1. Corporate Information
INDIAN INFOTECH AND SOFTWARE LIMITED (the Company) is a Public Company
domiciled in India and incorporated under the provision of the
Companies Act, 1956. The Company is engaged in providing finance
assistance and consultancy for various business activities.
2. Basis of Preparation
The financial statements of the company have been prepared in
accordance with generally accepted accounting principles in India
(Indian GAAP). The company has prepared these financial statements to
comply in all material respects with the accounting standards notified
under the Companies (Accounting Standards) Rules, 2006 (as amended) and
the relevant provisions of the companies Act 1956. The Financial
statements have been prepared on an accrual basis. The accounting
policies adopted in the preparation of financial statements are
considered with those of previous year, except for the change in
accounting policy explained below.
3) Dues to Micro and Small enterprises
There are no suppliers who are registered with the Company as micro or
small enterprise as defined under The Micro, Small and Medium
Enterprise Development Act, 2006:''. The information regarding the
status of suppliers as micro or small enterprise have been determined
on the basis of information available with the Company. This has been
relied upon by the auditors.
4) Scheme of Arrangement
(i) A Composite Scheme of Arrangement (the Scheme) between Indian
Infotech and Software Limited (IISL) and Niki Metal Company Limited
(NMCL) and Lambodar Nirmit Limited (LNL) under Sections 391 to 394
of the Companies Act, 1956 for amalgamation of NMCL and LNL with the
Company into the Company has been sanctioned by the High Court of
Maharashtra at Mumbai on 4th May 2012. The Scheme has become effective
from the appointed date 1st April 2011.
(ii) Pursuant to the Scheme, all the assets, liability and reserves of
NMCL & LNL have transferred to and vested in the Company as a going
concern with effect from the appointed date 1st April 2011.
a. The amalgamation has been accounted for under the Pooling of
Interest Method as per AS 14. Accordingly, as on appointed date, all
the assets and liabilities have been taken at their book value and all
the reserves identity has been preserved and added to identical
reserves of IISL. The liabilities have been accounted for on their
book value basis of accrual and certainty as decided by the management.
However, as per the scheme the difference between Net asset lvalue and
equity shares issued to shareholders of transferor companies shall be
recorded as J'' Capital Reserve or goodwill.
b. As consideration for the amalgamation, the Company has subsequent to
the date of the balance sheet on 31st May, 2012 issued and allotted
32,13,02,000 Equity Shares of Rs 1/- each fully paid up in the ratio of
2 (Two) Equity Share of 1/- each of IISL for every 1 (One) Equity
Shares of Rs 1/- each of LNL in the Capital of the Company, and
47,38,56,000 Equity Shares of Rs 1/- each fully paid up in the ratio of
4 (Four) Equity Share of 1/- each of IISL for every 1 (One) Equity
Shares of Rs 1/- each of NMCL in the Capital of the Company.
c. The difference between the net asset value i.e Book value of Assets
minus liabilities (including reserves) of the transferor companies as
on the appointed date and equity shares issued to the shareholders of
transferor companies on amalgamation by the transferee company of Rs.
51.60 crores shall be credited to goodwill account at the time of
allotment of shares.
d. Since the allotment of shares to the transferor company has
happened after the end of the financial year, the net asset value i.e
Book value of Assets minus liabilities (including reserves) of the
transferor companies as on the appointed date of Rs. 27,91,15,000 has
been reflected under the head Reserves & Surplus as Amalgamation
Adjustment Account. This Account will become Zero on allotment of
shares to the shareholders of the transferor company.
5) Previous year comparatives:
Till the year ended March 31, 2011, the Company was using pre-revised
Schedule VI to the Act, for preparation and presentation of its
financial statements. During the year ended March 31, 2012, the revised
Schedule VI notified under the Act has become applicable to the
Company. The Company has reclassified previous year figures to conform
to this year''s classification.