mr. Girish Nayak was
Mozambique Rovuma 1 Limited, Videocon Energy Brazil Limited, Videocon
nominated in place of Mr. Ajay Saraf. Accordingly, Mr. Ajay Saraf ceased to be a
Indonesia Nunukan Inc., Videocon Australia WA-388-P Limited, Oil Services
Director and Mr. Girish Nayak was co-opted as a Nominee – ICICI Bank Limited on International S.A.S, Videocon Estelle Limited and Videocon Ivory Limited.
the Board of Directors of the Company w.e.f. 26th May, 2011.
Ministry of Corporate Affairs, Government of India, vide its General Circular
Ms. Gunilla Nordstrom did not offer herself for re-appointment at the Annual No(s). 2/2011 and 3/2011 dated 8th February, 2011 and 21st February, 2011,
General Meeting held on 29th June, 2011, therefore, ceased to be the Director on respectively, has granted general exemption from attaching the Annual Accounts
the Board of Directors of the Company. and other documents of the subsidiary companies to the Balance Sheet of the
holding company, subject to the fulfilment of certain conditions stipulated therein.
The Board places its sincere appreciation for the valuable guidance received
The Board of Directors have accorded their consent for not attaching the Balance
from Mr. Sushil Muhnot, Mr. Ajay Saraf, Mr. Arun L. Bongirwar and Ms. Gunilla
Sheet of the subsidiary companies. The consolidated financial statements of the
Nordstrom, during their tenure as the Directors of the Company.
Company and all subsidiaries duly audited by its statutory auditors are presented
Also, Mr. Anil G. Joshi was appointed as a Director on the Board of Directors of the in the Annual Report. The consolidated financial statements have been prepared
Company w.e.f. 29th June, 2011. in strict compliance with applicable Accounting Standards and, where applicable,
Listing Agreement as prescribed by the Securities and Exchange Board of India.
Changes after the Balance Sheet date:
Further, the following information in aggregate for each subsidiary including
Mr. K. C. Srivastava, Director of the Company resigned from the Board of the
subsidiaries of the subsidiaries has been annexed to the consolidated balance
Company w.e.f. 1st February, 2012. Mr. Girish Nayak – Nominee of ICICI Bank
sheet:
Limited ceased to be the Director of the Company w.e.f. 14th February, 2012,
consequent to withdrawal of nomination by ICICI Bank Limited. (a) capital (b) reserves (c) total assets (d) total liabilities (e) investment (except
in case of investment in the subsidiaries) (f) turnover (g) profit before taxation (h)
The Board expresses its sincere gratitude towards the valued contribution provision for taxation (i) profit after taxation and (j) proposed dividend.
received from Mr. K. C. Srivastava and Mr. Girish Nayak, during their tenure as
the Directors. The Company undertakes that the Annual Accounts of the subsidiary companies
and the related detailed information of the subsidiary companies shall be made
IDBI Bank Limited nominated Mr. S. Ananthakrishnan as its nominee on the Board available to the shareholders of the holding and subsidiary companies seeking such
of Directors of the Company. He is an Executive Director at IDBI Bank Limited. He information at any point of time. The Annual Accounts of the subsidiary companies
was co-opted as a Nominee of IDBI Bank Limited on the Board of Directors of the shall also be kept open for inspection by any shareholder at the Registered Office
Company w.e.f. 29th February, 2012. of the Company and that of the respective subsidiary companies. The Company
shall furnish a hard copy of details of accounts of subsidiaries to any shareholder
Pursuant to the provisions of Section 255, 256 of the Companies Act, 1956 and
on demand.
in terms of the Articles of Association of the Company, Mr. Pradipkumar N. Dhoot
and Maj. Gen. S.C.N. Jatar are liable to retire by rotation at the ensuing Annual CONSOLIDATED FINANCIAL STATEMENTS
General Meeting and being eligible, have offered themselves for re-appointment.
The Audited Consolidated Financial Statements, based on the Financial Statements
The Board recommends their re-appointment. Brief profiles of Mr. Pradipkumar N. received from the subsidiaries, associates and joint ventures, as approved by
Dhoot and Maj. Gen. S.C.N. Jatar, specifying their expertise in specific functional their respective Board of Directors, have been prepared in accordance with the
areas, other public companies in which they hold directorships and committee requirements of Accounting Standard 21 on “Consolidated Financial Statements”,
positions, is annexed to the Notice and form part thereof. Accounting Standard 27 on “Financial Reporting of Interests in Joint Ventures”
and Accounting Standard 23 on “Accounting for Investments in Associates in
LISTING Consolidated Financial Statements”.
The equity shares of your Company are listed on BSE Limited (Formerly: the
CASH FLOW STATEMENT
Bombay Stock Exchange Limited) and The National Stock Exchange of India
Limited (NSE). The Global Depository Receipts (GDRs) and Foreign Currency The Cash Flow Statement for the financial year ended 31st December, 2011, in
Convertible Bonds (FCCBs) issued by your Company are listed on the conformity with the provisions of Clause 32 of the Listing Agreement with the Stock
Bourse de Luxembourg and Singapore Exchange Securities Trading Limited Exchanges in India, is annexed hereto.
respectively.
AUDITORS
SUBSIDIARY COMPANIES
M/s. Khandelwal Jain & Co., Chartered Accountants, Mumbai and M/s. Kadam &
As on 31st December, 2011, your Company had 30 subsidiaries (including step Co., Chartered Accountants, Ahmednagar, Statutory Auditors of the Company,
down subsidiaries) viz., Pipavav Energy Private Limited, Videocon International retire at the conclusion of the ensuing Annual General Meeting and have
Electronics Limited, Chhattisgarh Power Ventures Private Limited, Videocon confirmed their eligibility and willingness to accept the office, if re-appointed. The
Energy Limited, Prosperous Energy Private Limited, Videocon Oil Ventures Company has received certificates from the said Auditors to the effect that their re-
Limited, Liberty Videocon General Insurance Company Limited, Videocon appointment, if made, would be within the limits prescribed under Section 224(1B)
Telecommunications Limited, Datacom Telecommunications Private Limited, of the Companies Act, 1956.
Jumbo Techno Services Private Limited, Senior Consulting Private Limited, The Board recommends their re-appointment.

9
ANNUAL REPORT 2011

AUDITORS’ REPORT AUDIT COMMITTEE

The Statutory Auditors of the Company have submitted Auditors’ Report, which Pursuant to the provisions of Section 292A of the Companies Act, 1956 and
have certain Qualifications/ Observations on Standalone and Consolidated provisions of the Listing Agreement, the Company has constituted an Audit
Financial Statements for the year ended on 31st December, 2011. Committee. The composition, scope and powers of the Audit Committee together
with details of meetings held during the year under review, forms part of Corporate
Management’s Explanation to the Auditors’ Qualifications/ Observations:
Governance Report.
a) In respect of Point No. 4(f) of the Auditors’ Report on Standalone Financial
Statement and Point No. 5(a) of Auditors’ Report on Consolidated Financial MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Statement for the year ended 31st December, 2011, regarding the extent
‘Management Discussion and Analysis Report’, highlighting the performance and
of realisability of the investments made in and the share application money
prospects of the Company’s business, forms part of the Annual Report.
and advances given to Videocon Telecommunications Limited (VTL), the
subsidiary, and the financial statements of VTL being prepared on going CORPORATE GOVERNANCE
concern basis, the explanation of management is as under:
As required under Clause 49 of the Listing Agreement with the Stock Exchanges,
The Company has, directly and through its subsidiaries, made investments Corporate Governance Report forms part of this Report. Your Company is in
of ` 15,000.00 Million, given share application money of ` 5,000.00 Million full compliance with the requirements and disclosures that have to be made in
and advanced loans of ` 19,620.84 Million to Videocon Telecommunications this regard. A certificate from the Statutory Auditors of the Company confirming
Limited (VTL), the subsidiary. VTL was granted Unified Access Services compliance of the Corporate Governance is appended to the Report on Corporate
(UAS) Licenses in 21 circles on 10th January, 2008 and had also been
Governance.
allotted spectrum in 20 circles out of which it has launched its services in 16
circles. DIRECTORS’ RESPONSIBILITY STATEMENT

The Hon’ble Supreme Court of India, vide its judgment dated 2nd February, In terms of Section 217(2AA) of the Companies Act, 1956, with respect to Directors’
2012 in two separate writ petitions filed by Centre for Public Interest Litigation Responsibility Statement, it is hereby confirmed that:
and by another, has quashed all the UAS licenses granted on or after 10th
January, 2008 and the subsequent allocation of spectrum to these licencees. a) in the preparation of the Annual Accounts for the financial year ended
This includes the 21 licenses issued to VTL and the spectrum allotted to it in 31st December, 2011, the applicable accounting standards read with
20 circles. requirements set out under Schedule VI to the Companies Act, 1956, have
been followed and there are no material departures from the same;
The Hon’ble Supreme Court of India had directed that its aforesaid order
shall be operative after four months from 2nd February, 2012. On 24th April, b) the Directors have selected such accounting policies and applied them
2012, the Hon’ble Supreme Court of India modified its order and postponed consistently and made judgements and estimates that are reasonable
the operation of its order of quashing the Telecom Licenses and related and prudent so as to give a true and fair view of the state of affairs of the
allocation of spectrum to 7th September, 2012. The Hon’ble Supreme Company as at 31st December, 2011 and of the profit of the Company for the
Court of India has, vide order dated 2nd February, 2012, also directed year ended on that date;
TRAI to make fresh recommendations for grant of licenses and allocation of
c) the Directors have taken proper and sufficient care for the maintenance
spectrum and the Central Government to grant fresh licenses and allocation
of adequate accounting records in accordance with the provisions of the
of spectrum by auction thereafter. The Central Government has announced
Companies Act, 1956, for safeguarding the assets of the Company and for
that it will complete the auction of licenses and related spectrum on or before
preventing and detecting fraud and other irregularities; and
31st August, 2012.
d) the Directors have prepared the annual accounts of the Company on a ‘going
Pending the fresh auction as mentioned above, VTL is continuing its business.
concern’ basis.
It proposes to participate in such fresh auction and is hopeful of continuing
the business thereafter. Accordingly, in the opinion of the management, no
ACKNOWLEDGEMENT
provision is required for diminution in the value of aforesaid investments,
share application money and advances. The Board of Directors would like to thank the Customers, Vendors, Investors,
Financial Institutions, Bankers, Business Partners and Government Authorities for
b) In respect of Point No. 5(b) of Auditors’ Report on Consolidated Financial
Statement for the year ended 31st December, 2011, regarding the ability their continued support. The Board of Directors also appreciate the contribution
of VTL to continue as going concern due to erosion of its networth, the made by the employees at all levels for their hard work, dedication, co-operation
explanation of management is as under: and support for the growth of the Company.

The management is confident of mobilizing the necessary resources for The Board of Directors would also like to thank all stakeholders for the continued
continuing the operations of VTL as per the business plan, as may evolve. confidence and trust placed by them with the Company.
Accordingly, the financial statements of VTL have been prepared on a going
concern basis. For and on Behalf of the Board of Directors of
VIDEOCON INDUSTRIES LIMITED
COST AUDITOR
VENUGOPAL N. DHOOT
Mr. Sudhir Chintaman Sant, Cost Accountant in Whole-Time Practice, Pune, has Chairman & Managing Director
been appointed as the Cost Auditor for conducting cost audit of Refrigerators,
Place : Mumbai
Petroleum products i.e. Oil & Gas and Glass Shells for the financial year 2012.
Date : 26th May, 2012

10
 ANNEXURE TO DIRECTORS’ REPORT
STATEMENT OF PARTICULARS OF EMPLOYEES PURSUANT TO THE PROVISIONS OF SECTION 217(2A) OF THE COMPANIES ACT, 1956, READ WITH THE COMPANIES (PARTICULARS
OF EMPLOYEES) RULES, 1975, AS AMENDED AND FORMING PART OF THE DIRECTORS’ REPORT FOR THE FINANCIAL YEAR ENDED 31ST DECEMBER, 2011.

Position
Name of the Remuneration Age Experience Date of Name of the Last (Designation)
Designation Qualification
Employee (in `) (Years) (Years) Joining Employer in the Last
Organisation

A. K. Modani Sr. Vice President 9,626,004 B.Com., C.A., C.S. 48 28 16.11.1989 Shree Digvijay Finance Executive
Cement Co. Limited

Abhijit Kotnis Vice President 7,329,773 B.E. (Electronics) 43 22 01.04.2009 VDC Technologies Factory Operational
SpA., Anagni., Italy Head

Anil Arora Associate Vice 6,687,582 B.Sc. 45 23 12.11.2009 LG Electronics India BGMH
President Private Limited

Chandramani Singh Vice President 9,222,170 M.A., PGDBM 44 15 05.12.2008 Arron Engineering Chief Executive
Officer

Jaideep Rathore Sr. Vice President 8,597,845 B.Sc., M.B.A. 41 22 15.01.2009 Samsung India Sr. Vice President -
Electronics Limited Sales & Marketing

Jerold Chagas Vice President 6,795,122 B.Com., M.B.A 41 14 19.08.2009 DLF Retail Developers Sr.Vice President
Pereira Limited

Rahul Sethi Vice President 10,000,000 B.Com. 60 37 01.02.1987 Gedor Limited Commercial
Manager

Shekhar Jyoti Vice President 8,117,003 B.Com., M.B.A 49 28 22.01.1986 Macotax Consultants Vice President
Private Limited

Sunil Kumar Jain Sr. Vice President 9,805,091 M.Com., ICWAI, C.S. 45 20 01.04.2010 Bharat Business Sr. Vice President
Channel Limited

H. S. Bhatia * Chief Marketing Officer 2,920,261 M.B.A. 49 24 10.08.2011 Bharti Airtel Limited Chief Operating
Officer

N. S. Satish * Vice President 1,019,061 M.B.A. 43 19 14.11.2011 Panasonic India Director - Sales
Private Limited

Shailesh Prabhu* Associate Vice 6,384,607 M.B.A. 45 20 14.01.2011 Samsung India General Manager
President Electronics Limited

(a) Remuneration includes Basic Salary, Ex-Gratia, H.R.A., Marketing Allowance, Special Allowance, C.A., L.T.A., Leave Encashment, Medical Reimbursement and
Contribution to Provident Fund.
(b) The Employees are in whole-time employment of the Company and the employment is contractual in nature.
(c) None of the Employees listed above is a relative of any of the Directors of the Company.
* Part of the year

Place : Mumbai
Date : 26th May, 2012

11
ANNUAL REPORT 2011
CORPORATE GOVERNANCE REPORT
(As required under Clause 49 of the Listing Agreement entered into with the Stock Exchanges)

COMPANY’S PHILOSOPHY ON CODE OF GOVERNANCE Category Directors

Effective Corporate Governance is the key element ensuring investors’ protection; Promoter, Mr. Venugopal N. Dhoot (Chairman & Managing Director)
providing finest work environment leading to highest standards of management Executive Mr. Pradipkumar N. Dhoot (Whole-Time Director)
and maximization of everlasting long-term values. Your Company believes in the
philosophy on practicing Code of Corporate Governance that provides a structure Non-Executive, Mr. S. Padmanabhan
Independent Mr. Satya Pal Talwar
by which the rights and responsibility of different constituents such as the board,
Mr. Radhey Shyam Agarwal
employees and shareholders are carved out.
Maj. Gen. Sudhir Chintamani Nilkanth Jatar
Your Company’s philosophy on Corporate Governance sets the goal of achieving Mr. Anil G. Joshi
the highest level of transparency, accountability and equity in all spheres of Mr. Karun Chandra Srivastava
Mr. Girish Nayak (Nominee of ICICI Bank Limited)
its business activities, operations and in all its dealing with the shareholders,
employees, the government and other parties. Mr. Venugopal N. Dhoot and Mr. Pradipkumar N. Dhoot are relatives within
the meaning of Section 6(c) of the Companies Act, 1956.
The Company’s philosophy on Corporate Governance is based on:
2. Board Procedure:

Accountability There is a set of rules and regulations for governing the procedure to be
followed while conducting the Board and Committee Meetings. The Company
adheres to Secretarial Standard 1 as specified by The Institute of Company
Transparency and CORPORATE Compliance with the Secretaries of India, for conducting the Board Meetings.
Fair disclosures GOVERNANCE laws of all Countries The Company Secretary of the Company circulates the agenda of the
meeting along with all the supporting documents to all the directors entitled
to receive the same, to facilitate meaningful and quality discussions at the
Responsibility time of the meeting.
The basic information furnished to Board Members and the Procedure is set
As required under Clause 49 of the Listing Agreement with the Stock Exchanges,
out as hereunder:
the Corporate Governance Report forms part of the Annual Report. Your Company
a) Minutes of the proceedings of each Board/ Committee/ General Body
is in full compliance with the requirements and disclosures as stated therein. A
Meetings are recorded. Draft minutes are circulated amongst all
certificate from the Statutory Auditors of the Company confirming compliance of
members for their feedback/comments. The minutes of all the meetings
the Corporate Governance is appended to the Report on Corporate Governance.
are entered in the minutes book.
Your Company is in compliance with all the requirements of the Code of b) The Board/Committee Members have unqualified access to all
Governance, enshrined in Clause 49 of the Listing Agreement. information available with the Company. The information generally
provided to the Members inter-alia includes:
BOARD OF DIRECTORS • Annual operating plans, budgets and any updates;
• Capital budgets and any updates;
The Board consists of eminent persons with considerable professional experience
and expertise in business and industry. • Quarterly/Annual results of the Company;
• Minutes of the meetings of Audit Committee and other Committees
1. Composition of Board as on 31st December, 2011: of the Board;
The Board of Directors of the Company comprises of Executive and Non- • Notice of Disclosure of Interest;
Executive; and Independent Directors. The Chairman is an Executive • Material important litigations, show cause, demand and penalty
Director. In all, there were 9 Directors, including 7 Independent Directors as on notices, if any and status updates;
31st December, 2011. The Directors do not hold chairmanship on Board of • Sale of material nature of investments, subsidiaries and assets,
other public companies. As on 31st December, 2011, the composition of the which are not in the normal course of business;
Board of Directors of the Company meets the stipulated requirements of Clause • Establishment, operations and Set up of Joint Venture, Subsidiary
49 of the Listing Agreement of the Stock Exchanges in following manner: or Collaboration etc.,
Promoter Executive • Investment/Divestment of Joint Ventures, Subsidiaries;

Non-Executive Independent • Acquisitions/ Amalgamation/ Re-organisation of business segments

etc;
22%
• Compliance Reports;
• Minutes of the Board Meetings, Annual General Meetings of
Subsidiary Companies and significant transactions if any;
• Related Party Transactions;
78%

• Information on recruitment of Senior Officers and Company

Secretary; and
• Any other materially relevant information.

12
 c) The guidelines for the Board/Committee meetings facilitate an effective personnel have affirmed compliance with the code for the year 2011. A
post meeting follow-up, review and reporting process for the actions declaration to this effect signed by the Chairman and Managing Director is
taken on decisions of the Board and Committees. annexed to this report.

3. Code of Conduct: 4. Meetings:

The Board has laid down a Code of Conduct for all directors and senior During the financial year, the Board met five times on 14.02.2011, 13.05.2011,
management of the company, which has been posted on the website of the 26.05.2011, 12.08.2011 and 12.11.2011 and the gap between two Board
Company i.e. www.videoconworld.com. All directors and senior management Meetings did not exceed four months.

5. Attendance Record of Directors:

Name of the Director Attendance at Attendance at the

the AGM held Board Meetings held As on 31st December, 2011
on 29.06.2011 during the year
Total Meetings Directorship** Committee Committee
Attended+ Chairmanship# Membership#
Mr. Venugopal N. Dhoot No 5 12 2 4
Mr. Pradipkumar N. Dhoot Yes 3 14 0 6
Mr. Radhey Shyam Agarwal Yes 5 7 2 4
Mr. S. Padmanabhan No 2 13 0 7
Maj. Gen. S. C. N. Jatar No 5 0 0 0
Mr. Satya Pal Talwar No 5 11 3 5
Mr. Arun L. Bongirwar (upto 1.11.2011) No 4 2 0 2
Mr. Karun Chandra Srivastava No 4 4 0 1
Mr. Anil Joshi (from 29.06.2011) N.A. 1 11 3 4
Mr. Girish Nayak (from 26.05.2011) No 2 0 0 0
Mr. Sushil Muhnot (upto 13.05.2011) N.A. 1 3 0 0
Mr. Ajay Saraf (upto 13.05.2011) N.A. 0 2 0 1
Ms. Gunilla Nordstrom (upto 29.06.2011) No 0 0 0 0

+ Includes meeting(s) participated through audio conferencing.

** Directorships held by directors does not include any alternate directorships, directorships in Foreign Companies, directorships in Companies incorporated under
Section 25 of the Companies Act, 1956 and Private Limited Companies.

# As per Clause 49 of the Listing Agreement, Memberships/ Chairmanships of only Audit Committee and Shareholders’/ Investors’ Grievance Committee of Public
Limited Companies have been considered.

6. Brief profile of Directors seeking appointment/re-appointment: The composition, scope and details of all the aforesaid Committees are given as
under:
The brief profile of directors seeking appointment/re-appointment are appended
to the Notice convening the Twenty-Third Annual General Meeting. 1. AUDIT COMMITTEE:

In terms of the Section 292A of the Companies Act, 1956 and according to
COMMITTEES OF THE BOARD OF DIRECTORS Clause 49 of the Listing Agreement, it is mandatory for the Company to establish
an Audit Committee. The Company has established an Audit Committee.
The Board of Directors of the Company have set up Committees to carry out
various functions, as entrusted and give suitable recommendations to the Board Composition as on 31st December, 2011:
on the significant matters, from time to time.
The Committee comprises of Independent Directors who are financially
literate persons having vast experience in the area of finance, accounts and
Committees of the Board of Directors
industry. The composition as on 31st December, 2011, was as under:

Name Designation Category

Mandatory Committees Non-Mandatory Committees Mr. Satya Pal Talwar Chairman Independent
Maj. Gen. S.C.N. Jatar Member Independent
Mr. Radhey Shyam Agarwal Member Independent
a) Audit Committee a) Remuneration Committee
b) Finance and General Affairs At the beginning of the year, Mr. Satya Pal Talwar was the Chairman of the
b) Shareholders’/Investors’
Grievance Committee Committee Audit Committee. During the year under review, Mr. Radhey Shyam Agarwal
was appointed as the Chairman of the Audit Committee from 1st June, 2011
c) Rights Issue Committee
to 31st October, 2011. Thereafter, Mr. Satya Pal Talwar was once again
d) Re-Organization Committee
appointed as a Chairman.

13
ANNUAL REPORT 2011
Meetings and Attendance: g) Reviewing the adequacy of internal audit function, including the
structure of the internal audit department, staffing and seniority of
During the financial year under review, five meetings were held on the following the official heading the department, reporting structure coverage and
dates: 14.02.2011, 13.05.2011, 26.05.2011, 12.08.2011 and 12.11.2011. frequency of internal audit.

Name Meetings Attended* h) Discussing with internal auditors any significant findings and follow up
Mr. Satya Pal Talwar 5 there on.
Maj. Gen. S.C.N. Jatar 5
i) Reviewing the findings, if any, of any internal investigations by the
Mr. Radhey Shyam Agarwal 5 internal auditors into matters where there is a suspected fraud or
*Including participation through Audio Conferencing irregularity or a failure of internal control systems of a material nature
and reporting the matter to the board.
The Statutory Auditors, Cost Auditor and the Head of Internal Audit attended
and participated in the meetings, on invitation. The Company Secretary is the j) Discussion with statutory auditors, before the commencement of
de-facto Secretary of the Committee. audit, on nature and scope of audit, as well as post-audit discussion to
ascertain any area of concern.
Terms of reference and Scope of the Committee:
k) Reviewing the Company’s financial and risk management policies.
The following are the terms of reference and scope of the Audit Committee:
l) Assessing the reasons for substantial defaults, if any, in the payment
a) Overall assessment of the Company’s financial reporting process and to the depositors, debenture holders, shareholders (in case of non
the disclosure of its financial information and to ensure that the financial payment of declared dividends) and creditors.
statements are correct, sufficient and credible.
m) Financial Statements and Investments made by Subsidiaries.
b) Recommending the appointment, re-appointment and, if required, the
n) To review the functioning of Whistle Blower Mechanism.
replacement or removal of the statutory auditors and fixation of the
audit fee and also approval for payment for any other services rendered o) Approval of appointment of CFO (i.e. whole-time finance director or any
by the Auditors. other person heading the finance function or discharging that function)
after assessing the qualifications, experience and background etc. of
c) Reviewing with management the annual financial statements before the candidate.
submission to the board, focusing primarily on:
p) Carrying out any other function which is mentioned in the terms of
• Matters required to be included in the Directors’ Responsibility reference of the Audit Committee.
Statement to be included in the Board’s Report in terms of Clause
The Committee also reviews:
(2AA) of Section 217 of the Companies Act, 1956.
• Management discussion and analysis of financial conditions and results
• Changes, if any, in accounting policies and practices.
of operations.
• Major accounting entries based on exercise of judgement by • Statement of significant related party transactions, if any.
management.
• Management Letters/Letters of internal control weaknesses issued by
• Observations, if any, in the draft audit report. the Statutory Auditors.

• Significant changes/amendments, if any, arising out of audit. • Internal Audit Reports relating to internal control weaknesses.

• The going concern assumption. • The appointment, removal and terms of remuneration of the Chief
Internal Auditor.
• Compliance with accounting standards.
The Audit Committee is also vested with the following powers :
• Qualification in the draft audit report, if any.
• To investigate any activity within its terms of reference.
• Compliance with Listing Agreement and other legal requirements
• To seek information from any employee.
concerning financial statements.
• To obtain outside legal or other professional advice.
• Any related party transactions i.e., transactions of the Company
of material nature, with promoters or the management, their • To secure attendance of outsiders with relevant expertise, if it considers
subsidiaries or relatives etc., that may have potential conflict with necessary.
the interests of Company at large. 2. SHAREHOLDERS’/ INVESTORS’ GRIEVANCE COMMITTEE:

d) Review of quarterly financial results before submission to the Board for Composition as on 31st December, 2011:
approval.
The composition of the Shareholders’/ Investors’ Grievance Committee of the
e) Reviewing, with the management, the statement of utilization/ Board of Directors as on 31st December, 2011, was as under:
application of funds raised through an issue (public issue, rights issue,
preferential issue, etc.), the statement of funds utilized for purposes Name Designation Category
other than those stated in the offer document/ prospectus/ notice and Maj. Gen. S.C.N. Jatar Chairman Independent
the report submitted by the monitoring agency and making appropriate
Mr. S. Padmanabhan Member Independent
recommendations to the Board to take up steps in this matter.
Mr. Karun Chandra Srivastava Member Independent
f) Reviewing, with the management, the performance of statutory auditors
and internal auditors, adequacy of internal control systems. After the date of Balance Sheet, there was a change in the composition

14
of Shareholders’/ Investors’ Grievance Committee. Mr. Karun Chandra Demat/Remat of Shares:
Srivastava resigned from the Board of Directors w.e.f. 1st February, 2012.
Consequent upon his resignation, he ceased to be a member of Shareholders’/ Sr. No. Particulars Equity
Investors’ Grievance Committee. Mr. Radhey Shyam Agarwal was co-opted
a) Number of Demat Requests approved 2,977
as the member of Shareholders’/ Investors’ Grievance Committee in place of
Mr. Karun Chandra Srivastava. b) Number of Sub-committee Meetings held 50

Meetings and Attendance: c) Number of Shares Dematerialized 706,494

During the financial year under review, seven meetings were held on d) Percentage of Shares Dematerialized 0.23
the following dates: 14.02.2011, 13.05.2011, 26.05.2011, 27.07.2011,
e) Number of Rematerialization Requests NIL
22.08.2011, 31.10.2011 and 12.11.2011. approved

Name Meetings Attended* f) Number of Shares Rematerialized N.A.

Maj. Gen. S.C.N. Jatar 7 Details of complaints received and redressed during the year ended
Mr. S. Padmanabhan 5 31st December, 2011:
Mr. Karun Chandra Srivastava 7
Sr. Particulars Received Redressed Pending as
* Including participation through Audio Conferencing. No on 31.12.2011

Terms of reference and Scope of the Committee: 1. Non-Receipt of Refund

- - -
Order
The terms of reference and scope of the Committee are represented below:
2. Non-Receipt of
The Board has delegated the power of Share Transfer to Registrar and Share Dividend/Interest/ 222 222 -
Redemption Warrants
Transfer Agent, who processes the transfers. The Committee looks after the
redressal of investors’ grievances and performance of the Registrar and 3. Non-Receipt of Share
1,535 1,535 -
Share Transfer Agent of the Company. Certificates

4. Others 208 208 -

• Transfer of Shares
TOTAL 1,965 1,965 -
• Transmission of Shares
• Transposition of Shares
3. REMUNERATION COMMITTEE:
• Issue of Duplicate
Share Certificates
The Board of Directors has set up a Remuneration Committee to review the
amount to be paid as remuneration to the Directors of the Company and Key
• Shareholders’
requests for SHAREHOLDERS’/ • Change of Status Managerial persons.
Dematerialization/ INVESTORS’ GRIEVANCE
COMMITTEE • Change of Name Composition as on 31st December, 2011:
Rematerialization
of Shares
Name Designation Category
• Sub-division of Shares Maj. Gen. S.C.N. Jatar Chairman Independent
• Consolidation of Folios
• Issue and Allotment of Mr. Satya Pal Talwar Member Independent
Shares Mr. Radhey Shyam Agarwal Member Independent

During the year under review, Mr. Arun L. Bongirwar resigned from the
In addition to the above, the Committee closely monitors compliance of the
Board of Directors of the Company w.e.f. 1st November, 2011. Consequent
code of conduct for prevention of insider trading.
to his resignation, he ceased to be a member of Remuneration Committee.
Compliance Officer: Mr. Radhey Shyam Agarwal was co-opted as a member of Remuneration
Committee in place of Mr. Arun L. Bongirwar w.e.f 1st November, 2011.
Mr. Vinod Kumar Bohra, Company Secretary, is the Compliance Officer for
complying with the requirements of the Listing Agreement with the Stock The Company Secretary is the de-facto Secretary of the Committee.
Exchanges in India and abroad.
Meeting and Attendance:
Share Transfer Details:
During the financial year under review, one meeting of the Committee was
The number of Shares transferred during the year under review: held on 31.01.2011.

Sr. No. Particulars Equity Name Meeting Attended

Maj. Gen. S.C.N. Jatar 1
a) Number of Transfers 979
Mr. Satya Pal Talwar 1
b) Average No. of Transfers per Month 82
Mr. Arun L. Bongirwar 1
c) Number of Shares Transferred 457,872 Mr. Radhey Shyam Agarwal N. A.

15
ANNUAL REPORT 2011
Terms of reference and Scope of the Committee: Meeting and Attendance:

The terms of reference and scope of the Committee are represented below: During the financial year, the Committee met thirty times on the following dates:
07.01.2011, 13.01.2011, 01.02.2011, 15.02.2011, 08.03.2011, 17.03.2011,
• Performance Review of 29.03.2011, 25.04.2011, 17.05.2011, 27.05.2011, 01.06.2011, 16.06.2011,
the Employees and their
compensation 11.07.2011, 13.07.2011, 27.07.2011, 03.08.2011, 08.08.2011, 22.08.2011,
• Identification of yardsticks 02.09.2011, 21.09.2011, 04.10.2011, 18.10.2011, 01.11.2011, 11.11.2011,
for measuring performance 23.11.2011, 29.11.2011, 12.12.2011, 13.12.2011, 29.12.2011 and 31.12.2011

Name Meetings Attended

• Succession Planning • Remuneration Policy
or such other matter REMUNERATION Mr. Venugopal N. Dhoot 30
as may be decided COMMITTEE • Remuneration
Payable
Mr. Pradipkumar N. Dhoot 14
from time to time
Mr. S. Padmanabhan 17

• Recommendation of Terms of reference and Scope of the Committee:

perquisite package for Key
Managerial Personnel The Committee is entrusted with various powers from time to time, which shall
• Retirement Benefit Plans aid in speedy implementation of various projects, activities and transactions
& Policies whether routine or non-routine in nature.

5. RIGHTS ISSUE COMMITTEE:

Directors’ Remuneration:
Composition as on 31st December, 2011:
(a) The Promoter Directors, Executive Directors, Non-Executive Non-
Independent Directors, are not paid any sitting fees. Mr. Venugopal Name Designation Category
N. Dhoot, Chairman and Managing Director and Mr. Pradipkumar Mr. Venugopal N. Dhoot Chairman Promoter - Executive
N. Dhoot, Whole-Time Director of the Company are entitled for Mr. S. Padmanabhan Member Independent
remuneration as per their terms of appointment. However, they Maj. Gen. S.C. N. Jatar Member Independent
have not drawn any remuneration during the year ended on Mr. Radhey Shyam Agarwal Member Independent
31st December, 2011.
Meetings and Attendance:
(b) The Independent Directors are paid only sitting fees for attending
During the financial year under review, five meetings were held on the following
Board/Committee Meetings. The details of payment of sitting fees
dates: 22.01.2011, 25.03.2011, 08.06.2011, 24.09.2011 and 22.10.2011.
during the year under review are as follows:
Name Meetings Attended
Sr. Name Sitting Fees (`)
Mr. Venugopal N. Dhoot 5
No.
Mr. S. Padmanabhan 5
1. Mr. S. Padmanabhan 310,000
Maj. Gen. S.C. N. Jatar 3
2. Mr. Karun Chandra Srivastava 150,000 Mr. Radhey Shyam Agarwal 3
3. Maj. Gen. S.C. N. Jatar 310,000
Terms of reference and Scope of the Committee:
4. Mr. S. P. Talwar 210,000
The Rights Issue Committee is entrusted with various powers and authorities,
5. Mr. A. L. Bongirwar 90,000 from time to time to aid in speedy implementation of all the formalities in
6. Mr. R. S. Agarwal 230,000 relation to Rights Issue made by the Company in April 2010.

7. Mr. Anil Joshi 20,000 6. RE-ORGANIZATION COMMITTEE:

8. Mr. Sushil Muhnot (IDBI Bank Limited) 20,000 Composition as on 31st December, 2011:
9. Mr. Girish Nayak (ICICI Bank Limited) 40,000
Name Designation Category
Stock Options: Mr. Venugopal N. Dhoot Chairman Promoter - Executive
Mr. S. Padmanabhan Member Independent
The Company has not issued any Stock Options.
Mr. S. P. Talwar Member Independent
4. FINANCE AND GENERAL AFFAIRS COMMITTEE:
Meeting and attendance:
Composition as on 31st December, 2011:
No meeting was held during the year under review.

Name Designation Category Terms of reference:

Mr. Venugopal N. Dhoot Chairman Promoter - Executive The said Committee was formed to re-organize and segregate various
business segments of the Company with a view to ensure greater focus on the
Mr. Pradipkumar N. Dhoot Member Promoter - Executive operations of each of its diverse businesses, enhanced value for shareholders
and improvement in the business prospects of the Company. The said
Mr. S. Padmanabhan Member Independent
Committee have the powers to engage and appoint legal, tax, financial and
other consultants to advise and assist it in the above said matter and do all
The Company Secretary is the de-facto Secretary of the Committee.
such acts, deeds and things, as may be required.

16
 MEANS OF COMMUNICATION POSTAL BALLOT

The Company regularly intimates its financial results, audited/limited reviewed, to During the financial year under review, three resolutions were passed through
the Stock Exchanges, as soon as the same are taken on record /approved. These Postal Ballot, particulars of which are set out hereunder-
financial results are published in the Financial Express and Loksatta, English and
Marathi language newspapers. These results are not distributed/sent individually Resolution Particulars of the Section of the Nature of
to the shareholders. No. Resolution Passed Companies Act, 1956, Resolution
In terms of the requirements of Clause 52 of the Listing Agreement with the under which the
Stock Exchanges in India, the un-audited financial results as well as audited resolution passed
financial results are electronically submitted, unless there are technical difficulties 1. Authorised the Board Section 372A Special
and are displayed through Corporate Filing and Dissemination System viz., of Directors to make
www.corpfiling.co.in and Shareholding Pattern and Corporate Governance investments, extend
Compliance is displayed on NEAPS (NSE Electronic Application Processing guarantee, provide security,
System) website i.e. www.connect2nse.com make inter-corporate loans
upto an amount ` 25,000
All important information and official press releases are displayed on the website Crores.
for the benefit of the public at large. Analysts’ Reports/ Research Report, if any, 2. Authorised the Board of Section 293(1)(d) Ordinary
are also uploaded on the website of the Company. The Company’s website can be Directors of the Company
accessed at www.videoconworld.com to borrow money/moneys
upto an amount of
Management Discussion and Analysis Report forms part of the Annual Report.
` 30,000 Crores.
3. Authorised the Board of Section 293(1)(a) Ordinary
GENERAL BODY MEETING
Directors to sell, lease,
mortgage, or otherwise
The details of the last three Annual General Meetings (AGMs) of the Company
dispose off the whole or
are as under: substantially the whole
of undertaking of the
AGM Date Location Time Special Resolution Company upto an amount
Passed of ` 30,000 Crores.
20th 30th March, 14 K. M. Stone, 12.00 NIL The Board had appointed Mr. Sharad B. Palod, Advocate, as Scrutinizer for
2009 Aurangabad-Paithan Noon conducting the Postal Ballot process in a fair and transparent manner.
Road, Village: Chittegaon,
Taluka: Paithan, District: Notice of the Postal Ballot, together with Explanatory Statement in terms of the
Aurangabad - 431 105 provisions of Section 173 (2) of the Companies Act, 1956, Postal Ballot Form
21st 30th March, 14 K. M. Stone, 12.00 NIL and self-addressed envelope, postage paid by the Company, were dispatched
2010 Aurangabad-Paithan Noon to all the shareholders of the Company and all other persons entitled to receive
Road, Village: Chittegaon, the same.
Taluka: Paithan, District:
Aurangabad - 431 105 The procedure for postal ballot was as per Section 192A of the Companies Act,
22nd 29th June, 14 K. M. Stone, 12.00 1 (One) 1956 and rules made thereunder namely Companies (Passing of the Resolution
2011 Aurangabad-Paithan Noon by Postal Ballot) Rules, 2011.
Road, Village: Chittegaon,
Taluka: Paithan, District: Results were announced and resolutions were declared as passed on 15th October,
Aurangabad - 431 105 2011.

VOTING PATTERN
1 2 3 4 5 6 7 8 9 10 11 12
Sr. Particulars Total no. Total no. of % Of Total Total no. % Of shares Total Total no. % Of Abstained No. of
No. of valid shares shares no. of of votes to total no no. of of votes shares from shares
PBF to total PBF in casted in of shares in PBF casted to total voting
received equity favour favour of the respect of against against the no. of & short
resolution which PBF resolution valid voting
received shares

1 Special Resolution under Section 372A of 2,267 212,311,117 70.15 1,908 208,282,066 98.10 323 4,027,675 1.90 36 1,376
the Companies Act, 1956, for authorizing (864 - Voting
the Board of Directors to make investments, Right not
extend guarantee, provide security, make Exercised; 512
inter-corporate loans upto an amount of Short Voting)
` 25,000 Crores.
2 Ordinary Resolution under Section 293(1)(d) 2,267 212,311,117 70.15 1,748 208,213,154 98.07 347 4,090,463 1.93 172 7,500
of Companies Act, 1956, for authorizing the (7,006 - Voting
Board of Directors of the Company to borrow Right not
money/moneys upto an amount of ` 30,000 Exercised; 494
Crores. Short Voting)
3 Ordinary Resolution under Section 293(1)(a) of 2,267 212,311,117 70.15 1,698 208,211,459 98.07 405 4,092,316 1.93 164 7,342
the Companies Act, 1956, for authorizing the (6,807 - Voting
Board of Directors to sell, lease, mortgage, or Right not
otherwise dispose off the whole or substantially Exercised; 535
the whole of undertaking of the Company upto Short Voting)
an amount of ` 30,000 Crores.
422 PBF representing 45,767 equity shares were rejected / invalid cases.

None of the businesses are proposed to be transacted at the ensuing Annual General Meeting which requires passing of a special resolution through postal ballot.

17
ANNUAL REPORT 2011
DISCLOSURES 3. DATE OF BOOK CLOSURE:
The date of Book Closure for the purpose of Annual General Meeting
a) Materially significant related There are no transactions which may have and determining the shareholders’ entitlement for dividend shall be from
party transactions i.e. the potential conflicts with the interests of the
transactions of the Company Company at large. Transactions with related Saturday, 16th June, 2012 to Friday, 29th June, 2012 (both days inclusive).
of material nature with parties are disclosed in Note No. B-21 of
its promoters, directors/ Schedule 15 to the Accounts in the Annual 4. DIVIDEND PAYMENT DATE:
management, subsidiaries/ Report. Dividend on equity shares, if declared at the Annual General Meeting, is
relatives etc. that may have
potential conflict with the proposed to be paid on or around Wednesday, 4th July, 2012.
interests of the Company at
large. 5. LISTING ON STOCK EXCHANGES AND STOCK CODE:
b) Non-compliance by the NIL The Equity Shares of your Company are listed on BSE Limited (Formerly:
Company, penalties and Bombay Stock Exchange Limited) and The National Stock Exchange of India
strictures imposed on
the Company by Stock Limited (NSE). The names and addresses are given below:
Exchange or SEBI or any
statutory authority, on any Sr. No. Name and Address of the Stock Exchanges Stock Code
matter related to capital 1 BSE Limited 511389
markets, during the last (Formerly: Bombay Stock Exchange Limited)
three years. Phiroze Jeejeebhoy Towers,
c) Whistle Blower Policy and The Company has implemented Whistle Dalal Street, Mumbai - 400 001
affirmation that no personnel Blower Policy and it is hereby affirmed that Web: www.bseindia.com
have been denied access to no personnel have been denied access to the
the audit committee. audit committee. 2 The National Stock Exchange of India Limited (NSE) VIDEOIND
Exchange Plaza,
d) Details of Compliance with The Company has: Bandra-Kurla Complex,
mandatory requirements 1. Constituted a Remuneration Committee, Bandra East, Mumbai - 400 051
and adoption of the non details of which are captured in the Web: www.nseindia.com
mandatory requirements of section Board Committees of this Report.
this clause. Global Depository Receipts of the Company are listed on:
2. Constituted a Standing Committee under
nomenclature ‘Finance and General Bourse de Luxembourg, 11 avenue, de la, Porte, NeuveL- 2227, Luxembourg
Affairs Committee’. Web: www.bourse.lu
3. Constituted a Committee titled as ‘Rights Foreign Currency Convertible Bonds of the Company are listed on:
Issue Committee’.
Singapore Exchange Securities Trading Limited, 2, Shanton Way,
4. Constituted a Committee titled as ‘Re- # 19-00, SGX Centre 1, Singapore - 068 804
Organization Committee’.
Web: www.sgx.com
5. Adopted a Whistle Blower Policy to promote
reporting of any unethical or improper The Company has paid listing fees for the year 2012-13 to both the Stock
practice or violation of the Company’s
Exchanges and the Custodial Fees for the year 2012-13 to National Securities
Code of Conduct or complaints regarding
accounting, auditing, internal controls or Depository Limited and Central Depository Services (India) Limited.
disclosure practices of the Company. It
gives platform to the whistle blower to report 6. MARKET PRICE DATA:
any unethical or improper practice (not Average monthly high and low prices at BSE and NSE are given below:
necessarily violation of law) and to define
processes for receiving and investigating Month BSE NSE
complaints. No personnel have been
denied access to the audit committee. High Low High Low
January, 2011 225.35 204.00 225.40 203.30
GENERAL SHAREHOLDER INFORMATION February, 2011 211.00 180.30 209.80 180.20
March, 2011 195.00 175.05 194.60 178.10
1. ANNUAL GENERAL MEETING: April, 2011 208.35 185.90 208.40 186.00
The Twenty Third Annual General Meeting of the Company will be held as May, 2011 202.90 179.30 204.05 181.00
per the following schedule: June, 2011 219.00 170.00 219.50 169.65
July, 2011 214.00 179.90 210.00 179.40
Day Friday August, 2011 190.70 171.00 191.00 170.00
Date 29th June, 2012 September, 2011 184.35 165.05 184.40 165.00
October, 2011 182.80 165.20 184.90 165.10
Time 12.00 noon
November, 2011 178.50 162.00 190.00 163.50
Venue At the Registered Office: 14 K. M. Stone, Aurangabad December, 2011 184.35 168.00 183.60 166.35
– Paithan Road, Village: Chittegaon, Taluka: Paithan
A comparative chart showing Videocon Industries Limited High verses BSE
Dist.: Aurangabad – 431 105 (Maharashtra).
Limited High:
2. FINANCIAL CALENDER FOR THE YEAR ENDED 31ST DECEMBER, 2012:
SENSEX HIGH v/s VIL HIGH
The financial calendar (tentative) shall be as under:
25000 250
Financial Year 1st January, 2012 to 31st December, 2012 20000 200

First Quarterly Results

VIL STOCK PRICES

On or before 15th May, 2012 15000 150

SENSEX

Second Quarterly Results On or before 14th August, 2012 10000 100

5000 50
Third Quarterly Results On or before 14th November, 2012
0 0
Jan-11

Feb-11

Mar-11

Apr-11

May-11

Jun-11

Jul-11

Aug-11

Sep-11

Oct-11

Nov-11

Dec-11

Fourth Quarterly Results On or before 28th February, 2013

MONTHS
Annual General Meeting for year On or before 29th June, 2013 SENSEX VIL
ending 31st December, 2012

18
 A comparative chart showing Videocon Industries Limited High verses 8. DEMATERIALIZATION OF SHARES AND LIQUIDITY:
National Stock Exchange of India Limited High:
The Company’s Equity Shares are under compulsory demat trading by all
NIFTY HIGH v/s VIL HIGH
categories of investors. As on 31st December, 2011, 300,225,209 Equity
Shares have been dematerialized which account for 99.08% of the total equity.
7000 250

6000
200
9. OUTSTANDING GDRs/ ADRs/ WARRANTS OR CONVERSION
5000
INSTRUMENTS, CONVERSION DATE AND LIKELY IMPACT ON EQUITY

VIL STOCK PRICES

4000 150
(31ST DECEMBER, 2011)
NIFTY

3000 100
2000
50 During the year ended on 31st December, 2011, the outstanding Foreign
1000
Currency Convertible Bonds (FCCBs) of US$ 41.82 Million (forming part of
0 0
Jan-11

Feb-11

Mar-11

Apr-11

May-11

Jun-11

Jul-11

Aug-11

Sep-11

Oct-11

Nov-11

Dec-11
US$ 90 Million, which were due on 7th March, 2011) and FCCBs of US$
MONTHS 66.651 Million (forming part of US$ 105 Million, which were due on 25th July,
Nifty VIL 2011) were repaid on due dates. The details of outstanding FCCBs and their
likely impact on the equity upon conversion are tabulated as under:
7. DISTRIBUTION OF SHAREHOLDING:
Sr. Particulars FCCB of US$ 200
A) Shareholding Pattern as on 31st December, 2011: No. Million (due on
Category Category of Shareholder Number of Total Number As a 16th December, 2015)
Code Shareholders of Shares percentage 1 Principal Value of the FCCBs issued US$ 200,000,000
of (A+B+C) 2 Principal Value of FCCBs converted into US$ 5,600,000
(A) Shareholding of Promoter equity this year (i.e. in the financial year
and Promoter Group ended on 31st December, 2011)
(1) Indian 45 206,778,320 68.24 3 Underlying equity shares issued pursuant to 1,058,035
(2) Foreign - - - conversion of FCCBs as referred S. No. 2

Sub-Total (A) 45 206,778,320 68.24 4 Principal Value of FCCBs outstanding at the US$ 194,400,000
end of the year i.e. as on 31st December,
(B) Public Shareholding 2011.
(1) Institutions 167 38,299,648 12.64 5 Underlying equity shares which may be 36,729,013
(2) Non-Institutions issued upon conversion of FCCBs as
- Bodies Corporate 2,211 29,770,257 9.82 referred in S. No. 4 hereinabove.
- Individuals 334,708 13,320,632 4.40 10. WARRANTS:
- Others 1,145 240,747 0.08
There were no warrants issued during the year under review.
Sub-Total (B) 338,231 81,631,284 26.94
TOTAL (A) + (B) 338,276 288,409,604 95.18 11. REGISTRAR AND SHARE TRANSFER AGENT:
(C) Shares held by MCS Limited
Custodians and against Kashiram Jamnadas Building
which depository Receipt
Office No. 21/22, Ground Floor,
have been issued
5, P D’mello Road (Ghadiyal Godi),
1 Promoter and Promoter - - -
Group Masjid (East), Mumbai - 400 009
2 Public 2 14,612,065 4.82 Tel: 022-23726253/55 Fax: 022-23726256
E-mail: mcspanvel@yahoo.co.in
Sub-total (C) 2 14,612,065 4.82
GRAND TOTAL 338,278 *303,021,669 100.00 12. SHARE TRANSFER SYSTEM:
(A) + (B) + (C)
Shares received for transfer by the Company or its Registrar and Share
* Total number of shares includes 21,358 partly paid-up equity shares Transfer Agent in physical mode are processed and all valid transfers are
(` 5/- paid) issued on Rights Basis on 22nd April, 2010. approved. The share certificate(s) is/are duly transferred and dispatched
within a period of 15 to 20 days from the date of receipt.
B) Distribution of Shareholding as on 31st December, 2011:
13. PLANT LOCATIONS:
Shareholding of Number of % to the total No. of Shares Amount in ` % to Total
Nominal Value Shareholders number of value of The Company has manufacturing facilities at the following locations:
Shareholders Capital 1. 14 K.M. Stone, Aurangabad-Paithan Road, Village: Chittegaon, Taluka:
Up to 5,000 334,964 99.02 7,053,367 70,533,670 2.33 Paithan, District - Aurangabad, Maharashtra
2. Village: Chavaj, Via Society Area, Taluka & District: Bharuch, Gujarat
5,001 to 10,000 1,710 0.51 1,308,497 13,084,970 0.43
3. Vigyan Nagar, Industrial Area, Opp. RIICO Office, Shahjahanpur,
10,001 to 20,000 725 0.21 1,064,102 10,641,020 0.35
District: Alwar, Rajasthan – 301 706
20,001 to 30,000 214 0.06 552,817 5,528,170 0.18
14. ADDRESS FOR CORRESPONDENCE:
30,001 to 40,000 111 0.03 389,588 3,895,880 0.13
Videocon Industries Limited
40,001 to 50,000 76 0.02 356,327 3,563,270 0.12
14 K.M. Stone, Aurangabad-Paithan Road,
50,001 to 100,000 149 0.04 1,103,709 11,037,090 0.36 Village: Chittegaon, Taluka: Paithan,
100,001 and 329 0.11 291,193,262 2,911,932,620 96.10 District - Aurangabad – 431 105, Maharashtra
above Tel: 02431-663933 (Secretarial Dept.)
Total 338,278 100.00 303,021,669 3,030,216,690 100.00 Tel: 02431-251501 Fax: 02431-251551
E-mail: secretarial@videoconmail.com

19
ANNUAL REPORT 2011
The Correspondence address for shareholders in respect of their queries is: 16. PERMANENT ACCOUNT NUMBER:
MCS Limited The Securities and Exchange Board of India has mandated the submission of
Kashiram Jamnadas Building, Permanent Account Number (PAN) by every participant in securities market.
Office No. 21/22, Ground Floor, Members holding shares in electronic form are, therefore, requested to submit
5, P D’mello Road (Ghadiyal Godi), the PAN to the Depository Participants with whom they are maintaining their
Masjid (East), Mumbai - 400 009 demat accounts. Members holding shares in physical form can submit their
Tel: 022-23726253/55 PAN details to the Company/Registrar and Share Transfer Agent.
Fax: 022-23726256
17. NOMINATION FACILITY:
15. BANK DETAILS:
Shareholders holding shares in physical form and desirous of submitting/
Shareholders holding shares in physical form are requested to notify / send the changing nomination in respect of their shareholding in the Company may
following information to the Registrar and Share Transfer Agent of the Company: submit Form 2B (in duplicate) as per the provisions of Section 109A of the
• Any change in their address/ mandate/ bank details etc; and Companies Act, 1956, to the Company’s Registrar and Share Transfer Agent.

• Particulars of the bank account in which they wish their dividend to be 18. COMPLIANCE CERTIFICATE OF THE AUDITORS:
credited (in case the same has not been furnished earlier); and should A certificate from the Statutory Auditors of the Company confirming
include the following particulars namely, Bank Name, Branch Name, compliance of conditions of Corporate Governance as stipulated under
Account Type, Account Number and MICR Code (9 digits). Clause 49 of the Listing Agreement is attached to this report.

DECLARATION COMPLIANCE CERTIFICATE ON COPORATE GOVERNANCE

The Board has laid down a code of conduct for all the Board Members and
Senior Management of the Company, which is posted on the Website of To,
the Company. The Board Members and Senior Management have affirmed
The Members of
compliance with the code of conduct.
For VIDEOCON INDUSTRIES LIMITED VIDEOCON INDUSTRIES LIMITED
CHAIRMAN & MANAGING DIRECTOR
We have examined the compliance of conditions of Corporate Governance by
Place : Mumbai
Videocon Industries Limited, for the year ended on 31st December, 2011, as
Date : 26th May, 2012
stipulated in Clause 49 of the Listing Agreement of the said Company with the

CMD/CFO CERTIFICATION Stock Exchanges.

To,
The Board of Directors, Compliance of conditions of Corporate Governance is a responsibility of the
VIDEOCON INDUSTRIES LIMITED Management. Our examination was limited to the review of the procedures and
We, the Chairman and Managing Director appointed in terms of the Companies implementations thereof adopted by the Company for ensuring the compliance
Act, 1956 and Chief Financial Officer of the Company, certify to the Board that: of conditions of Corporate Governance as stipulated in the said clause. It is
a) We have reviewed the Financial Statement and the Cash Flow neither an audit nor an expression of opinion on the financial statements of
Statement, for the year ended on 31st December, 2011 and to the best of the Company.
our knowledge and belief:
i. these statements do not contain any materially untrue statement or omit
In our opinion and to the best of our information and according to the
any material fact or contain statements that might be misleading; and
explanations given to us and the representations made by the Directors and
ii. these statements together present a true and fair view of the
Company’s affairs and are in compliance with existing accounting the Management, we certify that the Company has complied with the conditions
standards, applicable laws and regulations. of Corporate Governance as stipulated in Clause 49 of Listing Agreement.
b) To the best of our knowledge and belief, no transactions entered into
by the Company during the year are fraudulent, illegal or violative of the We further state that such compliance is neither an assurance to the future
Company’s Code of Conduct.
viability of the Company nor of the efficiency or effectiveness with which the
c) We accept the responsibility for establishing and maintaining internal
Management has conducted the affairs of the Company.
controls for financial reporting, evaluate the effectiveness, disclosing the
deficiencies in the design or operation of internal controls, if any, to the
Auditors and Audit Committee and take such steps or propose to take
For KHANDELWAL JAIN & CO. For KADAM & CO.
steps to rectify these deficiencies.
Chartered Accountants Chartered Accountants
d) We have indicated, wherever applicable, to the Auditors and the Audit
Committee: (Firm Registration No. 105049W) (Firm Registration No. 104524W)
i. Significant changes in Internal Control over financial reporting
during the year;
ii. Significant changes in Accounting Policies, the same have been
disclosed in the notes to the financial statement; and AKASH SHINGHAL U. S. KADAM
iii. Instances of significant fraud of which we have become aware. Partner Partner
For VIDEOCON INDUSTRIES LIMITED Membership No. 103490 Membership No. 31055

CHIEF FINANCIAL OFFICER CHAIRMAN & MANAGING DIRECTOR Place : Mumbai

Place : Mumbai Date : 26th May, 2012
Date : 26th May, 2012

20
 MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Management of the Company has pleasure in presenting the Management Televisions:
Discussion and Analysis Report in compliance with the Code of Corporate
Governance under Clause 49 of the Listing Agreement. Consumer electronics market is majorly influenced by technology which is
changing day by day with many innovations and continuous R & D. Consumer
INDUSTRY STRUCTURE AND DEVELOPMENTS preferences, life style, comfort are the major factors which lead to new innovations
in technology and to provide new comfort to the users by developing user friendly
The Consumer Electronics Industry is changing at its fastest speed. There are yet technically sound products. We are also upgrading our range of products with
always innovations and developments in the techniques of production. The latest technology and innovations.
consumer trends and preferences are also changing. Lifestyle changes are
influencing demand of large capacity products. New formats such as multi-door In television sector, we have a range of products in the following categories -
refrigerators are finding quick acceptance. Factors such as Style, Design and
• LED TV
Colour reflect the buyer’s personalities and such factors are also considered in
the purchase process. Consumers are willing to pay a premium for good design. • LCD TV

Some of the factors that could result in the growth of the Consumer Electronics & • Ultra Slim TV
Home Appliances Industry are: • Flat TV

• Conventional TV

• Integrated Digital TV

• Android TV

• Internet TV

Increased The Televisions have following eye catching features -

Scope of
Easy • Nano Pix Technology - which provides optimum brightness to the colours so
Advertising
Financing & that one cannot miss even the finest details while watching.
Higher Easy loans
Disposable and credit • 3D active shutter technology - which separates images for the left and right
Income & card eyes and records them at FULL HD quality. Playing them alternatively at high
Affordable purchases
Changed speed, thus, creating the illusion of a three dimensional image.
Prices
Lifestyle &
• Bluetooth enabled model with 120 HZ Motion impact - which increases
Changed
Taste picture sharpness and overall image quality. The edges of object are very
clearly defined and images move smoothly without any interruptions.
The demand for Consumer Electronics products is expected to increase because
• USB (JEPG, MP 3) - build in with a 2.0 compatible version of USB. With this,
the standard of living of the masses has been uplifted, which motivates them to live
you can watch your images and can listen to music on your LED TV.
lavish life. Emphasis has been given by manufacturers on improving efficiencies,
consumer research, brand building, retail refurbishments, strengthening after • Energy Meter - Television has energy meter as a visual indicator to prompt
sales service and focusing on high end products to maintain the bottom line. user about energy consumption. Just by pressing a button a user can
understand the current power consumption level and based on these details
The world is all about branding and advertising. The brand is associated with a
user can adjust the eco vision parameters that suits best of users choice to
benchmark and goodwill. It has a value and it creates an impression on the minds
save energy and environment too.
of the customers. Videocon’s mission is to make its brand better, aspirational and
increase consumer pull. With a wide and vast range of products, which are the • Captured Logo - With this function user can personalize his TV. He can
results of constant innovation and technology upgradation, the brand provides a select any picture from USB and watch the same as a screen saver in
solution to all their needs that will keep closer to the hearts of millions of consumers. the TV.

Your Company seeks to bring variety in its range of products. The range of In this changing world, your Company is launching many new technologies like
products include Refrigerators, Air conditioners, Televisions, Washing Machines, LED TVs, 3D TVs, DTH LED TVs, net connected TVs with many attractive designs
Microwave ovens and other small appliances. Every product of the Company and aesthetics to delight Indian consumers with wide range of products. The
is different and has its own unique characteristic. Your Company is committed Company has also introduced many unique selling propositions like models with
to produce user friendly products. It emphasizes on production with the use of brush and metal finish, slim TVs etc. Health TV is another platform which has
automated technology to reduce cost and time of the consumers. been introduced in LCD’s and LED TV models to take care of consumer’s health
perspective.
Your Company proposes to increase its money spent on R & D activities, so as to
come up with new products with better technology. Your Company will be focusing Refrigerators:
on branding and advertisement activities to create more awareness among the
Refrigerators have increasingly been finding their way into Indian homes. The
consumers.
refrigerator has marked off as the hub of the kitchen. The advancement of technology
The moto of the Company “Yahan Life Hamesha On. Videocon.” reveal that has left customers asking for more and more. The refrigerator no longer remains
there is always fun and satisfaction with Videocon products. Your Company aims a boring utility appliance standing in a corner of the modern home. It is evolving in
in building relationships with the youth as they are its biggest target segment. In more ways than one. The products of the Company are based upon aesthetics and
future, your Company promises to reach to maximum number of consumers for design, healthy food preservation and hygiene, more energy efficiency models and
making their home happier and life easier. above all on green technology and many more advanced features.

21
ANNUAL REPORT 2011
The key growth drivers of refrigerator business in India are likely to be: Oil and Gas Segment of Videocon:

• Growth of organized retail; The participating interest of your Company along with its subsidiaries/joint ventures
• Emergence of nuclear family and changing lifestyle trends; and in the oil & gas field is as hereunder:

• Higher disposable income and greater aspirations bringing about a qualitative

Region Oil & Gas Name of the Participating Interest Status
change in the preferences. Field Operator of Videocon
Washing Machines: India Ravva Oil & Cairn Energy 25% Production
Gas Field
Washing Machine has become an indispensible home appliance. Now a days, Mozambique Rovuma Anadarko 10% Exploration
with advancement of technology and awareness among the customers, there are Area 1
variety of products coming in market every day. The products of the Company can Concession
be classified into following three streams - Brazil* BM-ES- Petrobras 15% Exploration
24-Esprito
• Front Loaded Santos
• Top Loaded BM-C-30 Anadarko 12.5% Exploration
• Semi Automatic Campos
BM-SEAL- Petrobras 20% Exploration
Some of the USPs developed by the Company for washing machines are: 11-Sergipe
• Do it yourself mechanism; BM-POT- Petrobras 10% Exploration
16-Potiguar
• 3 inbuilt programs – pre-wash, eco-wash and intensive wash technology; and
East Timor JPDA Oilex 20% Exploration
• Attractive designs, vibrant colours, body graphics etc. 06/103

The Company is doing research on designing machines that use lesser amount Indonesia Nunukan Anadarko 12.5% Exploration
PSC
of water and detergent. Also, noise reduction is another aspect; the manufactures
are taking into account. Australia WA-388P- Oilex 8.4% Exploration
Permit
Air Conditioners: * The oil and gas blocks in Brazil are held by IBV Brazil Petroleo Limitada, which is
a 50:50 joint venture between Videocon Energy Brazil Limited and Bharat Petro
While human desire to control the indoor environment led to the invention of
Resources Limited.
air conditioning systems, growth in population, steady economic progress,
industrialization, rising standard of living, affordability of technology and increase
SEGMENT-WISE PERFORMANCE
in commercial applications have led to its rapid proliferation across the globe.
The Consolidated Financial Statements have been prepared in terms of Accounting
The Air Conditioner market has been expanding because of increased investments Standard 21 on “Consolidated Financial Statements”, Accounting Standard 27 on
in high-end industries and introduction of more sophisticated industrial processes. “Financial Reporting of Interests in Joint Venture” and Accounting Standard 23 on
New commercial users and existing users such as retail outlets, shopping malls, “Accounting for Investments in Associates in Consolidated Financial Statements”.
hotels, travel agencies, restaurants have also contributed to the growth of this Accordingly, the segment information as per Accounting Standard 17 on Segment
market. Boom in the Indian software industry i.e. IT Parks, Call Centres, BPOs Reporting has been presented in consolidated financial statements.
have a major contribution in this market.
The segment-wise turnover on consolidated basis is as under:
Microwave Ovens: (` in Million)
Year ended Period ended
For years, microwave ovens were considered as merely reheating machines. Segment 31st December, 2011 31st December, 2010
Changing lifestyle, varied eating habits and experiment in cooking etc., have led (12 Months) (15 Months)
to tremendous innovations in the Microwave ovens. The market for the same is Consumer Electronics and 115,651.15 135,403.79
growing and there is always a threat of competition from multinational companies. Home Appliances
Crude Oil and Natural Gas 14,934.64 13,203.33
Lack of time, changing eating habits, growing disposable income and more and
Telecommunication 6,227.05 1,679.75
more women getting into service/work culture have resulted into growth of this
Power 32.23 -
segment. Microwave oven are seen as a tool for facilitating convienience.
Total 136,845.07 150,286.87

INDIAN OIL AND GAS INDUSTRY OPPORTUNITIES AND THREATS

The oil and gas industry is one of the most important sectors for any economy The global consumer electronic industry is set to witness a phenomenal growth in
and directly impacts the energy security of a country. It assumes all the more the near future, with the rising technological innovations. The digital technology
importance for a country with scarce oil and gas reserves, such as India. Any revolution has enabled the industry to earn profits from growing interaction of
change in supply and pricing of petroleum products directly impacts cost of day- digital applications. Your Company is focused on utilisation of this technological
to-day economic activities. advancement at its fullest. Following are some of the opportunities and threats
which the Company has to face -
The Government recognizes the strategic importance of Indian oil and gas sector
and thus regularly invites the global oil and gas companies to bid for license for Opportunities: Consumer Electronics and Home Appliances Sector
exploration and production of oil and gas blocks in India under the New Exploration • Increased awareness and education about the consumer products and
Licensing Policy (NELP) Scheme. appliances contributing to rise in demand for the product.

India’s oil and gas sector has attracted investors round the globe as the country • Exposure to western culture.
enjoys rich reserves of resources. India is currently world’s fifth biggest energy • Easy availability of information due to advertising and branding, thereby
consumer and the need is continuously growing. increasing “Consumerism”.

22
• Digital technological revolution. • The pricing of oil and gas is subject to variation and depends on a number of
factors which are beyond the control of the Company.
• Governments’ incentive for exports.
• The Company is exposed to Government of India in respect of sales of oil
• Upgradation of standard of living, higher disposable income leading to high
and gas. Hence, the Company may be adversely affected, if there is any
ownership aspiration at household level.
change in the Government of India’s policy on oil and gas industry.
• Technological advancement and production of user friendly devices which
• There may be difference in the laws, rules and regulations i.e. the regulatory
makes such home appliances as need of the day and not luxury.
environment in some countries, which may impact directly or indirectly our
• Easy credit available/easy financing schemes. oil and gas business.
Opportunities: Oil and Gas Sector • The Company doesn’t have any controlling interest in any of our oil and gas
ventures, resulting into limited freedom in managing the projects in which we
• Exploration of oil and gas business through mergers and acquisitions.
participate.
• Increase in demand for energy in market in line with Indian economic and
industrial development. The Company, has in place a Risk Management Policy, but, there are always
going to be unforeseen risks and natural calamities which will be beyond the
Threats: Consumer Electronics & Home Appliances Sector
control of the Company.
• Intense competition among players.
• Rising rates of taxes. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
• Need of branding and advertising resulting into fewer profit margins. Your Company has adequate internal control systems. The Internal Auditors
• Increasing input cost resulting into increase in cost of production. conduct audits of various departments covering key areas of operations, including
• Seasonal demand. overseas operations. The annual internal audit plan and the internal audit reports
are also shared with the Statutory Auditors. The Department reviews and evaluates
• Increase in raw material prices.
the adequacy and effectiveness of internal controls, ensuring adherence to
• Rapid changes in technologies thereby making product lifecycle short.
operating guidelines and statutory requirements, recommending improvements for
Threats: Oil and Gas Sector monitoring and strengthening economy and efficiency of operations and ensuring
reliability of financial and operational information.
• Increased competition could adversely affect the expansion plans by limiting
the number of new exploration blocks that will be available to the Company The internal control system ensures the optimal utilization of resources and
in future. accurate reporting of financial transactions and strict compliance with applicable
• Exposed to Government of India in respect of sales of oil and gas. laws and regulations. The Company has in place well documented procedures
covering all financial and operating functions.
• The oil and gas industry is extremely competitive and the Company may not
be successful when tendering for further exploration blocks. Your Company adheres to following internal control system:

• Properly conducting Board and General Meetings;

OUTLOOK
• Recording of data discussed during the meeting in proper manner;
Your Company is looking forward to expand its business of high end products
leading to consumer satisfaction and saving consumers’ time and money. The • Well prescribed internal reporting hierarchy;
R & D centre of the Company is working towards production of Home Appliances • Proper constitution of committee in compliance with the Acts, rules and
with advanced technology, new looks and increased efficiency. Increase in number regulations; and
of nuclear families and increased standard of living assures bright future for the • Timely preparation of records, reports, minutes and other financial and
industry of Consumer Electronics and Home Appliances.
statutory documents.

RISKS & CONCERNS The internal structure of the Company is a pyramid like structure where there is
defined management hierarchy and reporting system.
Your Company has an optimistic attitude towards risks associated with the
business of Consumer Electronics and Home Appliances. The risks and mitigation The well defined and standard reporting structure enables the management to
measures are weaved into the Strategic Business Plans and forms part of reviews reach to all the classes of employees. It also ensures that no one remains unheard
made periodically. in the Company.
The Company has to manage the risk of competition from domestic as well as
foreign players. DISCUSSION ON FINANCIAL PERFORMANCE
Risks associated with the Consumer Electronics and Home Appliances Business are: Comparative performance of the Company on standalone basis is set out hereunder:
• The market for consumer products is very volatile and there is always new
Fixed Assets
innovation in technology and use.
• Brand creates goodwill and recognition for business. Brand loyalty among The gross block of Company as on 31st December, 2011, was ` 114,907.15 Million.
consumers adversely affects the acceptance of new technologies. The net block as on that date was ` 63,481.99 Million. During the year, there were
• There is a risk of non-adoption of technology. additions to the gross block of fixed assets to the extent of ` 11,489.00 Million.

• Increase in competition from foreign players. Income:

• Pressure on price and margin. Sales
Risks associated with Oil and Gas Industry are:
During the year under review, the Company achieved gross sales of ` 129,194.70
• The oil and gas industry is extremely competitive and the Company may not Million as against ` 146,759.27 Million for the 15 months ended on 31st December,
be successful when tendering for further exploration blocks. 2010.

23
ANNUAL REPORT 2011
Other Income Provision for Taxation

Other income for the year amounted to ` 1,063.12 Million as against ` 429.86 Provision for Taxation includes Provision for Current Tax and Deferred Tax.
Million for the 15 months ended on 31st December, 2010. Other income comprises During the year under review, the Company has provided ` 1,296.54 Million for
of income from investments and securities division, profit on sale of fixed assets, Current Tax and ` 981.60 Million for Deferred Tax as against ` 1,811.25 Million for
insurance claim received, interest and miscellaneous income. Current Tax and ` 1,246.23 Million for Deferred Tax for the 15 months ended on
31st December, 2010.
Expenditure
Net Profit
Cost of Goods Consumed/Sold
Net Profit for the year has declined to ` 5,455.58 Million from ` 7,446.94 Million for
During the year under review, Cost of Goods Consumed stood at ` 78,924.38
the 15 months ended on 31st December, 2010.
Million as against ` 91,123.17 Million for the 15 months ended on 31st December,
2010.
MATERIAL DEVELOPMENTS IN HUMAN RESOURCES
Production and Exploration Expenses for Oil and Gas
With its dedicated, competent and committed employees, the Company was
During the year under review, the production and exploration expenses for oil and successful in meeting its business challenges and its opportunities. The
gas were ` 9,007.76 Million as against ` 8,298.07 Million for the 15 months ended Management of the Company always tries to implement new procedures and
on 31st December, 2010. policies to improve human resource quality and competency.

Salaries, Wages and Employees’ Benefits There are many training sessions, educational seminars in the areas of strategic
skills, leadership development, managerial effectiveness, sales and service skills
During the year under review, the salaries, wages and employees’ benefits stood
and other disciplines, carried within the organization to update the employees
at ` 2,253.46 Million as against ` 2,280.07 Million for the 15 months ended on 31st
December, 2010. about the latest trends and technologies.

Manufacturing and Other Expenses The progress of the Company is highly dependent upon satisfaction of human
resources. The Company is also planning to implement various employee benefit
During the year under review, the manufacturing and other expenses were plans to support the family of employee in case of emergency. The individual
` 13,792.49 Million as against ` 16,259.86 Million for the 15 months ended on 31st growth of an employee is also a concern of the Company along with the growth
December, 2010. of the Company.
Interest and Finance Charges The total staff strength of the Company for the financial year ended 31st December,
For the year ended 31st December, 2011, Interest and Finance charges amounted 2011, is around 4,500.
to ` 9,777.89 Million as against ` ­­­8,931.56 Million for the 15 months ended on 31st Industrial relations remained cordial during the year under review.
December, 2010.

Depreciation, Amortisation and Impairment CAUTIONARY STATEMENT

Depreciation for the year amounted to ` 6,075.64 Million as against ` 7,129.62 Statements in this report describe the Company’s objectives, projections,
Million for the 15 months ended on 31st December, 2010. estimates, expectations and predictions, may be ‘forward looking statements’
within the meaning of applicable securities, laws and regulations. Actual
Profit Before Tax results could differ materially from those expressed or implied. The
The profit before tax and exceptional item stood at ` 7,733.72 Million for the year Company assumes no responsibility to publicly amend, modify or revise any
ended 31st December, 2011, as against ` 10,504.42 Million for the 15 months forward looking statements, on the basis of any subsequent development,
ended on 31st December, 2010. information or events or otherwise.

24
 AUDITORS’ REPORT
To,
The Members of
VIDEOCON INDUSTRIES LIMITED

1. We have audited the attached Balance Sheet of VIDEOCON INDUSTRIES LIMITED, as at 31st December, 2011, Profit and Loss Account and also the Cash Flow
Statement of the Company for the year ended on that date annexed thereto. These financial statements are the responsibility of the Company’s management. Our
responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with the Auditing Standards generally accepted in India. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the
amounts and disclosures in financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management,
as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor’s Report) Order, 2003, issued by the Central Government of India in terms of Section 227(4A) of the Companies Act, 1956,
on the basis of such checks as considered appropriate and according to the information and explanations given to us during the course of the audit, we give in the
Annexure hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:

a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

b) In our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books. Proper returns
adequate for the purpose of our audit have been received from branches not visited by us. The branch Auditors Reports have been forwarded to us and have been
appropriately dealt with;

c) The Balance Sheet, Profit and Loss Account and the Cash Flow Statement dealt with by this report are in agreement with the books of account and with the
audited returns from the foreign branches;

d) In our opinion, the Balance Sheet, Profit and Loss Account, and the Cash Flow Statement dealt with by this report comply with the Accounting Standards
referred to in Section 211(3C) of the Companies Act, 1956;

e) On the basis of written representations received from the directors as on 31st December, 2011 and taken on record by the Board of Directors, we report that
none of the directors is disqualified as on 31st December, 2011 from being appointed as a director in terms of Section 274(1)(g) of the Companies Act, 1956;

f) As mentioned in Note No. B-9 of Schedule No. 15 to the financial statements, the Company has, directly and through its subsidiaries, made investments of `
15,000.00 Million, given share application money of ` 5,000.00 Million and advanced loans of ` 19,620.84 Million to Videocon Telecommunications Limited
(VTL), the subsidiary. VTL was granted Unified Access Services (UAS) Licenses in 21 circles on 10th January, 2008 and had also been allotted spectrum in 20
circles out of which it has launched its services in 16 circles.

The Hon’ble Supreme Court of India, vide its judgement dated 2nd February, 2012 in two separate writ petitions filed by Centre for Public Interest Litigation
and by another, has quashed all the UAS licenses granted on or after 10th January, 2008 and the subsequent allocation of spectrum to these licencees. This
includes the 21 licenses issued to VTL and the spectrum allotted to it in 20 circles.

The Hon’ble Supreme Court of India had directed that its aforesaid order shall be operative after four months from 2nd February, 2012. On 24th April, 2012, the
Hon’ble Supreme Court of India modified its order and postponed the operation of its order of quashing the Telecom Licenses and related allocation of spectrum
to 7th September, 2012. The Hon’ble Supreme Court of India has, vide order dated 2nd February, 2012, also directed TRAI to make fresh recommendations for
grant of licenses and allocation of spectrum and the Central Government to grant fresh licenses and allocation of spectrum by auction thereafter. The Central
Government has announced that it will complete the auction of licenses and related spectrum on or before 31st August, 2012.

Pending the fresh auction as mentioned above, VTL is continuing its business. It proposes to participate in the fresh auction and is hopeful of continuing
the business thereafter. Accordingly, in the opinion of the management, no provision is required for diminution in the value of aforesaid investments, share
application money and advances. We are unable to comment upon the extent of realisability of the said investments, share application money and advances;

g) In our opinion and to the best of our information and according to explanations given to us, the said financial statements subject to paragraph (f) above, the
impact of which on the financial statements of the Company, if any, is unascertainable and read together with the Significant Accounting Policies and notes
thereon, give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting
principles generally accepted in India:

(i) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st December, 2011;

(ii) In the case of the Profit and Loss Account, of the profit for the year ended on that date; and

(iii) In the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

For KHANDELWAL JAIN & CO. For KADAM & CO.

Chartered Accountants Chartered Accountants
(Firm Registration No. 105049W) (Firm Registration No. 104524W)

AKASH SHINGHAL U. S. KADAM

Partner Partner
Membership No. 103490 Membership No. 31055

Place : Mumbai
Date : 26th May, 2012

25
ANNUAL REPORT 2011
ANNEXURE REFERRED TO IN THE AUDITORS’ REPORT
Statement referred to in paragraph 3 of the Auditors’ Report of even date to the Members of VIDEOCON INDUSTRIES LIMITED on the financial statements for the year ended
31st December, 2011.

(i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) As per the information and explanations given to us, physical verification of fixed assets, other than those under joint venture, has been carried out at reasonable
intervals in terms of the phased programme of verification adopted by the Company and no material discrepancies were noticed on such verification. In our
opinion, the frequency of verification is reasonable, having regard to the size of the Company and the nature of its business.

(c) In our opinion, during the year the Company has not disposed off a substantial part of fixed assets.

(ii) (a) As per the information and explanations given to us, the inventories (excluding stock of crude oil lying at extraction site with the Operator) have been physically
verified during the year by the management. In our opinion, having regard to the nature and location of stocks, the frequency of the physical verification is
reasonable.

(b) In our opinion and according to the information and explanations given to us, procedures of physical verification of inventory followed by the management are
reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory. As per the information and explanations given to us the discrepancies noticed on physical verification
of stocks were not material in relation to the operations of the Company and the same have been properly dealt with in the books of account.

(iii) (a) As per the information and explanations given to us, the Company has not granted or taken any loans, secured or unsecured, to/from companies, firms or other
parties covered in the register maintained under Section 301 of the Companies Act, 1956.

(b) As the Company has neither granted nor taken any loans, secured or unsecured to/from companies, firms or other parties covered in the register maintained
under Section 301 of the Companies Act, 1956, sub-clauses (b), (c), (d), (f) and (g) of Clause (iii) of paragraph 4 of the Order are not applicable.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control systems commensurate with the size of the Company
and the nature of its business with regard to purchases of inventory and fixed assets and for the sales of goods and services. During the course of our audit, we have
not observed any continuing failure to correct the major weakness in the internal control systems.

(v) (a) Based on the audit procedures applied by us and according to the information and explanations provided by the management, we are of the opinion that the
particulars of contracts or arrangements referred to in Section 301 of the Companies Act, 1956, have been entered in the register required to be maintained
under that Section.

(b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the
register maintained under Section 301 of the Companies Act, 1956, and exceeding the value of Rupees Five Lakhs, in respect of any party during the year,
have been made at prices which are reasonable having regard to prevailing market price at the relevant time.

(vi) The Company has not accepted any deposits from the public within the meaning of the provisions of Section 58A and 58AA or any other relevant provision of the
Companies Act, 1956 and rules made there under.

(vii) In our opinion, the Company has an internal audit system commensurate with its size and nature of its business.

(viii) The Central Government has prescribed maintenance of the cost records under Section 209(1)(d) of the Companies Act, 1956, in respect of the Company’s products.
As per the information and explanations provided to us, we are of the opinion that prima facie, the prescribed records have been made and maintained. We have
however not made a detailed examination of the records with a view to determine whether they are accurate or complete.

(ix) (a) According to the information and explanations given to us and the records examined by us, the Company is regular in depositing with appropriate authorities
undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees’ State Insurance, Income tax, Sales tax, Wealth tax,
Service tax, Customs duty, Excise duty, Cess and other statutory dues wherever applicable. According to the information and explanations given to us, no
undisputed arrears of statutory dues were outstanding as on 31st December, 2011 for a period of more than six months from the date they became payable.

(b) According to the records of the Company examined by us and information and explanations given to us, the particulars of dues of Sales tax, Income tax, Wealth
tax, Service tax, Customs duty, Excise duty, Cess which have not been deposited on account of disputes, are given below:

Nature of Statute Nature of Dues ` in Million Forum where dispute is pending

1. Customs Act, 1962 Custom Duty 131.09 CESTAT
1.14 Asst. Commissioner
0.93 Commissioner (Appeals)
200.86 Supreme Court
17.44 Deputy Commissioner
89.49 Commissioner
Custom Penalty 6.00 CESTAT
2. Central Excise Act, 1944 / Finance Act, 1994 Excise Duty 1.46 Asst. Commissioner
(Service Tax Provisions) 2.65 Addl. Commissioner
4.61 Joint Commissioner
87.28 Commissioner
0.70 Commissioner (Appeals)
71.02 CESTAT
3.61 Tribunal
33.02 High Court
Excise Penalty 3.16 Commissioner (Appeals)
0.01 High Court
118.11 CESTAT

26
 Nature of Statute Nature of Dues ` in Million Forum where dispute is pending
Service Tax 7.16 Asst. Commissioner
14.95 Deputy Commissioner
2.99 Joint Commissioner
7.54 Addl. Commissioner
1.21 Commissioner (Appeals)
1.91 CESTAT
222.23 Commissioner
Service Tax Penalty 20.89 Commissioner
0.28 Commissioner (Appeals)
1.88 CESTAT
3. Central Sales Tax Act, 1956 and State Sales Tax Sales Tax 13.88 Sales Tax Officer/Commercial Taxation Officer
Acts of various States 0.55 Asst. Commissioner (A)
0.18 Asst. Commissioner of Commercial Tax
0.27 Asst. Commercial Taxation Officer
10.75 Deputy Commissioner (A)
116.94 Joint Commissioner (A)
18.58 Joint Commissioner - Commercial Tax
364.08 Addl. Commissioner
5.53 Addl. Deputy Commissioner
27.46 Tribunal
0.23 Addl. E&T Commissioner
0.85 High Court
0.46 Supreme Court
4. Income Tax Act, 1961 Income Tax 494.74 Appellate Tribunal
5. Navi Mumbai Municipal Corporation Cess 1,012.64 High Court

(x) There are no accumulated losses as at 31st December, 2011. The Company has not incurred any cash losses during the year covered by our audit and the
immediately preceding financial year.

(xi) Based on our audit procedures and the information and explanations given by the management, we are of the opinion that the Company has not defaulted in
repayment of dues to financial institutions, banks or to debenture holders during the year.

(xii) Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and/or advances on the basis of
security by way of pledge of shares, debentures and other securities.

(xiii) In our opinion, the Company is not a Chit fund Company or nidhi/ mutual benefit fund/ society. Therefore the Clause (xiii) of paragraph 4 of the Order is not applicable
to the Company.

(xiv) The Company has maintained proper records of transactions and contracts in respect of dealing and trading in shares, securities, debentures and other investments
and timely entries have generally been made therein. All shares, debentures and other securities have been held by the Company in its own name except to the
extent of the exemption granted under Section 49 of the Companies Act, 1956.

(xv) According to the information and explanations given to us, the terms and conditions of guarantees given by the Company for loans taken by others from banks or
financial institutions are prima facie not prejudicial to the interest of the Company.

(xvi) According to the information and explanations given to us, the term loans raised during the year were applied, on an overall basis, for the purposes for which the loans
were obtained.

(xvii) According to the information and explanations given to us and on our overall examination of the Balance Sheet of the Company, we report that the Company has not
used funds raised on short term basis for long term investments.

(xviii) The Company has not made any preferential allotment of shares during the year to parties and companies covered in the register maintained under Section 301 of
the Companies Act, 1956.

(xix) The Company has not issued any secured debentures during the year. The Company has created security in respect of debentures issued in earlier years.

(xx) During the year, the Company has not raised any money by way of public issue.

(xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.

For KHANDELWAL JAIN & CO. For KADAM & CO.

Chartered Accountants Chartered Accountants
(Firm Registration No. 105049W) (Firm Registration No. 104524W)

AKASH SHINGHAL U. S. KADAM

Partner Partner
Membership No. 103490 Membership No. 31055

Place : Mumbai
Date : 26th May, 2012

27
ANNUAL REPORT 2011
BALANCE SHEET AS AT 31ST DECEMBER, 2011
(` in Million)
Schedule As at As at
Particulars
No. 31st Dec., 2011 31st Dec., 2010
SOURCES OF FUNDS
Shareholders’ Funds
Share Capital 1 3,339.36 3,479.57
Reserves and Surplus 2 96,190.40 90,859.20

Deferred Tax Liability (Net) 7,351.21 6,369.61

Loan Funds
Secured Loans 3 98,356.42 59,376.05
Unsecured Loans 4 88,203.78 58,361.60
TOTAL 293,441.17 218,446.03
APPLICATION OF FUNDS
Fixed Assets 5
Gross Block 114,907.15 108,071.76
Less: Depreciation, Amortisation and Impairment 51,425.16 48,040.70
Net Block 63,481.99 60,031.06

Investments 6 47,437.09 42,679.63

Current Assets, Loans and Advances 7

Inventories 20,807.09 20,401.38
Sundry Debtors 27,504.42 26,473.30
Cash and Bank Balances 5,045.46 13,164.34
Other Current Assets 898.62 555.24
Loans and Advances 154,383.31 65,441.38
208,638.90 126,035.64
Less: Current Liabilities and Provisions 8
Current Liabilities 25,112.13 9,120.46
Provisions 1,004.68 1,179.84
26,116.81 10,300.30
Net Current Assets 182,522.09 115,735.34
TOTAL 293,441.17 218,446.03
Significant Accounting Policies and Notes to Accounts 15

As per our report of even date For and on behalf of the Board

For KHANDELWAL JAIN & CO. For KADAM & CO. V. N. DHOOT
Chartered Accountants Chartered Accountants Chairman and Managing Director

AKASH SHINGHAL U. S. KADAM P. N. DHOOT

Partner Partner Whole Time Director
Membership No.103490 Membership No. 31055

Place : Mumbai VINOD KUMAR BOHRA

Date : 26th May, 2012 Company Secretary

28
 PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED ON 31ST DECEMBER, 2011
(` in Million)
12 Months 15 Months
Schedule
Particulars ended on ended on
No.
31st Dec., 2011 31st Dec., 2010
INCOME
Sales/Income from Operations 129,194.70 146,759.27
Less: Excise Duty 2,692.48 2,662.36
Net Sales 126,502.22 144,096.91
Other Income 9 1,063.12 429.86
TOTAL 127,565.34 144,526.77
EXPENDITURE
Cost of Goods Consumed/Sold 10 78,924.38 91,123.17
Production and Exploration Expenses - Oil and Gas 11 9,007.76 8,298.07
Salaries, Wages and Employees’ Benefits 12 2,253.46 2,280.07
Manufacturing and Other Expenses 13 13,792.49 16,259.86
Interest and Finance Charges 14 9,777.89 8,931.56
Depreciation, Amortisation and Impairment 5 6,075.64 7,129.62
TOTAL 119,831.62 134,022.35

PROFIT BEFORE TAXATION 7,733.72 10,504.42

Provision for Taxation
Current Tax 1,296.54 1,811.25
Deferred Tax 981.60 1,246.23
PROFIT FOR THE YEAR/PERIOD 5,455.58 7,446.94
Less: Short Provision of Income Tax for earlier years 56.47 57.83
Balance brought forward 28,680.29 22,438.44
Transfer from Debenture/Bonds Redemption Reserve 1,976.47 258.60

BALANCE AVAILABLE FOR APPROPRIATIONS 36,055.87 30,086.15

APPROPRIATIONS
Proposed Dividend - Equity Shares 159.39 301.97
Proposed Dividend - Preference Shares 33.77 46.08
Tax on Proposed Dividend 31.33 57.81
Transfer to Capital Redemption Reserve 150.83 -
Transfer to General Reserve 1,000.00 1,000.00
Balance Carried to Balance Sheet 34,680.55 28,680.29
TOTAL 36,055.87 30,086.15
EARNINGS PER SHARE (Not Annualised)
(Nominal value of ` 10/- each)
Basic ` 17.73 ` 27.88
Diluted ` 17.73 ` 26.65
(Refer Note No. ‘B-13’ of Schedule 15)

Significant Accounting Policies and Notes to Accounts 15

As per our report of even date For and on behalf of the Board

For KHANDELWAL JAIN & CO. For KADAM & CO. V. N. DHOOT
Chartered Accountants Chartered Accountants Chairman and Managing Director

AKASH SHINGHAL U. S. KADAM P. N. DHOOT

Partner Partner Whole Time Director
Membership No.103490 Membership No. 31055

Place : Mumbai VINOD KUMAR BOHRA

Date : 26th May, 2012 Company Secretary

29
ANNUAL REPORT 2011
CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31ST DECEMBER, 2011
(` in Million)
12 Months 15 Months
Particulars ended on ended on
31st Dec., 2011 31st Dec., 2010
A. CASH FLOW FROM OPERATING ACTIVITIES
Net Profit before Tax 7,733.72 10,504.42
Adjustments for:
Depreciation, Amortisation and Impairment 6,075.64 7,129.62
Interest and Finance Charges 9,777.89 8,931.56
Provision for Leave Encashment (2.73) 11.02
Provision for Warranty and Maintenance Expenses (6.36) 19.78
Provision for Gratuity 15.30 25.46
Diminution in value of Investments 180.82 78.36
(Profit) on Sale of Fixed Asset (178.94) (5.17)
Provision for Doubtful Debts 40.74 41.90
Interest Received (487.06) (175.63)
(Income) from Investments and Securities Division (279.70) (188.70)
Operating Profit before Working Capital changes 22,869.32 26,372.62
Adjustments for:
Inventories (405.71) (2,766.45)
Sundry Debtors (1,071.86) (9,434.07)
Other Current Assets (343.38) (234.81)
Loans and Advances (88,960.61) (17,527.91)
Current Liabilities 15,994.17 585.69
Cash (used in) Operations (51,918.07) (3,004.93)
Less: Taxes Paid/(Refund) - Net 1,334.33 1,847.51
Net Cash (used in) Operating Activities (A) (53,252.40) (4,852.44)
B. CASH FLOW FROM INVESTING ACTIVITIES
Sale of Fixed Assets 1,282.14 160.62
(Purchase) of Fixed Assets including Capital Work-in-progress (10,035.46) (6,609.71)
(Increase) in Producing Properties (594.31) (503.69)
(Purchase)/Sale of Investments (Net) (3,842.65) 4,204.04
(Increase) in Investments in Subsidiaries (Net) (1,095.63) (16,313.04)
Interest Received 487.06 175.63
Income from Investments and Securities Division 279.70 188.70
Net Cash (used in) Investing Activities (B) (13,519.15) (18,697.45)
C. CASH FLOW FROM FINANCING ACTIVITIES
Increase in Equity Share Capital 10.63 725.41
Preference Shares Redeemed (150.84) -
Share Application/ Warrants Subscription Money Received/ (Converted) - (950.01)
Securities Premium Received 243.88 14,882.86
Increase/(Decrease) in Secured Term Loans from Banks 33,786.49 (8,075.19)
Increase in Working Capital Loan from Banks 5,258.66 509.03
Increase in Unsecured Loans 30,888.80 34,644.47
Redemption of Secured Non-Convertible Debentures (64.78) (408.16)
Redemption Premium paid on Foreign Currency Convertible Bonds (1,133.67) -
Payment of Dividend (350.55) (501.69)
Tax on Dividend (57.81) (84.86)
Share Issue Expenses (0.25) (81.13)
Interest and Finance Charges (9,777.89) (8,931.56)
Net Cash from Financing Activities (C) 58,652.67 31,729.17

Net Change in Cash and Cash Equivalents (A+B+C) (8,118.88) 8,179.28

Opening Balance of Cash and Cash Equivalents 13,164.34 4,985.06
Closing Balance of Cash and Cash Equivalents 5,045.46 13,164.34

As per our report of even date For and on behalf of the Board
For KHANDELWAL JAIN & CO. For KADAM & CO. V. N. DHOOT
Chartered Accountants Chartered Accountants Chairman and Managing Director

AKASH SHINGHAL U. S. KADAM P. N. DHOOT

Partner Partner Whole Time Director
Membership No.103490 Membership No. 31055

Place : Mumbai VINOD KUMAR BOHRA

Date : 26th May, 2012 Company Secretary

30
 SCHEDULES TO BALANCE SHEET
(` in Million) (` in Million)
As at As at As at As at
31st Dec., 31st Dec., 31st Dec., 31st Dec.,
2011 2010 2011 2010
SCHEDULE 1: SHARE CAPITAL SCHEDULE 2: RESERVES AND SURPLUS
Authorised: Capital Redemption Reserve
As per last Balance Sheet 537.50 537.50
500,000,000 (Previous period 500,000,000) 5,000.00 5,000.00
Equity Shares of ` 10/- each. Add: Transferred from Profit and Loss Account 150.83 -
10,000,000 (Previous period 10,000,000) 1,000.00 1,000.00 (A) 688.33 537.50
Redeemable Preference Shares of ` 100/- Capital Subsidy
each. As per last Balance Sheet 5.50 5.50
6,000.00 6,000.00 (B) 5.50 5.50
Issued, Subscribed and Paid-up: Securities Premium Account
Equity Shares: As per last Balance Sheet 43,403.87 28,820.84
303,021,669 (Previous period 301,963,634) 3,030.22 3,019.64 Add: Received during the year/period 242.85 14,886.19
Equity Shares of ` 10/- each fully paid-up. Less: Share Issue Expenses 0.25 81.13
Of the above: Less: Premium Payable on Redemption of 87.05 222.03
Convertible Bonds
i) 95,078 (Previous period 95,078)
Equity Shares of ` 10/- each have 43,559.42 43,403.87
been issued on conversion of Less: Call in arrears - by others 2.30 3.33
Unsecured Optionally Convertible
(C) 43,557.12 43,400.54
Debentures.
Debenture/Bonds Redemption Reserve
ii) 156,394,378 (Previous period
156,394,378) Equity Shares of As per last Balance Sheet 3,029.64 3,288.24
` 10/- each were allotted pursuant Less: Transferred to Profit and Loss Account 1,976.47 258.60
to amalgamations without payments (D) 1,053.17 3,029.64
being received in cash.
Capital Reserve
iii) 45,777,345 (Previous period
As per last Balance Sheet 4.25 4.25
45,777,345) Equity Shares of
` 10/- each were issued by way of (E) 4.25 4.25
Euro issues represented by Global General Reserve
Depository Receipts (GDR) at a price
As per last Balance Sheet 15,201.48 14,201.48
of US$ 10.00 per share (inclusive of
premium). Add: Transferred from Profit and Loss Account 1,000.00 1,000.00

iv) 9,522,550 (Previous period (F) 16,201.48 15,201.48

8,464,515) Equity Shares of ` 10/- Profit and Loss Account
each have been issued on conversion As per Account annexed 34,680.55 28,680.29
of 86,529 Foreign Currency
Convertible Bonds (FCCBs) of US$ (G) 34,680.55 28,680.29
1,000 each and 56 FCCBs of US$ TOTAL (A to G) 96,190.40 90,859.20
100,000 each (inclusive of premium). SCHEDULE 3: SECURED LOANS
Less: Calls in Arrears - by others 0.11 0.16 (Refer Note No. ‘B-5’ of Schedule 15)
(A) 3,030.11 3,019.48 A. Non-Convertible Debentures 21.60 86.38
Preference Shares: B. Term Loans
i) 4,523,990 (Previous period 301.56 452.40 i) Rupee Loans from Banks and Financial 86,054.25 51,749.56
4,523,990) 8% Cumulative Institutions
Redeemable Preference Shares of ii) FCNR-B Loan from Banks - 219.41
` 66.66 each (Previous period C. External Commercial Borrowings 2,706.02 2,980.18
` 100/- each) fully paid-up,
redeemable at par in 2 equal D. Vehicle Loans from Banks 222.66 247.29
installments on 1st October, 2012 E. Working Capital Loans from Banks 9,351.89 4,093.23
and 1st October, 2013. TOTAL 98,356.42 59,376.05
ii) 76,870 (Previous period 76,870) 8% 7.69 7.69 SCHEDULE 4: UNSECURED LOANS
Cumulative Redeemable Preference
(Refer Note No. ‘B-6’ and ‘B-7’ of Schedule 15)
Shares of ` 100/- each fully paid-
up, redeemable at par in 3 equal A. Rupee Loan from Banks 77,723.61 43,279.62
installments on 1st February, 2012, B. Foreign Currency Convertible Bonds 10,423.73 13,967.57
1st February, 2013 and 1st February,
C. Premium Payable on Redemption on Foreign - 1,046.62
2014.
Currency Convertible Bonds
(B) 309.25 460.09 D. Sales Tax Deferral 56.44 67.79
TOTAL (A+B) 3,339.36 3,479.57 TOTAL 88,203.78 58,361.60

31
ANNUAL REPORT 2011
SCHEDULES TO BALANCE SHEET (Continued)
SCHEDULE 5: FIXED ASSETS
(` in Million)
GROSS BLOCK DEPRECIATION / AMORTISATION / IMPAIRMENT NET BLOCK
PARTICULARS As at Additions Deductions As at Upto For the Deductions/ Upto As at As at
31.12.2010 31.12.2011 31.12.2010 year Adjustments 31.12.2011 31.12.2011 31.12.2010
Tangible Assets
Freehold Land 148.09 5.45 - 153.54 - - - - 153.54 148.09
Leasehold Land 48.05 - - 48.05 10.19 0.78 - 10.97 37.08 37.86
Building 6,482.48 208.51 24.37 6,666.62 2,077.35 170.22 0.33 2,247.24 4,419.38 4,405.13
Leasehold Improvements 39.33 - - 39.33 39.15 - - 39.15 0.18 0.18
Plant and Machinery * 84,688.68 10,386.26 3,330.41 91,744.53 39,375.40 5,045.37 2,274.95 42,145.82 49,598.71 45,313.28
Furnace 1,995.27 - 418.88 1,576.39 1,898.38 38.03 397.94 1,538.47 37.92 96.89
Electrical Installation 155.95 2.80 - 158.75 96.18 6.62 - 102.80 55.95 59.77
Office Equipments 311.75 19.26 0.66 330.35 196.99 9.31 0.58 205.72 124.63 114.76
Computer Systems 235.87 7.66 0.01 243.52 202.89 26.87 0.01 229.75 13.77 32.98
Furniture and Fixtures 205.35 6.34 0.08 211.61 136.79 11.28 0.07 148.00 63.61 68.56
Vehicles 825.48 228.85 19.97 1,034.36 436.41 89.57 17.30 508.68 525.68 389.07
Intangible Assets
Computer Software 229.65 29.56 - 259.21 168.26 36.07 - 204.33 54.88 61.39
Sub-Total 95,365.95 10,894.69 3,794.38 102,466.26 44,637.99 5,434.12 2,691.18 47,380.93 55,085.33 50,727.96
Producing Properties 4,215.15 594.31 - 4,809.46 3,402.71 641.52 - 4,044.23 765.23 812.44
Capital Work-in-Progress 8,490.66 - - 7,631.43 - - - - 7,631.43 8,490.66
Total as at 31st December, 2011 108,071.76 11,489.00 3,794.38 114,907.15 48,040.70 6,075.64 2,691.18 51,425.16 63,481.99 60,031.06
As at 31st December, 2010 90,049.53 7,549.11 2,232.69 95,365.95 39,892.91 6,822.32 2,077.24 44,637.99 50,727.96
Producing Properties 3,711.46 503.69 - 4,215.15 3,095.41 307.30 - 3,402.71 812.44
Capital Work-in-Progress 9,430.06 - - 8,490.66 - - - - 8,490.66
Total as at 31st December, 2010 103,191.05 8,052.80 2,232.69 108,071.76 42,988.32 7,129.62 2,077.24 48,040.70 60,031.06
*Gross Block of Plant and Machinery includes the amount added on revaluation on 1st April, 1998 and 1st October, 2002.

Face As at 31st December, 2011 As at 31st December, 2010

Value Nos. ` in Million Nos. ` in Million
SCHEDULE 6: INVESTMENTS
LONG TERM INVESTMENTS
QUOTED
A. IN EQUITY SHARES (Fully Paid-up) - TRADE
Trend Electronics Limited ` 10 1,408,800 25.41 1,408,800 25.41
Value Industries Limited ` 10 1,811,748 25.18 1,811,748 47.47
Samtel Electronics Devices Limited ` 10 82,000 0.25 82,000 0.96
50.84 73.84
B. IN EQUITY SHARES (Fully Paid-up) - OTHERS
AI Champdany Industries Limited ` 5 18,000 0.31 18,000 0.47
Asian Electronics Limited ` 5 40,000 0.22 40,000 0.84
Assam Company (India) Limited ` 1 10,000 0.07 10,000 0.21
Bajaj Auto Limited ` 10 10,424 16.58 10,424 16.07
Core Projects and Technologies Limited ` 2 - - 140,000 34.12
Deccan Cements Limited ` 10 221,677 28.60 359,630 55.38
Dhoot Industrial Finance Limited ` 10 4,800 0.05 4,800 0.10
Expo Gas Containers Limited ` 4 7,600 0.05 7,600 0.05
GTL Infrastructure Limited ` 10 501,900 4.51 501,900 21.46
Gujarat Heavy Chemicals Limited ` 10 - - 255,494 11.61
Gujarat Industries Power Company Limited ` 10 - - 35,000 3.65
Indbank Merchant Banking Services Limited ` 10 298,557 1.95 315,700 4.85
Indiabulls Power Limited ` 10 - - 200,000 5.82
Indiabulls Securities Limited ` 2 - - 100,000 2.26
India Steel Works Limited ` 10 1,300 0.004 1,300 0.004
IFCI Limited ` 10 41,800 0.91 41,800 2.81
IOL Netcom Limited ` 10 1,567,374 11.38 1,567,374 18.86
Jayaswal Neco Industries Limited ` 10 253,950 2.94 358,950 11.36
Lumax Industries Limited ` 10 7,000 2.16 20,385 6.29
Maxwell Industries Limited ` 2 62,953 1.30 1,217,000 24.10
Mold-Tek Technologies Limited ` 10 1,800 0.10 1,800 0.13
National Hydro Power Company Limited ` 10 - - 25,366 0.71
Prime Securities Limited ` 5 1,853,158 21.39 1,853,158 66.62
Shree Ram Mills Limited ` 10 85,000 11.50 85,000 15.02
Siemens Limited ` 2 3,130 0.13 3,130 0.13
Sri Lakshmi Saraswathi Textiles (Arni) Limited ` 10 8,700 0.12 8,700 0.12
Sujana Metal Products Limited ` 5 178,500 0.59 200,000 3.18
Swan Mills Limited ` 2 998,607 61.51 998,607 127.57
Yes Bank Limited ` 10 3,775 0.69 3,775 0.69
167.06 434.48

32
 SCHEDULES TO BALANCE SHEET (Continued)
Face As at 31st December, 2011 As at 31st December, 2010
Value Nos. ` in Million Nos. ` in Million
SCHEDULE 6: INVESTMENTS (Continued)
UNQUOTED
A. IN EQUITY SHARES (Fully Paid-up) - TRADE
Akai Consumer Electronics India Limited ` 10 35,000 0.35 35,000 0.35
Applicomp (India) Limited ` 10 17,023,500 170.24 17,023,500 170.24
Digital Display Devices S.p.A. € 1 36,000 1.96 36,000 1.96
Eagle Corporation Limited US$ 1 1,000 0.05 1,000 0.05
Evans Fraser & Co. (India) Limited ` 100 91,250 49.13 91,250 49.13
Goa Energy Private Limited ` 10 2,600 0.03 2,600 0.03
Hyundai Electronics India Limited ` 10 9,500 0.10 9,500 0.10
Indian Refrigerator Company Limited ` 10 1,990,000 19.90 1,990,000 19.90
Jupitor Corporation Inc US$ 1 190 0.01 190 0.01
Kentosh Electronics India Private Limited ` 10 1,720 0.02 1,720 0.02
KAIL Limited ` 10 1,521,000 111.26 1,521,000 111.26
Millennium Appliances India Limited ` 10 4,750,000 95.00 4,750,000 95.00
Next Retail India Limited * ` 10 21,036,000 650.36 21,036,000 650.36
PT Videocon Indonesia US$ 50 475 0.94 475 0.94
Plugin Sales Limited ` 100 1,900 0.19 1,900 0.19
Powerking Corporation Limited US$ 1 2,711 0.13 2,711 0.13
Quadrant Corporation Inc US$ 1 190 0.01 190 0.01
Radium Energy Private Limited ` 10 2,600 0.03 2,600 0.03
Sahyadri Consumer Electronics (I) Private Limited ` 10 1,900 0.02 1,900 0.02
Sapphire Overseas Inc. US$ 1 1,900 0.08 1,900 0.08
Techno Electronics Limited ` 10 20,117,647 201.18 20,117,647 201.18
TekCare India Private Limited ` 10 1,900 0.02 1,900 0.02
VCIL Netherlands B.V. € 100 34 0.13 34 0.13
Venus Corporation Limited US$ 1 2,982 0.14 2,982 0.14
Videocon (Cayman) Limited US$ 1 579,500 28.35 579,500 28.35
Videocon Realty and Infrastructures Limited ` 10 8,125 0.83 8,125 0.83
1,330.42 1,330.42
B. IN EQUITY SHARES (Fully Paid-up) - OTHERS
Bolton Properties Limited ` 10 112,500 13.66 112,500 13.66
Deve Sugars Limited ` 10 125,000 0.13 125,000 0.13
Ease Finance Limited ` 10 4,800 0.96 4,800 0.96
Geekay Exim (India) Limited ` 10 80,000 0.08 80,000 0.08
Gold Crest Electronics Private Limited ` 10 47,500 0.48 - -
Good Value Marketing Company Limited ` 10 25,000 0.03 25,000 0.03
H1 Hospitality Private Limited ` 10 1,900 0.02 - -
Holzmann Videocon Engineers Limited ` 10 990,600 - 990,600 -
Kay Kay Construction Limited ` 10 4,500 0.90 4,500 0.90
Kores India Limited ` 10 1,170,000 1.17 1,170,000 1.17
Lexus Infotech Limited ` 10 500,000 50.00 500,000 50.00
Mayank Securities Private Limited ` 10 2,220 1.11 - -
Panorama Logistic Solutions Limited ` 10 5,000 0.05 - -
Paramount Global Limited US$ 1 256,000 11.24 256,000 11.24
Shri Sahayog Exhibitors Private Limited ` 1000 375 9.38 375 9.38
Siris Limited ` 10 13,200 0.01 13,200 0.01
Sky Billion Trading Limited US$ 1 203,680 9.43 203,680 9.43
Tara Holdings Private Limited ` 10 30,000 15.00 - -
The Banaras State Bank Limited ` 100 25,000 0.03 25,000 0.03
Trinity Infratech Private Limited ` 10 500,000 80.00 500,000 80.00
Videocon (Mauritius) Infrastructure Ventures Limited US$ 1 100,700 4.29 100,700 4.29
Videocon Realty Private Limited ` 10 2,500 0.03 2,500 0.03
Titan Realty Private Limited ` 10 2,500 0.03 2,500 0.03
Veronica Properties Private Limited ` 10 2,500 0.03 2,500 0.03
Videocon SEZ Infrastructures Private Limited ` 10 2,500 0.03 2,500 0.03
Yash - V - Jewels Limited ` 10 500,000 50.00 500,000 50.00
Zodiac Corporation Limited US$ 1 190 0.01 190 0.01
248.05 231.40
C. IN EQUITY SHARES OF SUBSIDIARIES (Fully Paid-up)
Chhattisgarh Power Ventures Private Limited ` 10 10,000 0.10 10,000 0.10
Eagle ECorp Limited US$ 1 10,000 0.44 10,000 0.44
Liberty Videocon General Insurance Company Limited ` 10 4,960,000 49.60 - -
Middle East Appliances LLC RO 1 2,251,800 270.14 2,251,800 270.14
Pipavav Energy Private Limited * ` 10 550,000,000 5,500.00 550,000,000 5,500.00
Prosperous Energy Private Limited ` 10 10,000 0.10 - -
Senator Energy Private Limited ` 10 - - 10,000 0.10
Triumph Energy Private Limited ` 10 - - 10,000 0.10
Videocon Electronics (Shenzhen) Limited US$ 1 135,000 6.42 135,000 6.42
(Chinese name - Weiyoukang Electronic (Shenzhen) Co., Ltd.)

33
ANNUAL REPORT 2011
SCHEDULES TO BALANCE SHEET (Continued)
Face As at 31st December, 2011 As at 31st December, 2010
Value Nos. ` in Million Nos. ` in Million
SCHEDULE 6: INVESTMENTS (Continued)
Videocon Energy Limited ` 10 100,000,000 1,000.00 100,000,000 1,000.00
Videocon Energy Ventures Limited US$ 1 1,000 0.04 1,000 0.04
Videocon Global Limited US$ 1 2,500 0.12 2,500 0.12
Videocon Hydrocarbon Holdings Limited US$ 1 2,030,000 92.75 198,000,000 9,046.62
Videocon International Electronics Limited ` 10 2,000,000,000 20,000.00 2,000,000,000 20,000.00
Videocon Oil Ventures Limited * ` 10 100,000,000 1,000.00 - -
Videocon Telecommunications Limited * ` 10 155,552,000 1,555.52 155,552,000 1,555.52
29,475.23 37,379.60
D. IN JOINT VENTURES
Videocon Infinity Infrastructure Private Limited ` 10 5,000 0.05 5,000 0.05
0.05 0.05
E. IN PREFERENCE SHARES (Fully Paid-up)
Plugin Sales Limited ` 100 3,800 0.38 3,800 0.38
0.38 0.38
F. IN DEBENTURES
Techno Electronics Limited ` 100 - - 10,000,000 1,000.00
- 1,000.00
G. OTHER INVESTMENTS
i) In Shares of Co-operative Bank
Ahmednagar District Urban Central Co-operative Bank Ltd. ` 50 10 0.001 10 0.001
Bharati Sahakari Bank Limited ` 50 7,670 0.38 7,670 0.38
Bombay Mercantile Co-operative Bank Limited ` 10 4,166 0.04 4,166 0.04
Janata Sahakari Bank Limited ` 10 857 0.09 857 0.09
The Saraswat Co-operative Bank Limited ` 10 1,000 0.01 1,000 0.01
(i) 0.52 0.52
ii) In Shares of Co-operative Society (ii) ` 50 31 0.002 31 0.002
(i + ii) 0.52 0.52
SHARE APPLICATION MONEY PENDING ALLOTMENT
Bharat Business Channel Limited 4,000.00 -
Chhattisgarh Power Ventures Private Limited 1,000.00 1,000.00
Middle East Appliances LLC 91.63 91.63
Trend Electronics Limited 1,000.00 -
Videocon Oil Ventures Limited 9,000.00 -
Videocon Telecommunications Limited 814.80 814.80
15,906.43 1,906.43
CURRENT INVESTMENTS
UNQUOTED
A. IN BONDS
Central Bank of India ` 100,000 500 50.00 500 50.00
50.00 50.00
B. IN UNITS OF MUTUAL FUNDS/PORTFOLIOS
Baroda Pioneer PSU Equity Fund ` 10 250,000 1.61 250,000 2.34
Bharti AXA Focused Infrastructure Fund ` 10 - - 3,000,000 30.00
Canara Robeco Multicap-Growth ` 10 250,000 2.50 250,000 2.50
HDFC PMS Real Estate Fund ` 10 400,000 4.00 400,000 4.00
IDBI Nifty Index Fund ` 10 - - 2,000,000 20.00
JM Core 11 Fund ` 10 - - 5,000,000 21.77
Peninsula Realty Fund - Indigo ` 100,000 2,000 200.00 1,500 141.90
Sundaram Select Thematic Funds PSU Opportunities-Growth ` 10 - - 5,000,000 50.00
208.11 272.51
TOTAL INVESTMENTS 47,437.09 42,679.63

Aggregate Book Value of Quoted Investments 217.90 508.32

Aggregate Market Value of Quoted Investments 242.63 625.92
Aggregate Book Value of Unquoted Investments/Application Money 47,219.19 42,171.31

* O
 ut of total investments, 10,036,000 equity shares of Next Retail India Limited, 27,500,000 equity shares of Pipavav Energy Private Limited, 76,000,000 equity shares
of Videocon Oil Ventures Limited and 83,430,770 equity shares of Videocon Telecommunications Limited are pledged with banks and financial institutions as security
for availment of certain loans.

Details of Investments acquired and sold/redeemed during the year:

Particulars Nos. ` in Million
Core Projects and Technologies Limited 75,000 20.50
Gujarat Industries Power Company Limited 238 0.02
D B Realty Limited 5,000 0.40
Flair Energy Private Limited 10,000 0.10
SBI Premier Liquid Fund - Super Institutional - Growth 162,179 2.50

34
 SCHEDULES TO BALANCE SHEET (Continued)
(` in Million) (` in Million)
As at As at As at As at
31st Dec., 31st Dec., 31st Dec., 31st Dec.,
2011 2010 2011 2010
SCHEDULE 7: CURRENT ASSETS, LOANS SCHEDULE 7: CURRENT ASSETS, LOANS
AND ADVANCES AND ADVANCES (Continued)
A. Inventories E. Loans and Advances (Unsecured,
considered good)
(As taken, valued and certified by the
Management) Advances to Subsidiary Companies 49,401.76 27,289.04
Raw Materials including Consumables, 13,583.66 12,717.32 Advances recoverable in cash or in 103,612.02 37,217.47
Stores and Spares kind or for value to be received
Work-in-Process 830.39 776.49 Balance with Central Excise/Customs 794.14 561.64
Department
Finished Goods 3,800.08 3,702.38
Advance Income Tax (Net of Provision) 4.58 23.20
Material in Transit and in Bonded Warehouse 2,295.62 2,943.05
Advance Fringe Benefit Tax (Net of - 0.06
Drilling and Production Materials 236.83 190.44 Provision)
Crude Oil 60.51 71.70 Other Deposits 570.81 349.97
(A) 20,807.09 20,401.38 (E) 154,383.31 65,441.38
B. Sundry Debtors (Unsecured) TOTAL (A to E) 208,638.90 126,035.64
Outstanding for a period exceeding six months
Considered Good 223.04 190.13 SCHEDULE 8: CURRENT LIABILITIES
Considered Doubtful 284.41 306.69 AND PROVISIONS

507.45 496.82 A. Current Liabilities

Less: Provision for Doubtful Debts 284.41 306.69 Creditors for Capital Goods 8,278.61 -

223.04 190.13 Sundry Creditors *

Others - Considered Good 27,281.38 26,283.17 Due to Micro, Small and Medium 4.61 7.73
Enterprises
(B) 27,504.42 26,473.30
Due to Others 11,721.94 6,466.40
C. Cash and Bank Balances
Due to Subsidiary Companies 81.69 -
Cash on hand 10.63 10.82
Bank Overdraft as per Books 81.43 11.34
Cheques/Drafts on hand/in Transit 0.47 1.59
Interest Accrued but not due 372.43 129.12
Balances with Scheduled Bank
Other Liabilities 4,542.89 2,474.84
In Current Accounts 1,139.71 3,967.43
Unclaimed Dividend (Per Contra) 28.53 31.03
In Fixed Deposits 3,866.11 9,151.97
* Including Acceptance of ` 5,622.51 (A) 25,112.13 9,120.46
In Dividend Warrant Accounts 28.53 31.03 Million (Previous period ` 4,275.45
(Per Contra) Million)
Balances with Non-Scheduled Bank in B. Provisions
Current Accounts
Proposed Dividend - Equity Shares 159.39 301.97
China Merchants Bank 0.01 1.50
Proposed Dividend - Preference Shares 33.77 46.08
(Maximum Balance Outstanding
during the year ` 5.72 Million, Provision for Tax on Proposed Dividend 31.33 57.81
Previous period ` 12.89 Million) Provision for Warranty and Maintenance 632.15 638.51
(C) 5,045.46 13,164.34 Expenses

D. Other Current Assets Provision for Leave Encashment 44.29 47.02

Interest Accrued 372.83 123.05 Provision for Gratuity 103.75 88.45

Insurance Claim Receivable 10.71 7.32 (B) 1,004.68 1,179.84

Other Receivable 515.08 424.87 TOTAL (A + B) 26,116.81 10,300.30

(D) 898.62 555.24

35
ANNUAL REPORT 2011
SCHEDULES TO PROFIT AND LOSS ACCOUNT
(` in Million) (` in Million)
12 Months 15 Months 12 Months 15 Months
ended on ended on ended on ended on
31st Dec., 31st Dec., 31st Dec., 31st Dec.,
2011 2010 2011 2010
SCHEDULE 9: OTHER INCOME SCHEDULE 12: SALARY, WAGES AND
EMPLOYEES’ BENEFITS
Interest Income 487.06 175.63
Salary, Wages and Other Benefits 2,038.14 2,041.13
(TDS ` 25.45 Million, Previous period ` 18.68
Million) Contribution to Provident and other Funds 121.77 127.07
Income from Investments and Securities Division 98.88 110.34 Staff Welfare 93.55 111.87
(TDS ` 340.11 Million, Previous period ` 121.74 TOTAL 2,253.46 2,280.07
Million)
SCHEDULE 13: MANUFACTURING AND
(Refer Note B-12 of Schedule No. 15) OTHER EXPENSES
Profit on Sale of Fixed Assets 178.94 5.17 Power, Fuel and Water 845.10 913.20
Insurance Claim Received 160.04 30.57 Freight and Forwarding 1,442.54 1,740.90
Miscellaneous Income 138.20 108.15 Rent 201.35 206.93
(TDS ` 1.43 Million, Previous period ` 0.29 Million) Rates and Taxes 95.14 96.84
TOTAL 1,063.12 429.86 Repairs to Building 8.97 15.72
Repairs to Plant and Machinery 63.95 71.47
SCHEDULE 10: COST OF GOODS Repairs and Maintenance - Others 80.22 109.41
CONSUMED/SOLD
Insurance Expenses 61.64 80.03
A. Material and Components Consumed
Advertisement and Publicity 1,239.53 1,381.92
Opening Stock 12,717.32 10,953.00
Sales Promotion Expenses 125.45 270.98
Add: Purchases 79,931.13 93,040.86
Discount and Incentive Schemes 4,996.66 5,521.83
92,648.45 103,993.86
Bank Charges 673.49 573.85
Less: Closing Stock 13,583.66 12,717.32
Auditors’ Remuneration 14.20 14.19
(A) 79,064.79 91,276.54
Donation 50.54 188.70
B. (Increase)/Decrease in Stock [(Includes amount paid to Bihar Pradesh Janata Dal
(United) ` 5.00 Million (Previous period Bharatiya
Closing Stock Janata Party ` 30.00 Million, Bihar Pradesh Janata
Finished Goods 3,860.59 3,774.08 Dal (United) ` 5.00 Million and Gujarat Pradesh
Congress Committee ` 2.50 Million)]
Work-in-Process 830.39 776.49
Directors’ Sitting Fees 1.38 2.14
4,690.98 4,550.57
Legal and Professional Charges 295.99 970.26
Opening Stock
Royalty 180.76 29.14
Finished Goods 3,774.08 3,602.80
Printing and Stationery 31.31 36.92
Work-in-Process 776.49 794.40
Warranty and Maintenance Expenses 819.81 1,052.48
4,550.57 4,397.20
Provision for Doubtful Debts 40.74 41.90
(B) (140.41) (153.37)
Exchange Rate Fluctuation 1,641.38 1,812.41
TOTAL (A + B) 78,924.38 91,123.17
Miscellaneous Expenses 882.34 1,128.64
TOTAL 13,792.49 16,259.86
SCHEDULE 11: PRODUCTION AND
EXPLORATION EXPENSES - OIL AND GAS
Production and Exploration Expenses 783.99 703.08 SCHEDULE 14: INTEREST AND FINANCE
CHARGES
Royalty 245.42 312.35
On Fixed Period Borrowings 8,572.85 8,213.41
Cess 310.38 413.68
On Others 1,205.04 718.15
Production Bonus 54.44 79.78
TOTAL 9,777.89 8,931.56
Government Share in Profit Petroleum 7,587.37 6,765.84
Insurance Expenses 26.16 23.34
TOTAL 9,007.76 8,298.07

36
SCHEDULE 15 : SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO 5. Abandonment Costs:
ACCOUNTS
The full eventual estimated liability towards costs relating to dismantling,
A] SIGNIFICANT ACCOUNTING POLICIES : abandoning and restoring well sites and allied facilities is recognised as
liability for abandonment cost based on evaluation by experts at current costs
1. Basis of Accounting:
and is capitalised as producing property. The same is reviewed periodically.
a) The financial statements are prepared under historical cost convention,
6. Depreciation, Amortisation and Depletion:
except for certain Fixed Assets which are revalued, using the accrual
system of accounting in accordance with the accounting principles The Company provides depreciation on fixed assets held in India on written
generally accepted in India (Indian GAAP) and the requirements of the down value method in the manner and at the rates specified in the Schedule
Companies Act, 1956, including the mandatory Accounting Standards XIV to the Companies Act, 1956, except, a) on Fixed Assets of Consumer
as prescribed by the Companies (Accounting Standards) Rules, 2006. Electronics Divisions other than Glass Shell Division and; b) on office
buildings acquired after 1st April, 2000, on which depreciation is provided on
b) Use of Estimates straight line method at the rates specified in the said Schedule or based on
The preparation of financial statements in conformity with Generally useful life of assets whichever is higher. Depreciation on fixed assets held
Accepted Accounting Principles (GAAP) requires the management outside India is provided on straight line method at the rates prescribed in
of the Company to make estimates and assumptions that affect the the aforesaid Schedule or based on useful life of assets whichever is higher.
reported balances of assets and liabilities and disclosures relating to Producing Properties are depleted using the “Unit of Production Method”.
the contingent liabilities as at the date of the financial statements and The rate of depletion is computed in proportion of oil and gas production
reported amounts of income and expenses during the year. Example achieved vis-a-vis proved reserves. Leasehold Land is amortised over the
of such estimates include provisions for doubtful debts, employee period of lease.

retirement benefits plans, provision for income tax and the useful lives Intangibles: Intangible assets are amortised over a period of five years.
of fixed assets. The difference between the actual results and estimates
7. Impairment of Assets:
are recognized in the period in which results are known or materialized.
The Fixed Assets or a group of assets (cash generating unit) and Producing
2. Fixed Assets/Capital Work-in-Progress:
Properties are reviewed for impairment at each Balance Sheet date. In case
a) Fixed Assets are stated at cost, except for certain fixed assets which of any such indication, the recoverable amount of these assets or group of
have been stated at revalued amounts, less accumulated depreciation/ assets is determined, and if such recoverable amount of the asset or cash
amortisation and impairment loss, if any. The cost is inclusive of freight, generating unit to which the asset belongs is less than it’s carrying amount,
installation cost, duties, taxes, financing cost and other incidental the impairment loss is recognised by writing down such assets and Producing
expenses related to the acquisition and installation of the respective Properties to their recoverable amount. An impairment loss is reversed if
assets but does not include tax/duty credits availed. there is change in the recoverable amount and such loss either no longer
exists or has decreased.
b) Capital Work-in-Progress is carried at cost, comprising of direct
cost, attributable interest and related incidental expenditure. The 8. Investments:
advances given for acquiring fixed assets are shown under Capital a) Current Investments: Current Investments are carried at lower of cost
Work-in-Progress. or quoted/fair value.

3. Joint Ventures for Oil and Gas Fields: b) Long Term Investments: Quoted Investment are valued at cost or
market value whichever is lower. Unquoted Investments are stated at
In respect of unincorporated joint ventures in the nature of Production Sharing
cost. The decline in the value of the unquoted investment, other than
Contracts (PSC) entered into by the Company for oil and gas exploration and
temporary, is provided for.
production activities, the Company’s share in the assets and liabilities as well
as income and expenditure of Joint Venture Operations are accounted for, c) Cost is inclusive of brokerage, fees and duties but excludes Securities
according to the Participating Interest of the Company as per the PSC and Transaction Tax.
the Joint Operating Agreements on a line-by-line basis in the Company’s 9. Inventories:
Financial Statements. In respect of joint ventures in the form of incorporated
Inventories including crude oil stocks are valued at cost or net realisable
jointly controlled entities, the investment in such joint venture is treated as
value whichever is lower. Cost of inventories comprises all costs of purchase,
long term investment and carried at cost. The decline in value, other than
conversion and other costs incurred in bringing the inventories to their present
temporary, is provided for.
location and condition. Cost is determined on Weighted Average Basis.
4. Exploration, Development Costs and Producing Properties:
10. Borrowing Costs:
The Company follows the “Full Cost” method of accounting for its oil
Borrowing costs that are directly attributable to the acquisition, construction
and natural gas exploration and production activities. Accordingly, all
or production of an qualifying asset are capitalised as part of the cost of that
acquisition, exploration and development costs are treated as capital
asset. A qualifying asset is one that necessarily takes substantial period of
work-in-progress and are accumulated in a cost centre. The cost centre
time to get ready for intended use. Other borrowing costs are recognised as
is not, normally, smaller than a country except where warranted by major
an expense in the period in which they are incurred.
difference in economic, fiscal or other factors in the country. When any
well in a cost centre is ready to commence commercial production, 11. Excise and Customs Duty:
these costs are capitalised from capital work-in-progress to producing Excise Duty in respect of finished goods lying in the factory premises and
properties in the gross block of assets regardless of whether or not the Customs Duty on goods lying in customs bonded warehouse are provided
results of specific costs are successful. for and included in the valuation of inventory.

37
ANNUAL REPORT 2011
12. CENVAT/Value Added Tax: b) Post Employment Benefits

CENVAT/Value Added Tax Benefit is accounted for by reducing the cost of i) Provident Fund - Defined Contribution Plan
the materials/ fixed assets/ services.
The Company contributes monthly at a determined rate. These
13. Revenue Recognition: contributions are remitted to the Employees’ Provident Fund
a) Revenue is recognised on transfer of significant risk and reward in Organisation, India for this purpose and is charged to Profit and
respect of ownership. Loss Account on accrual basis.

b) Sale of Crude Oil and Natural Gas are exclusive of Sales Tax. Other ii) Gratuity - Defined Benefit Plan
Sales/turnover includes sales value of goods, services, excise duty, The Company provides for gratuity to all the eligible employees.
duty drawback and other recoveries such as insurance, transportation The benefit is in the form of lump sum payments to vested
and packing charges but excludes sale tax and recovery of financial employees on retirement, on death while in employment, or
and discounting charges. termination of employment for an amount equivalent to 15 days
c) Revenue from supply of electricity is recognised on accrual basis. salary payable for each completed year of service. Vesting
occurs on completion of five years of service. Liability in respect
d) Insurance, Duty Drawback and other claims are accounted for as and
of gratuity is determined using the projected unit credit method
when admitted by the appropriate authorities.
with actuarial valuations as on the Balance Sheet date and gains/
e) Dividend on investments is recognised when the right to receive is losses are recognized immediately in the Profit and Loss Account.
established.
iii) Leave Encashment
14. Foreign Currency Transactions:
Liability in respect of leave encashment is determined using the
a) Transactions in foreign currencies are recorded at the exchange rate projected unit credit method with actuarial valuations as on the
prevailing on the date of transactions. Foreign Currency Monetary Balance Sheet date and gains/losses are recognized immediately
Assets and Liabilities are translated at the year end rate. The difference in the Profit and Loss Account.
between the rate prevailing on the date of transaction and on the date of
17. Taxation:
settlement as also on translation of Monetary Items at the end of the year
is recognised, as the case may be, as income or expense for the year. Income tax comprises of current tax and deferred tax. Provision for current
income tax is made on the assessable income/benefits at the rate applicable
b) Forward contracts other than those entered into to hedge foreign
to relevant assessment year. Deferred tax assets and liabilities are recognised
currency risk on unexecuted firm commitments or of highly probable
for the future tax consequences of timing differences, subject to the
forecast transactions are treated as foreign currency transaction and
accounted accordingly. Exchange differences arising on such contracts consideration of prudence. Deferred tax assets and liabilities are measured
are recognised in the period in which they arise and the premium paid/ using the tax rates enacted or substantively enacted by the Balance Sheet
received is recognised as expenses/income over the period of the date. The carrying amount of deferred tax asset/liability are reviewed at each
contract. Cash flows arising on account of roll over/cancellation of Balance Sheet date and recognised and carried forward only to the extent that
forward contracts are recognised as income/expenses of the period in there is a reasonable certainty that the asset will be realised in future.
line with the movement in the underlying exposure. 18. Share Issue Expenses:
c) All other derivative contracts including forward contract entered into for Share issue expenses are written off to Securities Premium Account.
hedging foreign currency risks on unexecuted firm commitments and
19. Premium on Redemption of Bonds/Debentures:
highly probable forecast transactions which are not covered by the
existing Accounting Standard (AS) 11, are recognised in the financial Premium on Redemption of Bonds/Debentures are written off to Securities
statements at fair value as on the Balance Sheet date, in pursuance Premium Account.
of the announcement of the Institute of Chartered Accountants of
20. Research and Development:
India (ICAI) dated 29th March, 2008, on accounting of derivatives.
The resultant gains and losses on fair valuation of such contracts are Revenue expenditure pertaining to Research and Development is charged
recognised in the Profit and Loss Account. to revenue under the respective heads of account in the period in which it
is incurred. Capital expenditure, if any, on Research and Development is
15. Translation of the financial statements of foreign branch:
shown as an addition to Fixed Assets under the respective heads.
a) Revenue items are translated at average rates.
21. Accounting for Leases:
b) Opening and closing inventories are translated at the rate prevalent at
Where the company is lessee:
the commencement and close, respectively, of the accounting year.
a) Operating Leases: Rentals in respect of all operating leases are
c) Fixed assets are translated at the exchange rate as on the date of the
charged to Profit and Loss Account.
transaction. Depreciation on fixed assets is translated at the rates used
for translation of the value of the assets to which it relates. b) Finance Leases:

d) Other current assets and current liabilities are translated at the closing i) Rentals in respect of all finance leases entered before 1st April,
rate. 2001 are charged to Profit and Loss Account.

16. Employee Benefits: ii) Assets acquired on or after 1st April, 2001, under finance lease or
similar arrangements which effectively transfer to the Company,
a) Short Term Employees Benefits
substantially all the risks and benefits incidental to ownership of
Short Term Employees Benefits are recognized as an expense at the the leased items, are capitalised at the lower of their fair value and
undiscounted amount in the Profit and Loss Account of the year/period present value of the minimum lease payments and are disclosed
in which the related services are rendered. as leased assets.

38
22. Warranty: Oil & Gas Field Joint Venture is currently pending before the Hon’ble
High Court of Madras. The ultimate outcome of the matter cannot
Provision for the estimated liability in respect of warranty on sale of consumer
electronics and home appliances products is made in the year in which the presently be determined and no provision for any liability that may result
revenues are recognised, based on technical evaluation and past experience. has been made as the same is subject to agreement by the members of
the Joint Venture. Should it ultimately become payable, the Company’s
23. Prior Period Items:
share as per the participating interest would be upto ` 5.57 Million
Prior period items are included in the respective heads of accounts and (Previous period ` 5.57 Million).
material items are disclosed by way of Notes to Accounts.
2. a) There is a dispute regarding the deductibility of certain cost in the
24. Provision, Contingent Liabilities and Contingent Assets: computation of post tax rate of return. A Partial/Interim Award was
Provisions are recognised when there is a present obligation as a result of issued by an International Arbitration Tribunal under the UNCITRAL
past events and it is probable that there will be an outflow of resources in Rules on 31st March, 2005 in favour of the Company in respect of a
respect of which reliable estimate can be made. dispute between the Company and Government of India (“GOI”) inter-
alia regarding deductibility of Oil and Natural Gas Corporation Limited
Contingent Liabilities are disclosed by way of Notes to Accounts. Disputed
Carry costs (“ONGC Carry”) while computing the Post Tax Rate of
demands in respect of Central Excise, Customs, Income tax, Sales tax and
Return (“PTRR”) under the Ravva Production Sharing Contract (“PSC”).
Others are disclosed as contingent liabilities. Payment in respect of such
However, the Company and the GOI were not able to agree upon the
demands, if any, is shown as an advance, till the final outcome of the matter.
amounts due to /payable by the Company in terms of the Partial/Interim
Contingent assets are not recognised in the financial statements. Award, and therefore the Company on 7th July, 2005 filed Interim
25. Other Accounting Policies: Applications before the Arbitral Tribunal seeking a determination
of the amounts due to/payable by the Company on the basis of the
These are consistent with the generally accepted accounting principles.
calculations made by the Company in these Applications and interest
B] NOTES TO ACCOUNTS: payable/receivable on such final determined amounts. The said Partial/
(` in Million) Interim Award was challenged by GOI on 10th May, 2005 before the
As at As at High Court in Malaysia with a prayer for setting aside the Partial Award
31st Dec., 31st Dec., dated 31st March, 2005. The Company challenged the jurisdiction of
2011 2010 the High Court in Malaysia and therefore the maintainability of such
1. Contingent Liabilities not provided for: a proceeding before that Court. The High Court in Malaysia, by a
a) Letters of Guarantees 76,432.95 47,465.62 pronouncement dated 5th August, 2009, upheld the contentions of
b) Letters of Credit opened including 29,921.44 17,806.63 the Company and dismissed the challenge filed by the GOI to the
standby letters of credit Award dated 31st March, 2005 on the ONGC Carry issue. The GOI
c) Customs Penalty 6.00 11.00 filed a Notice of Appeal in December, 2010 before the Appellate
d) Customs Duty demands under dispute 441.02 400.74 Court at Malaysia. The Company has also moved an application on
[Amount paid under protest ` 0.07 13th October, 2009 before the High Court of Justice, Queen’s Bench
Million (Previous period ` 0.07 Million)]
Division, Commercial Court at London seeking a declaration that the
e) Income Tax demands under dispute 494.74 351.13
Seat of the arbitration in respect of the said Arbitration matter between
f) Excise Duty and Service Tax demand 610.88 324.55
the Company and the GOI is London, England.
under dispute
[Amount paid under protest ` 4.21 b) GOI has filed OMP 255 of 2006 dated 30th May, 2006 before the
Million (Previous period ` 4.21 Million)]
Hon’ble Delhi High Court under section 9 of the Arbitration and
g) Sales Tax demands under dispute 919.84 108.04 Conciliation Act, 1996, seeking a declaration that the seat of the
[Amount paid under protest ` 360.08
Million (Previous period ` 30.92 Million)] arbitration as regards the disputes between the Company and the GOI
is Kuala Lumpur and not London. The Hon’ble Arbitral Tribunal vide
h) Others 1,062.64 422.30
its’ letter dated 11th April, 2007 has indicated that it shall continue with
[Amount paid under protest ` 50.00
Million (Previous period ` 50.00 Million)] the arbitration proceedings, in respect of the disputes referred above,
after receiving the judgement of the Hon’ble Delhi Court in OMP 255
i) Show Cause Notices (SCNs) have been served on the Operator of the
of 2006. The Hon’ble Delhi High Court has held, vide judgement dated
Ravva Oil & Gas Field Joint Venture (Ravva JV) for non payment of
30th April, 2008, that it has the jurisdiction to hear the matters arising
Service Tax and Educational Cess on various services for the period
out of arbitration process and that the matter be heard on merits as
July 2003 to 31st March, 2011. The amount involved relating to Ravva
Block is ` 412.56 Million (Previous period ` 420.55 Million). against the Company’s contention that the said petition itself was not
maintainable. The Company has, in this respect, filed Special Leave
The Operator is contesting the SCNs/demands before Commissioner Petition (SLP) (Civil) No. 16371 of 2008 before the Hon’ble Supreme
of Service Tax and has filed writ petition before Hon’ble High Court of
Court of India to decide the issue of maintainability of OMP 255 of
Madras challenging service tax demands on some of the services and
2006. The Hon’ble Supreme Court, after hearing the Parties, has on
believes that its position is likely to be upheld. The ultimate outcome
11th May, 2011, passed judgement in the matter allowing the Company’s
of the matter cannot be presently determined and no provision for
SLP while setting aside the judgement dated 30th April, 2008 of the
any liability that may result has been made in the accounts as the
Hon’ble Delhi High Court and dismissing OMP No. 255 of 2006.
same is subject to agreement by the members of the Joint Venture.
Should it ultimately become payable, the Company’s share as per the c) GOI has filed Suit being C.S. (OS) No. 3314/2011 dated
participating interest would be upto ` 103.14 Million (Previous period 22nd December, 2011 before the High Court of Delhi seeking, inter
` 105.14 Million). alia, an injunction against the Company from proceeding with the
j) Disputed Income Tax demand amounting to ` 22.29 Million (Previous English Court Proceedings filed by the Company, inter alia, on the
period ` 22.29 Million) in respect of certain payments made by Ravva ground that the judgment of the Hon’ble Supreme Court of India dated

39
ANNUAL REPORT 2011
11th May, 2011 observing that seat of arbitration remains at Kuala nominees have not released such amounts as yet and continue to
Lumpur cannot be the subject matter of any further adjudication in any make payments at the exchange rate without considering the directives
court whatsoever including the High Court of Justice, Queens Bench of the Hon’ble Arbitral Tribunal and the MoPNG in this regard.
Division, Commercial Court, London. On 23rd December, 2011, after
f) In respect of disputes with regards to additional profit petroleum, the
hearing parties, the Delhi High Court passed an ad-interim order to
GOI had vide its’ letter dated 3rd November, 2006 raised a collective
the effect, inter alia, that the parties shall not take any further steps
demand of ` 334.13 Million on account of additional profit petroleum
in the English Court Proceedings. The Delhi High Court by judgment
payable and interest on delayed payments of profit petroleum
dated 5th March, 2012 passed in I.A. No.21069 of 2011 in C.S. (OS)
calculated up to 30th September, 2006 pursuant to the Partial Arbitral
No. 3314 of 2011, passed an interim injunction restraining the Company
Award dated 31st March, 2005 in the Dispute stated above and
from proceeding with the English Court Proceedings. The Company
Interim Award dated 12th February, 2004 and Partial Award dated
has filed an Appeal against the judgment dated 5th March, 2012 being
23rd December, 2004. The Company has disputed such demand
F.A.O. (OS) No. 132 of 2012 before Divisional Bench, Delhi High Court,
and is instead seeking refund of US$ 16.70 Million equivalent to
which has been admitted and is listed for hearing on 27th August, 2012.
` 668.67 Million already excess paid by the Company to the GOI
d) In the Appeal filed by the GOI before the Court of Appeal, Malaysia, with interest thereon. Subsequently, GOI has in June 2008 through
the GOI has filed a notice of motion to amend the grounds of appeal. its Nominees deducted a further sum of ` 372.21 Million being its’
The amendment is sought on the GOI’s submission that the judgement claim of additional profit petroleum and interest on delayed payment
dated 11th May, 2011 of the Supreme Court of India is res-judicata of profit petroleum computed up to 30th April, 2008. Such deduction,
between the parties on the issue of seat of arbitration. The Court of also being in contravention of the above referred Arbitral Awards, is
Appeal has granted permission to the Company to file reply and the disputed by the Company.
Company has filed its reply to the Applications and Affidavits. The
g) Dispute with regards to quantum allowed as the Base Development
matter is next listed for hearing before the Court of Appeal on 18th
Costs (the “BDC”) and consequent effect of the same to additional
June, 2012.
profit petroleum payable on account of disputed BDC was referred to
e) There is a dispute with regards to conversion of US$ into Indian Rupees international arbitration. The GOI had contended that the Contractors
for payment of invoice for sale of crude. A dispute regarding the rate of had claimed BDC to the extent of US$ 499 Million which is in excess
conversion from US$ into Indian rupees applicable to the Nominees of of the admissible BDC of US$ 261.57 Million thus impacting the
the GOI for the purpose of payment of amount of the invoices for sale profit petroleum figures for the period upto FY 2008-09. The GOI
of the Crude Oil by the Company under the Ravva PSC was referred had contended that it was eligible for sharing profit petroleum, to be
to an International Arbitral Tribunal under the UNCITRAL Rules in calculated each year upto FY 2008-09 in respect of excessive BDC
accordance with the provisions of the Ravva PSC. The Tribunal by its claimed by the Contractors. The Hon’ble Arbitration Tribunal has
Partial / Interim Award dated 31st March, 2005 held that the payment passed the Arbitral Award on 18th January, 2011 substantially in favour
to the Company should be made after converting the US$ amount into of the Company. However, the Arbitration Tribunal held that the GOI
Indian Rupees at the average of the State Bank of India TT Buying and is entitled to be credited by the Contractors with US$ 22.31 Million
TT Selling Rate (the “Middle Rate”). While accepting the said Award, the (out of which the Company’s share is US$ 5.58 Million being 25% of
Company has worked out and submitted a computation on 30th June, US$ 22.31 Million) in the final settlement of cost recovery accounts in
2005 to GOI indicating the amount receivable at ` 121.43 Million being relation to Development Costs incurred during contract year 1994-95 to
the amount short paid by GOI nominees up to 19th June, 2005 and 1999-2000 in excess of US$ 198.43 Million. Accordingly the Operator
interest thereon also calculated up to 19th June, 2005. The Company on behalf of the Company has revised the cost recovery accounts
further sent various communications updating its claim receivable statement and calculation of the Companies’ PTRR, in the DGH
from GOI Nominees. The last updated claim was made vide its’ letter format, for the years 1997-98 till 2009-10, based on the findings of the
dated 31st January, 2012 wherein total amount receivable from GOI Arbitration Award, and such revised statements are submitted on 29th
Nominees is computed at ` 839.70 Million, being the amount short paid April, 2011. The GOI has not yet responded to such communication
by GOI Nominees up to 31st December 2011 including interest thereon of the Operator. Instead, the GOI has preferred an appeal against the
of ` 120.10 Million also calculated up to 31st December, 2011. The said Arbitral Order before the Hon’ble Malaysian Federal Court at Kuala
payments to be made by the GOI’s nominees in terms of the Award Lumpur in April 2011 and also before the Hon’ble High Court of Delhi
dated 31st March, 2005 is also pending before the Arbitral Tribunal in in April 2011 seeking quashing of the Arbitral Award. The Hon’ble High
terms of the Interim Applications filed. The GOI has filed an Original Court of Delhi has vide its judgement dated 25th April, 2012 dismissed
Miscellaneous Petition (OMP) 329 of 2006 dated 20th July, 2006 before such petition. Also, the Contractors (including the Company) had filed
Hon’ble Delhi High Court challenging the award in respect of this issue. an Anti-Suit application before the Hon’ble Malaysian Federal Court
Another OMP 223 of 2006 dated 9th May, 2006 has been filed by GOI’s at Kuala Lumpur in June 2011 which has since been dismissed. The
nominees HPCL and BRPL in the Hon’ble Delhi High Court challenging Contractors (including the Company) has filed an appeal against such
the Partial Award dated 31st March, 2005 in respect of Conversion/ order and the same is listed for case management on 1st June, 2012.
Exchange Rate Matter. The Hon’ble Delhi High Court has on
Any further sum required to be paid or returnable in respect of dispute referred
31st October, 2011 reserved its judgement in respect of both OMP
above at (a) to (g) in accordance with the determination of the amount by the
223 of 2006 and OMP 329 of 2006. The Ministry of Petroleum and
Hon’ble Arbitral Tribunal/relevant courts in this behalf shall be accounted for
Natural Gas (MoPNG) vide its letter dated 11th October, 2011, advised
on the final outcome in those matters.
the GOI nominees to make payment against the amounts claimed by
the Company on ad-hoc basis after obtaining appropriate indemnity 3. Estimated amount of contracts remaining to be executed on capital account
from the Company. Accordingly, during the year such short payment of and not provided for (net of advances) ` 772.79 Million (Previous period
` 719.60 Million calculated till 31st December, 2011, has been ` 274.67 Million).
accounted for as Sales/Income from Operations and amount of 4. Capital Work-in-Progress includes advances for capital assets of ` 466.35
` 120.10 Million has been recognised as Interest. However, the GOI Million (Previous period ` 2,120.97 Million) and interest and other finance
40
 charges capitalised during the year ` 827.97 Million (Previous period Division only and personal guarantees of Mr. Venugopal N. Dhoot and
` 1,082.45 Million). Mr. Pradipkumar N. Dhoot.

5. Secured Loans 6. Unsecured Loans

a) The Non-Convertible Debentures are secured by first charge on a) Unsecured Rupee Loans from Banks are guaranteed by Mr. Venugopal
immovable and movable properties, both present and future, subject N. Dhoot and Mr. Pradipkumar N. Dhoot, the directors of the Company.
to prior charge on specified movables created/to be created in favour
b) The Company has availed interest free Sales Tax Deferral under
of Company’s Bankers for securing borrowings for working capital
Special Incentive to Prestigious Unit (Modified) Scheme. Out of total
requirements, and ranking pari-passu with the charge created/
outstanding, ` 31.02 Million is repayable in two equal annual installments
to be created in favour of Financial Institutions/Banks in respect of
commencing from 30th May, 2012, ` 8.78 Million is repayable in seven
their existing and future financial assistance. Also guaranteed by
monthly installments commencing from 20th October, 2013, ` 12.48
Mr. Venugopal N. Dhoot and Mr. Pradipkumar N. Dhoot.
Million is repayable in seven monthly installments commencing from
The Debentures are redeemable at par on 1st January, 2012. 20th October, 2014 and ` 4.16 Million is repayable on 31st March,
2016.
b) The Term Loans are secured by mortgage of immovable assets,
existing and future, of the Company and a floating charge on all movable 7. The Company had, during the year 2010, issued 2,000 Foreign Currency
assets, present and future, except book debts, subject to prior charge Convertible Bonds of US$ 100,000 each (Bonds) due on 16th December,
of the Bankers on stock of raw materials, finished, semi finished goods 2015, out of which 1,944 (Previous period 2,000) Bonds are outstanding.
and other movables, for securing working capital loans in the ordinary
i) The Bonds are convertible at the option of the bondholders at any
course of business, and exclusive charge created on specific items of
time on or after 25th January, 2011 to 7 days before maturity date i.e.
machinery financed by the respective lenders. The above charges rank
16th December, 2015, at a fixed exchange rate of ` 45.255 per 1 US$
pari-passu inter-se for all intents and purposes. The above loans are
and at initial conversion price of ` 239.5265 per share being at premium
guaranteed by Mr. Venugopal N. Dhoot and Mr. Pradipkumar N. Dhoot.
of 3% over reference share price. The conversion price will be subject
A part of loans from banks are secured by first pari-passu charge on to adjustment for, among other things, subdivision or consolidation of
book debts of consumer electronics and home appliances division shares, rights issues, capital distributions, stock dividends and other
which are not charged to bankers for securing working capital loans. dilutive events.

A part of loans from banks are secured by the assignment of fixed and ii) The Bonds are redeemable in whole but not in part at the option of
floating charge on all moneys received/to be received by the Company the Company on or after 15th December, 2013, if the closing price of
in relation to and from the Ravva Joint Venture, including all receivables shares for each of the 30 consecutive trading days prior to the date
of the Ravva Oil and Gas field, subject to the extent necessary, to the on which notice of such redemption is given was at least 130% of the
charge in favour of the Joint Ventures in terms of the Production Sharing conversion price.
Contract/Joint Operating Agreement in respect of Ravva Joint Venture;
iii) The Bonds are redeemable at maturity date i.e. on 16th December,
and the assignment/fixed and floating charge of all the right, title and
2015 at its principal amount, if not redeemed or converted earlier.
interest into and under all project documents, including but not limited to
all contracts, agreements or arrangements which the Company is a part 8. The Company has made a provision of ` 1,295.40 Million (Previous period
to, and all leases, licenses, consents, approvals related to the Ravva ` 1,810.00 Million) towards Current Income Tax, after taking into consideration
Joint Venture, insurance policies in the name of the Company, in a form the benefits admissible under the provisions of the Income Tax Act, 1961.
and manner satisfactory to the Trustee. The Company has also made a provision of ` 1.14 Million (Previous period
` 1.25 Million) towards Wealth Tax. The same are, in the opinion of the
A part of loan is secured by Equitable Mortgage on pari-passu basis
Management, adequate.
on immovable property situated at Videocon Tower, New Delhi and
Equitable Mortgage on pari-passu basis on immovable property 9. The Company has, directly and through its subsidiaries, made investments
including land, building and machinery situated at Village Manjra, of ` 15,000.00 Million, given share application money of ` 5,000.00 Million
Warora, Dist. Chandrapur. and advanced loans of ` 19,620.84 Million to Videocon Telecommunications
Limited (VTL), the subsidiary. VTL was granted Unified Access Services
A part of loan is secured by mortgage of immovable assets and first
(UAS) Licenses in 21 circles on 10th January, 2008 and had also been
charge on movable assets, cash flows and intangible assets pertaining
allotted spectrum in 20 circles out of which it has launched its services in 16
to the 5.75 MW Multi Crystelline Silicon Photovoltaic Technology
circles.
Project at Warora.
The Hon’ble Supreme Court of India, vide its judgment dated 2nd February,
Some of the loans are also secured by pledge of certain investments of
2012 in two separate writ petitions filed by Centre for Public Interest Litigation
the Company.
and by another, has quashed all the UAS licenses granted on or after
c) External Commercial Borrowings are secured by a first ranking 10th January, 2008 and the subsequent allocation of spectrum to these
pari-passu charge over all the present and future movable and licencees. This includes the 21 licenses issued to VTL and the spectrum
immovable fixed assets. The loan is further secured by personal allotted to it in 20 circles.
guarantees of Mr. Venugopal N. Dhoot and Mr. Pradipkumar N. Dhoot.
The Hon’ble Supreme Court of India had directed that its aforesaid order
d) Vehicle Loans from Banks are secured by way of hypothecation of shall be operative after four months from 2nd February, 2012. On 24th April,
Vehicles acquired out of the said loan. The loans are also secured by 2012, the Hon’ble Supreme Court of India modified its order and postponed
personal guarantee of Mr. Venugopal N. Dhoot. the operation of its order of quashing the Telecom Licenses and related
allocation of spectrum to 7th September, 2012. The Hon’ble Supreme
e) Working Capital Loans from Banks are secured by hypothecation of
Court of India has, vide order dated 2nd February, 2012, also directed
the Company’s stock of raw materials, packing materials, stock-in-
TRAI to make fresh recommendations for grant of licenses and allocation of
process, finished goods, stores and spares, book debts of Glass Shell

41
ANNUAL REPORT 2011
spectrum and the Central Government to grant fresh licenses and allocation construction of IT/ITes Parks, Biotech Parks etc. The Joint Venture
of spectrum by auction thereafter. The Central Government has announced Company has not commenced its commercial operations. The
that it will complete the auction of licenses and related spectrum on or before capital commitment of Videocon Infinity Infrastructures Private
31st August, 2012. Limited is ` 93.75 Million (Previous period ` Nil).

Pending the fresh auction as mentioned above, VTL is continuing its business. ii) The financial interest of the Company in the jointly controlled
It proposes to participate in the fresh auction and is hopeful of continuing incorporated entity based on audited financial statement is as
the business thereafter. Accordingly, in the opinion of the management, no under:
provision is required for diminution in the value of aforesaid investments, (` in Million)
share application money and advances. Company’s share in 31st Dec., 31st Dec.,
(` in Million) 2011 2010
10. The major components of deferred tax As at As at Assets 4.20 0.52
liabilities/assets are as under: 31st Dec., 31st Dec., Liabilities 4.15 0.48
2011 2010 Income - -
a) Deferred Tax Liabilities Expenses - -
Related to Depreciation on Fixed 7,875.11 6,766.62 Tax - -
Assets and Amortisation
7,875.11 6,766.62 12. The Company has kept the investment activities separate and distinct from the
b) Deferred Tax Assets normal business. Consequently, all the income and expenditure pertaining to
i) Expenses charged in the financial 64.02 312.41 investment activities have been allocated to the Investments and Securities
statements but allowable as Division and the income/(loss) after netting of the related expenditure has
deduction in future years under been shown as “Income/(Loss) from Investments and Securities Division”
the Income Tax Act, 1961
under “Other Income” which includes in respect of the long term investments,
ii) Others 459.88 84.60
dividend of ` 6.63 Million (Previous period ` 8.50 Million), loss on sale/
523.90 397.01
disposal of investments of ` 46.29 Million (Previous period ` 2.98 Million),
Net Deferred Tax Liability (a-b) 7,351.21 6,369.61
interest on debentures/bonds of ` 4.23 Million (Previous period ` 86.27
Million) and in respect of current investments, dividend of ` Nil (Previous
11. a) Unincorporated Joint Ventures: period ` 1.26 Million).

The Financial Statements reflect the share of the Company in the (` in Million)
assets and the liabilities as well as the income and the expenditure 13. Earnings Per Share: Year ended Period ended
of Joint Venture Operations on a line-by-line basis. The Company 31st Dec., 31st Dec.,
incorporates its share in the operations of the Joint Venture based 2011 2010
on statements of account received from the Operator. The Company a) Net Profit attributable to Equity
has, in terms of Accounting Policy No. A-5 above, recognised Shareholders
abandonment costs based on the technical assessment of current Net Profit as per Profit and Loss 5,455.58 7,446.94
costs as cost of producing properties and has provided depletion Account
thereon under ‘Unit of Production’ method as part of Producing Less: Short Provision of Income 56.47 57.83
Properties in line with Guidance Note on Accounting of Oil and Gas Tax for earlier years
Producing Activities issued by the Institute of Chartered Accountants
5,399.11 7,389.11
of India.
Less: Dividend on Preference Shares
i) The Company has participating interest of 25% in Ravva Oil including Tax on the same 39.25 53.73
and Gas Field Joint Venture (JV) through a Production Sharing
Net Profit attributable to Equity 5,359.86 7,335.38
Contract (PSC). Other members of the JV are Oil and Natural Shareholders
Gas Corporation Limited, Cairn Energy India Pty Limited and
Add: Changes (net) related to FCCBs - 328.47
Ravva Oil (Singapore) Pte. Limited. The parties have pursuant to
the PSC, entered into a Joint Operating Agreement. Cairn Energy Adjusted Net Profit for Diluted EPS 5,359.86 7,663.85
India Pty Limited is the Operator. b) Weighted Average Number of 302,308,789 263,129,174
Equity Shares considered for
ii) The Company has participating interest of 8.4% in Block WA- calculation of Basic EPS
388-P in exploration permit for a term of 6 years from 28th August,
Weighted Average Number of 302,308,789 287,605,936
2006. The Joint Venture (JV) comprises of the Company, Oilex Equity Shares considered for
Limited, Gujarat State Petroleum Corporation Limited, Hindustan calculation of Diluted EPS
Petroleum Corporation Limited, Bharat Petroleum Corporation
c) Basic Earnings per Share ` 17.73 ` 27.88
Limited, Sasol Petroleum Australia Ltd and Apache Northwest Pty
Limited (“Apache”). Apache is the Operator with 40% interest in Diluted Earnings per Share ` 17.73 ` 26.65
JV. The Capital Commitments based on estimated minimum work d) Reconciliation of Weighted Average
programme in relation to it’s participating interest is ` 1.96 Million Number of Equity Shares considered
for calculation of:
(Previous period ` 7.69 Million).
For Basic EPS 302,308,789 263,129,174
b) Incorporated Jointly Controlled Entities:
Add: Adjustment for Diluted EPS - 24,476,762
i) Videocon Infinity Infrastructures Private Limited is a 50 : 50 Joint
Venture Company incorporated in India, with Infinity Infotech Parks For Diluted EPS 302,308,789 287,605,936
Limited to carry on the business of infrastructure development like

42
 (` in Million)
17. The Balances of some of the Debtors, Creditors, Deposits, Advances and
14. Auditors’ Remuneration: Year ended Period ended
(Excluding Service Tax) 31st Dec., 31st Dec., Other Current Assets are subject to confirmation.
2011 2010 18. a) The Financial Institutions have a right to convert, at their option, the
a) Audit Fees 7.00 7.00 whole outstanding amount of term loans or a part not exceeding 20% of
b) Tax Audit Fees 1.40 1.40 defaulted amount of loan, whichever is lower, into fully paid up Equity
Shares of the Company at par on default in payments/repayments of
c) Out of Pocket Expenses 0.23 0.22
three consecutive installments of principal and/or interest thereon or on
d) Other Services 5.57 5.57 mismanagement of the affairs of the Company.
14.20 14.19
b) The Financial Institutions have a right to convert at their option, the
15. There are no amounts due to be credited to the Investor Education and whole or a part of outstanding amount of Preference Shares, into fully
Protection Fund. paid up Equity Shares of the Company as per SEBI guidelines, on
16. In the opinion of the Board, the value on realisation of Current Assets, Loans default in payment of dividend or a default in redemption of Preference
and Advances in the ordinary course of the business would not be less than Shares or any combination thereof.
the amount at which they are stated in the Balance Sheet and the provision
for all known and determined liabilities is adequate and not in excess of the
amount reasonably required.

19. Employee Benefits:

Disclosure pursuant to Accounting Standard (AS) 15 (Revised)
I) Defined Contribution Plans:
Amount of ` 121.77 Million (Previous period ` 127.07 Million) is recognised as an expense and shown under the head “Salary, Wages and Employees’ Benefits”
(Schedule 12) in the Profit and Loss Account.
(` in Million)
II) Defined Benefit Plans: Gratuity Leave Encashment
31st Dec., 2011 31st Dec., 2010 31st Dec., 2011 31st Dec., 2010
a) The amounts recognised in the Balance Sheet as at the end of
the year/period
i) Present Value of Defined Benefit Obligation 158.49 138.50 44.29 47.02
ii) Fair value of Plan Assets 54.74 50.05 - -
iii) Funded Status – Surplus/(Deficit) (103.75) (88.45) (44.29) (47.02)
iv) Net Assets/(Liability) (103.75) (88.45) (44.29) (47.02)

b) The amounts recognised in Profit and Loss Account for the

year/period
i) Current Service Cost 20.64 23.39 7.34 15.14
ii) Interest Cost 10.93 10.93 3.57 4.17
iii) Actuarial (Gains)/Losses 2.15 18.89 7.52 16.01
iv) Actual Return on Plan Assets 4.31 6.36 - -
v) Total Expenses 29.41 46.85 18.43 35.32

c) The changes in Obligations during the year/period

i) Present value of Defined Benefit Obligation at the 138.50 106.59 47.02 36.00
beginning of the year
ii) Current Service Cost 20.64 23.39 7.34 15.14
iii) Interest Cost 10.93 10.93 3.57 4.17
iv) Actuarial (Gains)/Losses 2.15 18.89 7.52 16.01
v) Benefit Payments 13.73 21.30 21.16 24.30
vi) Present value of Defined Benefit Obligation at the end of 158.49 138.50 44.29 47.02
the year/period

d) The changes in Plan Assets during the year/period

i) Plan Assets at the beginning of the year 50.05 43.60 - -
ii) Contribution by Employer 8.57 9.67 - -
iii) Actual Benefit paid 8.19 9.58 - -
iv) Plan Assets at the end of the year/period 54.74 50.05 - -
v) Actual return on Plan Assets 4.31 6.36 - -

e) Actuarial Assumptions
i) Discount Rate 8% per annum
ii) Mortality L.I.C. (1994-96) Ultimate
iii) Turnover Rate 5% at younger ages reducing to 1% at older ages
iv) Future Salary Increase 5% per annum

43
ANNUAL REPORT 2011
(` in Million) - Videocon Energy Brazil Limited
20. Disclosures under Micro, Small and Medium As at As at - Videocon Australia WA-388-P Limited
Enterprises Development Act, 2006: 31st Dec., 31st Dec.,
- Oil Services International S.A.S.
2011 2010
a) Principal amount remaining unpaid 4.61 7.73 m) Videocon Energy Ventures Limited and its subsidiary
to any suppliers as at the end of each - Videocon Oman 56 Limited
accounting year
n) Videocon International Electronics Limited and its subsidiaries
b) Interest due thereon remaining unpaid 0.21 -
to any supplier as at the end of each - Jumbo Techno Services Private Limited
accounting year
- Senior Consulting Private Limited
c) The amount of interest paid by the - 0.00
Company in terms of Section 16 of the - Videocon Telecommunications Limited and its subsidiary
Micro, Small and Medium Enterprises - Datacom Telecommunications Private Limited
Development Act, 2006, along with the
amount of the payment made to the o) Videocon Energy Limited and its subsidiaries
supplier beyond the appointed day - Videocon Power Ventures Limited and its subsidiaries (upto
d) The amount of interest due and payable 0.21 - 20th October, 2011)
for the period of delay in making the
- Aim Energy Private Limited (upto 20th October, 2011)
payment
e) The amount of interest accrued and 0.21 - - Marvel Energy Private Limited (upto 20th October, 2011)
remaining unpaid at the end of each - Viable Energy Private Limited (upto 20th October, 2011)
accounting year
- Vital Power Private Limited (upto 20th October, 2011)
f) The amount of further interest remaining - -
due and payable even in the succeeding - Proficient Energy Private Limited and its subsidiaries ***
years, untill such date when the - Instant Energy Private Limited (upto 20th October, 2011)
interest dues as above are actually
paid to the small enterprises, for the - Orchid Energy Private Limited (upto 20th October, 2011)
purpose of disallowance as a deductible - Applied Energy Private Limited and its subsidiaries
expenditure under Section 23 of the
Micro, Small and Medium Enterprises - Comet Power Private Limited
Development Act, 2006 - Galaxy Power Private Limited (upto 20th
Note: The information as required to be disclosed under the Micro, Small October, 2011)
and Medium Enterprises Development Act, 2006, has been determined
to the extent of such vendors/parties identified from the available - Percept Energy Private Limited (upto 20th
information. October, 2011)
21. Related Party Disclosures: - Unity Power Private Limited
As required under Accounting Standard 18 on “Related Party Disclosures”, * Videocon Oil Ventures Limited was a subsidiary of Videocon
the disclosure of transaction with related parties as defined in the Accounting Energy Limited up to 1st July, 2011. It became a wholly owned
Standards are given below: subsidiary of Videocon Industries Limited w.e.f. 2nd July, 2011.
A) List of Related Parties where control exists and related parties ** Videocon Industries Limited w.e.f. 21st December, 2010 acquired
with whom transactions have taken place and relationship: 97.54% of the share capital of Videocon Hydrocarbon Holdings
i) Subsidiaries: Limited (VHHL). w.e.f. 12th July, 2011 VHHL became step
down subsidiary of Videocon Industries Limited since Videocon
a) Chhattisgarh Power Ventures Private Limited Industries Limited transferred 96.54% of shareholding in VHHL to
b) Eagle ECorp Limited Videocon Oil Ventures Limited.

c) Flair Energy Private Limited (w.e.f. 2nd March, 2011 to *** Proficient Energy Private Limited was a subsidiary of Marvel Energy
20th October, 2011) Private Limited up to 19th October, 2011. It became a subsidiary of
Videocon Energy Limited w.e.f. 20th October, 2011.
d) Liberty Videocon General Insurance Company Limited
(w.e.f. 19th December, 2011) ii) Associates and Joint Ventures:

e) Middle East Appliances LLC - Goa Energy Private Limited - Associate - 26%
- Radium Energy Private Limited - Associate - 26%
f) Pipavav Energy Private Limited
- Videocon Infinity Infrastructure Private Limited - Joint Venture - 50%
g) Prosperous Energy Private Limited (w.e.f. 1st March, 2011)
- IBV Brasil Petroleo Limitada - (50% Joint Venture of Videocon
h) Senator Energy Private Limited (upto 20th October, 2011) Energy Brazil Limited)
i) Triumph Energy Private Limited (upto 20th October, 2011) - Northwest Energy Private Limited - (Associate of Proficient Energy
Private Limited - 47%, w.e.f. 15th September, 2011)
j) Videocon Electronics (Shenzhen) Limited
(Chinese Name - Weiyoukang Electronic (Shenzhen) Co., Ltd.) iii) Key Management Personnel:
k) Videocon Global Limited - Mr. Venugopal N. Dhoot - Chairman & Managing Director
l) Videocon Oil Ventures Limited and its subsidiaries * - Mr. Pradipkumar N. Dhoot - Whole Time Director
- Videocon Estelle Limited (w.e.f. 14th January, 2011) - Mr. S. K. Jain - Senior Vice President
- Videocon Ivory Limited (w.e.f. 14th January, 2011) - Mr. Shekhar Jyoti - Vice President
- Videocon Hydrocarbon Holdings Limited and its subsidiaries **
- Mr. C. M. Singh - Vice President (w.e.f. 1st January, 2011)
- Videocon JPDA 06-103 Limited
- Mr. J. R. Rathore - Senior Vice President (w.e.f. 1st January, 2011)
- Videocon Mozambique Rovuma 1 Limited
- Mr. Abhijit Kotnis - Vice President
- Videocon Indonesia Nunukan Inc.

44
 B) Transactions/outstanding balances with Related Parties: 23. Loans and Advances in the nature of Loans given to Subsidiaries and
Associates, etc.
The Company has entered into transactions with certain related parties
during the year as listed below. The Board considers such transactions a) Loans and Advances in the nature of Loans:
to be in normal course of business:
(` in Million)
(` in Million)
As at As at Maximum
Subsidiary Associates/ Key
31st Dec., 31st Dec., Balance
Particulars Companies Joint Management Name of the Company
2011 2010 during the
Venture Personnel
year
Nature of Transactions
Aim Energy Private Limited Subsidiary - 0.08 0.08
Sale of Goods/Services 424.75 (upto 20th October, 2011)
(6,485.48) Applied Energy Private Limited Subsidiary 7.93 0.02 162.23
Purchase of Goods/Services 89.75 Chhattisgarh Power Ventures Private Limited Subsidiary 972.61 1,529.25 1,717.21
(77.82)
Comet Power Private Limited Subsidiary 0.31 12.36 31.66
Interest Recovered 2,560.92 90.42
Datacom Telecommunications Private Subsidiary 0.0004 - 0.0004
(459.75) (44.63) Limited
Investments 1,095.23 - Flair Energy Private Limited Subsidiary - - 0.0006
(16,313.04) (-24.29) (w.e.f. 2nd March, 2011 to 20th October,
2011)
Advances/Loans given 24,769.22 8.40
Galaxy Power Private Limited Subsidiary - 17.39 17.92
(19,369.08) (0.00)
(upto 20th October, 2011)
Advances/Loans received 2,563.50 -
Instant Energy Private Limited Subsidiary - 14.69 27.69
back (1,030.67) (48.00)
(upto 20th October, 2011)
Advances/Loans received 81.69
Jumbo Techno Services Private Limited Subsidiary 0.01 - 0.005
(-)
Liberty Videocon General Insurance Subsidiary 14.61 - 14.61
Remuneration 43.07 Company Limited
(60.86) (w.e.f. 19th December, 2011)
Outstanding as at Marvel Energy Private Limited Subsidiary - 0.01 0.01
31st December, 2011 (upto 20th October, 2011)
Trade Receivables 68.34 Orchid Energy Private Limited Subsidiary - 66.01 66.01
(419.85) (upto 20th October, 2011)

Trade Payables 20.53 Percept Energy Private Limited Subsidiary - 1.02 1.02
(upto 20th October, 2011)
(-)
Pipavav Energy Private Limited Subsidiary 1,550.99 5.47 3,985.98
Advances/Loans given 49,401.76 371.33
Proficient Energy Private Limited Subsidiary - 30.01 104.23
(27,289.04) (362.93)
Investments/Share 40,381.66 0.10 Prosperous Energy Private Limited Subsidiary 409.42 - 409.42
Application Money (39,286.03) (0.10) (w.e.f. 1st March, 2011)

Advances/Loans received 81.69 Senator Energy Private Limited Subsidiary - 0.01 0.01
(upto 20th October, 2011)
(-)
Senior Consulting Private Limited Subsidiary 0.01 - 0.01
C) Material transactions with Related Parties during the year are:
Sales to Videocon Telecommunications Limited (on high seas Unity Power Private Limited Subsidiary 0.002 7.26 8.72
basis) ` 335.80 Million (Previous period ` 6,338.33 Million), Viable Energy Private Limited Subsidiary - 0.08 0.08
Instant Energy Private Limited ` 88.95 Million (Previous period (upto 20th October, 2011)
` Nil); Purchases from Middle East Appliances LLC ` 89.75 Million
(Previous period ` 67.04 Million); Subscription to Shares/Share Videocon Electronics (Shenzhen) Limited Subsidiary - 3.76 13.29
Application Money (Investments) of Videocon Oil Ventures Limited Videocon Energy Limited Subsidiary - 1,939.08 1,939.08
` 10,000.00 Million (Previous period ` Nil), Sale of Shares of Videocon
Hydrocarbon Holdings Limited to Videocon Oil Ventures Limited Videocon Energy Ventures Limited Subsidiary 1,340.50 - 1,340.50
` 8,908.82 Million (Previous period ` Nil); Interest recovered from Videocon Global Limited Subsidiary 9,993.31 7,153.00 9,993.31
Videocon Telecommunications Limited ` 2,435.16 Million (Previous
period ` 459.75 Million) and Goa Energy Private Limited ` 90.42 Videocon International Electronics Limited Subsidiary 12,616.70 10,172.06 14,016.66
Million (Previous period ` 44.63 Million); Advances/Loans given Videocon Oil Ventures Limited Subsidiary 5,296.65 0.43 6,407.85
to Videocon Telecommunications Limited ` 10,870.05 Million
(Previous period ` 681.32 Million), Videocon Oil Ventures Limited Videocon Power Ventures Limited Subsidiary - 8.31 8.31
` 5,296.22 Million (Previous period ` 0.43 Million), Videocon Global (upto 20th October, 2011)
Limited ` 2,840.30 Million (Previous period ` 707.82 Million); Videocon Telecommunications Limited Subsidiary 17,198.71 6,328.66 17,541.25
Advances/Loans received back from Videocon Energy Limited
` 1,939.08 Million (Previous period ` Nil), Chhattisgarh Power Ventures Vital Power Private Limited Subsidiary - 0.08 0.08
Private Limited ` 556.64 Million (Previous period ` Nil); Advances/ (upto 20th October, 2011)
Loans received from Proficient Energy Private Limited ` 67.70 Million Goa Energy Private Limited Associate 368.07 362.68 378.88
(Previous period ` Nil), Videocon Electronics (Shenzhen) Limited
` 13.99 Million (Previous period ` Nil). Radium Energy Private Limited Associate 0.51 - 0.51

22. The Company has prepared the Consolidated Financial Statements as per Videocon Infinity Infrastructure Private Joint 2.75 0.25 2.75
Accounting Standard (AS) 21 and accordingly the segment information as Limited Venture
per AS-17 “Segment Reporting” has been presented in the Consolidated
Financial Statements.

45
ANNUAL REPORT 2011
Loans and Advances shown above, to subsidiaries fall under the 25. As required by Accounting Standard 29 “Provisions, Contingent Liabilities
category of ‘Loans and Advances’ in nature of Loans where there is no and Contingent Assets” issued by The Institute of Chartered Accountants of
repayment schedule and are repayable on demand. India, the disclosure with respect to provisions are as follows:
b) Investment by the loanee in the shares of the Company: (` in Million)
None of the loanees have made investments in the shares of the Year ended Period ended
Company. Warranty and Maintenance Expenses 31st Dec., 31st Dec.,
24. Reserves: 2011 2010

Share of the Company in remaining reserves on proved and probable basis a) Amount at the beginning of the year 638.51 618.73
(as per Operator’s estimates) in Ravva Oil & Gas field (Unincorporated) Joint b) Additional provision made during the 596.46 617.91
Venture. year/period

As at As at c) Amount used 602.82 598.13

Particulars Unit of measurement 31st Dec., 31st Dec., d) Amount at the end of the year/period 632.15 638.51
2011 2010
Crude Oil Million Metric Tonnes 1.53 1.85
Natural Gas Million Cubic Meters 240.29 359.13

26. Additional Information pursuant to the provisions of paragraphs 3, 4C, 4D of Year ended Period ended
Part II of Schedule VI to the Companies Act, 1956. Unit 31st December, 2011 31st December, 2010
Quantity ` in Million Quantity ` in Million
QUANTITATIVE INFORMATION:
I. Production/Purchase/Generation:
(Including Goods Manufactured through third parties and excluding goods
manufactured for others on job basis)
a) Crude Oil MT 330,674 453,134
b) Natural Gas Cu. Mtr 154,827,200 180,934,525
c) TV Sets including Assemblies and Sub-Assemblies thereof and Glass Nos. 34,555,563 47,169,373
Shells
d) Audio, Video and other Electrical and Electronic Appliances, including Nos. 10,239,102 10,352,934
Assemblies and Sub-Assemblies thereof
e) Air Conditioners Nos. 642,767 692,636
f) Electricity KWH 1,081,600 -
II. Stocks of Finished Goods at Close:
a) Crude Oil MT 9,185 60.51 13,369 71.70
b) Natural Gas Cu. Mtr - - - -
c) TV Sets including Assemblies and Sub-Assemblies thereof and Glass Nos. 1,642,061 2,012.28 1,655,410 1,974.14
Shells
d) Audio, Video and other Electrical and Electronic Appliances, including Nos. 381,275 1,517.37 354,611 1,481.18
Assemblies and Sub-Assemblies thereof
e) Air Conditioners Nos. 22,832 270.43 21,907 247.06
f) Electricity KWH - - - -
TOTAL 3,860.59 3,774.08
III. Stocks of Finished Goods at Beginning:
a) Crude Oil MT 13,369 71.70 6,526 24.61
b) Natural Gas Cu. Mtr. - - - -
c) TV Sets including Assemblies and Sub-Assemblies thereof and Glass Nos. 1,655,410 1,974.14 1,635,554 1,874.56
Shells
d) Audio, Video and other Electrical and Electronic Appliances, including Nos. 354,611 1,481.18 341,099 1,410.28
Assemblies and Sub-Assemblies thereof
e) Air Conditioners Nos. 21,907 247.06 26,173 293.35
f) Electricity KWH - - - -
TOTAL 3,774.08 3,602.80
IV. Sales/Services Rendered (Including Duty Drawback and Cash
Compensatory support):
a) Crude Oil MT 334,858 14,038.52 446,291 12,198.21
b) Natural Gas Cu.Mtr. 140,506,728 896.12 163,089,630 1,005.12
c) TV Sets including Assemblies and Sub-Assemblies thereof and Glass Nos. 34,568,912 68,958.78 47,149,517 84,459.25
Shells
d) Audio, Video and other Electrical and Electronic Appliances, including Nos. 10,212,438 34,930.84 10,339,422 37,744.58
Assemblies and Sub-Assemblies thereof
e) Air Conditioners Nos. 641,842 9,872.32 696,902 10,662.20
f) Electricity KWH 1,075,200 19.26 - -
g) Other Sales & Service Income - 478.86 - 689.91
TOTAL 129,194.70 146,759.27

46
 Year ended Period ended
Unit 31st December, 2011 31st December, 2010
Quantity ` in Million Quantity ` in Million
V. Flared/Consumed/Normal Loss:
a) Natural Gas Cu. Mtr. 14,320,472 - 17,844,895 -
b) Electricity KWH 6,400 - - -
VI. Raw Material Components and Spares Consumption including for
products manufactured through third parties:
a) Printed Circuit Board (All types) Nos. 12,132,478 8,879.47 13,447,789 9,868.61
b) Active & Passive Components */** - 24,072.39 - 28,460.03
c) Plastic and Wooden Parts Nos. 14,368,763 31,381.80 16,679,693 37,636.19
d) Other Raw Materials ** - 14,731.13 - 15,311.71
TOTAL 79,064.79 91,276.54
* Inclusive of job charges paid.
** It is not practicable to furnish quantitative information of components consumed, in view of considerable number of items of diverse size and number.
Note: The industrial licensing has been abolished in respect of the products of the Company.

Year ended Period ended

31st December, 2011 31st December, 2010
Percentage ` in Million Percentage ` in Million
VII. Value of Imported and Indigenous Raw Materials, Components and
Spares Consumed:
a) Imported 18.14 14,339.46 19.88 18,142.96
b) Indigenous 81.86 64,725.33 80.12 73,133.58
TOTAL 79,064.79 91,276.54

Year ended Period ended

31st December, 2011 31st December, 2010
` in Million ` in Million
VIII. C.I.F. Value of Imports, Expenditure and Earnings in Foreign Currency:
a) C.I.F. Value of Imports:
Raw Materials 14,026.74 20,492.78
Capital Goods (including advances) 709.66 1,953.03
b) Expenditure incurred in Foreign Currency: (on payment basis)
Cash Call paid to the Operator for the project 813.21 677.12
Interest and Bank Charges 984.13 355.83
Royalty 47.10 52.42
Travelling 16.33 31.72
Others 148.67 158.79
c) Other Earnings/Receipts in Foreign Currency:
F.O.B. Value of Exports (on receipt basis) 3,838.47 4,750.33
Others 2.06 490.31
IX. The Company has paid dividend in respect of shares held by Non-Residents on repatriation basis where the amount is also credited to Non-
Resident External Account (NRE A/c). The exact amount of dividend remitted in foreign currency can not be ascertained. The total amount
remittable in this respect is given below:
Year ended Period ended
31st December, 2011 31st December, 2010
a) Number of Non-Resident Shareholders 1,372 1,516
b) Number of Equity Shares held by them 24,556,038 28,330,203
c) Gross Amount of Dividend (` in Million) 24.56 56.66
d) Year to which dividend relates 2009-10 2008-09

27. The figures for the current year are for a period of 12 months as against 15 months in previous period and hence, are not comparable. Figures in respect of previous
period have been regrouped, reclassified and recasted wherever necessary to make them comparable with those of current year.

47
ANNUAL REPORT 2011

28. Balance Sheet Abstract and Company’s General Business Profile:

I. Registration Details
Registration No. L99999MH1986PLC103624
Balance Sheet Date 31st December, 2011
State Code 11
II. Capital Raised During the year (Amounts ` in Million)
Public Issue -
Rights Issue -
Bonus Issue -
Private Placement - Conversion of FCCBs 10.58
III. Position of Mobilisation & Deployment of Funds (Amounts ` in Million)
Total Liabilities 293,441.17
Total Assets 293,441.17
Sources of Funds
Paid-up Capital 3,339.36
Reserves and Surplus 96,190.40
Deferred Tax Liability (Net) 7,351.21
Secured Loans 98,356.42
Unsecured Loans 88,203.78
Application of Funds
Net Fixed Assets 63,481.99
Investments 47,437.09
Net Current Assets 182,522.09
IV. Performance of Company (Amounts ` in Million)
Turnover (including other income) 127,565.34
Total Expenditure 119,831.62
Profit Before Tax 7,733.72
Profit After Tax 5,455.58
Earnings Per Share in ` 17.73
Dividend Rate % 5.00
V. Generic Names of Three Principal Products of the Company
(As per monetary terms)
a) Item Code No. (ITC Code) 2709.00
Product Description Crude Oil and Natural Gas
b) Item Code No. (ITC Code) 8528.72
Product Description Colour Television
c) Item Code No. (ITC Code) 7011.20
Product Description Glass Shell Panels & Funnels for C.P.T.

As per our report of even date For and on behalf of the Board

For KHANDELWAL JAIN & CO. For KADAM & CO. V. N. DHOOT
Chartered Accountants Chartered Accountants Chairman and Managing Director

AKASH SHINGHAL U. S. KADAM P. N. DHOOT

Partner Partner Whole Time Director
Membership No.103490 Membership No. 31055
VINOD KUMAR BOHRA
Place : Mumbai Company Secretary
Date : 26th May, 2012

48
 AUDITORS’ REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS

To,
The Board of Directors
VIDEOCON INDUSTRIES LIMITED
1. We have audited the attached Consolidated Balance Sheet of Videocon Industries Limited (the Company) and its subsidiaries as at 31st December, 2011,
Consolidated Profit and Loss Account and the Consolidated Cash Flow Statement for the year ended on that date annexed thereto. These Consolidated Financial
Statements are the responsibility of the Company’s management and have been prepared by them on the basis of separate financial statements and other financial
information regarding components. Our responsibility is to express an opinion on these Consolidated Financial Statements based on our audit.
2. We conducted our audit in accordance with Auditing Standards generally accepted in India. These Standards require that we plan and perform the audit to obtain
reasonable assurance whether the financial statements are prepared, in all material respects, in accordance with an identified financial reporting frame work and are
free of material misstatement. An audit includes, examining on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall Consolidated Financial
Statements presentation. We believe that our audit provides a reasonable basis for our opinion.
3. We did not jointly audit the financial statements of certain Subsidiaries and Joint Ventures, whose financial statements reflect total assets of ` 185,561.01 Million as
at 31st December, 2011, total revenues of ` 2,343.07 Million and cash flows amounting ` 2,732.25 Million for the year ended on that date and financial statements of
associates, in which the share of loss is ` 0.19 Million. These financial statements have been audited by either of us singly or by other auditors whose reports have
been furnished to us and our opinion, in so far as it relates to the amounts included in respect of these entities, is based solely on the reports of those respective
auditors.
4. We report that the Consolidated Financial Statements have been prepared by the Company in accordance with the requirements of the Accounting Standard (AS) 21
on “Consolidated Financial Statements”, Accounting Standard (AS) 23 on “Accounting for Investments in Associates ” and Accounting Standard (AS) 27 “Financial
Reporting of Interest in Joint Ventures” issued by the Institute of Chartered Accountants of India and on the basis of the separate audited financial statements of the
Company, and its subsidiaries included in Consolidated Financial Statements.
5. (a) As mentioned in Note No. ‘C-3(a)’ of Schedule 16, the Hon’ble Supreme Court of India, vide its judgement dated 2nd February, 2012 in two separate writ
petitions filed by Centre for Public Interest Litigations and by another, has quashed all the UASL licenses granted on or after 10th January, 2008 pursuant
to two press releases issued on 10th January, 2008 and the subsequent allocation of spectrum to the licencees. This includes 21 licenses issued to the
Videocon Telecommunications Limited (VTL) and the spectrum allotted to it in 20 circles. The Hon’ble Supreme Court further directed that its Order of quashing
the Telecom Licenses and the allocation of the spectrum shall be operative after four months from 2nd February, 2012. On 24th April, 2012 the Hon’ble
Supreme Court of India modified its Order and postponed the operation of its Order of quashing of the Telecom Licenses and the allocation of the spectrum to
7th September, 2012. The Hon’ble Supreme Court of India had also directed in its Judgement of 2nd February, 2012 TRAI to make fresh recommendations
for grant of licences and allocation of spectrum (TRAI has since issued its recommendations on 23rd April, 2012) and the Central Government to grant fresh
licenses and allocation of spectrum by auction thereafter. The Central Government has announced that it will complete the auction of licenses and allocation
of spectrum on or before 31st August, 2012. VTL has decided to participate in such auction. Assuming successful participation by VTL in such auction of the
licenses and the spectrum, it is continuing its business as a going concern.
(b) As mentioned in Note No. ‘C-3(b)’ of Schedule 16, VTL has incurred a net loss of ` 17,471.79 Million during the year and has accumulated losses of ` 28,308.79
Million as at 31st December, 2011, resulting into erosion of its net worth. The ability of VTL to continue as a going concern is substantially dependent on its
ability to fund its operating and capital funding requirements. The management is confident of mobilizing the necessary resources for continuing the operations
of VTL as per the business plan, as may evolve.
Accordingly, the financial statements of VTL have been prepared on a going concern basis. The accompanying financial statements do not include any adjustments
relating to the recoverability and classification of assets carrying amounts or the amount and classification of liabilities that might result should VTL be unable to
continue as a going concern.
6. On the basis of the information and explanations given to us and on the consideration of the separate audit report on individual audited financial statements of the
Company, its Joint Ventures and its subsidiaries, we are of the opinion that the attached Consolidated Financial Statements subject to paragraph 5 above, the
consequent impact of which on the financial statements, if any, is unascertainable and read with the notes and the significant accounting policies thereon, give a true
and fair view in conformity with the accounting principles generally accepted in India:
a) in the case of the Consolidated Balance Sheet, of the state of affairs of the Company and its subsidiaries as at 31st December, 2011;
b) in the case of the Consolidated Profit and Loss Account, of the consolidated loss of the Company and its subsidiaries for the year ended on that date; and
c) in the case of the Consolidated Cash Flow Statement, of the consolidated cash flows of the Company and its subsidiaries for the year ended on that date.

For KHANDELWAL JAIN & CO. For KADAM & CO.

Chartered Accountants Chartered Accountants
(Firm Registration No. 105049W) (Firm Registration No. 104524W)

AKASH SHINGHAL U. S. KADAM

Partner Partner
Membership No. 103490 Membership No. 31055

Place : Mumbai
Date : 26th May, 2012

49
ANNUAL REPORT 2011
CONSOLIDATED BALANCE SHEET AS AT 31ST DECEMBER, 2011
(` in Million)
Schedule As at As at
Particulars
No. 31st Dec., 2011 31st Dec., 2010
SOURCES OF FUNDS
Shareholders’ Funds
Share Capital 1 3,339.36 3,479.57
Reserves and Surplus 2 69,450.43 80,678.33

Minority Interest 104.10 3.19

Share Application Money Pending Allotment 5,448.74 5,000.00

Deferred Tax Liability (Net) 7,351.19 6,741.23

Loan Funds
Secured Loans 3 157,583.65 83,349.90
Unsecured Loans 4 115,249.85 60,389.30
TOTAL 358,527.32 239,641.52
APPLICATION OF FUNDS
Fixed Assets 5
Gross Block 219,449.26 180,055.11
Less: Depreciation, Amortisation and Impairment 56,298.23 50,025.92
Net Block 163,151.03 130,029.19

Pre-Operative Expenditure Pending Allocation 2,197.68 832.51

Investments 6 11,083.18 3,488.02

Goodwill on Consolidation 77.91 38.32

Current Assets, Loans and Advances 7

Inventories 20,897.41 20,599.55
Sundry Debtors 28,153.11 26,666.98
Cash and Bank Balances 12,255.92 16,064.91
Other Current Assets 943.50 570.70
Loans and Advances 153,957.34 64,968.89
216,207.28 128,871.03
Less: Current Liabilities and Provisions 8
Current Liabilities 33,126.97 22,400.42
Provisions 1,062.88 1,217.22
34,189.85 23,617.64
Net Current Assets 182,017.43 105,253.39
Miscellaneous Expenditure 0.09 0.09
(To the extent not written off or adjusted)
TOTAL 358,527.32 239,641.52
Significant Accounting Policies and Notes to Accounts 16

As per our report of even date For and on behalf of the Board

For KHANDELWAL JAIN & CO. For KADAM & CO. V. N. DHOOT
Chartered Accountants Chartered Accountants Chairman and Managing Director

AKASH SHINGHAL U. S. KADAM P. N. DHOOT

Partner Partner Whole Time Director
Membership No.103490 Membership No. 31055

Place : Mumbai VINOD KUMAR BOHRA

Date : 26th May, 2012 Company Secretary

50
 CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED ON 31ST DECEMBER, 2011
(` in Million)
12 Months 15 Months
Schedule
Particulars ended on ended on
No.
31st Dec., 2011 31st Dec., 2010
INCOME
Sales/Income from Operations 136,845.07 150,286.87
Less: Excise Duty 2,692.48 2,662.36
Net Sales 134,152.59 147,624.51
Other Income 9 1,375.74 1,569.09
TOTAL 135,528.33 149,193.60
EXPENDITURE
Cost of Goods Consumed/Sold 10 80,334.70 92,344.33
Production and Exploration Expenses - Oil and Gas 11 9,007.76 8,798.83
Access Charges, License Fees and Network Expenses 12 11,381.39 4,689.31
Salaries, Wages and Employees’ Benefits 13 3,875.25 3,406.01
Manufacturing and Other Expenses 14 17,932.71 19,698.99
Interest and Finance Charges 15 15,563.88 10,892.08
Depreciation, Amortisation and Impairment 5 9,160.75 8,912.00
TOTAL 147,256.44 148,741.55
PROFIT/(LOSS) BEFORE TAXATION (11,728.11) 452.05
Add: Share in Profit/(Loss) of Associates (0.19) -
Add: Profit/ (Loss) on Disposal/Dilution of holding in Subsidiaries/ Associates 49.74 (173.41)
Provision for Taxation
Current Tax 1,304.87 1,812.40
Deferred Tax 602.00 1,438.36
PROFIT/(LOSS) BEFORE MINORITY INTEREST (13,585.43) (2,972.12)
Add: Minority Interest 5.21 1.93
PROFIT/(LOSS) FOR THE YEAR/ PERIOD (13,580.22) (2,970.19)
Less: Short Provision of Income Tax for earlier years 57.44 57.83
Less: Transfer from Pre-Operative Expenditure Pending Allocation - 408.85
Balance brought forward 18,414.22 22,998.35
Transfer from Debenture/Bonds Redemption Reserve 1,976.47 258.60
BALANCE AVAILABLE FOR APPROPRIATIONS 6,753.03 19,820.08
APPROPRIATIONS
Proposed Dividend - Equity Shares 159.39 301.97
Proposed Dividend - Preference Shares 33.77 46.08
Tax on Proposed Dividend 31.33 57.81
Transfer to Capital Redemption Reserve 150.83 -
Transfer to General Reserve 1,000.00 1,000.00
Balance Carried to Balance Sheet 5,377.71 18,414.22
TOTAL 6,753.03 19,820.08
EARNINGS PER SHARE (Not Annualised)
(Nominal value of ` 10/- each)
Basic ` (45.24) ` (13.27)
Diluted ` (45.24) ` (10.99)
(Refer Note No. ‘C-13’ of Schedule 16)
Significant Accounting Policies and Notes to Accounts 16

As per our report of even date For and on behalf of the Board

For KHANDELWAL JAIN & CO. For KADAM & CO. V. N. DHOOT
Chartered Accountants Chartered Accountants Chairman and Managing Director

AKASH SHINGHAL U. S. KADAM P. N. DHOOT

Partner Partner Whole Time Director
Membership No.103490 Membership No. 31055

Place : Mumbai VINOD KUMAR BOHRA

Date : 26th May, 2012 Company Secretary

51
ANNUAL REPORT 2011
CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31ST DECEMBER, 2011
(` in Million)
12 Months 15 Months
Particulars ended on ended on
31st Dec., 2011 31st Dec., 2010
A. CASH FLOW FROM OPERATING ACTIVITIES
Net Profit/(Loss) before Tax (11,728.11) 452.05
Adjustments for:
Depreciation, Amortisation and Impairment 9,160.75 8,912.00
Interest and Finance Charges 15,563.88 10,892.08
Provision for Leave Encashment 2.85 15.25
Provision for Retirement Benefits 30.54 40.95
Provision for Warranty and Maintenance Expenses (6.36) 19.78
Diminution in value of Investments 180.82 78.36
(Profit) on Sale of Fixed Asset (180.38) (51.29)
Provision for Doubtful Debts 94.73 41.90
Minority Interest for the year/period 5.21 1.93
Interest Received (743.09) (456.44)
(Income) from Investments and Securities Division (279.59) (195.26)
Transfer from Pre-Operative Expenditure Pending Allocation - (408.85)
Operating Profit before Working Capital changes 12,101.25 19,342.46
Adjustments for:
Inventories (297.86) (2,597.68)
Sundry Debtors (1,580.86) (8,521.75)
Other Current Assets (372.80) (165.10)
Loans and Advances (88,940.54) (11,334.11)
Current Liabilities 10,729.05 8,302.21
Cash (used in)/generated from Operations (68,361.76) 5,026.03
Less: Taxes Paid/(Refund) - Net 1,410.22 1,868.71
Net Cash (used in)/from Operating Activities (A) (69,771.98) 3,157.32
B. CASH FLOW FROM INVESTING ACTIVITIES
Sale of Fixed Assets/Adjustment on account of disposal/cessation of subsidiaries (Net) 1,456.93 255.31
(Increase) in Fixed Assets including Capital Work-in-progress (42,964.83) (37,442.95)
(Increase) in Producing Properties (594.31) (503.69)
(Increase)/Decrease in Pre-Operative Expenditure pending Allocation (1,365.17) 5,601.35
Share in Profit/(Loss) of Associates (0.19) -
Adjustment on Disposal/Dilution of Subsidiaries/Associates 49.74 (173.41)
(Purchase)/Sale of Investments (Net) (7,775.98) 4,310.54
(Increase)/Decrease in Goodwill (39.59) 92.21
Interest Received 743.09 456.44
Income from Investments and Securities Division 279.59 195.26
Net Cash (used in) Investing Activities (B) (50,210.72) (27,208.94)
C. CASH FLOW FROM FINANCING ACTIVITIES
Increase in Equity Share Capital 10.63 725.41
Preference Shares Redeemed (150.84) -
Increase/(Decrease) in Share Application Money (Net of Conversion) 448.74 4,049.99
Securities Premium Received 260.69 14,882.86
Increase/(Decrease) in Foreign Currency Translation Reserve on Consolidation 2,460.86 (195.80)
Increase in Minority Interest 100.91 2.73
Adjustment in Deferred Tax Liabilities 7.96 10.73
Increase/(Decrease) in Secured Term Loans 69,039.87 (13,848.77)
Increase in Working Capital Loan from Banks 5,258.66 509.03
Increase in Unsecured Loans 55,907.17 36,589.44
Redemption of Secured Non-Convertible Debentures (64.78) (408.16)
Redemption Premium paid on Foreign Currency Convertible Bonds (1,133.67) -
Payment of Dividend (350.55) (501.69)
Corporate Tax on Dividend (57.81) (84.86)
Share Issue Expenses (0.25) (81.13)
Interest and Finance Charges (15,563.88) (10,892.08)
Net Cash from Financing Activities (C) 116,173.71 30,757.70
Net Change in Cash and Cash Equivalents (A + B + C) (3,808.99) 6,706.08
Opening Balance of Cash and Cash Equivalents 16,064.91 9,358.83
Closing Balance of Cash and Cash Equivalents 12,255.92 16,064.91

As per our report of even date For and on behalf of the Board

For KHANDELWAL JAIN & CO. For KADAM & CO. V. N. DHOOT
Chartered Accountants Chartered Accountants Chairman and Managing Director

AKASH SHINGHAL U. S. KADAM P. N. DHOOT

Partner Partner Whole Time Director
Membership No.103490 Membership No. 31055
VINOD KUMAR BOHRA
Place : Mumbai Company Secretary
Date : 26th May, 2012

52
 SCHEDULES TO CONSOLIDATED BALANCE SHEET
(` in Million) (` in Million)
As at As at As at As at
31st Dec., 2011 31st Dec., 2010 31st Dec., 2011 31st Dec., 2010
SCHEDULE 1 : SHARE CAPITAL SCHEDULE 2: RESERVES AND SURPLUS
(Continued)
Authorised:
Securities Premium Account
500,000,000 (Previous period 500,000,000) 5,000.00 5,000.00 As per last Balance Sheet 43,403.87 28,820.84
Equity Shares of ` 10/- each
Add : Received during the year/period 259.66 14,886.19
10,000,000 (Previous period 10,000,000) 1,000.00 1,000.00
Less : Share issue Expenses 0.25 81.13
Redeemable Preference Shares of ` 100/-
each Less : Premium payable on Redemption of 87.05 222.03
Convertible Bonds
6,000.00 6,000.00
43,576.23 43,403.87
Issued, Subscribed and Paid-up: Less : Call in arrears - by others 2.30 3.33
Equity Shares: (C) 43,573.93 43,400.54
303,021,669 (Previous period 301,963,634) 3,030.22 3,019.64 Debenture/Bonds Redemption Reserve
Equity Shares of ` 10/- each fully paid up. As per last Balance Sheet 3,029.64 3,288.24
Of the above: Less : Transferred to Profit and Loss Account 1,976.47 258.60
i) 95,078 (Previous year 95,078) Equity (D) 1,053.17 3,029.64
Shares of ` 10/- each have been issued Legal Reserve
on conversion of Unsecured Optionally
As per last Balance Sheet 0.01 0.01
Convertible Debentures.
Add: Adjustment on Account of Foreign - (0.00)
ii) 156,394,378 (Previous period 156,394,378) Currency Translation
Equity Shares of ` 10/- each were
allotted pursuant to amalgamations (E) 0.01 0.01
without payments being received in Capital Reserve
cash. As per last Balance Sheet 4.24 4.24
iii) 45,777,345 (Previous period 45,777,345) (F) 4.24 4.24
Equity Shares of ` 10/- each were issued Foreign Currency Translation Reserve
by way of Euro issues represented by
As per last Balance Sheet 85.20 281.00
Global Depository Receipts (GDR) at a
price of US$ 10.00 per share (inclusive Add/(Less): During the year/period 2,460.86 (195.80)
of premium). (G) 2,546.06 85.20
iv) 9,522,550 (Previous period 8,464,515) General Reserve
Equity Shares of ` 10/- each have been As per last Balance Sheet 15,201.48 14,201.48
issued on conversion of 86,529 Foreign Add: Transferred from Profit and Loss Account 1,000.00 1,000.00
Currency Convertible Bonds (FCCBs) of
US$ 1,000 each and 56 FCCBs of US$ (H) 16,201.48 15,201.48
100,000 each (inclusive of premium). Profit and Loss Account
Less : Calls in Arrears - by others 0.11 0.16 As per Account annexed 5,377.71 18,414.22
(A) 3,030.11 3,019.48 (I) 5,377.71 18,414.22
TOTAL (A to I) 69,450.43 80,678.33
Preference Shares:
i) 4,523,990 (Previous period 4,523,990) 301.56 452.40
SCHEDULE 3 : SECURED LOANS
8% Cumulative Redeemable Preference
Shares of `.66.66 each (Previous period (Refer Note No. ‘C-7’ of Schedule 16)
` 100/- each) fully paid-up, redeemable A. Non-Convertible Debentures 21.60 86.38
at par in 2 equal installments on 1st B. Term Loans from Banks and Financial 145,204.15 69,623.32
October, 2012 and 1st October, 2013. Institutions
ii) 76,870 (Previous period 76,870) 8% 7.69 7.69 C. External Commercial Borrowings 2,706.02 2,980.18
Cumulative Redeemable Preference
D. Vehicle Loans from Banks 224.74 249.90
Shares of ` 100/- each fully paid-up,
redeemable at par in 3 equal installments E. Short Term Loans from Banks - 6,316.89
on 1st February, 2012, 1st February, F. Loans from others 75.25 -
2013 and 1st February, 2014. G. Working Capital Loans from Banks 9,351.89 4,093.23
(B) 309.25 460.09 TOTAL 157,583.65 83,349.90
TOTAL (A+B) 3,339.36 3,479.57
SCHEDULE 2: RESERVES AND SURPLUS SCHEDULE 4 : UNSECURED LOANS
(Refer Note No. ‘C-8’ and ‘C-9’ of Schedule 16)
Capital Redemption Reserve
A. From Banks 77,723.61 45,281.32
As per last Balance Sheet 537.50 537.50 B. Foreign Currency Convertible Bonds 10,423.73 13,967.57
Add : Transferred from Profit and Loss Account 150.83 - C. Premium Payable on Redemption on - 1,046.62
(A) 688.33 537.50 Foreign Currency Convertible Bonds
Capital Subsidy D. From Others 27,046.07 26.00
E. Sales Tax Deferral 56.44 67.79
As per last Balance Sheet 5.50 5.50
TOTAL 115,249.85 60,389.30
(B) 5.50 5.50

53
 SCHEDULE 5: FIXED ASSETS
(` in Million)
GROSS BLOCK DEPRECIATION / AMORTISATION / IMPAIRMENT NET BLOCK

Particulars As at Addition on Additions Deductions/ Currency As at Upto Addition on For the Deductions/ Currency Upto As at As at
31.12.2010 Acquisition Adjustments Translation 31.12.2011 31.12.2010 Acquisition year Adjustments Translation 31.12.2011 31.12.2011 31.12.2010
Adjustments Adjustments
Tangible Assets
Freehold Land 580.97 - 351.10 56.64 - 875.43 - - - - - - 875.43 580.97
ANNUAL REPORT 2011

Leasehold Land 48.05 - - - - 48.05 10.20 - 0.78 - - 10.98 37.07 37.85

Building 6,604.75 - 211.09 24.37 22.02 6,813.49 2,096.19 - 175.19 0.33 4.23 2,275.28 4,538.21 4,508.56
Leasehold Improvements 548.29 - 298.38 - - 846.67 97.81 - 104.85 - - 202.66 644.01 450.48
Plant and Machinery * 101,110.35 - 14,101.61 3,698.74 70.09 111,583.31 40,591.13 - 6,778.77 2,527.07 48.40 44,891.23 66,692.08 60,519.22
Furnace 1,995.27 - - 418.88 - 1,576.39 1,898.38 - 38.03 397.94 - 1,538.47 37.92 96.89
Electrical Installation 155.95 0.19 2.80 - - 158.94 96.18 - 6.62 - - 102.80 56.14 59.77
Office Equipments 365.28 0.38 31.94 0.97 - 396.63 201.29 0.08 18.65 0.63 - 219.39 177.24 163.99
Computer Systems 298.63 1.42 66.54 0.10 0.18 366.67 226.00 0.18 53.32 0.05 0.43 279.88 86.79 72.63
Furniture and Fixtures 303.48 - 50.79 4.65 6.69 356.31 155.49 - 26.42 4.45 3.35 180.81 175.50 147.99
Vehicles 846.48 0.05 241.20 19.97 0.88 1,068.64 450.21 - 92.75 17.30 1.39 527.05 541.59 396.27
Others 2.49 - 1.88 - 0.31 4.68 1.13 - 0.58 - 0.46 2.17 2.51 1.36

Intangible Assets

54
Computer Software 989.68 0.83 124.19 - - 1,114.70 264.34 0.25 230.40 - - 494.99 619.71 725.34
License Fees 17,154.47 - 1,188.86 - - 18,343.33 534.68 - 993.36 - - 1,528.04 16,815.29 16,619.79
Others 455.39 - - - 26.93 482.32 0.18 - - - 0.07 0.25 482.07 455.21
Sub-Total 131,459.53 2.87 16,670.38 4,224.32 127.10 144,035.56 46,623.21 0.51 8,519.72 2,947.77 58.33 52,254.00 91,781.56 84,836.32
Producing Properties 4,215.15 - 594.31 - - 4,809.46 3,402.71 - 641.52 - - 4,044.23 765.23 812.44
Capital Work-in-Progress 44,380.43 - - - - 70,604.24 - - - - - - 70,604.24 44,380.43
Total as at 31st December, 2011 180,055.11 2.87 17,264.69 4,224.32 127.10 219,449.26 50,025.92 0.51 9,161.24 2,947.77 58.33 56,298.23 163,151.03 130,029.19
As at 31st December, 2010 91,613.55 15.45 42,310.64 2,444.03 (36.08) 131,459.53 40,268.07 - 8,608.50 2,240.01 (13.35) 46,623.21 84,836.32
Producing Properties 3,711.46 - 503.69 - - 4,215.15 3,095.41 - 307.30 - - 3,402.71 812.44
49,237.04 - - - - - - - - -
SCHEDULES TO CONSOLIDATED BALANCE SHEET (Continued)

Capital Work-in-Progress 44,380.43 - 44,380.43

Total as at 31st December, 2010 144,562.05 15.45 42,814.33 2,444.03 (36.08) 180,055.11 43,363.48 - 8,915.80 2,240.01 (13.35) 50,025.92 130,029.19

*Gross Block of Plant and Machinery includes the amount added on revaluation on 1st April, 1998 and 1st October, 2002.
Notes:
i) Plant and Machinery (Gross Block) includes assets capitalised under finance lease of ` 806.14 Million (Previous period ` 730.49 Million) and corresponding accumulated depreciation of ` 274.24 Million (Previous period
` 88.19 Million).
ii) Out of the Depreciation for the year, an amount of ` 0.49 Million (Previous period ` 3.80 Million) is transferred to “Pre-Operative Expenditure Pending Allocation”.
 SCHEDULES TO CONSOLIDATED BALANCE SHEET (Continued)
(` in Million) (` in Million)
As at As at As at As at
31st Dec., 2011 31st Dec., 2010 31st Dec., 2011 31st Dec., 2010
SCHEDULE 6: INVESTMENTS SCHEDULE 7 : CURRENT ASSETS,
LONG TERM INVESTMENTS LOANS AND ADVANCES (Continued)
QUOTED C. Cash and Bank Balances
1. In Equity Shares (Fully paid-up) - Trade 50.84 73.84 Cash on hand 11.63 12.61

2. In Equity Shares (Fully paid-up) - Others 167.06 434.48 Cheques/Drafts on hand/in Transit 0.47 2.27
Balances with Scheduled Bank
UNQUOTED
In Current Accounts 1,632.05 5,079.75
1. In Equity Shares (Fully Paid-up) - Trade 1,330.42 1,330.42 In Fixed Deposits 10,323.74 10,939.25
2. In Equity Shares (Fully Paid-up) - Others 417.53 325.85 In Earmarked Accounts 259.50 -
3. In Preference Shares (Fully paid-up) 0.38 0.38 In Dividend Warrant Accounts (Per 28.53 31.03
Contra)
4. In Debentures/Bonds 3,858.30 1,000.00 (C) 12,255.92 16,064.91
5. In Other Investments 0.54 0.54 D. Other Current Assets
SHARE APPLICATION MONEY PENDING 5,000.00 - Interest Accrued 417.71 138.51
ALLOTMENT Insurance Claim Receivable 10.71 7.32
CURRENT INVESTMENTS Other Receivable 515.08 424.87
UNQUOTED (D) 943.50 570.70
1. In Bonds 50.00 50.00 E. Loans and Advances (Unsecured,
2. In Units of Mutual Funds/Portfolios 208.11 272.51 considered good)
Advances recoverable in cash or in 149,563.87 61,792.03
TOTAL INVESTMENTS 11,083.18 3,488.02
kind or for value to be received
Aggregate Book Value of Quoted 217.90 508.32 Balance with Central Excise/Customs 3,246.25 2,384.14
Investments Department
Aggregate Market Value of Quoted 242.63 625.92 Advance Income Tax (Net of Provision) 128.65 80.68
Investments
Advance Fringe Benefit Tax (Net of - 0.06
Aggregate Book Value of Unquoted 10,865.28 2,979.70 Provision)
Investments/Application Money Other Deposits 1,018.57 711.98
(E) 153,957.34 64,968.89
SCHEDULE 7 : CURRENT ASSETS,
TOTAL (A to E) 216,207.28 128,871.03
LOANS AND ADVANCES
A. Inventories
SCHEDULE 8 : CURRENT LIABILITIES
(As taken, valued and certified by the AND PROVISIONS
Management)
A. Current Liabilities
Raw Materials including Consumables, 13,583.66 12,738.99
Creditors for Capital Goods 9,867.97 3,181.45
Stores and Spares
Sundry Creditors
Work-in-Process 830.39 776.49
Due to Micro, Small and Medium 4.61 7.73
Finished Goods 3,800.85 3,705.92 Enterprises
Material in Transit and in Bonded 2,295.62 2,943.05 Due to Others 14,146.85 10,087.46
Warehouse Bank Overdraft as per Books 82.55 306.12
Drilling and Production Materials 247.41 199.06 Advance Billing and Prepaid Card 436.10 492.82
Crude Oil 60.51 71.70 Revenue
Interest Accrued but not due 513.53 131.23
Sim Card 78.97 164.34
Other Liabilities 8,046.83 8,162.58
(A) 20,897.41 20,599.55
Unclaimed Dividend (Per Contra) 28.53 31.03
B. Sundry Debtors (Unsecured) (A) 33,126.97 22,400.42
Outstanding for a period exceeding six B. Provisions
months Proposed Dividend - Equity Shares 159.39 301.97
Considered Good 285.56 190.75 Proposed Dividend - Preference 33.77 46.08
Shares
Considered Doubtful 338.40 306.69
Provision for Tax on Proposed 31.33 57.81
623.96 497.44 Dividend
Less: Provision for Doubtful Debts 338.40 306.69 Provision for Warranty and 632.15 638.51
285.56 190.75 Maintenance Expenses
Provision for Leave Encashment 67.97 65.12
Others - Considered Good 27,867.55 26,476.23
Provision for Retirement Benefits 138.27 107.73
(B) 28,153.11 26,666.98
(B) 1,062.88 1,217.22
TOTAL (A+B) 34,189.85 23,617.64

55
ANNUAL REPORT 2011
SCHEDULES TO CONSOLIDATED PROFIT AND LOSS ACCOUNT
(` in Million) (` in Million)
12 Months 15 Months 12 Months 15 Months
ended on ended on ended on ended on
31st Dec., 2011 31st Dec., 2010 31st Dec., 2011 31st Dec., 2010
SCHEDULE 9 : OTHER INCOME SCHEDULE 13 : SALARY, WAGES
Interest Income 743.09 456.44 AND EMPLOYEES’ BENEFITS
Income from Investments and 98.77 116.90 Salary, Wages and Other Benefits 3,570.74 3,096.28
Securities Division
Contribution to Provident and other 181.39 167.39
Profit on Sale of Fixed Assets 180.38 51.29 Funds
Insurance Claim Received 160.04 30.57
Staff Welfare 123.12 142.34
Miscellaneous Income 193.46 913.89
TOTAL 1,375.74 1,569.09 TOTAL 3,875.25 3,406.01

SCHEDULE 10 : COST OF GOODS

CONSUMED/SOLD SCHEDULE 14 : MANUFACTURING
AND OTHER EXPENSES
A. Material and Components
Consumed Rent, Rates and Taxes 383.25 365.43
Opening Stock 12,738.99 11,129.45 Power, Fuel and Water 860.71 924.50
Add: Purchases 81,317.01 94,044.05
Repairs to Building 16.58 17.09
94,056.00 105,173.50
Less: Closing Stock 13,583.66 12,738.99 Repairs to Plant and Machinery 63.95 71.47
(A) 80,472.34 92,434.51 Repairs and Maintenance - Others 213.60 115.38
B. (Increase)/Decrease in Stock Bank Charges 677.63 583.36
Closing Stock
Directors’ Sitting Fees 1.40 2.14
Finished Goods 3,861.36 3,777.62
Work-in-Process 830.39 776.49 Royalty 180.76 29.14
4,691.75 4,554.11 Printing and Stationery 42.89 45.31
Opening Stock
Freight and Forwarding 1,442.57 1,741.03
Finished Goods 3,777.62 3,669.53
Advertisement and Publicity 1,615.11 3,277.75
Work-in-Process 776.49 794.40
4,554.11 4,463.93 Sales Promotion Expenses 125.77 274.79
(B) (137.64) (90.18) Discount and Incentive Schemes 5,725.54 6,588.06
TOTAL (A+B) 80,334.70 92,344.33
Sim Cost 127.98 217.29

SCHEDULE 11 : PRODUCTION AND Customer Service Cost 347.66 211.42

EXPLORATION EXPENSES - OIL Legal and Professional Charges 897.40 1,243.98
AND GAS
Production and Exploration Expenses 783.99 1,203.84 Liquidated Damages - 84.00
Royalty 245.42 312.35 Donation 50.54 188.70
Cess 310.38 413.68 Insurance Expenses 78.78 87.05
Production Bonus 54.44 79.78
Auditors’ Remuneration 20.23 19.88
Government Share in Profit Petroleum 7,587.37 6,765.84
Insurance Expenses 26.16 23.34 Provision for Doubtful Debts 94.73 41.90
TOTAL 9,007.76 8,798.83 Warranty and Maintenance Expenses 819.81 1,052.48
Exchange Rate Fluctuation 3,013.23 962.34
SCHEDULE 12 : ACCESS CHARGES,
LICENSE FEES AND NETWORK Miscellaneous Expenses 1,132.59 1,554.50
EXPENSES
TOTAL 17,932.71 19,698.99
Access and Roaming Charges 4,830.65 1,420.24
License Fees and WPC Charges 246.71 87.85
Rent 3,012.58 1,747.89 SCHEDULE 15 : INTEREST AND
FINANCE CHARGES
Leased Line, Port and Bandwidth 909.12 342.58
Charges On Fixed Period Borrowings 14,341.16 10,171.04
Power and Fuel 1,002.23 703.74
On Others 1,222.72 721.04
IT Expenses 532.26 44.37
TOTAL 15,563.88 10,892.08
Other Value Added Services Charges 100.39 -
Network Expenses - Others 234.01 49.81
Site Expenses - Managed Services 502.10 288.76
Repairs and Maintenance - Site 11.34 4.07
Buildings
TOTAL 11,381.39 4,689.31

56
SCHEDULE 16 : SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE viii) Investments in associate companies in which the Company or any
CONSOLIDATED FINANCIAL STATEMENTS of its subsidiaries has significant influence but not a controlling
interest, are reported according to the equity method. The carrying
A) SIGNIFICANT ACCOUNTING POLICIES:
amount of the investment is adjusted for the post acquisition
1. Basis of Consolidation: change in the Group’s share of net assets of the investee. The
Consolidated Profit and Loss Account includes the Company’s
a) The Consolidated Financial Statements (“CFS”) relate to Videocon
share of the results of the operations of the investee.
Industries Limited (“the Company” or “the Parent Company”) and
its subsidiary companies, joint ventures and associates collectively 2. Basis of Accounting:
referred to as “the Group”. a) The financial statements are prepared under historical cost convention,
b) The financial statements of the subsidiary companies used in the except for certain Fixed Assets which are revalued, using the accrual
preparation of the CFS are drawn upto the same reporting date as that system of accounting in accordance with the accounting principles
of the Company i.e., 31st December, 2011. generally accepted in India (Indian GAAP) and the requirements of the
Companies Act, 1956, including the mandatory Accounting Standards
c) The CFS have been prepared in accordance with the Accounting as prescribed by the Companies (Accounting Standards) Rules, 2006.
Standard 21 (AS 21) “Consolidated Financial Statements”, Accounting
Standard 27 (AS 27) “Financial Reporting of Interests in Joint Ventures” b) Use of Estimates
and Accounting Standard 23 (AS 23) “Accounting for investments in The preparation of financial statements in confirmity with Generally
Associates in Consolidated Financial Statements” issued by The Accepted Accounting Principles (GAAP) requires the management
Institute of Chartered Accountants of India. of the Company to make estimates and assumptions that affect the
d) Principles of Consolidation: reported balances of assets and liabilities and disclosures relating to
the contingent liabilities as at the date of the financial statements and
The CFS have been prepared on the following basis: reported amounts of income and expenses during the year. Example
i) The financial statements of the Company, its subsidiary of such estimates include provisions for doubtful debts, employee
companies and jointly controlled entities have been consolidated retirement benefits plans, provision for income tax and the useful lives
on a line-by-line basis by adding together the book values of of fixed assets. The difference between the actual results and estimates
like items of assets, liabilities, income and expenses, after fully are recognized in the period in which results are known or materialized.
eliminating intra-group balances/transactions and unrealised 3. Fixed Assets/Capital Work-in-Progress:
profits or losses.
a) Fixed Assets are stated at cost, except for certain fixed assets which
ii) All separate financial statements of subsidiaries, originally have been stated at revalued amounts, less accumulated depreciation/
presented in currencies different from the Group’s presentation amortisation and impairment loss, if any. The cost is inclusive of freight,
currency, have been converted into Indian Rupees (INR) which is installation cost, duties, taxes, financing cost and other incidental
the functional currency of the Parent Company. In case of foreign expenses related to the acquisition and installation of the respective
subsidiaries being non-integral foreign operations, revenue items assets but does not include tax/duty credits availed.
have been consolidated at the average of the rate prevailing during
the year. All assets and liabilities are translated at rates prevailing b) Capital Work-in-Progress is carried at cost, comprising of direct cost,
at the balance sheet date. The exchange difference arising on the attributable interest and related incidental expenditure. The advances
translation is debited or credited to Foreign Currency Translation given for acquiring fixed assets are shown under Capital Work-in-
Reserve. Progress.
4. License Fees:
iii) The CFS have been prepared using uniform accounting policies
for like transactions and other events in similar circumstances a) The one time non refundable entry fees paid for acquiring Licenses
and are presented in the same manner as Company’s separate for providing Unified Access Services (UAS), along with the related
financial statements. In case of certain foreign subsidiaries borrowing cost is capitalized as an intangible asset and is amortized
and joint ventures, where the accounts have been prepared over the remaining period of License as per the license agreement from
in compliance with local laws and/or International Financial the commencement of commercial operations.
Reporting Standards, appropriate adjustments for differences in
b) The variable License fee and spectrum charges computed at prescribed
accounting policies have been made to their financial statements
rates of revenue share are charged to the Consolidated Profit and Loss
while using in preparation of the CFS as required by AS 21 and AS
Account in the period in which the related revenues are recognized.
27 except in respect of depreciation/amortisation and retirements
benefits, where it was not practicable to use uniform accounting 5. Joint Ventures for Oil and Gas Fields:
policies. However, the amount of impact of these differences is
In respect of unincorporated joint ventures in the nature of Production
not material.
Sharing Contracts (PSC) entered into by the Company for oil and gas
iv) The excess of the cost to the Company of its investment in exploration and production activities, the Group’s share in the assets and
subsidiary over the Company’s share of equity of the subsidiary liabilities as well as income and expenditure of Joint Venture Operations are
as at the date on which investment in subsidiary is made, is accounted for, according to the Participating Interest of the Group as per
recognised in the CFS as Goodwill. The excess of Company’s the PSC and the Joint Operating Agreements on a line-by-line basis in the
share of equity and reserve of the subsidiary company over the CFS. In respect of joint ventures in the form of incorporated jointly controlled
cost of acquisition is treated as Capital Reserve in CFS. entities, the investment in such joint venture is eliminated and share in assets
and liabilities as well as income and expenditure of joint venture entities are
v) The difference between the proceeds from disposal of investment accounted for on line-by-line basis in CFS.
in a Subsidiary and the carrying amount of its assets less liabilities
as of the date of disposal is recognised in the Consolidated Profit 6. Exploration, Development Costs and Producing Properties:
and Loss Account as the profit or loss on disposal of Investment The Company follows the “Full Cost” method of accounting for its oil
in Subsidiary. and natural gas exploration and production activities. Accordingly, all
vi) Minority interest’s share of net profit of Consolidated Subsidiaries acquisition, exploration and development costs are treated as capital
for the year is identified and adjusted against the income of work-in-progress and are accumulated in a cost centre. The cost centre
the group in order to arrive at the net income attributable to is not normally smaller than a country except where warranted by major
Shareholders of the Company. difference in economic, fiscal or other factors in the country. When
any well in a cost centre is ready to commence commercial production,
vii) Minority interest in the net assets of Consolidated Subsidiaries these costs are capitalised from capital work-in-progress to producing
consists of (a) The amount of equity attributable to the minority properties in the gross block of assets regardless of whether or not the
shareholders at the date on which investment in a subsidiary is results of specific costs are successful.
made and (b) The minority shareholders’ share of movements in
equity since the date the Parent Subsidiary relationship came into 7. Abandonment Costs:
existence. The full eventual estimated liability towards costs relating to dismantling,

57
ANNUAL REPORT 2011
abandoning and restoring well sites and allied facilities is recognised as 15. CENVAT/Value Added Tax:
liability for abandonment cost based on evaluation by experts at current costs
CENVAT/Value Added Tax Benefit is accounted for by reducing the purchase
and is capitalised as producing property. The same is reviewed periodically.
cost of the materials/ fixed assets/ services.
8. Depreciation and Amortisation:
16. Revenue Recognition:
i) The Parent Company and Indian Subsidiary Companies provide
a) Revenue is recognised on transfer of significant risk and reward in
depreciation on fixed assets held in India on written down value
respect of ownership.
method in the manner and at the rates specified in the Schedule XIV
to the Companies Act, 1956, except a) on fixed assets of Consumer b) Sale of Crude Oil and Natural Gas are exclusive of Sales Tax. Other
Electronics Division except Glass Shell Division; b) fixed assets of Sales/turnover includes sales value of goods, services, excise duty,
Telecommunications Division and; c) on office buildings acquired after duty drawback and other recoveries such as insurance, transportation
1st April, 2000, on which depreciation is provided on straight line method and packing charges but excludes sale tax and recovery of financial
at the rates specified in the said Schedule or based on useful life of and discounting charges.
assets whichever is higher. Depreciation on fixed assets held outside
c) Revenue from supply of electricity is recognised on accrual basis.
India is calculated on straight line method at the rates prescribed in
the aforesaid Schedule or based on useful life of assets whichever is d) Revenue in respect of Telecommunications Services is recognized as
higher. Producing Properties are depleted using the “Unit of Production and when the services are provided and are net of rebates, discounts
Method”. The rate of depletion is computed in proportion of oil and and service tax. Activation charges recovered from subscribers is
gas production achieved vis-a-vis proved reserves. Leasehold Land is recognized as income on activation. Revenue on upfront charges for
amortised over the period of lease. services with lifetime validity and fixed validity period of one year or
more are recognized over the estimated useful life of subscribers and
Intangibles: One time entry fees for acquiring licenses for Unified
specified fixed validity period. The estimated useful life is consistent
Access Services (UAS) are amortised over the remaining period of
with estimated churn of the subscribers.
license as per the license agreement from the date of commencement
of commercial operations. Other intangible assets are amortised over a e) Insurance, Duty Drawback and other claims are accounted for as and
period of five years. when admitted by the appropriate authorities.
ii) In case of foreign subsidiaries, depreciation is charged to the income f) Dividend on investments is recognised when the right to receive is
statement on a straight line basis over the estimated remaining useful established.
life of the assets.
17. Foreign Currency Transactions:
9. Impairment of Assets:
a) Transactions in foreign currencies are recorded at the exchange rate
The Fixed Assets or a group of assets (cash generating unit) and Producing prevailing on the date of transactions. Foreign Currency Monetary
Properties are reviewed for impairment at each Balance Sheet date. In case Assets and Liabilities are translated at the year end rate. The difference
of any such indication, the recoverable amount of these assets or group of between the rate prevailing on the date of transaction and on the date
assets is determined, and if such recoverable amount of the asset or cash of settlement as also on translation of Monetary Items at the end of the
generating unit to which the asset belongs is less than it’s carrying amount, year is recognised, as the case may be, as income or expense for the
the impairment loss is recognised by writing down such assets and producing year.
properties to their recoverable amount. An impairment loss is reversed if
b) Forward contracts other than those entered into to hedge foreign
there is change in the recoverable amount and such loss either no longer
currency risk on unexecuted firm commitments or of highly probable
exists or has decreased.
forecast transactions are treated as foreign currency transaction and
10. Pre-Operative Expenditure during construction period pending accounted accordingly. Exchange differences arising on such contracts
allocation: are recognised in the period in which they arise and the premium paid/
received is recognised as expenses/income over the period of the
Expenditure incurred till the commencement of commercial operations of
contract. Cash flows arising on account of roll over/cancellation of
a project is treated as “Pre-Operative Expenditure Pending Allocation” and
forward contracts are recognised as income/expenses of the period in
the same is appropriately allocated upon commencement of commercial
line with the movement in the underlying exposure.
operations.
c) All other derivative contracts including forward contract entered into for
11. Investments:
hedging foreign currency risks on unexecuted firm commitments and
a) Current Investments: Current Investments are carried at lower of cost highly probable forecast transactions which are not covered by the
and quoted/fair value. existing Accounting Standard (AS 11), are recognised in the financial
statements at fair value as on the Balance Sheet date, in pursuance
b) Long Term Investments: Quoted Investment are valued at cost or
of the announcement of The Institute of Chartered Accountants of
market value whichever is lower. Unquoted Investments are stated at
India (ICAI) dated 29th March, 2008 on accounting of derivatives.
cost. The decline in the value of the unquoted investment, other than
The resultant gains and losses on fair valuation of such contracts are
temporary, is provided for.
recognised in the Consolidated Profit and Loss Account.
Cost is inclusive of brokerage, fees and duties but excludes Securities
18. Employee Benefits:
Transaction Tax.
a) Short Term Employees Benefits:
12. Inventories:
Short Term Employees Benefits are recognized as an expense at the
Inventories including crude oil stocks are valued at cost or net realisable
undiscounted amount in the Consolidated Profit and Loss Account of
value whichever is lower. Cost of inventories comprises all costs of purchase,
the year/period in which the related services are rendered.
conversion and other costs incurred in bringing the inventories to their present
location and condition. Cost is determined on Weighted Average Basis. b) Post Employment Benefits:
13. Borrowing Costs: In India:
Borrowing costs that are directly attributable to the acquisition, construction i) Provident Fund - Defined Contribution Plan
or production of an qualifying asset are capitalised as part of the cost of that
The Group contributes monthly at a determined rate. These
asset. A qualifying asset is one that necessarily takes substantial period of
contributions are remitted to the Employees’ Provident Fund
time to get ready for intended use. Other borrowing costs are recognised as
Organisation, India for this purpose and is charged to Consolidated
an expense in the period in which they are incurred.
Profit and Loss Account on accrual basis.
14. Excise and Customs Duty:
ii) Gratuity - Defined Benefit Plan
Excise Duty in respect of finished goods lying in the factory premises and
The Group provides for gratuity to all the eligible employees. The
Customs Duty on goods lying in the customs bonded warehouse are provided
benefit is in the form of lump sum payments to vested employees
for and included in the valuation of inventory.
on retirement, on death while in employment, or termination of

58
 employment for an amount equivalent to 15 days salary payable 27. Other Accounting Policies:
for each completed year of service. Vesting occurs on completion These are consistent with the generally accepted accounting principles.
of five years of service. Liability in respect of gratuity is determined
using the projected unit credit method with actuarial valuations B) The companies which are included in the consolidation with their
as on the Balance Sheet date and gains/losses are recognized respective countries of incorporation and the percentage of ownership
immediately in the Consolidated Profit and Loss Account. interest therein of the Company as on 31st December, 2011, are as
under:
iii) Leave Encashment
Percentage of
Liability in respect of leave encashment is determined using the
Country of Ownership Interest as at
projected unit credit method with actuarial valuations as on the Name of the Subsidiary
Incorporation 31st Dec., 31st Dec.,
Balance Sheet date and gains/losses are recognized immediately
2011 2010
in the Consolidated Profit and Loss Account.
Middle East Appliances LLC Sultanate of 100% 100%
Outside India: Oman
In case of foreign subsidiaries, liability for retirement benefit have been Videocon Global Limited British Virgin 100% 100%
provided for as per the local laws of respective country. Islands
Videocon Electronics (Shenzhen) China 100% 100%
19. Taxation:
Limited
Income tax comprises of current tax and deferred tax. Provision for current (Chinese name-Weiyoukang
income tax is calculated on the basis of the provisions of local laws of Electronic (Shenzhen) Limited)
respective entity. Deferred tax assets and liabilities are recognised for the Eagle ECorp Limited British Virgin 100% 100%
future tax consequences of timing differences, subject to the consideration Islands
of prudence. Deferred tax assets and liabilities are measured using the tax Videocon Energy Ventures Limited British Virgin 100% 100%
rates enacted or substantively enacted by the Balance Sheet date. The Islands
carrying amount of deferred tax asset/liability are reviewed at each Balance
Videocon Oman 56 Limited (1) British Virgin 100% 100%
Sheet date and recognised and carried forward only to the extent that there
Islands
is a reasonable certainty that the asset will be realised in future.
Videocon International Electronics India 100% 100%
20. Share Issue Expenses: Limited
Share issue expenses are written off to Securities Premium Account. Jumbo Techno Services Private India 99% 99%
Limited (2)
21. Premium on Redemption of Bonds/Debentures: Senior Consulting Private Limited (2) India 90% 90%
Premium on Redemption of Bonds/Debentures are written off to Securities Videocon Telecommunications India 99.9% 99.9%
Premium Account. Limited (2)
22. Research and Development: Datacom Telecommunications India 99.9% 99.9%
Private Limited (3)
Revenue expenditure pertaining to Research and Development is charged Videocon Oil Ventures Limited India 100% 100%
to revenue under the respective heads of account in the period in which it
Videocon Estelle Limited (w.e.f. 14th Mauritius 100% -
is incurred. Capital expenditure, if any, on Research and Development is
January, 2011) (4)
shown as an addition to Fixed Assets under the respective heads.
Videocon Ivory Limited (w.e.f. 14th Mauritius 100% -
23. Accounting for Leases: January, 2011) (4)
Where the Company is lessee: Videocon Hydrocarbon Holdings Cayman 100% 100%
Limited (4) Islands
a) Operating Leases: Rentals in respect of all operating leases are Videocon JPDA 06-103 Limited (5) Cayman 100% 100%
charged to Profit and Loss Account. Islands
b) Finance Leases: Videocon Mozambique Rovuma 1 British Virgin 100% 100%
Limited (5) Islands
i) Rentals in respect of all finance leases entered before 1st April,
2001 are charged to Profit and Loss Account. Videocon Indonesia Nunukan Inc. (5) Cayman 100% 100%
Islands
ii) Assets acquired on or after 1st April, 2001, under finance lease or Videocon Energy Brazil Limited (5) British Virgin 100% 100%
similar arrangements which effectively transfer to the Company, Islands
substantially all the risks and benefits incidental to ownership of
Videocon Australia WA-388-P Cayman 100% 100%
the leased items, are capitalised at the lower of their fair value and
Limited (5) Islands
present value of the minimum lease payments and are disclosed
as leased assets. Oil Services International S.A.S. (5) France 100% 100%
Pipavav Energy Private Limited India 100% 100%
24. Warranty: Chhattisgarh Power Ventures India 100% 100%
Provision for the estimated liability in respect of warranty on sale of consumer Private Limited
electronics and home appliances products is made in the year in which the Triumph Energy Private Limited India - 100%
revenues are recognised, based on technical evaluation and past experience. (upto 20th October, 2011)
25. Prior Period Items: Senator Energy Private Limited India - 100%
(upto 20th October, 2011)
Prior period items are included in the respective heads of accounts and Prosperous Energy Private Limited India 100% -
material items are disclosed by way of Consolidated Notes to Accounts. (w.e.f. 1st March, 2011)
26. Provision, Contingent Liabilities and Contingent Assets: Liberty Videocon General Insurance India 100% -
Company Limited
Provisions are recognised when there is a present obligation as a result of
(w.e.f. 19th December, 2011)
past events and it is probable that there will be an outflow of resources in
respect of which reliable estimate can be made. Videocon Energy Limited India 100% 100%
Videocon Power Ventures Limited India - 100%
Contingent Liabilities are disclosed by way of Notes to Accounts. Disputed (upto 20th October, 2011) (6)
demands in respect of Central Excise, Customs, Income tax, Sales tax and
Proficient Energy Private Limited (6) India 100% 100%
others are disclosed as contingent liabilities. Payment in respect of such
demands, if any, is shown as an advance, till the final outcome of the matter. Applied Energy Private Limited (7) India 100% 100%
Instant Energy Private Limited (upto India - 85.7%
Contingent assets are not recognised in the financial statements.
20th October, 2011) (7)

59
ANNUAL REPORT 2011
Percentage of (` in Million)
Country of Ownership Interest as at As at As at
Name of the Subsidiary
Incorporation 31st Dec., 31st Dec., 31st Dec., 31st Dec.,
2011 2010 2011 2010
Orchid Energy Private Limited (upto India - 100% [Amount paid under protest
20th October, 2011) (7) ` 4.21 Million (Previous period `
Comet Power Private Limited (8) India 51% 100% 4.21 Million)]
Unity Power Private Limited (8) India 51% 100% g) Sales Tax demands under dispute 919.84 108.04
Galaxy Power Private Limited (upto India - 100% [Amount paid under protest `
20th October, 2011) (8) 360.08 Million (Previous period `
Percept Energy Private Limited (upto India - 100% 30.92 Million)]
20th October, 2011) (8) h) Others 1,062.64 422.33
Aim Energy Private Limited (upto India - 100% [Amount paid under protest
20th October, 2011) (9) ` 50.00 Million (Previous period `
Viable Energy Private Limited (upto India - 100% 50.00 Million)]
20th October, 2011) (9)
i) Show Cause Notices (SCNs) have been served on the Operator
Vital Power Private Limited (upto India - 100% of the Ravva Oil & Gas Field Joint Venture (Ravva JV) for non
20th October, 2011) (9) payment of Service Tax and Educational Cess on various services
Marvel Energy Private Limited (upto India - 100% for the period July 2003 to 31st March, 2011. The amount involved
20th October, 2011) (9) relating to Ravva Block is ` 412.56 Million (Previous period
Flair Energy Private Limited India - - ` 420.55 Million).
(w.e.f. 2nd March, 2011 to 20th The Operator is contesting the SCNs/demands before Commissioner
October, 2011) of Service Tax and has filed writ petition before Hon’ble High Court of
Percentage of Madras challenging service tax demands on some of the services and
believes that its position is likely to be upheld. The ultimate outcome
Name of the Associate/Joint Country of Ownership Interest as at of the matter cannot be presently determined and no provision for
Venture Incorporation 31st Dec., 31st Dec., any liability that may result has been made in the accounts as the
2011 2010 same is subject to agreement by the members of the Joint Venture.
IBV Brasil Petroleo Limitada (10) Brazil 50% 50% Should it ultimately become payable, the Company’s share as per the
Videocon Infinity Infrastructure India 50% 50% participating interest would be upto ` 103.14 Million (Previous period
Private Limited ` 105.14 Million).
Goa Energy Private Limited (11) India 26% 26% j) Disputed Income Tax demand amounting to ` 22.29 Million (Previous
Radium Energy Private Limited India 26% 26% period ` 22.29 Million) in respect of certain payments made by
Northwest Energy Private Limited India 47% - Ravva Oil & Gas Field Joint Venture is currently pending before the
(w.e.f. 15th September, 2011)(12) Honourable High Court of Madras. The ultimate outcome of the matter
cannot presently be determined and no provision for any liability that
Notes:
may result has been made as the same is subject to agreement by the
1. Subsidiary of Videocon Energy Ventures Limited
members of the Joint Venture. Should it ultimately become payable, the
2. Subsidiary of Videocon International Electronics Limited Company’s share as per the participating interest would be upto ` 5.57
3. Subsidiary of Videocon Telecommunications Limited Million (Previous period ` 5.57 Million)
4. Subsidiary of Videocon Oil Ventures Limited
2. a) There is a dispute regarding the deductibility of certain cost in the
5. Subsidiary of Videocon Hydrocarbon Holdings Limited computation of post tax rate of return. A Partial/Interim Award was
6. Subsidiary of Videocon Energy Limited issued by an International Arbitration Tribunal under the UNCITRAL
7. Subsidiary of Proficient Energy Private Limited Rules on 31st March, 2005 in favour of the Company in respect of a
8. Subsidiary of Applied Energy Private Limited dispute between the Company and Government of India (“GOI”) inter-
alia regarding deductibility of Oil and Natural Gas Corporation Limited
9. Subsidiary of Videocon Power Ventures Limited
Carry costs (“ONGC Carry”) while computing the Post Tax Rate of
10. Joint Venture of Videocon Energy Brazil Limited Return (“PTRR”) under the Ravva Production Sharing Contract (“PSC”).
11. The Company holds 2,600 Shares of Goa Energy Private Limited which However, the Company and the GOI were not able to agree upon the
constitute 26% of the paid-up capital of the said company. However, this amounts due to /payable by the Company in terms of the Partial/Interim
entity (associate) has been excluded from consolidation as, the investment is Award, and therefore the Company on 7th July, 2005 filed Interim
held with a view of its subsequent disposal in the near future. Applications before the Arbitral Tribunal seeking a determination
12. Associate of Proficient Energy Private Limited of the amounts due to/payable by the Company on the basis of the
calculations made by the Company in these Applications and interest
C) NOTES TO ACCOUNTS: payable/receivable on such final determined amounts. The said Partial/
(` in Million) Interim Award was challenged by GOI on 10th May, 2005 before the
High Court in Malaysia with a prayer for setting aside the Partial Award
1. Contingent Liabilities not provided As at As at dated 31st March, 2005. The Company challenged the jurisdiction of
for: 31st Dec., 31st Dec., the High Court in Malaysia and therefore the maintainability of such
2011 2010 a proceeding before that Court. The High Court in Malaysia, by a
a) Letters of Guarantees 49,655.61 38,002.14 pronouncement dated 5th August, 2009, upheld the contentions of
b) Letters of Credit opened including 29,921.44 17,806.63 the Company and dismissed the challenge filed by the GOI to the
standby letters of credit Award dated 31st March, 2005 on the ONGC Carry issue. The GOI
filed a Notice of Appeal in December, 2010 before the Appellate
c) Customs Penalty 6.00 11.00
Court at Malaysia. The Company has also moved an application on
d) Customs Duty demands under 441.02 400.74 13th October, 2009 before the High Court of Justice, Queen’s Bench
dispute Division, Commercial Court at London seeking a declaration that the
[Amount paid under protest Seat of the arbitration in respect of the said Arbitration matter between
` 0.07 Million (Previous period ` the Company and the GOI is London, England.
0.07 Million)]
b) GOI has filed OMP 255 of 2006 dated 30th May, 2006 before the Hon’ble
e) Income Tax demands under 494.74 351.13 Delhi High Court under section 9 of the Arbitration and Conciliation Act,
dispute 1996, seeking a declaration that the seat of the arbitration as regards
f) Excise Duty and Service Tax 610.88 324.55 the disputes between the Company and the GOI is Kuala Lumpur and
demand under dispute not London. The Hon’ble Arbitral Tribunal vide its’ letter dated 11th April,

60
 2007 has indicated that it shall continue with the arbitration proceedings, for as Sales/Income from Operations and amount of ` 120.10 Million
in respect of the disputes referred above, after receiving the judgement of has been recognised as Interest. However, the GOI nominees have not
the Hon’ble Delhi Court in OMP 255 of 2006. The Hon’ble Delhi High Court released such amounts as yet and continue to make payments at the
has held, vide judgement dated 30th April, 2008, that it has the jurisdiction exchange rate without considering the directives of the Hon’ble Arbitral
to hear the matters arising out of arbitration process and that the matter Tribunal and the MoPNG in this regard.
be heard on merits as against the Company’s contention that the said
f) In respect of disputes with regards to additional profit petroleum, the
petition itself was not maintainable. The Company has, in this respect, filed
GOI had vide its’ letter dated 3rd November, 2006 raised a collective
Special Leave Petition (SLP) (Civil) No. 16371 of 2008 before the Hon’ble
demand of ` 334.13 Million on account of additional profit petroleum
Supreme Court of India to decide the issue of maintainability of OMP 255
payable and interest on delayed payments of profit petroleum calculated
of 2006. The Hon’ble Supreme Court, after hearing the Parties, has on
up to 30th September, 2006 pursuant to the Partial Arbitral Award dated
11th May, 2011, passed judgement in the matter allowing the Company’s
31st March, 2005 in the Dispute stated above and Interim Award dated
SLP while setting aside the judgement dated 30th April, 2008 of the
12th February, 2004 and Partial Award dated 23rd December, 2004.
Hon’ble Delhi High Court and dismissing OMP No. 255 of 2006.
The Company has disputed such demand and is instead seeking refund
c) GOI has filed Suit being C.S. (OS) No.3314/2011 dated 22nd of US$ 16.70 Million equivalent to ` 668.67 Million already excess paid
December, 2011 before the High Court of Delhi seeking, inter alia, an by the Company to the GOI with interest thereon. Subsequently, GOI
injunction against the Company from proceeding with the English Court has in June 2008 through its Nominees deducted a further sum of
Proceedings filed by the Company, inter alia, on the ground that the ` 372.21 Million being its’ claim of additional profit petroleum and
judgment of the Hon’ble Supreme Court of India dated 11th May, 2011 interest on delayed payment of profit petroleum computed up to
observing that seat of arbitration remains at Kuala Lumpur cannot be 30th April, 2008. Such deduction, also being in contravention of the
the subject matter of any further adjudication in any court whatsoever above referred Arbitral Awards, is disputed by the Company.
including the High Court of Justice, Queens Bench Division, Commercial
g) Dispute with regards to quantum allowed as the Base Development
Court, London. On 23rd December, 2011, after hearing parties, the
Costs (the “BDC”) and consequent effect of the same to additional
Delhi High Court passed an ad-interim order to the effect, inter alia,
profit petroleum payable on account of disputed BDC was referred to
that the parties shall not take any further steps in the English Court
international arbitration. The GOI had contended that the Contractors
Proceedings. The Delhi High Court by judgment dated 5th March, 2012
had claimed BDC to the extent of US$ 499 Million which is in excess
passed in I.A. No.21069 of 2011 in C.S. (OS) No.3314 of 2011, passed
of the admissible BDC of US$ 261.57 Million thus impacting the
an interim injunction restraining the Company from proceeding with the
profit petroleum figures for the period upto FY 2008-09. The GOI
English Court Proceedings. The Company has filed an Appeal against
had contended that it was eligible for sharing profit petroleum, to be
the judgment dated 5th March, 2012 being F.A.O. (OS) No.132 of 2012
calculated each year upto FY 2008-09 in respect of excessive BDC
before Divisional Bench, Delhi High Court, which has been admitted
claimed by the Contractors. The Hon’ble Arbitration Tribunal has
and is listed for hearing on 27th August, 2012.
passed the Arbitral Award on 18th January, 2011 substantially in favour
d) In the Appeal filed by the GOI before the Court of Appeal, Malaysia, of the Company. However, the Arbitration Tribunal held that the GOI
the GOI has filed a notice of motion to amend the grounds of appeal. is entitled to be credited by the Contractors with US$ 22.31 Million
The amendment is sought on the GOI’s submission that the judgement (out of which the Company’s share is US$ 5.58 Million being 25% of
dated 11th May, 2011 of the Supreme Court of India is res-judicata US$ 22.31 Million) in the final settlement of cost recovery accounts
between the parties on the issue of seat of arbitration. The Court of in relation to Development Costs incurred during contract year 1994-
Appeal has granted permission to the Company to file reply and 95 to 1999-2000 in excess of US$ 198.43 Million. Accordingly the
the Company has filed its reply to the Applications and Affidavits. Operator on behalf of the Company has revised the cost recovery
The matter is next listed for hearing before the Court of Appeal on accounts statement and calculation of the Companies’ PTRR, in the
18th June, 2012. DGH format, for the years 1997-98 till 2009-10, based on the findings
of the Arbitration Award, and such revised statements are submitted on
e) There is a dispute with regards to conversion of US$ into Indian Rupees
29th April, 2011. The GOI has not yet responded to such communication
for payment of invoice for sale of crude. A dispute regarding the rate of
of the Operator. Instead, the GOI has preferred an appeal against the
conversion from US$ into Indian rupees applicable to the Nominees of
said Arbitral Order before the Hon’ble Malaysian Federal Court at Kuala
the GOI for the purpose of payment of amount of the invoices for sale
Lumpur in April 2011 and also before the Hon’ble High Court of Delhi
of the Crude Oil by the Company under the Ravva PSC was referred
in April 2011 seeking quashing of the Arbitral Award. The Hon’ble High
to an International Arbitral Tribunal under the UNCITRAL Rules in
Court of Delhi has vide its judgement dated 25th April, 2012 dismissed
accordance with the provisions of the Ravva PSC. The Tribunal by its
such petition. Also, the Contractors (including the Company) had filed
Partial / Interim Award dated 31st March, 2005 held that the payment
an Anti-Suit application before the Hon’ble Malaysian Federal Court
to the Company should be made after converting the US$ amount into
at Kuala Lumpur in June, 2011 which has since been dismissed. The
Indian Rupees at the average of the State Bank of India TT Buying and
Contractors (including the Company) has filed an appeal against such
TT Selling Rate (the “Middle Rate”). While accepting the said Award, the
order and the same is listed for case management on 1st June, 2012.
Company has worked out and submitted a computation on 30th June,
2005 to GOI indicating the amount receivable at ` 121.43 Million being Any further sum required to be paid or returnable in respect of dispute
the amount short paid by GOI nominees up to 19th June, 2005 and referred above at (a) to (g) in accordance with the determination of the
interest thereon also calculated up to 19th June, 2005. The Company amount by the Hon’ble Arbitral Tribunal/relevant courts in this behalf
further sent various communications updating its claim receivable shall be accounted for on the final outcome in those matters.
from GOI Nominees. The last updated claim was made vide its’ letter
3. a) Videocon Telecommunications Limited (VTL), a subsidiary, had been
dated 31st January, 2012 wherein total amount receivable from GOI
awarded licenses to provide Unified Access Services (the UASL or the
Nominees is computed at ` 839.70 Million, being the amount short paid
Telecom License) in 21 circles in India with effect from 25th January,
by GOI Nominees up to 31st December, 2011 including interest thereon
2008 which were valid for 20 years. Till the end of the financial year
of ` 120.10 Million also calculated up to 31st December, 2011. The
VTL had also been allotted spectrum in 20 circles out of which VTL has
payments to be made by the GOI’s nominees in terms of the Award
launched its services in 16 circles.
dated 31st March, 2005 is also pending before the Arbitral Tribunal in
terms of the Interim Applications filed. The GOI has filed an Original Subsequent to the Balance Sheet date, Hon’ble Supreme Court of
Miscellaneous Petition (OMP) 329 of 2006 dated 20th July, 2006 India, vide its judgment dated 2nd February, 2012 in two separate writ
before Hon’ble Delhi High Court challenging the award in respect of petitions filed by Centre for Public Interest Litigation and by another,
this issue. Another OMP 223 of 2006 dated 9th May, 2006 has been has quashed all the UASL licences granted on or after 10th January,
filed by GOI’s nominees HPCL and BRPL in the Hon’ble Delhi High 2008 pursuant to two press releases issued on 10th January, 2008 and
Court challenging the Partial Award dated 31st March, 2005 in respect the subsequent allocation of spectrum to the licencees. This includes
of Conversion/Exchange Rate Matter. The Hon’ble Delhi High Court 21 Telecom Licenses issued to VTL and the spectrum allotted to it in
has on 31st October, 2011 reserved its judgement in respect of both 20 circles. The Hon’ble Supreme Court further directed that its Order
OMP 223 of 2006 and OMP 329 of 2006. The Ministry of Petroleum and of quashing the Telecom Licenses and the allocation of the spectrum
Natural Gas (MoPNG) vide its letter dated 11th October, 2011 advised shall be operative after four months. from 2nd February, 2012. On
the GOI nominees to make payment against the amounts claimed by 24th April, 2012 the Hon’ble Supreme Court of India modified its Order
the Company on ad-hoc basis after obtaining appropriate indemnity and postponed the operation of its Order of quashing of the Telecom
from the Company. Accordingly, during the year such short payment of Licenses and the allocation of the spectrum to 7th September, 2012.
` 719.60 Million calculated till 31st December, 2011 has been accounted The Hon’ble Supreme Court of India had also directed, in its Judgment

61
ANNUAL REPORT 2011
of 2nd February, 2012, Telecom Regulatory Authority of India (TRAI) LVGICL has made an application to the Insurance Regulatory and Development
to make fresh recommendations for grant of licences and allocation Authority (IRDA) for grant of a license to carry on general insurance business in
of spectrum (TRAI has since issued its recommendations on 23rd India. The requisite approval is awaited as of 31st December, 2011.
April, 2012) and the Central Government to grant fresh licenses and
7. Secured Loans:
allocation of spectrum by auction thereafter. The Central Government
has announced that it will complete the auction of licenses and a) Non-Convertible Debentures
allocation of spectrum on or before 31st August, 2012. VTL has decided
to participate in such auction. Assuming successful participation by VTL The Non-Convertible Debentures are secured by first charge on
in such auction of the licenses and the spectrum, it is continuing its immovable and movable properties, both present and future, subject
business as a going concern. to prior charge on specified movables created/to be created in favour
of Company’s Bankers for securing borrowings for working capital
b) During the year, VTL has incurred a net loss of ` 17,471.79 Million requirements, and ranking pari-passu with the charge created/
resulting into accumulated losses of ` 28,308.79 Million as at to be created in favour of Financial Institutions/Banks in respect of
31st December, 2011, which has eroded its net worth. The ability of their existing and future financial assistance. Also guaranteed by
VTL to continue as a going concern is substantially dependent on Mr. Venugopal N. Dhoot and Mr. Pradipkumar N. Dhoot.
its ability to fund its operating and capital funding requirements. The
management is confident of mobilizing the necessary resources for The Debentures are redeemable at par on 1st January, 2012.
continuing the operations of VTL as per the business plan, as may b) Term Loans
evolve.
The Term Loans are secured by mortgage of immovable assets, existing
Accordingly, the financial statements have been prepared by VTL on a going and future, of the Company and a floating charge on all movables
concern basis. assets, present and future, except book debts, subject to prior charge
of the Bankers on stock of raw materials, finished, semi finished goods
4. VTL, a subsidiary, had received a notice dated 14th December, 2010 from
and other movables, for securing working capital loans in the ordinary
the Department of Telecommunications (Access Service Division) (‘DoT’),
course of business, and exclusive charge created on specific items of
Ministry of Communications & IT directing it to show cause why the Unified
machinery financed by the respective lenders. The above charges rank
Access Services (UAS) Licenses issued for 21 Service Areas should not
pari-passu inter-se for all intents and purposes. The above loans are
be terminated as, prima facie, VTL was not in compliance with one of the
guaranteed by Mr. Venugopal N. Dhoot and Mr. Pradipkumar N. Dhoot.
eligibility conditions of the Guidelines No.10-21/2005-AS-I (Vo.II)/49 dated
14th December, 2005 for the UAS Licenses. According to the DoT, the A part of loans from banks are secured by first pari-passu charge on
Authorised Share Capital of VTL on date of application for grant of UAS book debts of consumer electronics and home appliances division
Licenses was less than the required paid-up equity capital as per Clause 9 of which are not charged to bankers for securing working capital loans.
the aforesaid Guidelines. A part of loans from banks are secured by the assignment of fixed and
VTL in its response to the said show cause Notice has denied the allegation floating charge on all moneys received/to be received by the Company
made against it and has submitted that as on the date of filing of the in relation to and from the Ravva Joint Venture, including all receivables
application, it had the required authorised and paid-up capital and there of the Ravva Oil and Gas field, subject to the extent necessary, to the
was no violation of the eligibility conditions of the said UASL Guidelines and charge in favour of the Joint Ventures in terms of the Production Sharing
accordingly the said show cause notice is not sustainable on facts and in law Contract/Joint Operating Agreement in respect of Ravva Joint Venture;
for the reasons given therein. and the assignment/fixed and floating charge of all the right, title and
interest into and under all project documents, including but not limited to
Based on the legal advice obtained, VTL, is of the view it had complied with all contracts, agreements or arrangements which the Company is a part
the eligibility conditions of the said UASL Guidelines. to, and all leases, licenses, consents, approvals related to the Ravva
Joint Venture, insurance policies in the name of the Company, in a form
5. The Department of Telecommunications (‘DoT’) had issued demand notices
and manner satisfactory to the Trustee.
for Liquidated Damages aggregating to ` 534.50 Million for 20 out of the 21
circles (all the circles except Delhi) allotted to VTL on account of delay in A part of loan is secured by Equitable Mortgage on pari-passu basis
meeting 10% roll-out obligations as stipulated in the Unified Access Service on immovable property situated at Videocon Tower, New Delhi and
License (‘UASL’). Against these demand notices, VTL has paid a total sum Equitable Mortgage on pari-passu basis on immovable property
of ` 419.30 Million of which it has charged to the Profit and Loss Account including land, building and machinery situated at Village Manjra,
of ` 169.50 Million and the remaining amount of ` 249.80 Million has been Warora, Dist. Chandrapur.
shown under Loans and Advances as the same are disputed and paid ‘under
A part of loan is secured by mortgage of immovable assets and first
protest’. charge on movable assets, cash flows and intangible assets pertaining
i) VTL is confident that eventually it will not be required to pay any claim of to the 5.75 MW multi Crystelline Silicon photovoltaic Technology
Liquidated Damages for 7 circles and pay lesser claim for other circles. Project at Warora.
ii) VTL challenged before the Telecom Dispute Settlement Appellate A part of term loans from banks are secured by first pari-passu charge
Tribunal (‘TDSAT’) the claim of Liquidated Damages in respect of 10 on existing and future assets of the Subsidiary Company viz. Videocon
circles (i.e. Andhra Pradesh, Assam, Haryana, Jammu & Kashmir, Telecommunications Limited (VTL), assignment of all telecom licenses
Karnataka, Kolkata, Madhya Pradesh, North East, Uttar Pradesh – East held VTL by way of tripartite agreement to be executed between the
and West Bengal) seeking interim stay and finally setting aside the Department of Telecommunications, VTL and Lenders and personal
demand, inter alia, on the ground that (1) there has been a delay in the guarantees of Mr. Venugopal N. Dhoot and Mr. Pradipkumar N. Dhoot.
allocation of start-up spectrum; (2) delay in SACFA clearance should A part of term loan is secured by mortgage and first charge on entire
have been calculated on the actual maximum delay and not the average immovable properties, both present and future of the Subsidiary
delay; and (3) delay in meeting 10% roll-out obligations was on account Company viz. Comet Power Private Limited, first charge on cash flows,
of introduction by the DoT of new and onerous conditions in the license receivables, book debts and revenues, first charge on entire intangible
agreement (e.g. LI Testing, security clearance of equipment, etc). assets, both present and future, first charge by way of hypothecation/
iii) The TDSAT has passed an order on 13th January, 2012 whereby it mortgage/assignment of all the rights, titles, interest, benefits, claims
has set aside the demands of DoT in respect of 10 circles and directed and demands in project documents and power purchase agreement,
DoT to give opportunity to the licensee before raising fresh demands clearances in letter of credit, guarantee, performance bond, corporate
for liquidated damages. The Hon’ble TDSAT, vide its said judgment has guarantee provided by project documents, first charge on trust and
also directed DoT to refund the amount of ` 242.30 Million paid by VTL retention account and personal gurantee of Mr. Venugopal N. Dhoot.
as liquidated damages in respect of 10 circles along with 12% interest A part of loan is secured by mortgage and first charge on immovable
and VTL has been directed to deposit bank guarantees for the amount assets of the Subsidiary Company viz. Chhattisgarh Power Ventures
of liquidated damages originally demanded. Limited, first charge on right, title, interest benefits, claims and
The final demands payable by VTL is, therefore, unascertainable. demands, first charge on LC, trust and retention accounts, DSRA and
personal guarantee of Mr. Venugopal N. Dhoot.
6. Liberty Videocon General Insurance Company Limited (LVGICL) was
incorporated on 1st November, 2010 as a Company under the Companies A part of loan is guaranteed by 10% cash margin in the form of fixed
Act, 1956, to undertake and carry on the business of general insurance. The deposit under lien and personal guarantee of Mr. Venugopal N. Dhoot.

62
 A part of loan is secured primarily by assignment of certain receivables 12. Joint Venture Disclosure:
of Videocon Hydrocarbon Holding Limited (VHHL), pledge of shares of
A. The Financial Statements reflect the share of the Group in the assets and
subsidiaries of VHHL and charge over accounts.
the liabilities as well as the income and the expenditure of Joint Venture
Some of the loans are also secured by pledge of certain investments. Operations on a line-by-line basis. The Group incorporates its share
c) External Commercial Borrowings are secured by a first ranking in the operations of the Joint Venture based on statements of account
pari-passu charge over all the present and future, movable and immovable received from the Operator. The Group has, in terms of Accounting
fixed assets. The loan is further secured by personal guarantees of Policy No. A-7 above, recognised abandonment costs based on the
Mr. Venugopal N. Dhoot and Mr. Pradipkumar N. Dhoot. technical assessment of current costs as cost of producing properties
and has provided Depletion thereon under ‘Unit of Production’ method
d) Vehicle Loans from Banks are secured by way of hypothecation of as part of Producing Properties in line with the Guidance Note on
Vehicles acquired out of the said loan. The loans are also secured by Accounting of Oil and Gas Producing Activities issued by The Institute
personal guarantee of Mr. Venugopal N. Dhoot. of Chartered Accountants of India.
e) Working Capital Loans from Banks are secured by hypothecation of B. Unincorporated Joint Ventures
the Company’s stock of raw materials, packing materials, stock-in-
process, finished goods, stores and spares, book debts of Glass Shell a) The Company has participating interest of 25% in Ravva Oil
Division only and personal guarantees of Mr. Venugopal N. Dhoot and and Gas Field Joint Venture (JV) through a Production Sharing
Mr. Pradipkumar N. Dhoot. Contract (PSC). Other members of the JV are Oil and Natural
Gas Corporation Ltd, Cairn Energy India Pty Limited and Ravva
8. Unsecured Loans: Oil (Singapore) Pte. Ltd. The parties have pursuant to the PSC,
a) Unsecured Rupee Loans from Banks are guaranteed by Mr. Venugopal entered into a Joint Operating Agreement. Cairn Energy India Pty
N. Dhoot and Mr. Pradipkumar N. Dhoot, the directors of the Company. Ltd. is the Operator.

b) The Company has availed interest free Sales Tax Deferral under b) The Company has participating interest of 8.4% in Block
Special Incentive to Prestigious Unit (Modified) Scheme. Out of total WA-388-P in exploration permit for a term of 6 years from 28th
outstanding, ` 31.02 Million is repayable in two equal annual installments August, 2006. The Joint Venture (JV) comprises of the Company,
commencing from 30th May, 2012, ` 8.78 Million is repayable in seven Oilex Limited, Gujarat State Petroleum Corporation Limited,
monthly installments commencing from 20th October, 2013, ` 12.48 Hindustan Petroleum Corporation Limited, Bharat Petroleum
Million is repayable in seven monthly installments commencing from Corporation Limited, Sasol Petroleum Australia Ltd and Apache
20th October, 2014 and ` 4.16 Million is repayable on 31st March, Northwest Pty Limited (“Apache”). Apache is the Operator with
2016. 40% interest in JV. The Capital Commitments based on estimated
minimum work programme in relation to it’s participating interest
9. The Parent Company had during the year 2010, issued 2,000 Foreign
is ` 1.96 Million (Previous period ` 7.69 Million).
Currency Convertible Bonds of US$ 100,000 each (Bonds) due on
16th December, 2015, out of which 1,944 (Previous period 2,000) Bonds are c) On 15th November, 2006, the consortium, comprising Videocon
outstanding. JPDA 06-103 Limited (“Videocon JPDA”) one of the wholly owned
subsidiaries, Oilex (JPDA 06-103) Limited – as Operator, Bharat
i) The Bonds are convertible at the option of the bondholders at any time
PetroResources JPDA Limited and GSPC (JPDA) Limited, was
on or after 25th January, 2011 to 7 days before maturity date i.e. 16th
allotted the petroleum block JPDA 06-103, under a Production
December, 2015, at a fixed exchange rate of ` 45.255 per 1 US$ and
Sharing Contract (PSC) by the Timor Sea Designated Authority.
at initial conversion price of ` 239.5265 per share being at premium of
3% over reference share price. The conversion price will be subject This block is located in the Timor Sea between Australia and
to adjustment for, among other things, subdivision or consolidation of Timor-Leste. Videocon JPDA had originally a participating
shares, rights issues, capital distributions, stock dividends and other interest of 25% in the PSC. Oilex has farmed-out 15% of its
dilutive events. 25% Participating Interest to Japan Energy. Videocon JPDA
has farmed-out 5% of its Participating Interest to Pan Pacific
ii) The Bonds are redeemable in whole but not in part at the option of Petroleum of Australia reducing the same to 20%.
the Company on or after 15th December, 2013, if the closing price of
shares for each of the 30 consecutive trading days prior to the date Out of the four commitment wells, two exploration wells at Lore
on which notice of such redemption is given was at least 130% of the and Lolotoe were drilled unsuccessfully during the period in
conversion price. question. Autoridade Nacional do Petroleo (ANP) has agreed to
a 12 months extension to the primary Exploration period, subject
iii) The Bonds are redeemable at maturity date i.e. on 16th December, to a 25% relinquishment of the PSC area. The Joint Venture (JV)
2015 at its principal amount, if not redeemed or converted earlier. has proposed to drill one out of the two remaining commitment
10. Estimated amount of contracts remaining to be executed on capital account wells in lieu of excess seismic data acquired, to which ANP has
and not provided for (net of advances) ` 29,837.97 Million (Previous period reserved its position until the results of the drilling of the third
` 28,867.50 Million). commitment well are available. The JV has further acquired 200
sq. kms. 3D Seismic Survey in the northern part of the Block and
(` in Million)
based on processing thereof, decision to spud third commitment
11. The major components of deferred As at As at exploration well at Bazartete prospect has been taken. The capital
tax liabilities/assets are as under: 31st Dec.,2011 31st Dec.,2010 commitment of Videocon JPDA, based on work programme is
a) Deferred Tax Liabilities ` 483.65 Million (Previous period ` 261.17 Million).
i) Related to Depreciation 7,875.13 6,766.62 d) Videocon Mozambique Rovuma 1 Limited (VMRL), one of
on Fixed Assets and the wholly owned subsidiaries, has executed a participation
Amortisation agreement with Anadarko Mozambique Area 1 Limitada, a
ii) Others - 371.62 wholly owned subsidiary of Anadarko Petroleum Corporation,
USA. Pursuant to this Agreement, VMRL has acquired 10%
(a) 7,875.13 7,138.24 participating interest in the Oil Block covering Area 1 Offshore of
b) Deferred Tax Assets the Rovuma Block, Republic of Mozambique. The Agreement was
closed on 26th December, 2008 (the Closing Date).
i) Expenses charged in the 64.02 312.41
financial statements but The discoveries have been made in five wells which have
allowable as deduction proven the presence of gas rich hydrocarbons in a new offshore
in future years under the exploration province. Windjammer well drilled in February, 2010
Income Tax Act, 1961 encountered 169 meter net gas, Barquentine well drilled in
ii) Others 459.92 84.60 October, 2010 intersected over 127 meter net gas, Lagosta well
has encountered over 168 meter net gas in November, 2010,
(b) 523.94 397.01 Tubarao well has encountered 34 meter net gas in February,
Net Deferred Tax Liability (a-b) 7,351.19 6,741.23 2011 and Camarao well encountered 116 meter net gas in
October, 2011. The JV is assessing prospects similar to the play

63
ANNUAL REPORT 2011
types proven by the existing discoveries as the JV undertakes further b) Videocon Infinity Infrastructures Private Limited is a 50 : 50
exploration drilling/testing and extensive appraisal in 2012. The Joint Venture Company incorporated in India, with Infinity
Windjammer, Barquentine, Lagosta and Camarao wells are currently Infotech Parks Limited to carry on the business of infrastructure
being assessed for various commercialization options. Discovered development like construction of IT/ITes Parks, Biotech Parks etc.
resources (15-31Tcf) exceed the resource size threshold necessary The Joint Venture Company has not commenced its commercial
to support two trains of Liquefied Natural Gas (LNG) with possibility operations. The capital commitment of Videocon Infinity
to upgrade to four trains. The capital commitment of VMRL for the Infrastructures Private Limited is ` 93.75 Million (Previous period
next year, based upon the work programme is ` 6,860.45 Million ` Nil).
(Previous period ` 3,886.54 Million).
c) The financial interest of the Group in the jointly controlled
e) On 4th September, 2009, Videocon Indonesia Nunukan Inc. (VIN), incorporated entities based on audited/unaudited financial
one of the wholly owned subsidiaries, has executed a Farmout statement received from these Joint Venture entities are as under:
Agreement with Anadarko Indonesia Nunukan Company - a wholly
owned subsidiary Anadarko Petroleum Corporation, USA along (` in Million)
with the related Joint Operating Agreement. The transaction was
Group’s share in 31st Dec., 2011 31st Dec., 2010
completed on 28th December, 2009 (the Closing Date). Pursuant
to this agreement, VIN has acquired a 12.50% participating Assets 18,984.69 13,336.30
interest in the Production Sharing Contract, covering the area Liabilities 17,992.60 12,771.19
referred to as Nunukan Block, located offshore Indonesia, with Other Income - 698.86
effect from 1st August, 2009 (the Effective Date). Other members Expenses - 47.39
of the consortium are Anadarko Indonesia Nunukan Company,
PT Medco E&P Nunukan and BPRL Ventures Indonesia, BV Tax (379.58) 192.17
(a step down wholly owned subsidiary of Bharat Petroleum
Corporation Limited). Badik-1 well intersected 133 net feet of Oil (` in Million)
13. Earnings Per Share: Year ended Period ended
and gas pay, which has been notified as a discovery. 1600 sq. km.
31st Dec., 31st Dec.,
3D seismic data has been acquired in the Block to locate possible
2011 2010
well location and identify further leads and prospects for drilling
two appraisal wells and one commitment exploration well in the a) Net Profit/(Loss) attributable to
exploration phase. The Capital commitment of the company for Equity Shareholders
next year based on minimum work program is ` 1,207.84 Million Net Profit/(Loss) as per Profit and (13,580.22) (2,970.19)
(Previous period ` 155.22 Million). Loss Account
C. Incorporated Jointly Controlled Entities: Less: Short Provision of Income 57.44 57.83
a) IBV Brasil Petroleo Limitada (IBV), a company incorporated in Tax for earlier years
Brazil, is 50:50 joint venture between Videocon Energy Brazil Less: Transfer from - 408.85
Limited (VEBL), a wholly owned subsidiary of the Company Pre-Operative Expenditure
and Bharat PetroResources Limited, a wholly owned subsidiary pending Allocation
of Bharat Petroleum Corporation Limited. IBV has interests
in following four concessions with ten deep water offshore (13,637.66) (3,436.87)
exploration blocks in Brazil.
Less: Dividend on Preference 39.25 53.73
i) Campos Concession: A discovery of hydrocarbons has Shares including Tax on the same
been made in Wahoo well prospect (BMC-30 Concession) in
Net Profit/(Loss) attributable to (13,676.91) (3,490.60)
the Campos Basin. VEBL has 12.50% participating interest
Equity Shareholders
in the Wahoo Concession. The Concession is presently in
five year Evaluation Phase. Add: Changes (net) related to - 328.47
FCCBs
ii) Sergipe Concession: Another discovery of hydrocarbons
was announced on 27th October, 2010 in Barra structure Adjusted Net Profit/(Loss) for (13,676.91) (3,162.13)
in Sergipe Concession. In the Block 497 in Sergipe Diluted EPS
Concession, Capela, MEP well was spudded on 26th
b) Weighted Average Number of 302,308,789 263,129,174
August, 2011 and is under drilling to target Aptian/Barremian
Equity Shares considered for
reservoirs to a total depth (TD) of 6,300 meters. VEBL has
calculation of Basic EPS
20% participating interest in the Sergipe Concession.
Weighted Average Number of 302,308,789 287,605,936
iii) Potiguar Concession: The first phase of exploration in
Equity Shares considered for
Potiguar Concession located in the North-eastern region of
calculation of Diluted EPS
Brazil, has been extended by one year up to 14th January,
2013 with a commitment to drill exploration well in Block c) Basic Earnings per Share ` (45.24) ` (13.27)
POT-M-760. VEBL has 10% participating interest in the
Potiguar Concession. Diluted Earnings per Share ` (45.24) ` (10.99)

iv) Espirito Santos Concession: The first exploration Phase in d) Reconciliation of Weighted
the Espirito Santos Concession comprising of three Blocks Average Number of Equity Shares
ES-M-588, ES-M-663 and ES-M-661, has been completed considered for calculation of:
but no commercial hydrocarbon was found. VEBL has 15% For Basic EPS 302,308,789 263,129,174
participating interest in the Espirito Santos Concession. The
second phase of exploration in Block ES-M-M-588/663 is Add: Adjustment for Diluted EPS - 24,476,762
expiring on 5th January, 2013 and in Block EM-M-661 on For Diluted EPS 302,308,789 287,605,936
3rd September, 2012.
14. Disclosure pursuant to Accounting Standard (AS) 15 (Revised)
Anadarko Corporation U.S.A. through its Brazilian subsidiary
is the operator in Campos Concession whereas Petroleo i) Defined Contribution Plans:
Brasiliero S.A. is the operator in the other three Concessions. Amount of ` 181.39 Million (Previous period ` 167.39 Million) is
The capital commitment of the Company for next year based on recognised as an expense and shown under the head “Salary, Wages
minimum work program is ` 9,670.04 Million (Previous period and Employees’ Benefits” (Schedule 13) in the Consolidated Profit and
` 3,380.12 Million). Loss Account.

64
 (` in Million)
Gratuity Leave Encashment
ii) Defined Benefit Plans: 31st Dec., 31st Dec., 31st Dec., 31st Dec.,
2011 2010 2011 2010
a) The amounts recognised in the Balance Sheet as at the end of the year/period
i) Present Value of Defined Benefit Obligation 193.01 157.78 67.36 64.34
ii) Fair value of Plan Assets 54.74 50.05 - -
iii) Funded Status – Surplus/(Deficit) (138.27) (107.73) (67.36) (64.34)
iv) Net Assets/(Liability) (138.27) (107.73) (67.36) (64.34)
b) The amounts recognised in Profit and Loss Account/ Pre-operative Expenditure
pending Allocation for the year/period
i) Current Service Cost 37.87 42.44 18.61 29.92
ii) Interest Cost 12.47 11.32 4.96 4.73
iii) Actuarial (Gains)/Losses 14.31 16.78 11.59 16.76
iv) Actual Return on Plan Assets 4.31 6.36 - -
v) Total Expenses 60.34 62.33 35.16 51.41
c) The changes in Obligations during the year/period
i) Present value of Defined Benefit Obligation at the beginning of the year 157.78 110.39 64.34 41.44
ii) Current Service Cost 37.87 40.59 18.61 29.92
iii) Interest Cost 12.47 11.32 4.96 4.73
iv) Actuarial (Gains)/Losses 14.31 16.78 11.59 16.76
v) Benefit Payments 29.42 21.30 32.14 28.51
vi) Present value of Defined Benefit Obligation at the end of the year/period 193.01 157.78 67.36 64.34
d) The changes in Plan Assets during the year/period
i) Plan Assets at the beginning of the year 50.05 43.60 - -
ii) Contribution by Employer 8.57 9.67 - -
iii) Actual Benefit Paid 8.19 9.58 - -
iv) Plan Assets at the end of the year/period 54.74 50.05 - -
v) Actual return on Plan Assets 4.31 6.36 - -
e) Actuarial assumptions:
i) Discount Rate 8% per annum
ii) Mortality L.I.C. (1994-96) Ultimate
iii) Turnover Rate 5% at younger ages reducing to 1% at older ages
iv) Future Salary Increase 5% per annum
15. a) The Financial Institutions have a right to convert, at their option, the whole outstanding amount of term loans or a part not exceeding 20% of defaulted amount
of loan, whichever is lower, into fully paid-up Equity Shares of the Company at par on default in payments/ repayments of three consecutive installments of
principal and/or interest thereon or on mismanagement of the affairs of the Company.
b) The Financial Institutions have a right to convert at their option, the whole or a part of outstanding amount of Preference Shares, into fully paid-up Equity Shares
of the Company as per SEBI guidelines, on default in payment of dividend or a default in redemption of Preference Shares or any combination thereof.
16. The Balances of some of the Debtors, Creditors, Deposits, Advances and Other Current Assets are subject to confirmation.
17. In the opinion of the Board, the value on realisation of Current Assets, Loans and Advances in the ordinary course of the business would not be less than the amount
at which they are stated in the Balance Sheet and the provision for all known and determined liabilities is adequate and not in excess of the amount reasonably
required.

(` in Million)
As at As at
18. The details of Pre-Operative Expenditure Pending Allocation are as under:
31st Dec., 2011 31st Dec., 2010
a) Balance at the beginning of the year 832.51 6,433.86
b) Incurred during the year/period (net) 1,489.63 5,929.70
c) Expenditure apportioned over cost of Fixed Assets/Capital work-in-progress 80.62 11,122.20
d) Charged to Profit and Loss Account 43.84 408.85
e) Balance at the end of the year/period 2,197.68 832.51

65
ANNUAL REPORT 2011
19. The effect of acquisition and disposal of subsidiaries during the year on the Consolidated Financial Statements is as follows:
(` in Million)
Effect on Net Assets
Name of the Company Consolidated as at
Profit/(Loss) 31st Dec.,2011
a) Acquisitions/Incorporations
Prosperous Energy Private Limited (w.e.f. 1st March, 2011) (0.02) 0.07
Liberty Videocon General Insurance Company Limited (w.e.f. 19th December, 2011) (5.01) 44.59
Videocon Estelle Limited (w.e.f. 14th January, 2011) (0.16) 1.15
Videocon Ivory Limited (w.e.f. 14th January, 2011) (0.26) (0.24)
b) Disposals/Cessation
Triumph Energy Private Limited (0.01) 0.08
Senator Energy Private Limited (0.01) 0.08
Videocon Power Ventures Limited (0.01) 0.46
Aim Energy Private Limited (0.01) 0.01
Viable Energy Private Limited (0.01) 0.01
Vital Power Private Limited (0.01) 0.01
Marvel Energy Private Limited (0.01) 0.08
Instant Energy Private Limited (2.21) 20.11
Orchid Energy Private Limited (3.31) (4.39)
Galaxy Power Private Limited (0.02) 0.03
Percept Energy Private Limited (0.02) (0.95)
c) Acquisitions and Disposal/Cessation during the year
Flair Energy Private Limited 0.01 -
20. Related Party Disclosures:
As required under Accounting Standard 18 on “Related Party Disclosures”, the disclosure of transaction with related parties as defined in the Accounting Standard
are given below:
a) List of Related Parties where control exists and related parties with whom transactions have taken place and relationship:
i) Associates:
- Goa Energy Private Limited - Associate - 26%
- Radium Energy Private Limited - Associate - 26%
- Northwest Energy Private Limited - Associate - 47%
ii) Key Management Personnel:
- Mr. Venugopal N. Dhoot - Chairman & Managing Director
- Mr. Rajkumar N. Dhoot - Chairman & Managing Director (Videocon Telecommunications Limited)
- Mr. Pradipkumar N. Dhoot - Whole Time Director
- Mr. S. K. Jain - Senior Vice President
- Mr. Shekhar Jyoti- Vice President
- Mr. C. M. Singh - Vice President (w.e.f. 1st January, 2011)
- Mr. J. R. Rathore - Senior Vice President (w.e.f. 1st January, 2011)
- Mr. Abhijit Kotnis - Vice President
- Mr. Bipin Jain - Chief Executive Officer (Chhattisgarh Power Ventures Private Limited)
- Mr. Roopam Asthana - Chief Executive Officer (Liberty Videocon General Insurance Company Limited )
- Mr. Surinder Pal Anand - Chief Executive Officer (Pipavav Energy Private Limited)
b) Transactions/outstanding balances with Related Parties:
The Company has entered into transactions with certain related parties during the year as listed below. The Board considers such transactions to be in normal
course of business:
(` in Million)
Key
Particulars Associates Management
Personnel
Nature of Transactions
Interest Recovered 90.42
(44.63)
Advances/Loans given 5.90
(-)
Advances/Loans received back -
(48.00)
Remuneration 53.49
(60.86)
Outstanding as at 31st December, 2011
Advances/Loans given 368.58
(362.68)
Investments 0.05
(0.05)

66
 c) Material transactions with Related Party during the year are:

Interest recovered from Goa Energy Private Limited ` 90.42 Million (Previous period ` 44.63 Million); Advances/Loans given to Goa Energy Private Limited
` 5.39 Million (Previous period ` Nil) and Radium Energy Private Limited ` 0.51 Million (Previous period ` Nil).

21. Reserves:

Share of the Company in remaining reserves on proved and probable basis (as per Operator’s estimates) in Ravva Oil & Gas field (Unincorporated) Joint Venture.

Particulars Unit of measurement As at As at

31st Dec.,2011 31st Dec.,2010
Crude Oil Million Metric Tonnes 1.53 1.85
Natural Gas Million Cubic Meters 240.29 359.13

22. As required by Accounting Standard 29 “Provisions, Contingent Liabilities and Contingent Assets” issued by The Institute of Chartered Accountants of India, the
disclosure with respect to provisions are as follows:

(` in Million)
Year ended Period ended
Warranty and Maintenance Expenses
31st Dec.,2011 31st Dec.,2010
a) Amount at the beginning of the year 638.51 618.73
b) Additional provision made during the year/period 596.46 617.91
c) Amount used 602.82 598.13
d) Amount at the end of the year/period 632.15 638.51

23. a) Operating Lease:

i) Lease payments under cancellable leases are recognised as an expenses in the Consolidated Profit and Los Account.
ii) The maximum obligation on long-term non-cancellable operating leases entered on or after 1st April, 2001 payable as per the rentals stated in respective
agreements are as follows:

(` in Million)
As at As at
Minimum Lease Payments
31st Dec.,2011 31st Dec.,2010
Not later than 1 year 73.77 71.18
Later than 1 year and not later than 5 years 404.01 316.83
More than 5 years 397.52 484.90
Total 875.30 872.91

b) The Subsidiary Company viz. Videocon Telecommunications Limited (VTL) has entered into composite IT outsourcing agreements, wherein vendors have
supplied the fixed assets and IT related services to VTL. Based on the risk and rewards incidental to the ownership, the fixed asset and liability are recorded
at the fair value of the leased assets at the time of the receipt of the assets, since it is not possible for VTL to determine the extent of fixed assets and services
under the contract at the inception of the contract. Such fixed assets received have been accounted for as finance lease. These assets are depreciated over
the stated useful lives applicable to similar assets of VTL. Since the entire amount payable to vendors towards the supply of fixed assets and services during
the period is accrued, the disclosures as per Accounting Standard 19 are not applicable.

24. Segment Information:

The Company and its subsidiaries have identified four reportable segments viz. Consumer Electronics and Home Appliances, Crude Oil and Natural Gas,
Telecommunications and Power. Segments have been identified and reported taking into account nature of products and services, the differing risks and return.

a) Segment revenue and expenses include the respective amounts identifiable to each of the segments on the basis of relationship to operating activities of the
segment as also amounts allocated on a reasonable basis. Revenue and expenses which relate to enterprise as a whole and are not allocable to a segment on
reasonable basis have been disclosed as “Unallocable”.

b) Segment assets and segment liabilities represent assets and liabilities in respective segments. Investments, tax related assets and other corporate assets and
liabilities that cannot be allocated between the segment are disclosed as “Unallocable”.

67
ANNUAL REPORT 2011
c) Primary Segment Information - Business segment:
(` in Million)
Consumer Electronics Crude Oil and
Telecommunications Power Total
and Home Appliances Natural Gas
Particulars
Year ended Period ended Year ended Period ended Year ended Period ended Year ended Period ended Year ended Period ended
31.12.2011 31.12.2010 31.12.2011 31.12.2010 31.12.2011 31.12.2010 31.12.2011 31.12.2010 31.12.2011 31.12.2010
1. Segment Revenue
- External 115,651.15 135,403.79 14,934.64 13,203.33 6,227.05 1,679.75 32.23 - 136,845.07 150,286.87
- Inter Segment - - - - - - - - - -
Total Segment 115,651.15 135,403.79 14,934.64 13,203.33 6,227.05 1,679.75 32.23 - 136,845.07 150,286.87
2. Segment Result before Interest 12,313.78 16,418.09 4,771.93 3,742.58 (12,393.32) (9,394.87) (25.14) (12.88) 4,667.25 10,752.92
Less: Interest Expenses - - - - - - - - 15,563.88 10,892.08
Add: Other Unallocable Income/ - - - - - - - - (831.48) 591.21
(Expenses)
Profit/(Loss) before Taxation - - - - - - - - (11,728.11) 452.05
Add: Share in Profit/(Loss) of - - - - - - - - (0.19) -
Associates
Add: Profit/(Loss) on Disposal/ - - - - - - - - 49.74 (173.41)
Dilution of holding in Subsidiaries/
Associates
Less: Provision for Current Tax - - - - - - - - 1,304.87 1,812.40
Less: Provision for Deferred Tax - - - - - - - - 602.00 1,438.36
Profit/(Loss) before Minority Interest - - - - - - - - (13,585.43) (2,972.12)
Add: Minority Interest - - - - - - - - 5.21 1.93
Profit/(Loss) for the year/period - - - - - - - - (13,580.22) (2,970.19)

3. Other Information
(` in Million)
Consumer Electronics Crude Oil and
Telecommunications Power Others/Unallocable Total
and Home Appliances Natural Gas
Particulars
Year ended Period ended Year ended Period ended Year ended Period ended Year ended Period ended Year ended Period ended Year ended Period ended
31.12.2011 31.12.2010 31.12.2011 31.12.2010 31.12.2011 31.12.2010 31.12.2011 31.12.2010 31.12.2011 31.12.2010 31.12.2011 31.12.2010
Segment Assets 166,207.17 143,513.66 69,550.51 28,693.98 52,020.73 48,753.39 16,516.86 10,219.35 88,421.90 32,078.78 392,717.17 263,259.16
Segment Liabilities 97,156.88 75,247.79 65,573.63 24,947.98 65,329.78 44,590.11 11,034.44 4,729.97 80,832.65 29,585.41 319,927.38 179,101.26
Capital Expenditure 7,625.90 1,728.71 28,082.51 8,369.71 1,610.65 16,834.07 6,060.10 5,334.47 109.34 104.86 43,488.50 32,371.82
Depreciation 5,244.73 6,568.80 795.49 577.75 3,015.73 1,685.19 32.97 0.05 71.83 80.21 9,160.75 8,912.00

d) Secondary Segment Information:

(` in Million)
Within India Outside India Total
Particulars Year ended Period ended Year ended Period ended Year ended Period ended
31.12.2011 31.12.2010 31.12.2011 31.12.2010 31.12.2011 31.12.2010
Segment Revenue - External Turnover 131,112.77 143,253.07 5,732.30 7,033.80 136,845.07 150,286.87
Segment Assets 311,973.89 230,377.54 80,743.28 32,881.62 392,717.17 263,259.16
Segment Liabilities 250,737.41 157,032.01 69,189.97 22,069.25 319,927.38 179,101.26
Capital Expenditure 16,004.81 24,474.25 27,483.69 7,897.57 43,488.50 32,371.82

25. The figures of the current year are not comparable with those of the previous period, as: a) the current year’s figures do not include operations of certain
subsidiaries, consequent to their cessation to be subsidiaries of the Company in the previous period and include operations of certain subsidiaries for part of
the year, consequent to their acquisition as stated in Note No. B above; b) the figures for the current year are for a period of 12 months as against 15 months
in previous period. Figures in respect of previous period have been regrouped, reclassified and recasted wherever necessary to make them comparable with
those of current year.

26. The Ministry of Corporate Affairs, Government of India, vide General Circular No. 2 and 3 dated 8th February, 2011 and 21st February, 2011, respectively has
granted a general exemption from compliance with section 212 of the Companies Act, 1956, subject to fulfillment of conditions stipulated in the circular. The
Company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has
been included in the Consolidated Financial Statements.

68
 FINANCIAL INFORMATION OF SUBSIDIARY COMPANIES
STATEMENT PURSUANT TO SECTION 212(8) OF THE COMPANIES ACT, 1956

Share Investments Provision

Turnover/
Sr. Reporting Amount Exchange Application Total Total (other than Profit for Tax Profit after Proposed
Name of the Subsidiary Company Capital Reserves Total Country
No. Currency in Rate Money Assets* Libilities ** investments in Before Tax (net of Tax Dividend
Income
Received Subsidiaries) write back)

1. Chhattisgarh Power Ventures Private ` ` Mn. 0.10 1,000.00 (0.04) 2,973.04 1,972.98 - - (0.04) (0.01) (0.02) -
India
Limited

` Mn. 53.62 0.54 - 1,166.39 1,169.58 2.66 - - (0.07) - (0.07) -

British Virgin
2. Eagle ECorp Limited US$
Island
US$ Mn. 0.01 - 21.75 21.81 0.05 - - (0.001) - (0.001) -

` Mn. 139.69 314.54 559.52 (720.20) 220.62 66.75 - 29.81 (71.86) - (71.86) -
Sultanate of
3. Middle East Appliances LLC RO
Oman
RO Mn. 2.25 4.01 (5.16) 1.58 0.48 - 0.21 (0.51) - (0.51) -

4. Pipavav Energy Private Limited ` ` Mn. 5,500.00 - (6.46) 9,052.24 3,558.70 - - (5.28) - (5.28) - India

5. Prosperous Energy Private Limited ` ` Mn. 0.10 - (0.03) 409.52 409.45 - - (0.02) (0.005) (0.02) - India

Videocon Electronics (Shenzen) ` Mn. 8.44 7.76 - (1.84) 45.80 39.88 - 47.39 0.70 0.23 0.47 -
Limited
6. CNY China
(Chinese Name - Weiyoukang CNY Mn. 0.92 - (0.22) 5.43 4.72 - 5.62 0.08 0.03 0.06 -
Electronics (Shenzhen) Co., Ltd.)

69
` Mn. 53.62 0.13 - 213.01 15,375.37 15,162.23 - 1,906.86 (1,968.33) - (1,968.33) -
British Virgin
7. Videocon Global Limited US$
Island
US$ Mn. 0.003 - 3.97 286.75 282.77 - 35.56 (36.71) - (36.71) -

` Mn. 53.62 0.05 - (9.79) 1,340.50 1,350.24 - - (9.40) - (9.40) -

British Virgin
8. Videocon Energy Ventures Limited US$
Island
US$ Mn. 0.001 - (0.18) 25.00 25.18 - - (0.18) - (0.18) -

` Mn. 53.62 0.05 - 0.02 0.16 0.08 - 655.40 655.27 - 655.27 -

British Virgin
9. Videocon Oman 56 Limited US$
Island
US$ Mn. 0.001 - 0.000 0.003 0.002 - 12.22 12.22 - 12.22 -

10. Videocon Energy Limited ` ` Mn. 1,000.00 - (7.14) 993.53 0.67 - - (0.05) - (0.05) - India

11. Videocon Oil Ventures Limited ` ` Mn. 1,000.00 9,000.00 (65.31) 15,236.87 5,302.18 - - (25.21) - (25.21) - India

12. Proficient Energy Private Limited ` ` Mn. 0.10 - 11.60 532.68 596.18 75.20 17.25 17.22 5.60 11.62 - India

13. Applied Energy Private Limited ` ` Mn. 0.10 - 5.63 261.50 255.78 - 8.20 8.18 2.54 5.64 - India

14. Comet Power Private Limited ` ` Mn. 207.32 - 5.04 962.64 750.27 - 13.58 (27.88) - (27.88) - India

15. Unity Power Private Limited ` ` Mn. 0.10 - (0.03) 562.47 562.40 - 0.18 (0.01) - (0.01) - India

16. Videocon International Electronics ` ` Mn. 20,000.00 - (1,098.99) 30,577.45 15,534.74 3,858.30 0.31 (460.00) - (460.00) -
India
Limited
 FINANCIAL INFORMATION OF SUBSIDIARY COMPANIES
STATEMENT PURSUANT TO SECTION 212(8) OF THE COMPANIES ACT, 1956

Share Investments Provision

Turnover/
Sr. Reporting Amount Exchange Application Total Total (other than Profit for Tax Profit after Proposed
Name of the Subsidiary Company Capital Reserves Total Country
No. Currency in Rate Money Assets* Libilities ** investments in Before Tax (net of Tax Dividend
Income
Received Subsidiaries) write back)

17. Jumbo Techno Services Private ` ` Mn. 1,000.00 - 1,222.48 3,312.55 1,090.07 - - (0.03) - (0.03) - India
ANNUAL REPORT 2011

Limited

18. Senior Consulting Private Limited ` ` Mn. 10.00 - (2.97) 1,386.36 1,379.33 - - (0.04) - (0.04) - India

19. Videocon Telecommunications ` ` Mn. 15,000.00 10,000.00 (28,308.79) 52,020.93 55,329.74 0.02 6,233.66 (17,471.79) 0.003 (17,471.79) -
India
Limited

20. Datacom Telecommunications ` ` Mn. 0.50 - (0.27) 1.83 1.60 - 0.80 (0.11) - (0.11) -
India
Private Limited

` Mn. 53.62 10,884.86 3,646.16 (155.51) 55,303.54 40,928.02 - 10.33 (311.56) - (311.56) -
Videocon Hydrocarbon Holdings Cayman
21. US$
Limited Island
US$ Mn. 203.00 68.00 (2.90) 1,031.40 763.30 - 0.19 (5.81) - (5.81) -

` Mn. 53.62 0.05 - (317.26) 5,415.36 5,732.57 - 21.76 21.50 - 21.50 -

Cayman
22. Videocon JPDA 06-103 Limited US$
Island
US$ Mn. 0.001 - (5.92) 101.00 106.91 - 0.41 0.40 - 0.40 -

` Mn. 53.62 0.54 - (16.58) 16,372.48 16,388.53 - - (4.99) - (4.99) -

Videocon Mozambique Rovuma 1 British Virgin
23. US$
Limited Island
US$ Mn. 0.01 - (0.31) 305.34 305.64 - - (0.09) - (0.09) -

70
` Mn. 53.62 0.05 - (1.24) 2,466.08 2,467.27 - - (0.29) - (0.29) -
Cayman
24. Videocon Indonesia Nunukan Inc. US$
Island
US$ Mn. 0.001 - (0.02) 45.99 46.01 - - (0.01) - (0.01) -

` Mn. 53.62 0.05 - 188.56 26,681.41 26,492.80 - - (2.46) (440.43) 437.97 -

British Virgin
25. Videocon Energy Brazil Limited US$
Island
US$ Mn. 0.001 - 3.52 497.60 494.08 - - (0.05) (8.21) 8.17 -

` Mn. 53.62 0.000 - (0.79) - 0.79 - - (0.23) - (0.23) -

Cayman
26. Videocon Australia WA-388-P Limited US$
Island
US$ Mn. 0.000 - (0.01) - 0.01 - - (0.004) - (0.004) -

` Mn. 69.67 0.01 - (0.32) 0.01 0.33 - - (0.32) - (0.32) -

27. Oil Services International S.A.S. € France
€ Mn. 0.000 - (0.005) 0.000 0.005 - - (0.005) - (0.005) -

` Mn. 53.62 1.34 - (0.19) 1.62 0.47 - - (0.19) - (0.19) -

28. Videocon Estelle Limited US$ Mauritius
US$ Mn. 0.03 - (0.004) 0.03 0.01 - - (0.004) - (0.004) -

` Mn. 53.62 0.05 - (0.30) 0.33 0.58 - - (0.30) - (0.30) -

29. Videocon Ivory Limited US$ Mauritius
US$ Mn. 0.001 - (0.01) 0.01 0.01 - - (0.01) - (0.01) -

30. Liberty Videocon General Insurance ` ` Mn. 49.60 - (47.84) 20.07 18.31 - - (47.84) - (47.84) -
India
Company Limited

* Total Assets excludes Investments (other than Investments in Subsidiaries)

** Total Liabilities excludes Share Application Money Received
 ATTENDANCE SLIP
VIDEOCON INDUSTRIES LIMITED
Registered Office: 14 K.M. Stone, Aurangabad - Paithan Road, Village: Chittegaon, Taluka: Paithan,
District: Aurangabad - 431 105 (Maharashtra)

PLEASE FILL ATTENDANCE SLIP AND HAND IT OVER AT THE ENTRANCE OF THE MEETING HALL.
Joint Shareholders may obtain additional slip on request.

DP ID*
Registered Folio No.
Client ID*

NAME AND ADDRESS OF SHAREHOLDER

No. of Share(s) Held:

I hereby record my presence at the TWENTY-THIRD ANNUAL GENERAL MEETING of the Company to be held on Friday,
29th June, 2012 at 12.00 Noon at the Registered Office of the Company at 14 K.M. Stone, Aurangabad - Paithan Road, Village:
Chittegaon, Taluka: Paithan, District: Aurangabad - 431 105 (Maharashtra).
Signature of the Shareholder/Proxy
*Applicable for investors holding shares in electronic form

PROXY FORM
TEAR HERE

VIDEOCON INDUSTRIES LIMITED

Registered Office: 14 K.M. Stone, Aurangabad - Paithan Road, Village: Chittegaon, Taluka: Paithan,
District: Aurangabad - 431 105 (Maharashtra)

DP ID*
Registered Folio No.
Client ID*

I/we of
being a member / members of Videocon Industries Limited

hereby appoint of

or failing him as my / our proxy to vote for

me / us and on my / our behalf at the TWENTY-THIRD ANNUAL GENERAL MEETING of the Company to be held on Friday,
29th June, 2012 at 12.00 Noon at the Registered Office of the Company at 14 K.M. Stone, Aurangabad - Paithan Road, Village:
Chittegaon, Taluka: Paithan, District: Aurangabad - 431 105 (Maharashtra), at any adjournments thereof.

Signed on this . day of 2012

Affix
Signature . Revenue
No. of Shares held Stamp of
` 1/-
*Applicable for investors holding shares in electronic form
Note: The Proxy in order to be effective should be duly stamped, completed and signed and must be deposited at the Registered
Offce of the Company, not less than 48 hours before the time for holding the aforesaid meeting. The proxy need not be a
member of the Company.
Please read errata for typesetting matter.
 GREEN INITIATIVE
Ministry of Corporate Affairs (“MCA”) has launched a “Green Initiative in Corporate Governance” by allowing
paperless compliances by the companies. MCA has issued circular nos. 17/2011 and 18/2011 dated April 21,
2011 and April 29, 2011, respectively, allowing companies to send official documents to their shareholders in
electronic mode.
Keeping in view the underlying theme and the circular(s) issued by MCA, the Company proposes to send Notices of
General Meeting(s), Financial Statements, Annual Reports and other shareholders’ communications in electronic
mode. This will be sent to the shareholders’ e-mail address(es) provided by the depositories and registered with
the Company.
E-mail Communications to the shareholders will result in multiple benefits as under:
l Timely receipt of all communications without any transit loss.
l Helping in protecting environment and conservation of resources.
l Easy storage in soft copy, thereby eliminating the requirement of storage of bulky documents for subsequent
reference.
The Company will simultaneously display full text of the Annual Report and other shareholders’ communications
on its website www.videoconworld.com, as soon as the same is e-mailed to the shareholders and will also be
made available for inspection at the Registered Office of the Company during the office hours.
Members who hold shares in physical form and desire to receive the documents in electronic mode
are requested to provide their details (name, folio no., e-mail id) on the Company’s e-mail address viz.
secretarial@videoconmail.com. Members who hold shares in electronic form are requested to get their details
updated with the respective depositories.
The shareholders of the Company, receiving the documents in electronic mode, will be entitled to be furnished,
free of cost, a printed copy of the Annual Report and other shareholders’ communications of the Company, upon
receipt of a requisition from shareholder, at any time.
 BOOK-POST

If undelivered, please return to:

MCS Limited
Unit: Videocon Industries Limited
Kashiram Jamnadas Building, Office No. 21/22, Ground Floor,
5, P.D’mello Road (Ghadiyal Godi), Masjid (East), Mumbai 400 009.

This Annual Report is printed on ECO-FRIENDLY Paper