1.1 Overview of the Group
3i Infotech Limited (Parent) was promoted by erstwhile ICICI limited.
The Parent and its subsidiaries are collectively referred to as the
Group. The Group is a global information technology conglomerate
headquartered in Mumbai, India. The Group undertakes sale of software
products, software development and consulting services, IT enabled
managed services and Transaction services.
1.2 Basis of preparation of consolidated fnancial statements
The consolidated fnancial statements are prepared and presented under
historical cost convention, on the accrual basis of accounting, in
accordance with the accounting principles generally accepted in India
(GAAP) and in compliance with the Accounting Standards (AS) issued
by Companies (Accounting Standards) Rules, 2006, to the extent
applicable. Accounting policies have been consistently applied except
where a newly issued accounting standard is initially adopted or a
revision to an existing accounting standard required a change in
accounting policy hitherto in use.
1.3 Use of estimates
The preparation of the consolidated fnancial statements in conformity
with GAAP requires management to make estimates and assumptions that
affect the reported amount of assets, liabilities, revenues and
expenses and disclosure of contingent liabilities on the date of
fnancial statements. The recognition, measurement, classifcation or
disclosures of an item or information in the fnancial statements are
made relying on these estimates. Any revision to accounting estimates
is recognized prospectively.
1.4 Principles of consolidation
The consolidated fnancial statements include the fnancial statements of
The Parent and all its subsidiaries, which are more than 50% owned or
controlled and have been prepared in accordance with the consolidation
procedures laid down in AS 21- Consolidated Financial Statements.
The consolidated fnancial statements have been prepared on the
following basis:
- The fnancial statements of the Parent and the subsidiaries have been
combined on a line-by-line basis by adding together the book values of
like items of assets, liabilities, income and expenses after
eliminating intra-group balances / transactions and resulting profts in
full. Unrealized losses resulting from intra-group transactions have
also been eliminated except to the extent that recoverable value of
related assets is lower than their cost to the Group.
- The consolidated fnancial statements are presented, to the extent
possible, in the same format as that adopted by the Parent for its
standalone fnancial statements.
- The consolidated fnancial statements are prepared using uniform
accounting policies across the Group.
- Goodwill arising on consolidation - The excess of cost to the Parent
Company, of its investment in subsidiaries over its portion of equity
in the subsidiaries at the respective dates on which investment in
subsidiaries was made, is recognized in the fnancial statements as
goodwill and in the case where equity exceeds the cost; the same is
being adjusted in the said goodwill. The Parent Companys portion of
equity in the subsidiaries is determined on the basis of the value of
assets and liabilities as per the fnancial statements of the
subsidiaries as on the date of investment.
- Entities acquired during the year have been consolidated from the
respective dates of their acquisition.
(a) In April 2010, the Parent Company has sold its investment in aok
In-house Factoring Services Private Ltd. to 3i Infotech BPO Limited
(formerly known as Linear Financial and Management Systems Pvt. Ltd.)
and in May 2010, Delta Services (India) Private Limited to 3i Infotech
Consultancy Services Limited.
(b) Refer note no. 2.4.1
(c) Refer note no. 2.4.2
(d) In May 2010, Delta Services (India) Private Limited has sold its
investment in Manipal Informatics Private Limited to 3i Infotech
Consultancy Services Limited.
(e) In December 2010, the Parent Company has sold its investment in
eMudhra Consumer Services Limited (formerly known as 3i Infotech
Consumer Services Limited) and its subsidiary and step down
subsidiaries to Indus Innovest Holdings Private Ltd. Refer note 2.4.4.
(f) 3i Infotech Consulting Inc. have been merged with 3i Infotech Inc.
effective from December 31, 2010 and consequently the assets and
liabilities have been transferred to 3i Infotech Inc.
(g) Lantern Systems Inc., ePower Inc. & Objectsoft Group Inc. have been
merged with 3i Infotech Inc. effective from December 31, 2010 and
consequently the assets and liabilities pertaining to those entities
which were hitherto owned by J&B Software (Canada) Inc have been
transferred to 3i Infotech Inc.
(h) Share purchase agreement dated December 29, 2010 has been signed
between 3i Infotech Insurance & Re-insurance Brokers Limited and Aretha
Advisors pursuant to which the shares of 3i Infotech Insurance &
Re-insurance Brokers Limited have been sold off to Aretha Advisors on
December 31, 2010. Refer note 2.4.5
(i) Refer note 2.4.6
(j) 3i Infotech Consulting Services SDN BHD has been closed with effect
from December 20, 2010.
(k) Stex Software Pvt. Ltd., E-Enable Technologies Pvt. Ltd. and KNM
Services Pvt. Ltd. have been merged with 3i Infotech Ltd. effective
from April 01, 2010 and consequently the assets and liabilities have
been transferred to 3i Infotech Ltd.
(l) Delta Services (India) Private Limited and Manipal Informatics Pvt.
Limited. have been merged with 3i Infotech Consultancy Services Limited
effective from April 01, 2009 and consequently the assets and
liabilities have been transferred to 3i Infotech Consultancy Services
Limited.
1.6 Revenue recognition
a) Revenue from IT solutions:
Revenue from IT solutions comprises of revenue from Software Products,
IT Services and Sale of Hardware /Outsourced Software.
i) Revenue from Software Products is recognized on delivery /
installation, as per the predetermined / laid down policy across all
geographies or lower, as considered appropriate by the management on
the basis of facts in specifc cases. Maintenance revenue in respect of
products is deferred and recognized ratably over the period of the
underlying maintenance agreement.
ii) Revenue from IT Services is recognized either on time and material
basis or fxed price basis or based on certain measurable criteria as
per relevant agreements. Revenue on Time and Material Contracts is
recognized as and when services are performed. Revenue on Fixed-Price
Contracts is recognized on the percentage of completion method.
Provision for estimated losses, if any, on such uncompleted contracts
are recorded in the period in which such losses become probable based
on the current estimates.
iii) Revenue from supply of Hardware, Software License / Term License /
Other Materials incidental to the aforesaid services recognized based
on delivery / installation, as the case may be. Recovery of incidental
expenses is added to respective revenue.
b) Revenue from Transaction Services:
Revenue from Transaction Services and Other Service contracts is
recognized based on transactions processed or manpower deployed.
1.7 Unbilled and Unearned Revenue:
Revenue recognized over and above the billings on a customer is
classifed as unbilled revenue while billing over and above the
revenue recognized in respect of a customer is classifed as unearned
revenue.
1.8 a) Fixed Assets
Intangible: Purchased software meant for in-house consumption and
signifcant upgrades thereof, Business & Commercial Rights are
capitalized at the acquisition price.
Acquired software / products meant for sale are capitalized at the
acquisition price.
Tangible: Fixed Assets are stated at cost, which comprises of purchase
consideration and other directly attributable cost of bringing an asset
to its working condition for the intended use.
Advances given towards acquisition of fxed assets and the cost of
assets not ready for use as at the Balance Sheet date are disclosed
under capital work-in-progress.
b) Depreciation / Amortization:
Leasehold land, leasehold building and improvements thereon are
amortized over the period of lease or the life given below whichever is
lower.
Business and Commercial Rights are amortized at lower of the period the
benefts arising out of these are expected to accrue and ten years,
while purchased software meant for in-house consumption and signifcant
upgrades thereof and Goodwill arising on merger / acquired Goodwill is
amortized over a period of fve years.
Acquired software are amortized at lower of the estimated life of the
product and fve years.
1.9 Investments
Trade investments are the investments made to enhance the Parent
Companys business interest. Investments are either classifed as
current or long-term based on the managements intention at the time of
purchase. Long-term investments are carried at cost and provision is
made to recognize any decline, other than temporary, in the value of
such investments.
Current investments are carried at the lower of the cost and fair value
and provision is made to recognize any decline in the carrying value.
Cost of overseas investment comprises the Indian Rupee value of the
consideration paid for the investment.
1.10 Accounting for Taxes on Income
Provision for current income tax is made on the basis of the estimated
taxable income for the year in accordance with the specifc applicable
laws.
MAT Credit asset pertaining to the Parent and its Indian subsidiary
company is recognized and carried forward only if there is a reasonable
certainty of it being set off against regular tax payable within the
stipulated statutory period.
Deferred tax resulting from timing differences between book and tax
profts is accounted for under the liability method, at the current rate
of tax, to the extent that the timing differences are expected to
crystallize. Deferred tax assets are recognized and carried forward
only if there is a reasonable / virtual certainty that they will be
realized and are reviewed for the appropriateness of their respective
carrying values at each Balance Sheet date.
The deferred tax assets / liabilities and tax expenses are determined
separately for the Parent and each subsidiary company, as per their
applicable laws and then aggregated.
1.11 Translation of Foreign Currency Items
Transactions in foreign currency are recorded at the rate of exchange
in force on the date of the transactions. Current assets, current
liabilities and borrowings denominated in foreign currency are
translated at the exchange rate prevalent at the date of the Balance
Sheet. The resultant gain / loss is recognized in the Proft & Loss
Account. Overseas investments are recorded at the rate of exchange in
force on the date of allotment / acquisition.
All the activities of the foreign operations are carried out with a
signifcant degree of autonomy. Accordingly, as per the provisions of AS
11 Effects of changes in foreign exchange rates, these operations
have been classifed as Non integral operations and therefore all
assets and liabilities, both monetary and non-monetary, are translated
at the closing rate while the income and expenses are translated at the
average rate for the year. The resulting exchange differences are
accumulated in the Foreign Currency Translation Reserve.
1.12 Accounting of Employee Benefts Employee Benefts in India
a) Gratuity
(i) Parent
The Parent Company provides for gratuity, a defned beneft retirement
plan, covering eligible employees. Liability under gratuity plan is
determined on actuarial valuation done by the Life Insurance
Corporation of India (LIC) at the beginning of the year, based upon
which, the Parent Company contributes to the Scheme with LIC. The
Parent Company also provides for the additional liability over the
amount contributed to LIC based on the actuarial valuation done by an
independent valuer using the Projected Unit Credit Method.
(ii) Subsidiaries
Liability for Gratuity for employees is provided on the basis of the
actuarial valuation at the year end.
b) Superannuation
Certain employees in India are also participants in a defned
superannuation contribution plan. The Parent contributes to the scheme
with Life Insurance Corporation of India on a monthly basis. The Parent
has no further obligations to the plan beyond its monthly
contributions.
c) Provident fund
(i) Parent
Eligible employees receive benefts from a provident fund, which is a
defned contribution plan to the Trust / Government administered Trust.
In the case of Trust aggregate contribution along with interest thereon
is paid at retirement, death, incapacitation or termination of
employment. Both the employee and the
Parent Company make monthly contribution to the 3i Infotech Provident
Fund Trust equal to a specifed percentage of the covered employees
salary. The Parent Company also contributes to a Government
administered pension fund on behalf of its employees.
The interest rate payable by the trust to the benefciaries every year
is being notifed by the government. The Parent has an obligation to
make good the shortfall, if any, between the return from investments of
the trust and the notifed interest rate. Such shortfall is charged to
Proft & Loss Account in the year it is determined.
(ii) Subsidiaries
Contribution is made to the state administered fund as a percentage of
the covered employees salary.
d) Liability for leave encashment / entitlement for employees is
provided on the basis of the actuarial valuation at the year end.
e) All actuarial gains / losses are charged to revenue in the year
these arise.
Employee Benefts in the Foreign Branch
In respect of employees in foreign branches, necessary provision has
been made based on the applicable laws. Gratuity / leave encashment
for employees in the foreign branches is provided on the basis of the
actuarial valuation at the year end.
All actuarial gains / losses are charged to revenue in the year these
arise.
Employee Benefts in Foreign Subsidiary Companies
In respect of employees in Foreign Subsidiary Companies, contributions
to defned contribution pension plans are recognized as an expense in
the Proft & Loss Account as incurred.
Liability for leave entitlement is provided on the basis of actual
eligibility at the year end.
1.13 Provisions, Contingent Liabilities and Contingent Assets
i) Provisions involving substantial degree of estimation in measurement
are recognized when there is a present obligation as a result of past
events and it is probable that there will be an outfow of resources.
ii) Disclosures for a contingent liability is made, without a provision
in books, when there is an obligation that may but probably will not,
require outfow of resources.
iii) Contingent Assets are neither recognized nor disclosed in the
fnancial statements.
1.14 Borrowing Costs
Borrowing costs directly attributable to acquisition, construction and
production of qualifying assets are capitalized as a part of the cost
of such asset up to the date of completion. Other borrowing costs are
charged to the Proft & Loss Account.
1.15 Impairment of assets
In accordance with AS 28 on Impairment of Assets, where there is an
indication of impairment of the Groups assets related to cash
generating units, the carrying amounts of such assets are reviewed at
each Balance Sheet date to determine whether there is any impairment.
The recoverable amount of such assets is estimated as the higher of its
net selling price and its value in use. An impairment loss is
recognized in the Proft & Loss Account whenever the carrying amount of
such assets exceeds its recoverable amount. If at the Balance Sheet
date there is an indication that a previously assessed impairment loss
no longer exists, then such loss is reversed and the asset is restated
to the extent of the carrying value of the asset that would have been
determined (net of amortization / depreciation) had no impairment loss
been recognized.
1.16 a) Securities issue expenses
Securities issue expenses, Issue expenses including expenses incurred
on increase in authorized share capital and premium payable on
securities are adjusted against Securities Premium Account.
b) Premium payable on redemption of FCCB
Premium payable on redemption of FCCB is amortized proportionately till
the date of redemption and is adjusted against the balance in
Securities Premium Account.
1.17 Lease
Where the Group has substantially acquired all risks and rewards of
ownership of the assets, leases are classifed as fnancial lease. Such
assets are capitalized at the inception of the lease, at the lower of
fair value or present value of minimum lease payment and liability is
created for an equivalent amount. Each lease rental paid is allocated
between liability and interest cost so as to obtain constant periodic
rate of interest on the outstanding liability for each year.
Where signifcant portion of risks and reward of ownership of assets
acquired under lease are retained by lessor, leases are classifed as
Operating lease. Equalized lease rentals for such leases are charged to
Proft & Loss Account.
1.18 Earnings per share
In determining the earnings per share, the Group considers the net
proft after tax and post tax effect of any extra- ordinary /
exceptional item is shown separately. The number of shares considered
in computing basic earnings per share is the weighted average number of
shares outstanding during the year. The number of shares considered for
computing diluted earnings per share comprises the weighted average
number of shares used for deriving the basic earnings per share and
also the weighted average number of equity shares that could have been
issued on the conversion of all dilutive potential equity shares which
includes potential FCCB conversions. The number of shares and
potentially dilutive equity shares are adjusted for any stock splits
and bonus shares issues.
1.19 Inventories
Inventories consist of postage, paper, envelopes, hardware and
supplies, and are stated at cost (computed on frst in frst out or
weighted average basis as the case may be) or net realizable value,
whichever is lower.
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