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Logix Microsystems
BSE: 532341|NSE: LOGIXMICRO|ISIN: INE848A01014|SECTOR: Computers - Software Medium/Small
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« Mar 11
Notes to Accounts Year End : Mar '12
1.1 Turnover is stated net of Sales-tax, Cess, Surcharge, Service tax
 and Sales Returns.
 
 1.2 (a) Contingent Liabilities (to the extent of which not provided
 for) 
                                                        (Amount in Rs.)
 
 Particulars                        Current Year         Previous Year
 
 
 Money for which the company is 
 contingently liable:
 
 i) Performance Guarantees 
 (STPI - customs duty)                   499,836               499,836
 
 ii) Claims against the company, 
 not acknowledged as debts :
 
 a) Claims by vendors, etc             1,383,300             1,270,937
 
 b)   There are certain claims 
 made against the Company by former
 employees, which are a subject 
 matter of arbitration proceedings.
 In the view of the management of 
 the Company these claims
 are not tenable. No provision has 
 been made for such claims
 pending completion of legal 
 proceedings as the amount of claims
 are currently not ascertainable.       Not Quantified   Not Quantified
 
 c ) Contingent liability in respect 
 of claim in respect of Service Tax
 on software sales made by the 
 company, the amount of which
 is not quantified.                     Not Quantified   Not Quantified
 
 iii) Other money for which the 
 company is contingently liable: 
 Service Tax not
 charged on rental income and 
 interest thereon for FY 2008-09, 
 2009-10, partly
 for 2010-11 and 2011-12 based on 
 a judgement by Honourable Delhi 
 High Court.                               3,391,333         1,985,472
 
 1.3 (b) Commitments (to the extent of 
 which not provided for)
 
 i)   Unexpired Letters of Credit         1,265,914       1,634,016
 
 ii)  Warranty Costs on Software Sale*   Not Quantified   Not Quantified
 
 
 
 * The company does not envisage any liability on account of a back to
 back arrangement with the suppliers for any such claims.
 
 1.4 During the financial year 1999-2000, the company had acquired
 100,000 equity shares of Singapore Dollars 1 each in Midrange Software
 Pte. Limited (formerly Logix Microsystems (S) Pte. Ltd.,) Singapore.
 The remittance towards the same has not been made pending requisite
 approval.
 
 1.5 During the year under review, the Company has made an additional
 investment of Rs. 682.34 Lakhs (USD 15,20,000) in the form of equity in
 its subsidiary Logix Americas Inc., which is the holding company for the 
 US subsidiaries. The share allotment against this as also portion of 
 previous investments same is pending as at the Balance Sheet and reflected as ''Share Application Money
pending allotment''. The investment in Logix Americas Inc., has in-turn been invested by way of equity and
loans in 
 Homestar Systems Inc., Homestar LLC, Izmo CRM, IzmoMedia and LML Internet Solutions Inc., subsidiaries of
Logix Americas Inc.
 
 1.6 The balances in the share refund account and the related bank
 account was pending reconciliation. The unreconciled difference amounts
 to Rs.5.12 lakhs.
 
 1.7 In accordance with Section 205C of Companies Act, 1956, Share
 Warrant Application money, pending allotment and due for refund
 amounting to Rs.3.30 lakhs remaining unpaid since 29th September 2007
 will be transferred to Investor Education and Protection Fund after the
 completion of 7 years from the date of payment falling due.
 
 The above amounts do not include Gratuity and Leave encashment benefits
 as the provisions for these are determined for the Company as a whole
 and therefore separate amounts for the Directors are not available.
 
 Directors remuneration for the current year includes a sum of Rs.31.96
 Lakhs paid to the managing director in accordance with the limits
 approved by the shareholders at the AGM held on 29 th September 2010
 but in excess of the limits prescribed under the Companies Act. The
 similar excess remuneration for the previous periods (from FY 2007-08
 onwards) amounts to Rs. 117.46 lacs. The Company had applied for the
 requisite approval from the Central Government which had not been
 granted, but the management is confident of obtaining the approval and
 is in the process of filing revised application for the same.  Pending
 outcome of the same, these amounts continue to be considered as an
 expense.
 
 1.8 The Company''s Singapore subsidiary, Midrange Software Pte. Ltd,
 carries an accumulated provision of SGD 216,000 (Previous year: SGD
 162,000), in their books towards director''s remuneration payable in
 respect of services rendered by Mr. Sanjay Soni. As per the
 understanding, the same would be paid to M/s. Logix Microsystems Ltd,
 the holding Company in accordance with Sec 314 (1) (ii) of the
 Companies Act.
 
 1.9 Current Value of subsidiaries investment
 
 Investment in Midrange Software Pte Ltd,
 
 The Company has invested an amount of SGD 1,904,915 in Midrange
 Software Pte Ltd, Singapore. Midrange has incurred losses during recent
 years and has an accumulated loss of SGD 104,318. However, based on the
 management''s perception of the growth prospects and the performance of
 Midrange, in the opinion of the management there is no permanent
 diminution in value of the investment.
 
 Investment in Logix Americas Inc.
 
 The Company has invested an amount of USD 32,848,100 in its subsidiary
 Logix Americas Inc., which is the holding company for the operating
 companies i.e., Homestar, Izmo CRM and IzmoMedia, the subsidiaries of
 Logix Americas Inc. The management had obtained an independent
 valuation of its operating enterprises in the US. Based on the same and
 further based on the management''s view on the prospects
 
 in the region, the management does not envisage any decline in the
 value of the investments and consider it appropriate to have the
 carrying value at par in respect of its investments in Logix America
 Inc as well.
 
 Investment in Izmo Europe BVBA Belgium
 
 The Company has invested an amount of EURO 1,359,093 in
 
 its subsidiary Izmo Europe BVBA Belgium till 31st March 2012.  Izmo
 Europe BVBA has incurred losses during the recent years and has an
 accumulated loss of EURO 1,403,738. However, based on the management''s
 perception of the growth prospects and the performance of Izmo Europe,
 in the opinion of the management there is no permanent diminution in
 value of the investment.
 
 1.10 List of Related Parties
 
 a Enterprises Controlled by the Company
 
 Midrange Software Pte Ltd, Singapore Wholly Owned Subsidiary
 
 (formerly Logix Microsystems (S) Pte. Ltd. Singapore)
 
 Logix Americas Inc., USA Wholly Owned Subsidiary
 
 Izmo Europe BVBA Wholly Owned Subsidiary
 
 Homestar Systems Inc. USA 98% held by M/s. Logix Americas Inc., USA
 
 Homestar LLC., USA Wholly Owned Subsidiary of M/s. Homestar Systems
 Inc., USA
 
 Izmo Media, USA Wholly Owned Subsidiary of M/s. Homestar Systems Inc.,
 USA
 
 Izmo CRM, USA Wholly Owned Subsidiary of M/s. Homestar Systems Inc.,
 USA
 
 LML Internet Solutions USA Subsidiary of M/s. Logix Americas Inc. USA
 
 Carazoo Online Solutions Pvt Ltd.  Subsidiary of M/s. LML Internet
 Solutions USA
 
 b Key Management Personnel Mr. Sanjay Soni Mr. Tej Soni
 
 c Enterprises in which Key Management personnel/their relatives have a
 significant influence Aries Gases Private Limited Deep Engineers &
 Consultants Deep Heritage
 
 Deep Oxygen Private Limited
 
 Deep Investment Advisory Bangalore Private Limited Digipro Systems
 Private Limited
 
 Digipro Design Automation & Marketing Private Limited Si2 Microsystems
 Private Limited SL Business Center
 
 24.22 Under the Micro, Small and Medium Enterprises Development Act,
 2006, which came into force on October 2, 2006, the company is required 
 to make certain disclosure relating to Micro, Small and Medium 
 Enterprises. The company is in the process to compiling and assimilating 
 the relevant information from its suppliers about their coverage under 
 the Act. Since the relevant information is not readily available, no 
 disclosure have been made in the Accounts.
 
 1.11 During the current financial year, the global recession continued
 to impact businesses across geographies. In addition to this, US auto
 industry in particular, experienced a severe downturn resulting in
 bankruptcy and closure of several automobile dealers who happened to be
 the clients of Homestar Systems Inc. In this backdrop, the Company was
 approached by its subsidiary Homestar Systems Inc to offer a special
 rebate considering the exceptional circumstances observed in the US
 automobile industry due to the recessionary trend. Consequent to
 commercial negotiations, it has been accepted mutually to offer an
 overall rebate of Rs. 399.41 Lakhs (USD 788,721). This is non recurring
 and largely exceptional in nature and accordingly, reflected as such.
 
 as appearing in the statement of Profit and Loss is after netting off
 Rs.21.53 lakhs ,written off subsequent to the completion of Tax
 Assessment for FY 2006-07 and as per the Assessment order issued by the
 Tax Authorities.
 
 1.12 Segment Reporting
 
 Primary Segments
 
 Based on the guiding principles in Accounting Standard on Segment
 Reporting issued by the Institute of Chartered Accountants of India,
 classification by geographic segment are the primary reportable
 segments, comprising of:
 
 i) Export
 
 ii) Domestic
 
 1.13 Provision for Taxation:
 
 Provision for current tax has been made considering the taxes on book
 profits as under section 115JB.
 
 In terms of the Guidance note on accounting for credit available in
 respect of Minimum Alternative Tax(MAT) under the Income Tax Act 1961,
 issued by the ICAI, the excess of MAT over normal current tax payable
 has been recognized as an asset by way of credit to the profit & loss
 account as MAT credit entitlement. The MAT credit charge of Rs.13.02
 lakhs
 
 * Domestic segment sales for the current year includes Rs. 95 lakhs
 from discontinuing operations. And Export segment sales for the current
 year includes Rs.47.61 lakhs from discontinuing operations.
 
 Segmental Capital Employed: Assets and Liabilities contracted have not
 been identified to any of the reportable segments, as the assets are
 used interchangeably between segments and it is not practicable to
 reasonably allocate the liabilities to individual segments. Accordingly
 no disclosure relating to segments assets and liabilities are made.
 
 1.14 Discontinuing Operations
 
 During the year, pursuant to the scheme of arrangement approved by the
 shareholders through Postal Ballot on 30th January, 2012, the Company
 has proposed to dispose/hive off the Carazoo domestic division business
 of the company into Subsidiary Company with effect from 17th April,
 2012.  The results of the discontinuing business during the year were
 as under;
 
 1.15 Defined Benefit Plans
 
 a.  Gratuity
 
 b.  Leave Encashment
 
 The disclosure as per the revised AS-15 are as follows: a) Change in
 defined benefit obligation
 
 1.16 Employees Stock Options (ESOP)
 
 a.  Employees Stock Options (ESOP) 2006:
 
 The vesting period for the ESOP 2006 scheme ended during FY 10-11. The
 provision created under this scheme was written back during the year to
 the extent of expired options remaining un-exercised by the employees.
 The write back amounts to Rs.238.83 lakhs which is disclosed as an
 exceptional item in the Statement of Profit and Loss for the year.
 
 b.  Employees Stock Options (ESOP) 2007, 2009 and 2010 No options have
 been granted under various ESOP schemes approved by the members in AGM.
 All these ESOP schemes stand withdrawn.
 
 c Employees Stock Options (ESOP) 2011:
 
 The company during the year FY 2010-11, had introduced ESOP 2011 scheme
 and had taken the approval of its members at the AGM held on 29th
 September 2011 for 500,000 shares.  No options have been granted under
 this scheme to any of the employees till date.
 
 f) The discount rate is based on the market yield available on
 Government bonds at the accounting date with a term that matches the
 liabilities.
 
 g) The estimates of future salary increase considered in the actuarial
 valuation takes into account factors like inflation, seniority,
 promotion and other relevant factors.
 
 h) the employees are assumed to retire at the age of 60 years.
 
 i) The mortality rate considered are as per the published rates in the
 LIC (1994-96) mortality tables.
 
 1.17 The company during the year made a purchase of goods of Rs.167.03
 lakhs from Si2 Microsystems Pvt Ltd. and made sales of goods of
 Rs.168.70 lakhs to Digipro Design Automation & Marketing Pvt Ltd. These
 transactions attract provisions of Section 297 of the Companies Act,
 1956, and requires prior approval of Central Government. The company is
 in the process of making an application for condonation of delay and
 obtaining necessary government approval for the same.
 
 1.18 Transfer Pricing
 
 The company derives a significant portion of its revenue (Rs.1,368.93
 lakhs) from services, rendered to its subsidiary M/s. Homestar LLC,
 USA, M/s.Homestar Systems Inc & M/s Midrange Software Pte Ltd.,
 Singapore. The revenue in this regard is recognized on the basis of a
 services agreement with the subsidiary or Purchase Orders raised by the
 subsidiary.
 
 The Company has carried out a Transfer pricing study during the
 previous year based on which the Company''s management is of the opinion
 that these international transactions are at arm''s length and believes
 that the transfer pricing legislation will not have any impact on the
 Financial statements for the year ended March 2012, particularly on
 their amount of tax expense and that of the provision for taxation.
 
 1.19 Balances of Sundry Debtors, Loans & Advances are subject to
 reconciliation and confirmation.
 
 1.20 All figures have been rounded-off to the nearest Rupee.  Previous
 Year''s figures have been re-grouped/reclassified wherever necessary to
 conform to the current year presentation.
Source : Dion Global Solutions Limited
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