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-0.4 (-1.55%)
-0.9 (-3.4%) | Notes to Accounts | Year End : Dec '12 |
a) Rights of Equity Shareholders
The Company has only one class of equity shares having a par value of
Rs. 10 each. Each shareholder has right to vote in respect of such
share, on every resolution placed before the Company and his voting
right on a poll shall be in proportion to his share of the paid -up
equity capital of the Company. In the event of liquidation, the equity
shareholders are entitled to receive the remaining assets of the
Company after payments to preferential amounts secured and unsecured
creditors, if any, in proportion to their shareholding.
b) Shares reserved for issue under options:
a. Employees Stock Option Plan (Plan 2007):
The shareholders in its Nineteenth Annual General meeting held on July
21, 2007 had 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.
b. 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.
1.1. Contingent Liabilities and Commitment:
a) Contingent Liabilities not provided for in respect of:
(Amount in Rs.)
Sr.
No. Particulars As at As at
December 31, 2012 December 31, 2011
(i) Corporate Guarantees
outstanding in
respect of loans taken by
an Associate* 59,013,519 89,850,674
(ii) Fixed Deposit Pledged for
issue of bank guarantee on
behalf of subsidiary company 56,000,000 32,200,000
(iii) Disputed Excise Matter
(Service Tax),
excluding interest, if any Nil 557,079
(iv) Disputed Income Tax Matter
(including interest up to
date of demand) 5,352,170 5,352,170
* Since released
b) Commitment:
Operating Lease: The Company has acquired certain premises under lease
arrangements which are renewable /cancellable at the Company''s and/or
lessons'' option as mutually agreed. The future lease rental payments
that the Company is committed to make in respect of these are as
follows:
1.2 a) In the opinion of the management assets other than fixed assets
and non-current investments have a value on realisation in the ordinary
course of business at least equal to the amount at which they are
stated.
b) The accounts of certain Trade Receivables, Trade Payables and Loans
& Advances are however, subject to formal confirmations/reconciliations
and consequent adjustments, if any. The management does not expect any
material difference affecting the current period''s financial statements
on such reconciliation/adjustments.
1.3 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
*Upto April 29, 2011
a) Related party relationship is as identified by the management and
relied upon by the auditors.
b) No amounts in respect of related parties have been written off/
written back during the period, nor has any provision been made for
doubtful debts/ receivable except as disclosed above.
1.4 There are no Micro, Small and Medium Enterprises as defined in the
Micro, Small, Medium Enterprises Development Act, 2006 to whom the
Company owes dues on account of principal amount together with interest
and accordingly, no additional disclosures have been made.
1.5 As per Accounting Standard (AS) 17 Segment Reporting, segment
information has been provided in the notes to Consolidated Financial
Statements.
1.6 Remittance in foreign currencies for dividends:
The Company has remitted Rs. NIL (Previous Year Rs. 61,850,776) in
foreign currency on account of dividends paid during the period. The
particulars of dividend paid to nonresident shareholders during the
period are as under:
1.7 Merger of Indirect Subsidiary:
The Board of Directors of the Company in their meeting held on March
12, 2011 had given approval to combine its wholly owned subsidiary HOV
Services LLC with CorpSource Finance Holdings, LLC. On April 29, 2011,
the combination between CorpSource Finance Holdings LLC (its direct
subsidiary) (now known as Source HOV LLC), together with its subsidiary
SOURCECORP, Incorporated (SRCP), a Delaware corporation, and HOV
Services, LLC (HOVS), a Nevada limited liability company was
completed.
Pursuant to service agreements entered into with the aforesaid combined
entity, the rates for the services rendered by the Company have been
revised impacting Profit of the Company.
1.8 a) Current year figures are comprises of twelve months and with
that of previous year comprises of nine months and hence not
comparable.
b) Figures of the previous year have been regrouped / rearranged,
wherever considered necessary to conform to the current period''s
presentation. |
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| Source : Dion Global Solutions Limited | |
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