(Amount in Rupees)
Current Year Previous Year
1. Contingent liabilities not provided
for in respect of:
a) Guarantees given to third parties by the
Company on behalf of its subsidiary 7,537,725,000 280,936,640
companies.
b) Income tax demands against which the
Company is in appeal (including adjustable 234,854,107 260,382,158
against Securities Premium account
Rs 194,103,143 (Previous Year
Rs 194,103,143)).
c) MVAT, Service tax and excise dues
contested by the Company. The Company is 47,509,482 15,306,962
hopeful of positive outcome.
ii) The Company has also paid sitting fees of Rs 470,000 (Previous
Year: Rs 290,000) to its non executive directors during the year.
2. Consequent to capital reduction and issue of warrants to the
Company against its holding of equity shares of face value of Rs
562,460,000 in MCX Stock Exchange Limited (MCX-SX), in compliance with
a Court sanctioned scheme in March, 2010, the Company, based on
independent legal/tax counsel''s opinion continues with its stand of no
tax liability arising consequent to the same and therefore no tax
liability has been determined or recognized in the financial
statements.
The Company has investments aggregating Rs 589,625,000 in equity shares
and warrants of MCX-SX. At the close of the year, although the
commercially viable business of MCX-SX is yet to commence and
profitability yet to be achieved, MCX-SX has a positive Net Worth. The
Company believes that the business of MCX-SX would be profitable when
it receives SEBI''s permission for its proposed activities of dealing in
interest rate derivatives, equity, futures and options on equity and
wholesale debt segments and all other segments which is pending. These
investments are, in the opinion of the management, considered to be
good and valuable, and not due for any provisioning.
3. Stock based compensation:
Each option entitles the holder to exercise the right to apply for and
seek allotment of one equity share of Rs 2 each. The intrinsic value of
each option is nil, since the options were granted at the market price
of the shares existing on the date of grant. The options have vesting
periods as stated above in accordance with the vesting schedule as per
the said plan and have an exercise period of three to twenty four
months from the respective vesting dates subject to the maximum period
of five (5) years from the date of grant of options i.e. upto October
30, 2010.
4. The Company is engaged in development of computer software. The
additional information pursuant to the provisions of paragraphs 3, 4C,
4D of Part II of Schedule VI to the Companies Act, 1956 is as under (to
the extent applicable)
c) In view of exemption vide notification no S.O.301(E) dated 8th
February, 2011 issued by the Ministry of Corporate Affairs quantitative
information relating to traded goods is not disclosed.
5. Segment Reporting
The Company has presented segmental information in its consolidated
financial statements, which are presented in the same annual report.
Accordingly, in terms of the provisions of Accounting Standard (AS 17)
Segment Reporting, no disclosures related to segments are presented
in its stand-alone financial statements.
6. Related Party Disclosure
I. Names of related parties and nature of relationship:
i) Entities where control exists (Subsidiaries, including step down
subsidiaries)
1. TickerPlant Limited (TickerPlant)
2. IBS Forex Limited (IBS)
3. atom Technologies Limited (atom)
4. Riskraft Consulting Limited (Riskraft)
5. National Spot Exchange Limited (NSEL)
6. National Bulk Handling Corporation Limited (NBHC)
7. Financial Technologies Middle East-DMCC (FTME)
8. Global Board of Trade Ltd. (GBOT)
9. Singapore Mercantile Exchange PTE Ltd. (SMX) (Subsidiary of FTSPL)
10. Knowledge Assets Pvt. Ltd. (KAPL)
11. FT Group Investments Pvt. Ltd. (FTGIPL)
12. Financial Technologies Communications Ltd. (FTCL)
13. Global Payment Networks Ltd. (GPNL)
14. FT Knowledge Management Company Ltd. (FTKMCL)
15. Indian Bullion Market Association Ltd. (Subsidiary of NSEL)
16. Trans-Global Credit & Finance Ltd. (TGCFL)
17. Singapore Mercantile Exchange Clearing Corporation PTE Ltd.
(Subsidiary of SMX) (SMX-CCL)
18. Capricorn Fin-Tech (Pvt). Ltd. (Subsidiary of FTME)
19. Bourse Africa Limited (Subsidiary of FTGIPL)
20. Boursa India Ltd.
21. ICX Platform (Pty) Limited
22. Credit Market Services Ltd. (CMSL)
23. Takshashila Academia of Economic Research Ltd. (TAER)
(Takshashila)
24. Apian Finance and Investments Limited
25. Bahrain Financial Exchange BSC (c) (BFX) (Subsidiary of FTGIPL)
26. Financial Technologies Singapore Pte Ltd. (FTSPL) (w.e.f. April
15, 2009)
27. BFX Clearing & Depository Corporation BSC (c) (Subsidiary of BFX)
(w.e.f. March 29, 2010)
28. FT Projects Limited (w.e.f. May 18, 2010)
29. Financial Technologies Projects Private Limited (w.e.f April 23,
2010)
ii) Associate Companies
1. Multi Commodity Exchange of India Limited (MCX)
2. MCX-Stock Exchange Clearing Corporation Ltd. (MCXSX-CCL)
3. Indian Energy Exchange Ltd. (IEX)
4. MCX Stock Exchange Limited (upto March 18, 2010) (MCX-SX)
iii) Joint Venture Companies
1. Dubai Gold and Commodities Exchange (DGCX) – Jointly controlled in
which Company holds 18.60% Share Capital.
iv) Key Management Personnel
1. Mr. Jignesh Shah : Chairman and Managing Director
2. Mr. Dewang Neralla : Whole-time Director
v) Relative of the Key Management Personnel where transactions have
taken place
Mr. Manjay Shah : Director - Business Development
vi) Entity over which key management personnel is able to exercise
significant influence La-fin Financial Services Private Ltd. (La-fin).
7. The Company, as a part of its core business strategy, promotes and
invests in new ventures that utilise its technological capabilities and
domain expertise towards creating world class enterprises. The
investment in each such venture is assessed for its risks and is
limited to a pre-determined level and will generate returns after the
ventures start ramping-up operations in about 2 to 4 years time frame.
The Company, as part of its non-linear business model, will continue to
unlock value by broadening the investor base of its ventures.
During the year, the Company sold partial investment held in a group
company. The resultant profit of Rs 191,296,078 (Previous Year
2,368,281,250) [net of directly attributable brokerage expenses of Rs
4,734,688 (Previous Year Rs 75,468,750)] is grouped under ''Profit on
sale of Investments'' in Other Income'' (Schedule 12).
8. During the year ended March 31, 2010, the Company had sold
71,875,000 equity shares of Re 1 each in MCX Stock Exchange Limited (an
unlisted entity) for an aggregate consideration of Rs 2,515,625,000 to
a Financial Institution (''Purchaser''). The said sale was subject to a
price reset and interest. During the last quarter of the year, the
Purchaser exercised its right and the Company accordingly paid an
amount of Rs 1,796,875,000 as price reset and Rs 294,774,914 as
interest which being an exceptional item has been accordingly
disclosed. Consequently the tax provision of Rs 710,951,806 is written
back.
9. In an earlier year, the Company adopted the option offered by the
notification of the Companies (Accounting Standards) Amendment Rules
2006 which amended Accounting Standard 11 The Effects of Changes in
Foreign Exchange Rates.
Pursuant to the aforesaid notification, exchange differences relating
to long term monetary items have been accounted for as described in
Accounting policy I of Schedule 15-I.
Accordingly, (1) cumulative foreign exchange loss (net) of Rs
51,900,068 (Previous Year Rs 69,383,630) has been adjusted to the cost
of the fixed assets/capital work-in-progress and (2) Rs 26,861,438 has
been credited (Previous Year Rs 364,301,775) to the Foreign Currency
Monetary Item Translation Difference Account during the year
[unamortized balance at the year end is Rs Nil (Previous Year credit Rs
52,086,836)].
10. a) The holders of Zero Coupon Convertible Bonds due 2011 (''ZCCBs'')
have an option to convert the ZCCBs into equity shares at any time on
and after January 30, 2007 up to the close of business on December 14,
2011, at an initial conversion price of Rs 2362.68 per equity share at
a fixed exchange rate on conversion of Rs 44.6738 to US$ 1, subject to
certain adjustments as per the terms of the issue. Under certain
conditions, the Company, on or after December 20, 2007 but not less
than seven business days prior to December 21, 2011, has an option to
mandatorily convert the ZCCBs into equity shares, in whole, but not in
part. Further, under certain circumstances, the Company has the option
to redeem the ZCCBs during their tenure at their Early Redemption
Amount subject to RBI regulations. Unless previously converted or
redeemed or purchased and cancelled, the Company will redeem them at
147.14 percent of their principal amount on December 21, 2011. As at
balance sheet date 90,500 ZCCBs having face value of US$ 1,000 each
outstanding have been disclosed in the Balance Sheet, as restated, as
Unsecured Loan.
11.Employee benefit plans:
Defined contribution plans: Amounts recognized as expenses towards
contributions to provident fund, employee state insurance corporation
and other funds by the Company are Rs 31,367,098 (Previous Year Rs
34,048,682).
Post employment defined benefit plans:
Gratuity Plan: The Company makes annual contributions to the Employee''s
Group Gratuity Assurance Scheme administered by the Life Insurance
Corporation of India (''LIC''), a funded defined benefit plan for
qualifying employees. The scheme provides for lump sum payment to
vested employees at retirement, death while in employment or on
termination of employment of an amount equivalent to fifteen days
salary payable for each completed year of service or part thereof in
excess of six months. Vesting occurs on completion of five years of
service.
12. Loans and advances in the nature of loans (as required by clause 32
of the listing agreement with the stock exchanges)
13. Joint Venture Disclosure
a. Jointly Controlled Entity (''JCE'') of the Company:
Name of the Entity : Dubai Gold and Commodities Exchange DMCC (''DGCX'')
Country of Incorporation : United Arab Emirates
% Holding : 18.60% (Previous Year 18.60%)
b. Company''s share of interest in the assets, liabilities, income and
expenses with respect to JCE (each without elimination of the effects
of transactions between the Company and the JCE) on the basis of
unaudited financial statements of the JCE as at and for the year ended
March 31, 2011:
14. Remittance in foreign currency on account of dividend:
The Company has paid dividend, during the year, in respect of shares
held by non-resident shareholders including Foreign Institutional
Investors and GDR custodian. The total amount remitted as stated below
represents amount paid into Indian bank as per mandate/ direction given
by the non resident shareholders. Consequently, the exact amount of
dividend remitted in foreign currency cannot be ascertained.
15. The aggregate amount of revenue expenditure incurred during the
year on Research and Development and shown in the respective heads of
the account is Rs 108,704,313 (Previous Year Rs 105,532,436).
16. The Company''s investments aggregating Rs 9,575,312,331 (Previous
Year Rs 9,238,186,235) and debts and other recoverable aggregating Rs
917,851,261 (Previous Year Rs 1,194,866,520), as at March 31, 2011, in
certain subsidiaries and a joint venture company, which presently have
continuing losses [share of aggregate losses till March 31, 2011; Rs
3,626,745,370 (Previous Year Rs 2,519,229,714)], but are expected to be
recovered, and have their values unlocked in the near future, since
these companies are already at various stages of executing their
business plans and operations, with expected profitability.
Accordingly, a provision for other than temporary diminution of Rs
890,025,934 (Previous Year Rs 569,025,934) [including Rs 321,000,000
(Previous Year Rs Nil) made during the year] is considered to be
adequate.
17. During the year, the Company proposed to divest part of its
investments aggregating 2,643,916 (Previous Year 3,600,000) equity
shares of Rs 10 (Previous Year Rs 5) each of Multi Commodities Exchange
of India Limited (MCX) at a price at which MCX proposed to make a
public issue. MCX has filed its Draft Red Herring Prospectus with
Securities and Exchange Board of India. The investments in 2,643,916
(Previous Year 3,600,000) equity shares of Rs 10 (Previous Year Rs 5)
each is disclosed by the Company under Current Investment.
18. Figures for the previous accounting year have been
regrouped/rearranged wherever necessary to correspond with the figures
of the current year. Amounts and other disclosures for the preceding
year are included as an integral part of the current year financial
statements and are to be read in relation to the amounts and other
disclosures relating to the current year.
|