1. Contingent Liabilities not provided for in respect of:
(Amount in Rs.)
As at March 31, 2011 As at March 31, 2010
Bank Guarantees
outstanding in respect
of loans taken by
—Subsidiaries 1,674,375,000 1,692,750,000
—Associates 111,019,644 135,561,059
Others 216,000 216,000
Disputed Excise Matter
(Service Tax ),
excluding interest, if any 557,079 NIL
2. a) In the opinion of the Board, the current assets, loans and
advances have a value on realization in the ordinary course of business
at least equal to the amount at which they are stated. Provision for
all known and determined liabilities and depreciation is adequate and
not in excess.
b) Accounts of sundry debtors, sundry creditors and advances given are,
however, subject to confirmations and adjustments, if any. In the
opinion of the management, adjustments as may be required on such
confirmations would not be significant.
5. Leases:
a. Operating Lease:
The Company has taken various commercial premises under cancelable
operating leases. The lease agreements are usually renewable by mutual
consent on mutually agreeable terms .The rental expenses in respect of
operating leases are charged as rent under Schedule 13.
b. Financial Lease:
There were no financial leases entered into by the Company.
7. Related Party Transactions
Related party disclosures as required by AS-18 Related Party
Disclosures are given below: A) Name of the related parties:
a) The Parties where Control exists:
(i) Subsidiaries
1 HOV Services, LLC (also by way of management control)
2 HOVS Holdings Limited
3 HOV SPV, LLC (w.e.f March 1, 2011)
(ii) Subsidiaries of Subsidiarys
1 HOV Services (Beijing) Limited
2 HOV Enterprise Services, Inc
3 Meridian Consulting Group, LLC
4 Rustic Canyon III, LLC
5 HOV Services, Inc (Formerly known as Lason, Inc.)
6 Lason India Private Limited
7 Vetri Software (I) Private Limited
b) Associates with whom transactions have been entered during the year
1 HandsOn Venture, LLC
2 Bay Area Credit Service, LLC
3 HOV AR Management Services Private Limited (merged with Tracmail
India Private Limited)
c) Directors/Key Managerial Personnel and their relatives:
1 Mr. Parvinder S Chadha (Chairman and Executive Director)
2 Mr. Surinder Rametra (Executive Director)
3 Mr. Sunil Rajadhyaksha (Executive Director)
4 Mr. Karan Negi (President ARM Business)
5 Mr. Anil Rajadhyaksha (Relative of Mr. Sunil Rajadhyaksha)
B 1) Related party relationship is as identified by the management and
relied upon by the auditors.
2) No amounts in respect of related parties have been written off/
written back during the year, nor has any provision been made for
doubtful debts/ receivable except disclosed above.
8. Employees Stock Option Plan (Plan 2007):
The shareholders in its Nineteenth Annual General meeting held on July
21, 2007 has approved to issue 1,100,000 equity shares of a face value
of Rs.10 each with each such option conferring a right upon the
employee to opt for one equity share of the company, in terms of HOVS
ESOP Plan 2007. Under the plan, 400,000 options were reserved for
employees of the Company and 700,000 for employees of subsidiary
companies. Options were issued to employees at an exercise price not
less than closing price of the stock exchange where there is highest
trading volume, prior to the date of meeting of the Compensation &
Remuneration Committee in which options are granted. The options will
vest in a phased manner within five years as 10% in each first to four
years and balance 60% at the end of fifth year.
9. Employees Stock Option Plan (Plan 2008):
The shareholders in its Twentieth Annual General meeting held on
September 30, 2008 approved additional 750,000 equity shares of a face
value of Rs.10 each with each such option conferring a right upon the
employee to opt for one equity share of the Company, in terms of HOVS
ESOP Plan 2008. Under the 2008 plan, 750,000 options were reserved for
employees of the subsidiary companies of the Company, working in India
or out of India.
Options were issued to employees at an exercise price not less than
closing price of the stock exchange where there is highest trading
volume, prior to the date of meeting of the Compensation & Remuneration
Committee in which options are granted. The options will vest in a
phased manner within five years as 10% in each first to four years and
balance 60% at the end of fifth year. No options are granted under ESOP
Plan 2008.
13. The Company has not received any intimation from the suppliers
regarding their status under the Micro, Small and Medium Enterprises
Development Act, 2006 and hence disclosures, if any, relating to
amounts unpaid as at the year end together with interest paid/ payable
as required under the said Act have not been given.
14. The Company is engaged in the BPO business of Finance and
Accounting Sector. Accordingly there are no separate reportable
segments as per Accounting Standard 17 on Segment Reporting
prescribed by the Companies (Accounting Standards) Rules, 2006.
16. a) Other Information:
The Company is engaged in the Service Sector providing IT Enabled
Services and Software development. The production and sale of such
software cannot be expressed in any generic unit. Hence, it is not
possible to give quantitative details of sale and information as
required under paragraph 3, 4C and 4D of Part II of Schedule VI of the
Companies Act, 1956.
17. The Board of Directors in their meeting held on March 12, 2011 had
given approval to combine its wholly owned subsidiary HOV Services LLC
with Source Corp Inc. In the combined entity SCH Services Inc., HOV
Services and Source Corp Inc. will each control fifty percent and
obtaining necessary approvals subsequent to the year end. The aforesaid
combination stands effective April 29, 2011.
18. Figures of the previous year have been regrouped / rearranged,
wherever considered necessary to conform to the current years
presentation.
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