1. Issue of Warrants
During the year, the Company has allotted 6,00,000 convertible equity
warrants on 11th August, 2010 to Promoters/Persons forming Promoter
Group, entitling each holder to obtain allotment of one equity share
against each such warrant at a price of Rs.430.45/-. As per the terms
of issue of equity warrant, an amount equivalent to 25% of the issue
price aggregating to Rs.64,568 (''000) was received and is retained
under share warrants.
As per the terms of issue, the holder of equity warrants will have an
option to apply for and be allotted one equity share of the Company per
equity warrant at any time after the allotment of equity warrant but on
or before the expiry of 18 months from the date of allotment of equity
warrant, in one or more tranches.
2. Preferential Issue of Shares
During the year, the Company has issued 39,11,500 equity shares of
Rs.10/- each at a premium of Rs.510.87/- on preferential basis to M/s.
SKIL Infrastructure Limited on 9th December 2010. Post issue of shares,
M/s. SKIL Infrastructure Limited is categorised as Co- promoter.
3. Contingent liability
Rs. in'' 000
Particulars Year Ended Year Ended
31.3.2011 31.3.2010
Bank Guarantee issued by
banks 3,74,849 4,24,966
Corporate Guarantee
issued on behalf of
Subsidiary Companies 4,16,000 –
Corporate Guarantee
issued to banks for secured
loans to third party 10,11,200 5,91,200
Bills Discounted – 1,89,896
LC Issued by Banks – 1,72,215
Taxes, Duties and others 7,400 –
4. Operating leases
The Company has entered into operating lease arrangement for its Office
facilities and equipments. These leases are for a period
ranging from 1 to 5 years with an option to the Company for renewing at
the end of the initial term. Equipment Rental / Rental for operating
leases is added in Profit and Loss Account for the year Rs.3,51,076/-
(000) (PY Rs.1,91,898/- (000))
The lease agreements for the above non- cancelable leases do not
provide for any escalation and the same has been factored in the future
minimum rentals as disclosed above.
5. Employee Stock Option Scheme (ESOP)
During the financial year 2006-07, the Company has established Employee
Stock Option Scheme, 2006 under which 2,57,053 equity shares have been
allotted for Rs.10/- each at par to Everonn Employee Welfare Trust, a
trust specifically formed for this purpose with an option vesting
period of 8 years. As per the scheme, the Compensation Committee grants
options to the employees deemed eligible for this purpose. The options
are granted at par and the shares granted vest over a period of 1 to 3
years and can be exercised over a maximum period of 8 years from the
date of vesting.
* The money realised by exercise of options by the employees has been
transferred to the Everonn Employees Welfare Trust as shares given to
the employees were transferred from the Trust.
Notes:
1. Represents issue of Convertible equity warrants to
a. Mr. P.Kishore Rs.53,806 (000) (Previous Year Nil)
b. Mrs. Susha John Rs.10,762 (000) (Previous Year Nil)
2. Includes remuneration to
a. Mr. P.Kishore Rs.10,012 (000) (Previous Year Rs.5,959 (000))
b. Mrs. Susha John Rs.7,442 (000) (Previous Year Rs.4,274 (000))
3. Includes investment made in
a. Everonn Infrastructure Limited Rs.15,000 (000) (Previous Year Nil)
b. Toppers Tutorial Private Limited Rs.65,000 (000) (Previous Year
Rs.65,000 (000))
c. Everonn Educational Resources Solutions Limited Rs.Nil (000)
(Previous Year Rs.40,000(000))
d. Everonn Skill Development Limited Rs.30,000 (000) (Previous Year
Rs.30,500 (000)) (During the year 100% shares transferred to M/s.
Edifications India Limited (100% Subsidiary Company of the Company)
e. Everonn Business Education Limited Rs.2,20,000 (000) (Previous Year
Rs.500 (000))
f. Everonn School Limited Rs.60,500 (000) (Previous Year Nil)
g. Everonn Medical Education Limited Rs.500 (000) (Previous Year Nil)
h. Everonn Technical Education India Limited Rs.500 (000) (Previous
Year Nil)
i. Everonn Sport Management Limited Rs.500 (000) (Previous Year Nil)
j. Edifications India Limited Rs.2,10,500 (000) (Previous Year Nil)
k. Everonn Dassani Literate Limited Rs.300 (000) (Previous Year Nil)
l. Everonn Knowledge & Education Corridor Limited Rs.500 (000)
(Previous Year Nil)
6. Acquisitions/Subscriptions
During the year, the Company has subscribed 52,000 equity shares for a
total consideration of Rs.65,000 (000) in its wholly owned subsidiary
in Toppers Tutorial Private Limited.
During the year, the Company has subscribed 15,00,000 equity shares for
a total consideration of Rs.15,000 (000) in its wholly owned subsidiary
in Everonn Infrastructure Limited.
During the year, the Company has subscribed 20,00,000 equity shares for
a total consideration of Rs.30,000 (000) in its wholly owned subsidiary
in Everonn Skill Development Limited.
During the year, the Company has subscribed 22,00,000 equity shares for
a total consideration of Rs.2,20,000 (000) in its wholly owned
subsidiary in Everonn Business Education Limited.
During the year, the Company has subscribed 24,50,000 equity shares for
a total consideration of Rs.60,500 (000) in its wholly owned subsidiary
in Everonn School Limited.
During the year, the Company has subscribed 50,000 equity shares for a
total consideration of Rs.500 (000) in its wholly owned subsidiary in
Everonn Medical Education Limited.
During the year, the Company has subscribed 50,000 equity shares for a
total consideration of Rs.500 (000) in its wholly owned subsidiary in
Everonn Technical Education India Limited.
During the year, the Company has subscribed 50,000 equity shares for a
total consideration of Rs.500 (000) in its wholly owned subsidiary in
Everonn Sport Management Limited.
During the year, the Company has subscribed 60,50,000 equity shares for
a total consideration of Rs.2,10,500 (000) in its wholly owned
subsidiary in Edifications India Limited.
During the year, the Company has subscribed 50,000 equity shares for a
total consideration of Rs.500 (000) in its wholly owned subsidiary in
Everonn Knowledge & Education Corridor Limited.
During the year, the Company has subscribed to 60% stake (30,000 equity
shares) in Everonn Dassani Literate Limited for a total consideration
of Rs.300 (000).
7. Circulation of Confirmation of balances from Debtors and Creditors
have been made during the year but in few cases the same is yet to be
received from customers/ parties.
8. Disclosures under Micro, Small and Medium Enterprises Development
Act, 2006 There are no dues to Micro, Small and Medium Enterprises, as
defined in the Micro, Small and Medium Enterprises Development Act,
2006 which are identified by the Company based on enquiries with the
parties and information available with the Company and are relied upon
by the auditors.
9. The Company is engaged in the business of providing education and
training and related sale of equipments. There being only one “business
segment” and “geographical segment” the segment information is not
provided.
10. The Company has entered into an agreement for purchase of 130,000
sq.ft. of office space at Plot Nos. 96-99, Perungudi Industrial
Estate, Chennai 600 096 for a consideration of Rs.55.00 Crores payable
after 36 months together with interest @ HDFC base PLR plus additional
3%.
The Company has purchased III floor measuring 43,000 sq.ft. for a
consideration of Rs.1,91,200 (000). The Company has advanced Rs.48,811
(000) against acquisition of balance two floors.
11. During the year, the Company has charged interest on advances given
to subsidiaries at 10% per annum.
12. Secured Loans
i. The Debentures are secured by way of a first pari-passu charge on
certain moveable assets.
ii. Cash Credit facility availed from banks is secured by Hypothecation
of entire current assets, excluding specifically charged assets, on
pari pasu basis with the lending banks, First charge on the company''s
entire fixed assets excluding assets specifically charged. The Loan is
also secured by immovable properties of third parties and personal
Property of the Managing Director. The Loan is further secured by the
Personal Guarantee of the Managing Director and Corporate guarantee of
M/s. Tourism Resorts (Private) Limited.
iii. Bank Overdraft is secured against Project Receivables.
iv. Loans against Deposits are secured by related deposits against
which loans are raised.
v. Term Loans from various banks are secured by exclusive first charge
on the equipments and other fixed assets(Including Intangible assets)
created out of the respective loans.Term Loan from state Bank of India
is secured by First charge on the company''s entire fixed assets
excluding assets specifically charged and hypothecation of receivable
relating to the projects to be financed and further secured by
immovable properties of third parties and personal Property of the
Managing
Director and also by the Personal Guarantee of the Managing Director
and Corporate guarantee of M/s. Tourism Resorts Private Limited.
The Company has remitted dividend in foreign currencies equal to INR
11,36,570 to one Non- resident shareholder.Dividends remitted to
Non-resident shareholders in INR to their bank accounts maintained in
India are not included in the above table.
13. Previous Years figures have been regrouped to conform to the
classifications for the current year. |