MAHINDRA & MAHINDRA LTD. | Integrated Annual Report 2021-22
277 MAHINDRA & MAHINDRA LTD. Integrated Annual Report 2021-22 (B) (i) The Scheme of Merger by Absorption of Mahindra Vehicle Manufacturers Limited (MVML) with the Company and their respective Shareholders (“the Scheme”) has been approved by the Mumbai Bench of National Company Law Tribunal (NCLT) on 26 th April 2021 and the required approvals/consent of Department of Industries, Government of Maharashtra and Maharashtra Industrial Development Corporation were also received on 15 th June 2021 and 29 th June 2021 respectively. Consequently, upon completion of other required formalities on 1 st July 2021, the Scheme has become effective from the Appointed date i.e. 1 st April 2019. The effect of the merger of MVML on the amounts of Revenue and Profit published in previous year are as shown below. Rupees crores Particulars 2021 Increase/(Decrease) in: Revenue from operations................................................................................................................................................... (466.54) Profit/(loss) after tax .......................................................................................................................................................... 654.28 (ii) The Scheme of Merger by Absorption of the wholly-owned subsidiaries, Mahindra Engineering and Chemical Products Limited (MECP), Retail Initiative Holdings Limited (RIHL) and Mahindra Retail Limited (MRL) with the Company and their respective Shareholders (“the Scheme”) has been approved by the Mumbai Bench of National Company Law Tribunal on 24 th March 2022. The effect of the MECP, MRL & RIHL merger on the amounts of Revenue and Profit published in previous year are as shown below. Rupees crores Particulars 2021 Increase/(Decrease) in: Revenue from operations................................................................................................................................................... 55.43 Profit/(loss) after tax .......................................................................................................................................................... 61.22 (iii) Both the above schemes of merger have been accounted under ‘the pooling of interests method’ i.e. in accordance with Appendix C of Ind AS 103 – Business Combinations, read with Ind AS 10 – Events after the Reporting Period and comparatives have been restated for the merger from the beginning of the previous year i.e. 1 st April 2020. Accordingly, the impact of MVML, MECP, RIHL and MRL have been included in the standalone financial statements for all the periods presented. The effect of the mergers on the amounts of Revenue and Profit published in previous year are as shown below. Rupees crores Particulars 2021 Revenue from operations: As published in previous year............................................................................................................................................ 45,040.98 As restated for the effect of merger................................................................................................................................. 44,629.87 Profit/(loss) after tax: As published in previous year............................................................................................................................................ 268.66 As restated for the effect of merger................................................................................................................................. 984.16 (C) Effective 1 January 2021, the US branch of Mahindra Vehicle Manufacturers Limited (merged with the Company), (refer Note [44(B)(i)]) has been transferred to Mahindra Integrated Business Solutions Private Limited (‘MIBS’), subsidiary of the Company and consequently a gain of Rs. 46.78 crores has been recorded as Exceptional Item for the year ended 31 st March, 2021 (Refer note 33). (D) The Board of Directors of the Company at its Meeting held on 26 th March, 2021 had accorded an in-principle approval for consolidation of Mahindra Electric Mobility Limited, a subsidiary of the Company (“MEML”) into the Company and had authorised its Loans & Investment Committee to decide on the mode of consolidation including finalizing the Scheme, Valuation, Swap Ratio, etc. and recommend the same to the Audit Committee and to the Board of Directors for their approval. The Board of Directors of the Company at its Meeting held on 28 th May, 2021, have approved the Scheme of Merger by Absorption of MEML with the Company and their respective Shareholders under sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Appointed Date of the scheme of merger would be 1 st April, 2021 or such other date as may be approved by NCLT or any other appropriate authority. The Scheme will be given effect upon receipt of requisite approvals/consent. 44. Other information: (contd.)
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