Note: 1. CORPORATE INFORMATION:
India Infoline Limited was incorporated on October 18, 1995 and
commenced its operations as an independent provider of information,
analysis and research covering Indian businesses, financial markets and
economy, to institutional clients. Over a period, India Infoline Ltd
expanded its service offerings in the financial services space offering
equity / currency broking in NSE / BSE and MCX-SX, depository
participant services, merchant banking, portfolio management services
and distribution of mutual fund, bonds etc. India Infoline Ltd is
registered with SEBI for the above services. The Company is one of the
leading players in the Indian financial services space. It operates
through a network of over 3,000 business locations spread over more
than 500 cities and towns across India. During the year under review,
India Infoline Marketing Services Limited a wholly owned subsidiary,
merged with the Company pursuant to order issued by Hon''ble High Court
at the judicature of Bombay.
a. Terms / rights attached to equity shares
The Company has only one class of equity shares having par value of Rs. 2
per share. Each holder of equity shares is entitled to one vote per
share. The Company declares and pays dividends in Indian rupees.
During the year ended March 31, 2012, the amount of per share dividend
recognised as distribution to equity shareholders was Rs. 1.50 (Previous
Year Rs. 3.00)
b. Shares reserved for issue under options:
For details of shares reserved for issue under the Employee Stock
Option (ESOP) plan of the Company, please refer note 32.
Pursuant to Section 391 - 394 of Companies Act, 1956, India Infoline
Marketing Services Limited (IIMSL), a wholly owned subsidiary, was
merged with India Infoline Limited. The merger was approved by Hon''ble
High Court at the judicature of Bombay vide its order dated April 27,
2012. The appointed date of the merger is April 1, 2011.
IIMSL was engaged in marketing and distribution of financial products
and other services.
The merger has been accounted for under the Pooling of Interest
method as prescribed by the Accounting standard (AS) 14 on Accounting
for Amalgamations notified under the Companies (Accounting Standard)
Rules. The scheme has, accordingly, been given effect to in these
financial statements as approved by the Hon''ble High Court at the
judicature of Bombay.
All the Assets, Liabilities and Investments have been transferred to
the Company at value appearing in the books of accounts of IIMSL as on
March 31, 2011. Excess of assets over liabilities amounting to Rs.
1,645,011,953/- has been considered as capital reserve.
Upon the scheme being effective, the authorised share capital of the
Company has increased to 600,000,000 equity shares of Rs. 2 each,
amounting to Rs. 1,200,000,000/-.
The current year figures include the results of IIMSL and are therefore
not comparable with those of the previous year.
During the year, the Company has sold its marketing and distribution
business (including all its assets and liabilities of marketing and
distribution business of India Infoline Marketing services Ltd. which
got merged with the Company as mentioned above in the Note no 26), by
way of slump sale on a going concern basis to India Infoline Media and
Research Ltd., a subsidary of the Company, for a lump sum consideration
of Rs. 469,822,400/- vide agreement dated January 16, 2012. The profit
earned by Company by virtue of this slump sale was Rs. 143,604,348/-.
Note: 4. CAPITAL AND OTHER COMMITMENTS AT BALANCE SHEET DATE:
There were outstanding commitments for capital expenditure (net of
advances) to the tune of Rs. 54,189,295/- (previous year Rs. 69,068,704/-)
and Other Commitment to the tune of Rs. 562,500,000/- (previous year Rs.
Nil) of the total contractual obligation entered during the year.
The Company has implemented Employee Stock Option Scheme 2005, 2007,
2008 (ESOP Schemes) and has outstanding options granted under the said
Schemes. The options vest in graded manner and must be exercised within
a specified period as per the terms of the grants made by the
Remuneration and Compensation Committee and ESOP Schemes.
The Company recognized deferred tax assets for the year ended March 31,
2012, since the management is reasonably / virtually certain of its
profitable operations in future. As per Accounting Standard 22
''Accounting for Taxes on Income'', the timing differences mainly relates
to following items and result in a net deferred tax asset.
In the opinion of the management, there is only one reportable business
segment as envisaged by AS 17 ''Segment Reporting''. Accordingly, no
separate disclosure for segment reporting is required to be made in the
financial statements of the Company.
Secondary segmentation based on geography has not been presented as the
Company operates primarily in India and the Company perceives that
there is no significant difference in its risk and returns in operating
from different geographic areas within India.
The Company provides for the use by its subsidiaries certain facilities
like use of premises, infrastructure and other facilities / services
and the same are termed as ''Shared Services''. The cost of such Shared
Services are recovered from subsidiaries either on actual basis or on
reasonable management estimates, which are constantly refined in the
light of additional knowledge gained relevant to such estimation.
The above monies have been received against ESOPs exercised by certain
eligible employees. The above shares have been issued during the
current financial year and are well within the overall authorised
capital of the Company. The shares were allotted as per the term of the
respective ESOP Schemes.
Previous year figures have been regrouped, reclassified & rearranged,
wherever considered necessary to confirm to current year''s