[All amounts in the financial statements are presented in Rupees
thousands, except for per share data and as otherwise stated]
1 Secured loans / borrowings
(a) For borrowings by the company
(i) The working capital loan facilities from Axis Bank are secured by a
first charge on entire current assets and fixed assets (except
companys assets acquired under hire purchase scheme), present and
future, of the company.
(ii) The demand loan facility from Tamilnad Mercantible Bank which was
secured by a first charge on companys immovable property at Vizag was
repaid during the year. The loan repayable within one year is Nil
(Previous year - Rs. 180,000).
(iii) Vehicles are hypothecated to the Banks / Financial Institutions
as security for the amounts borrowed by the Company. Amount repayable
within one year is Rs. 499 (Previous year - Rs. 2,494).
(b) Collaterals for borrowings by the companys wholly owned subsidiary
(i) The foreign currency loan of US$ 25 million from Axis Bank, Dubai
to XIUS Holding Corp., USA, which was secured by a pari passu first
charge on the assets of XIUS Holding Corp., USA and the companys land
and building situate at Kundanbagh, Begumpet, Hyderabad, was repaid
during the year. The loan repayable within one year is Nil (Previous
year - US$ 8.33 million).
(ii) The foreign currency loan of US$ 12 million (previous year US$ 13
million) from Axis Bank, Hong Kong to XIUS Holding Corp., USA, against
the SBLC from Axis Bank, Hyderabad, India, is secured by a pari passu
first charge on the assets of XIUS Holding Corp., USA and companys
land and building situate at Kundanbagh, Begumpet, Hyderabad, in the
previous year.
2 Related party transactions
Associates - Entities controlled by Director/s S Ravindra Babu HUF
Aries Foundations Private Limited, Kovalam Property Development Private
Ltd, NMR Property Development Private Limited, Olive Island Properties
Development Private Ltd, Sannareddy Holdings Private Limited, SR
Heritage Farms Private Limited, SR Modern Structures Private Limited,
SRB Infrastructure Private Limited, Sri City Infrastructure Development
Private Limited, Sri City Property Development Private Limited, Sri
Security Services Private Limited, Sricity Holdings India Private
Limited, Sricity Security Services Private Limited, Sricity E-World
Private Limited, Uthandi Property Development Private Ltd, Manapad
Power Generation Private Limited, Sricity Utility Services Private
Limited, Sricity Electricity Company Private Limited, Sansri Powers
Private Limited, Suprani Farms Private Limited, Sri City Private
Limited, Innovative Water Solutions Limited.
Directors & Key Management personnel
GV Kumar & D Sudhakar Reddy
3 Employees Stock Option Plans
The company has two stock option plans that provide for the granting of
stock options to employees / directors of the company and its
subsidiaries (not being promoter directors of the company). The
objectives of these plans include attracting and retaining the best
personnel, providing for additional performance incentives and
promoting the success of the company by providing employees the
opportunity to acquire equity shares. Remuneration / Compensation
Committee administers all these stock options under various plans. The
stock option plans are summarised below :
(i) Associates Stock Option Plan 2004
The shareholders of the company in the AGM held on 18 June 2004
approved an Associate Stock Option Plan (ASOP-2004). The ASOP- 2004
provides for issue of 755,000 equity shares of Rs. 10 each to the
employees including directors at the market price of the shares on the
date of grant.
At the AGM held on 22 June 2006, the exercise price of the options to
be granted was amended to enable issue of options / shares at such
discounts to the Market Price as on the date of the grant of the
options subject to the exercise price not being less than the face
value of shares.
4 Commitments & Contingencies
(Rs. 000s)
As at 31 December
2010 2009
Contingent liabilities including bank
guarantees, letter of credits, etc. 62,749 115,600
5 Corporate Guarantees
(i) The company has given a corporate guarantee for the foreign
currency loan of Nil (Previous Year - US$ 16.67) million from Axis
Bank, Dubai to XIUS Holding Corp., USA.
(ii) The company has given a corporate guarantee for the foreign
currency loan of US$ 12.00 (Previous Year - US$ 13.00) million from
Axis Bank, Hong Kong to XIUS Holding Corp., USA.
6 Sale of property at Hyderabad
In terms of the Scheme of Amalgamation (Scheme) sanctioned by the
order dated 27 March 2007 of the High Court of Judicature at Madras in
Chennai and the order dated 22 March 2007 of the High Court of
Judicature at Andhra Pradesh in Hyderabad, VisualSoft Technologies
Limited (“VisualSoft”) was amalgamated with the Company w.e.f. 1
October 2006. The assets, liabilities, rights and obligations of
VisualSoft were recorded at their respective fair values under the
purchase method of accounting for amalgamation and the excess of fair
value of net assets taken over by the company over the paid up value of
equity shares issued and allotted was taken under general reserve as
that on amalgamation.
As the company continues its strategic focus on the telecom products
and services, the company decided to reduce its debts. In this regard,
the company obtained the consent of the shareholders through a postal
ballot process, results announced on 15 October 2010, for sale of the
land and building (including furnishings & fittings) situated at
Hyderabad and land at Vishakhapatnam (the said properties were acquired
through the scheme). The company sold off the Hyderabad property and
the resultant loss on sale of the same has been set-off to the
amalgamation reserve (grouped under general reserve) created in terms
of the scheme, as has been advised.
7 Divestment of IT Services (BlueAlly) Division
(a) The company divested its IT Services (BlueAlly) division to an
overseas company w.e.f. 1st October 2009, with approval of the members
through a postal ballot process.
(b) As per the scheme of arrangement under sections 391 to 394 of the
Companies Act 1956 between the company and its equity shareholders
approved by the High Court of Judicature at Madras vide its order dated
30 March 2010 duly filed with the Registrar of Companies on 30 March
2010 (effective date), a “Business Reconstruction Reserve account” was
created by transferring Rs. 1,250,000 in aggregate from the Securities
Premium account and the General Reserve of the company for adjustment
of certain expenses as prescribed therein. A sum of Rs. 1,247,862 has
been set-off against the same.
8 Previous year comparatives
Previous years figures have been regrouped, reclassified / rearranged
wherever necessary to conform to current years presentation. Current
years figures are without IT Services Division and hence are not
comparable.
9 Cash flows
Cash flows are reported using the indirect method, whereby profit
before tax is adjusted for the effects of transactions of a non-cash
nature and any deferrals or accruals of past or future cash receipts or
payments. The cash flows from regular revenue generating, financing and
investing activities of the Group are segregated. Cash flows in foreign
currencies are accounted at average monthly exchange rates that
approximate the actual rates of exchange prevailing at the dates of the
transactions.
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