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0 | Notes to Accounts | Year End : Mar '12 |
1. Leases
Operating lease
The Company is obligated under non-cancelable operating leases for
office space and office equipments which are renewable on a periodic
basis at the option of both the lessor and lessee. Rental expenses
under non-cancelable operating leases for the year ended 31 March 2012
aggregated to Rs 326.30 (31 March 2011: Rs 281.78). Rs 0.90 (31 March
2011: Rs 13.94 ) and Nil (31 March 2011: Nil) has been attributed to
expenses prior to the related asset being ready to use and,
accordingly, has been included as part of the related fixed assets and
capital work in progress respectively.
The Company also leases office facilities and residential facilities
under cancelable operating leases that are renewable on a periodic
basis at the option of both the lessor and lessee. Rental expenses
under cancelable operating leases for the year ended 31 March 2012
aggregated Rs 409.33 (31 March 2011: Rs 318.82).
2. Employee Stock Option Plan
Stock option scheme 2002 (''Scheme 2002'')
In September 2002, the Board of the Company approved the ICICI
OneSource Stock Option Scheme 2002 (''the Scheme''), which covers the
employees and directors of the Company including its holding Company
and subsidiaries. The Scheme is administered and supervised by the
members of the Compensation cum Board Governance Committee (the
''Committee'').
Employee stock option scheme 2003 (''Scheme 2003'')
In September 2003, the Board and the members of the Company approved
the ICICI OneSource Stock Option Scheme 2003 (''Scheme 2003'')
effective 11 October 2003. The terms and conditions under this Scheme
are similar to those under ''Scheme 2002'' except for the following,
which were included in line with the amended SEBI (Employee stock
option scheme and employee stock purchase scheme) guidelines, 1999:
- The Scheme would be administered and supervised by the members of
the Compensation committee.
- Exercise price to be determined based on a fair valuation carried
out at the beginning of every six months for options granted during
those respective periods After the Company has been listed on any
stock-exchange, the Exercise Price shall be determined by the Committee
on the date the Option is granted in accordance with, and subject to,
the Securities and Exchange Board of India (Employees Stock Option
Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 (as amended
from time to time);
3. The Compensation Cum Board Governance Committee of the Company, at
its meeting held on 30 October 2008 prescribed the Exercise Period for
stock options (other than Executive Options) whether already granted or
to be granted to employees of the Company and its subsidiaries under
First source Solutions Employee Stock Option Scheme 2003 as 10 years
from the date of grant of Options.
Direct tax matters
Income tax demands amounting to Rs 113.70 (31 March 2011: Rs 112.52) for
the various assessment years are disputed in appeal by the Company in
respect of which the Company has favorable appellate decisions
supporting its stand based on the past assessment and hence, the
provision for taxation is considered adequate. The Company has paid Rs
10.00 (31 March 2011: Rs 10.00) tax under protest against the demand
raised for the assessment year 2004-05.
Indirect tax matters
The Service tax demands amounting to Rs 116.85 (31 March 2011: Rs 23.57)
in respect of service tax input credit and FCCB issue expenses is
disputed in appeal by the Company. The Company expects favorable
appellate decision in this regard.
The proceeds from the issue of the bonds were utilized to subscribe for
shares in a wholly owned subsidiary FG US (erstwhile FSL-USA). FG US
has then utilized the funds received by it for repayment of debt taken
by it in connection with the acquisition of Med Assist.
4. Buyback of FCCB
During the year ended 31 March 2012, pursuant to RBI notification, the
Company has bought back and cancelled 426 FCCBs of the face value of
USD 100,000 each at a discount on accreted book value under the
Automatic route. Due to adverse foreign currency movement, the Company
has recognized net loss of Rs 67.62 (31 March 2011: Nil) on the said
buyback which has been disclosed under ''Other income.
5. Segmental Reporting
In accordance with paragraph 4 of Accounting Standard 17 Segment
Reporting prescribed in the Companies (Accounting Standards) Rules,
2006, issued by the Central Government, the Company has presented
segmental information only on the basis of the consolidated financial
statements (refer note 32 of the consolidated financial statements).
6. Adoption of AS 30
In December 2007, the ICAI issued AS 30, Financials Instruments:
Recognition and Measurement which is recommendatory in respect of
accounting periods commencing on or after 1 April 2009 and mandatory in
respect of accounting periods commencing on or after 1 April 2011 for
the Company.
In March 2008, ICAI announced that earlier adoption of AS 30 is
encouraged. However, AS 30, along with limited revision to other
accounting standards, has currently not been notified under the
Companies (Accounting Standard) Rules, 2006.
In accordance with the announcement dated 27 March, 2008 issued by
ICAI, the Company had made an early adoption of AS 30 with effect from
March 2008 in so far as it relates to derivatives. The Company also
made an early adoption of AS 30 in so far as it relates to hedging with
effect from 1 July, 2008. On 1 October, 2008, the Company has early
adopted AS 30 in its entirety, read with AS 31, effective 1 April, 2008
and the limited revisions to other accounting standards which come into
effect upon adoption of AS 30.
AS 30 states that particular sections of other accounting standards: AS
4, Contingencies and Events Occurring after Balance sheet Date, to the
extent it deals with contingencies, AS 11(revised 2003), The Effects of
Changes in Foreign Exchange Rates, to the extent it deals with the
''forward exchange contracts'' and AS 13, Accounting for Investments,
except to the extent it relates to accounting for investment
properties, would stand withdrawn only from the date AS 30 becomes
mandatory (1 April 2011). In view of the Company, on an early adoption
of AS 30, the Accounting Standards referred above viz. AS 4, AS 11 and
AS 13 are being treated as if they stand withdrawn.
Pursuant to the early adoption of AS 30, the Company has discounted
Non-interest-bearing deposits to their present value and the difference
between original amount of deposit and the discounted present value has
been disclosed as ''Unamortized cost'' under Other Current and
Non-Current Assets, which is charged to the Statement of profit and
loss over the period of related lease. Correspondingly, interest income
is accrued on these interest free deposits using the implicit rate of
return over the period of lease and is recognized under ''Interest
income.
In accordance with the transition provisions of AS 30, impact on first
time adoption has been accounted in General Reserve.
Had the Company not early adopted AS 30 as stated above, and continued
to record Non-interest-bearing deposits at transaction value, profit
for the year ended 31 March 2012 would have been lower by Rs 1.07 (31
March 2011: lower by Rs 0.91).
As permitted by AS 30, the Company designated its FCCB along with
premium payable on redemption as a hedging instrument to hedge its net
investment in the non-integral foreign operations effective 1 July,
2008. Accordingly, the translation loss on FCCB of Rs 1,437.38 for the
year ended 31 March 2012 (31 March 2011: gain of Rs 98.94), has been
charged to Statement of profit and loss. Correspondingly, the gain of Rs
1,419.44 for the year ended 31 March 2012 (31 March 2011: loss of Rs
98.94) on translation of investment in non- integral foreign operations
has been credited to Statement of profit and loss (refer note 22 and
24). If the Company had continued to apply the provisions of AS 11 to
the FCCB and not designated it as a cash flow hedge as permitted under
AS 30 and the consequent limited revision to other accounting
standards, the net loss of Rs 1,437.38 (31 March 2011: gain of Rs 98.94)
on FCCB would have been recorded in the Statement of profit and loss.
Further, the Company has accounted for embedded derivative option
included in FCCB and revalued the same at the period end. The Company
has charged Rs 143.75 for the year ended 31 March 2012 (31 March 2011: Rs
129.03) as amortized cost on the fair value of FCCB under Finance
cost towards accretion of FCCB liability using implicit rate of return
method over the repayment tenor of FCCB.
7. Derivatives
The Company has designated forward contracts to hedge highly probable
forecasted transactions on the principles of set out in AS-30,
Financial Instruments: Recognition and Measurement.
As at 31 March 2012, the Company has derivative financial instruments
to sell USD 25,796,100 (31 March 2011: USD 14,358,483) having fair
value loss of Rs 43.26 (31 March 2011: gain of Rs 24.03), GBP 43,503,845
(31 March 2011: GBP 35,500,000) having fair value loss of Rs 180.81 (31
March 2011: gain of Rs 44.81) and AUD 16,586,223 (31 March 2011: Nil)
having a fair value loss of Rs 50.81 (31 March 2011: Nil) relating to
highly probable forecasted transactions. The Company also has
derivative financial instruments to sell EUR 3,700,000 (31 March 2011:
Nil) having a fair value loss of Rs 7.96 (31 March 2011: Nil) relating
to loans given.
During 31 March 2011, the Company also had derivative financial
instruments of GBP 10,000,000 which has been taken to hedge the foreign
currency loans. The Company had recognized mark to market gain of Rs
9.99 relating to derivative financial instruments that was designated
as effective cash flow hedges in the Hedge Reserve account under
Shareholders'' funds (refer note 4).
The Company has recognized mark to market loss of 267.29 (31 March
2011: gain of Rs 54.56) relating to derivative financial instruments
that are designated as effective cash flow hedges in the Hedge Reserve
account under Shareholders'' funds (refer note 4) and loss of Rs 25.31
(31 March 2011: gain of Rs 14.28) has been taken to statement of profit
and loss.
Foreign currency exposures on loans and receivables that are not hedged
by derivative instruments or otherwise are Rs 397.50 (equivalent to USD
7.52 million, AUD 0.13 million, EUR 0.01 million and LKR 3.90 million)
(31 March 2011: Rs 58.85 (equivalent to USD 1.31 million and CAD 0.01
million)).
8. Under the Micro Small and Medium Enterprises Development Act,
2006, (MSMED) which came into force from 2 October 2006 and on the
basis of the information and records available with the Management:
9. The Company is in the business of providing ITES and BPO services.
Such services are not capable of being expressed in generic unit and
hence, it is not possible to give the quantitative details required
under paragraph 5(iii)(c) of general instructions for preparation of
the statement of profit and loss as per revised schedule VI to the
Companies Act, 1956.
10. Prior period comparatives
Till the year ended 31 March 2011, the Company was using pre- revised
schedule VI to the Companies Act 1956, for preparation and presentation
of its financial statements. During the year ended 31 March 2012, the
revised schedule VI notified under the Companies Act 1956, has become
applicable to the Company. Previous year''s figures have been
appropriately regrouped/ reclassified to conform to current year''s
presentation. |
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| Source : Dion Global Solutions Limited | |
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