1. Corporate information
Keynote Corporate Services Limited (the company) is a public company
domiciled in India and incorporated under the provisions of the
Companies Act, 1956. Its shares are listed on two stock exchanges in
India i.e. BSE Ltd. (BSE) & National Stock Exchange of India Ltd.
(NSE). The company is Engaged in providing services of Investment
Banking, Corporate Advisory Services & Esop Advisory etc.
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 and under the
historical cost convention.
The accounting policies adopted in the preparation of financial
statements are consistent with those of previous year.
a. Terms/rights attached to equity shares
The company has only one class of equity shares having a par value of
10 per share. Each holder of equity shares is entitled to one vote per
share. The company declares and pays dividends in Indian Amount. The
dividend proposed by the Board of Directors is subject to the approval
of the shareholders in the ensuing Annual General Meeting.
During the year ended 31st March 2012, the amount of Rs. 1,05,27,509/-
(Previous Year: Rs. 1,05,27,509/-) dividend was recognized as
distributions to equity shareholders and tax paid on dividend was
Rs.17,07,825/- (Previous Year: Rs. 17,48,488/-). The amount per share was
Rs. 1.50 (31st March, 2011: Rs. 1.50 per share).
In the event of liquidation of the company, the holders of equity
shares will be entitled to receive assets of the company. The
distribution will be in proportion to the number of equity shares held
by the shareholders.
As per records of the company, including its register of
shareholders/members and other declarations received from shareholders
regarding beneficial interest, the above shareholding represents both
legal and beneficial ownerships of shares.
3. GRATUITY AND OTHER BENEFIT PLANS a) Gratuity:
Retirement Benefits in the form of Gratuity for the eligible employees
are considered as Defined Benefit Plan. The company has implemented
Group Gratuity Assurance Scheme of Life Insurance Corporation of India
dated 5th July 2005 which is effective from 1st June 2005 and has paid
Rs. 5,33,291 as a total contribution during the year.
1. Disclosures of plan assets
The company does not have information regarding plan assets for the
financial years 07-08 to 09-10 therefore the disclosure of plan assets
has not been given for these years.
(b) Compensated Absences:
As per the Company''s Policy, a sum of Rs.15,67,524 (Previous year
Rs.10,67,000/-) has been paid towards compensated absences; calculated on
the basis of unutilized leave. During the year company has also
provided Rs. 2,54,338/- (Previous year Rs. 18,22,778/-)towards compensated
absence on the basis of actuarial valuation done by independent
actuary, for the first time during the current financial year.
B. Defined Contribution Plans
Company''s Contribution Paid / Payable during the year to Provident fund
and ESIC Contribution are recognized as an Expense:
Operating lease: company as lessee
The aggregate lease rentals in respect of Operating Leases for the
period charged as lease rentals in the profit and loss a/c aggregate to
Rs.41,53,248 (Previous year: Rs. 41,53,248)
5. SEGMENT INFORMATION
The company operates only in one segment Is merchant banking & related
services, hence there are no separate reportable segments under AS 17.
6. Related Party Disclosure as per Accounting Standard 18 issued by
the institute of Chartered accountant of India a) List of related
A) Enterprise where control exist:
Keynote Capitals Ltd
Keynote Commodities Ltd (Step Down Subsidiary)
Arteries Insurance Broking Ltd (Step Down Subsidiary)
Keynote Fincorp Pvt Ltd (formerly-Abhishek Finance & Investment Pvt
Ltd) (Step Down Subsidiary)
B) Key Management Personnel:
Mr. Nirmal Suchanti - Chairman
Mr. B. Madhuprasad - Vice Chairman
Mr. Uday S. Patil - Director
Mr. Vineet Suchanti - Managing Director
C) Relatives of Key Management Personnel:
Mrs. Pushpa Suchanti-Wife of Chairman Mrs. Rinku Suchanti-Wife of
D) Enterprise over which Key Management Personnel exercise Significant
Concept Communication Ltd.
Concept Production Ltd Nirmal Secant HUF Keynote Trust NSS Digital
E) Other Entity:
Eagle Eye Research & Media Pvt. Ltd.
7. CAPITAL COMMITMENT AND CONTINGENT LIABILITIES :
i) Capital Commitment towards purchase of premises at Ruby Mills, Dadar
is Rs.38,75,530/- (Previous year Rs.3,96,25,000/-)
ii) Guarantee given by the Company to the Bankers of its subsidiary,
Keynote Capitals Limited Rs. 15,50,00,000 (Previous year Rs. 11,50,00,000)
towards NSE & BSE operations.
iii) Income Tax demand for Rs.48,65,822(P.Y. Rs.48,65,822)(including
interest of Rs.18,66,684) in respect of Assessment Year 1997-98 were
under dispute, and the company has already paid the same. The Company
has preferred an appeal before the income tax Appellate Tribunal
against the order of the Deputy Commissioner of Income-Tax. However,
the matter is set aside by appellate tribunal and is pending before
iv) Adjudicating Officer, SEBI, Mumbai has imposed a penalty of Rs.
10,00,000/- in the matter of an IPO handled. The company has preferred
an appeal to Securities Appellate Tribunal (SAT) against the order of
Adjudicating Officer, SEBI, Mumabi which is pending for hearing &
order. The company has not provided for the said contingent liability.
8.Loans and advances in the nature of loans given to subsidiaries and
associates and firms/companies in which directors are interested
Keynote Capitals Ltd Balance as at 31 March 2012 Rs.44,845,870 (31 March
2011: Rs.3,89,28,345) Maximum amount outstanding during the year
Balance as at 31 March 2012 Rs. 1,71,010 (31 March 2011: Rs.88,457) Maximum
amount outstanding during the year Rs. 22,66,010/-. 28.Details of dues
to micro and small enterprises as defined under the MSMED Act, 2006 The
Company has not received any information from suppliers or service
providers, whether they are covered under the Micro, Small and
Medium Enterprises (Development) Act, 2006. Disclosure relating to
amount unpaid at the year-end together with interest payable, if any,
as required under the said act are not ascertainable