The Directors present their Fifteenth Annual Report together with the
Audited Accounts for the period ended 31st March, 2012
The Financial Results for the period ended 31st March, 2012 are
Particulars Consolidated Standalone Consolidated Standalone
for 2011-12 for 2011-12 for 2010-11 for 2010-11
Income from Operations 8639.45 1550.97 7909.12 2375.09
Expenditure 6492.60 1342.85 6275.58 2157.96
Operating Profit (PBDIT) 2146.85 208.12 1633.54 217.13
Interest 213.60 133.80 128.09 61.89
Depreciation 61.10 34.02 83.38 55.80
Profit before Tax 1872.15 40.30 1422.07 99.44
Provision for Income Tax 25.97 7.47 10.43 6.53
Deferred Tax -8.29 -5.86 -6.65 -5.46
Profit / Loss after
Tax but before
extraordinary items 1854.47 38.68 1418.30 98.37
- Minority Interest 857.81 642.86
Net Profit carried to
Balance Sheet 996.65 38.68 775.44 98.37
Your Directors are pleased to present the financial results of the
company for the year under review. Your Company has posted a turnover
of Rs. 8639.45 lakhs. and net Profit of Rs. 996.65 lakhs. In view of
the increased needs of working capital consequent to expansion
activities planned by the company, your Directors are of the view that
Profits should be ploughed back into the system so as to attain the
desired growth levels.
Your Directors are pleased to inform you that the revenues of the
company stood at Rs. 1550.97 lakhs and net Profit Rs. 38.68 lakhs as
against revenues of Rs. 2375.09 Lakhs, net Profit of Rs. 98.37 lakhs
for the previous year.
RESEARCH AND DVELOPMENT:
Your Directors are happy to note that during the year the company has
spent sizable amount towards R & D in e-learning space. The Company
continues to invest in innovating and developing state of the art
technologies that are core to providing key solutions in different
industry verticals of interest. This includes critical investments in:
- Comprehensive e-learning solution
- Improving assets in the e-Governance
- Technology & Solutions for Shipping & Ports
- Insurance Technology & solutions
A big thrust was made last year in the aforesaid areas in R&D. In the
space of e-learning, big strides have been made to not only have a two
way video interactivity, but also chat both in ''open'' as well as
''private'' environments. This is coupled with a robust e-learning
support system having full fledged e- content upload, on line testing,
online submission of assignment and their valuation, attendance
Carve out product offerings from our portfolio of projects and long
running product-line programs - this included Integrated Treasury
Management, PACE G2C framework and upcoming paperless office for
CTIL LTD rebranded and productized its G2C service delivery framework
adapted from first large scale e-Governance project in India in the
form of PACE - was instrumental in winning and delivering G2C services
in a large government portal.
We hope that this R & D initiative will yield good results and boost up
our revenues in the coming years.
The Company has not accepted any deposits from the public during the
year under review.
M/s Balaji Viswanath & Co, chartered Accountants, Hyderabad, Statutory
Auditors of the Company will retire at the conclusion of this Annual
General meeting. However, being eligible they offer themselves for
reappointment and confirmed that their reappointment will be within the
limits specified under section 224(1B) of the Companies Act, 1956.
The Auditors comments on the company''s accounts for the year ended 31st
March, 2012 are self explanatory in nature and do not require any
explanation as per the provision of section 217 (3) of the Companies
All the fixed Assets and movable assets of the company are adequately
CHANGES IN THE SHARE CAPITAL)
The Company has got only one class of shares i.e. equity shares. The
Authorised Share Capital of the Company presently stands at Rs.50.00
Crores. Paid-up share of the company stands at Rs. 223855540. During
the year 3230554 shares of Rs. 10 each were issued at a premium of Rs.
17 to selected persons other than promoters upon conversion of equity
share warrants. The company has forfeited application money on 669446
Warrants due to non- payment of allotment money.
Mr. PVV Satyanarayana, Director retires by rotation at the ensuing
Annual General Meeting and being eligible, offers himself for
Mr. P. Gurukrishna, Director retires by rotation at the ensuing Annual
General Meeting and has offered himself for reappointment.
Mr. Raj Kosaraju, Director retires by rotation at the ensuing Annual
General Meeting and being eligible, offers himself for re-appointment.
DIRECTOR''S RESPONSIBILITY STATEMENT:
Pursuant to the requirements of Section 217 (2AA) of the companies
Act,. 1956, it is hereby confirmed:
(a) that in preparation of annual accounts for the year ended 31st
March, 2012, the applicable accounting standards have been followed and
that no material departures have been made from the same.
(b) that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company at the end of the financial year and of the
profit of the Company for year ended on that day.
(c) that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956, for safeguarding the assets of
the Company and for preventing and detecting fraud and other
(d) that the Directors have prepared the annual accounts for the year
31st March, 2012 on a going concern basis:
PARTICULARS OF EMPLOYEES:
In accordance with the provisions of Section 217 (2A) of the Companies
Act, 1956 read with the Companies (Particulars of Employee) Rules,
1975, the particulars of Employees of the Company are - NIL.
CONSERVATION OF ENERGY ETC, RESEARCH AND DEVELOPMENT, TECHNOLOGY
ABSORPTION, FOREIGHN EXCHANGE EARNINGS & OUTGO.
Information required under section 217 (1)(e) of the companies Act 1956
read with the Companies (Disclosure of particulars in the report of the
Board of Directors) Rules 1988 are provided herein below:
Conservation of Energy:
The operations of our Company are not energy-intensive. However to
ensure reduction in consumption of energy, we are constantly evaluating
new technologies, mechanism, investments to make infrastructure more
Some of the energy conversation initiatives.
a. Walls and Roofs are properly insulated.
b. Turning off all lights in all the work places when not in use.
c. Turning off the Air Conditioners during non peak hours and
d. Effective management of ventilation to ensure good air quality.
e. Installation of energy efficient lighting.
f. Using energy efficient computers and equipment,.
A. Technology Absorption - The Company has constantly upgraded its
technology to the latest in the Global Market, for both its training
centers and software development.
B. Research and Development : Your Company is constantly working to
build a state of Art Research and Development Centre to enhance the
quality of its products.
C. Benefits derived from such Research and Development: As the
customer uses the end product, the benefit from the customer
satisfaction will be ultimately passed on to the company in terms of
increase in sales
D. Foreign Exchange earnings and outgo
(Rs. in Lakhs)
Foreign Exchange Earnings 1534.82 1955.81
Foreign Exchange Outgo 5.89 49.46
Company has got the following companies as subsidiaries:
1. Spry Resources India Pvt Ltd
2. ACE BPO Services Pvt Ltd
3. CTIL Infrastructure Pvt Ltd
4. CTIL Media Pvt Ltd
5. CTIL Hong Kong Ltd
6. Compulearn Middle East FZC
7. ASTUS Technologies INC, USA
As required under section 212 of the Companies Act, 1956 financial
statements of subsidiary companies mentioned at 1 to 7 above are
enclosed with this Annual Report along with Directors report and
Auditor''s Report on these financial statements.
CONSOLIDATION OF FINANCIAL STATEMENTS:
The Consolidated Financial Statements, as prescribed by Accounting
Standards 21 read with 23 issued by the Institute of Chartered
Accountants of India, are Annexed to this Annual Report.
The report on the corporate governance is annexed which forms a part of
MANAGEMENT DISCUSSION AND ANALYSIS:
Management Discussion and Analysis for the year under review as
stipulated under Clause 49 of the Listing Agreement with the Bombay
Stock Exchange is presented as a separate Section forming part of this
Relations with the employees continued to be cordial throughout the
year. Your Directors place on record the appreciation for the efforts,
dedication and active participation of employees in various initiatives
during the year under review:
We express our Heart felt gratitude and thanks to our Company''s
Bankers, Shareholders, customers and various Central and State
Government Agencies and Local authorities for their continued support
during the year. We also wish to place on record our sincere
appreciation of unstinted support and co- operation extended by all the
personnel at various levels of the Organization. Our growth was made
possible by their hard work, solidarity, co-operation and support all
along so far and we look forward for the same in the years to come and
we wish to maintain whole heartedly continuing relationship with all
Place: Hyderabad For and on behalf of the Board of Directors
of CTIL LIMITED
Date : 03.09.2012 (formerly known as COMP-U-LEARN TECH INDIA LTD)
P.V.V. Satyanarayana K. Ramesh
Chairman Executive Director