Company Overview:
 
 Glodyne Technoserve Limited (''the Company) is engaged in Technology
 Infrastructure Management Services and Application Software Services
 including providing turnkey solutions for large scale technology
 projects, technology maintenance and management in India and Overseas.
 The Company has head quarters at Mumbai, India.
 
 1.  Increase in Authorised Capital and Sub-Division of Shares:
 
 (a) Pursuant to the scheme of amalgamation (The Scheme) with
 Compulink Systems Limited (CSL), the authorised share capital of the
 Company stood increased by Rs. 1500 Lakhs comprising of 1,50,00,000
 Equity Shares ofRs. 10/- each. Similarly, the authorised share capital
 stood further increased byRs. 100 Lakhs comprising of 10,00,000 Equity
 Shares ofRs. 10/- on account of scheme of amalgamation with Broadllyne
 Technologies Limited (BTL).
 
 (b) During the year, the company has effected the sub-division of its
 Equity and Preference Share capital vide Resolution passed in the
 Annual General Meeting dated 24th December 2010. As a result, nominal
 value of each Equity and Preference Share has been reduced fromRs. 10/-
 each toRs. 6/- per share without impacting the total amount of nominal
 value of Authorised and paid up equity and preference share capital.
 
 (c) As a result, 4,80,00,000 Equity shares ofRs. 10/- got converted into
 8,00,00,000 Equity shares of Rs.6/- each aggregating to Rs. 4800 Lakhs.
 Similarly, 50,00,000 Preference Shares ofRs. 10/- each got converted into
 83,33,333 Preference shares ofRs. 6/- each aggregating to Rs. 500 Lakhs.
 
 (d) The Authorised share capital was further increased by Rs. 610 Lakhs,
 comprising of 1,00,00,000 Equity Shares of Rs. 6/- each and 1,66,667
 Preference Shares of Rs. 6/- each vide resolution passed in the said
 Annual General Meeting.
 
 (e) During the year, the Company has allotted 1,33,313 (post
 sub-division) Equity shares ofRs. 6/- each under ESOP Scheme and
 24,22,035 (post sub-division) towards Preferential allotment of shares
 under Section 81(1A) of the Companies Act, 1956 and SEBI (ICDR)
 Regulations 2009. As a result, paid up equity share capital was
 increased by Rs. 153.32 Lakhs.
 
 (f) Pursuant to the scheme of amalgamation with CSL, the Company has
 issued 8,80,672 (post sub-division) Equity Shares of Rs. 6/- each
 amounting to Rs. 52.84 Lakhs and 28,67,140 (post sub-division) Equity
 shares of Rs. 6/- each amounting to Rs. 172.02 Lakhs on account of the
 scheme with BTL. As a result, the paid up equity share capital of the
 company was increased by Rs. 224.87 Lakhs. The same was shown under Share
 Suspense Account during the previous year due to non-allotment of
 shares.
 
 2.  Securities Premium Account:
 
 During the year, Rs. 2,401.33 Lakhs has been credited to Securities
 Premium Account on account of issue of 7,50,415 Compulsorily
 convertible Preference Shares at a premium ofRs. 320/- each to BTL under
 the Scheme. The said amount was refected under Securities Premium
 Suspense Account during the previous year due to non-allotment of said
 shares.
 
 Further, Rs. 10,338.39 Lakhs were credited to securities premium account
 on account of issue of 25,55,348 (Post sub-division) shares under ESOP
 scheme and Preferential allotment.
 
 2.  Convertible warrants:
 
 During the year, the Company has issued 6,00,000 Convertible warrants
 atRs. 720/- per warrant on 23rd June 2010. Each warrant carry the right
 to subscribe to One Equity Share of the Company at a premium ofRs.
 710/-at any time within a period of 18 months from the date of
 allotment of the said warrant. Pursuant to the sub division of the
 shares of the Company, the number of warrants has accordingly increased
 to 10,00,000 having the Face Value ofRs. 6 each/-.
 
 3.  Capital Reserve Account:
 
 i. During the year, Rs. 55.43 Lakhs were credited to Capital Reserve due
 to difference in issue price of shares alloted on Preferential basis
 and the amount remitted by the allotees. Further, Rs. 53.10 Lakhs have
 been credited to Capital Reserve Account on account of the difference
 in the nominal value of shares arrising due to conversion of 750,415
 Compulsorily Convertible Preference Shares (CCPS) amounting to Rs. 75.04
 Lakhs into 3,65,757 Equity Shares of Rs.21.95 Lakhs.
 
 ii. Expenditure on Amalgamations amounting to Rs. 126.34 Lakhs has been
 adjusted against the Capital Reserve arising on account of such
 amalgamations.
 
 4.  Operating Leases:
 
 A.  Operating Lease - Expenses
 
 a) The Company has various operating leases for Office facilities,
 equipments and residential premises for employees, which are renewable
 on a periodic basis and cancelable at its option. Rental expense for
 operating leases included in the income statements for the year is Rs.
 3,336.76 Lakhs (Rs. 1,890.16 Lakhs).
 
 b) Under these lease agreements, refundable interest free security
 deposits have been given by the Company (excluding certain Equipment
 Lease Rental Agreements where no such deposits have been given).
 
 c) These agreements (Excluding certain Equipment Lease Rental
 Agreements) provide for:
 
 Increase in rental during the tenure of lease agreement
 
 Contain renewal clause
 
 Contain clause for restriction on sub-leasing
 
 B.  Operating Leases - Income
 
 a) The Company has various operating leases for Office premises. The
 company also has operating lease for equipments to a subsidiary. All
 such leases are renewable on a periodic basis and cancelable at its
 option. Rental income for operating leases included in the income
 statements for the year is Rs. 1,248.07 Lakhs (Rs. 917.18 Lakhs).
 
 b) These agreements(otherthan Equipment lease Rental Agreements)
 provide for: ;
 
 Increase in rental during the tenure of lease agreement
 
 Contain renewal clause
 
 Does not contain clause for restriction on sub-leasing
 
 c) No asset has been given on Finance Lease.
 
 5.  Securities in respect of Secured Loans:
 
 Term loans from Banks / Institutions are secured by mortgage of certain
 movable properties of the Company. Working Capital Facilities are
 secured by the hypothecation of book debts, stocks and movable fixed
 assets of the Company personal guarantees of promoters and pledge of
 shares of the Company held by Promoters. Vehicle loans are secured by
 hypothecation of relative motor vehicles.
 
 6.  Related Party Transactions:
 
 As per AS-18 on Related Party Disclosures, disclosures of
 transactions with related parties as defned therein are given below:
 
 List of related parties and Relationship:
 
 a) Subsidiary Companies-Country of Incorporation
 
 i.  Glodyne Peoplepower Limited - India
 
 ii.  Smaarftech Technologies Private Limited - India
 
 iii.  Glodyne Technoserve Inc. - U.S.A.
 
 iv Glodyne Technoserve Singapore Pte. Ltd.  – Singapore [Refer Note
 B(14)]
 
 v.  Compulink USA Inc. - USA
 
 vi.  Compulink Europe Limited - U.K.
 
 vii.  Compulink Software Pte Ltd - Singapore
 
 viii. Glodyne Technoserve (East) Inc.- U.S.A. (Subsidiary of Glodyne
 Technoserve Inc. - U.S.A)
 
 ix.  Front Office Technologies Inc.- U.S.A. (Subsidiary of Glodyne
 Technoserve Inc. - U.S.A.)
 
 x.  DecisionOne Corporation (Subsidiary of Glodyne Technoserve Inc. -
 U.S.A.) w.e.f. 1st July, 2010
 
 b) Key Management Personnel (KMP)
 
 i.  Mr. Annand Sarnaaik - Chairman & Managing Director
 
 ii.  Mrs. Divvyani A. Sarnaaik - Executive Director
 
 iii.  Mr. Shantanu Rooj - Director
 
 iv.  Mr. Vishwas Mahajan - Director & Chief Executive Officer (Part of
 the period in CSL)
 
 v.  Mr. Uday Kothari - Director & Chief Technology Officer (Part of the
 period in CSL)
 
 c) Relatives of KMP
 
 i) Mr. Nikhil Sarnaik - Brother of Mr. Annand Sarnaaik
 
 ii) Dr. Archana Sangamnerkar - Sister of Mr. Annand Sarnaaik
 
 iii) Dr. Nitin Sangamnerkar - Brother-in-law of Mr. Annand Sarnaaik
 
 iv) Mr. N. G. Anil Kumar - Brother of Mrs. Divvyani A. Sarnaaik
 
 v) Mr. N. Lalith Kumar - Brother of Mrs. Divvyani A. Sarnaaik
 
 vi) Mrs. Manisha Kothari - Wife of Mr. Uday Kothari
 
 vii) Mrs. Kavita Rooj - (Wife of Mr. Shantanu Rooj)
 
 d) Enterprise over which certain KMP exercise Significant infuence
 
 i.  Growdyne Techzone Services Limited ii.  Glodyne Global Private
 Limited
 
 7.  During the year, the Company has disposed off one of its
 Subsidiaries viz. Glodyne Technoserve Singapore Pte Ltd at a
 consideration ofRs. 350/-. As a result, the Company has recognized profit
 ofRs. 61/- arising on account of disposal. (Sale proceeds Less Cost of
 the Investment).
 
 8.  Sundry Debtors and Loans and Advances are unsecured but considered
 good except otherwise stated, for which the company holds no security
 other than personal security of respective parties.
 
 9.  In the opinion of the Board, Current assets, loans and advances
 are realizable at a value, which is at least equal to the amount at
 which these are stated in the ordinary course of business and provision
 made for all known and determined liabilities are adequate and not in
 excess of the amount stated.
 
 10.  During the financial year as the Company has not entered into
 Derivative transactions and hence the disclosures regarding the same
 have not been made.
 
 11. Segment information:
 
 As per Accounting Standard 17 on Segment Reporting, the Company has
 reported segment information on consolidated basis including business
 conducted through its Subsidiaries.
 
 12.  Employee Stock Options
 
 (a) During the financial year, the Company has granted 12,40,980
 (1,44,982) Stock Options to its employees and employees of its
 subsidiary companies. In accordance with the Employee Stock Option
 Scheme and Employee Stock Purchase Scheme Guidelines, 1999 issued by
 the Securities and Exchange Board of India (SEBI), the Company has
 elected to use the Intrinsic Value method to account for the
 compensation cost of Stock Options to employees. For the year ended
 31st March 2011, the Company has been advised that there is no
 accounting impact in the books of account in respect of such options.
 Had the Company adopted Fair Value Method for calculating the
 Compensation cost, the total accounting impact for the year would have
 been Rs. 416.44 Lakhs (Rs.201.94 Lakhs) Profits aftertax lower by Rs. 416.44
 Lakhs (Rs. 201.94 Lakhs) and basic and diluted earnings per share would
 have been lower byRs. 0.96 (Rs. 0.83) and Rs. 0.90 (Rs.0.81) respectively.
 
 13. Contingent Liabilities and commitments not provided for:
 
                                                        (Rs. in Lakhs)
 
 Particulars                              2010-2011        2009-2010
 
 a) Unexpired Letters of Credit              322.10            -  
 
 b) Guarantees issued by Bankers 
 against Companies                           520.97           227.09
 Counter Guarantee
 
 c) Capital Commitments in respect 
 of Capital-work-in-Progress (net of
 advances paid)                              240.00           180.00
 
 d) Guarantees given by the company 
 in respect of the loans taken by 
 a subsidiary                             48,416.80         3,668.45
 company
 
 e) Claims against the company 
 not acknowledged debts                       84.54            84.54
 
 TOTAL                                     49,584.41         4,160.08
 
 14. The figures for the previous year have been regrouped, reclassified
 and recast wherever required. Figures in bracket indicate previous
 year''s figures.