Sasken Communication Technologies

(a) Based on the information available with the Company, there are no
 suppliers who are registered as micro, small or medium enterprises
 under The Micro, Small and Medium Enterprises Development Act, 2006 as
 at March 31, 2008.
 
 (b) Estimated amount of contracts remaining to be executed on capital
 account (net of advances) amounted to Rs.98.90 Lakhs (As at March 31,
 2007 Rs.62.00 Lakhs).
 
 (c) Contingent Liabilities
 
 Contingent liabilities towards income taxes and indirect taxes not
 provided for amount to Rs.936.99 Lakhs (As at March 31, 2007 Rs.317.23
 Lakhs) and Rs.631.48 Lakhs (As at March 31, 2007 Rs. Nil) respectively.
 There are certain claims made against the Company by an investee
 company, which are a subject matter of arbitration proceedings. In the
 view of the management of the Company such claims are frivolous and 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.
 
                                               Amount in Rs.Lakhs
                                           As at              As at
                                       March 31, 2008     March 31, 2007
 
 Bank Guarantees                           511.65             206.93
 Corporate Guarantee on behalf of 
 subsidiaries [Refer Note 11(c)]        11,948.00          11,013.00
 
 (d) Gain on account of unamortized premium for foreign exchange forward
 contracts entered into by the Company to be recognized in the future
 fi.nancial periods amount to Rs.117.55 Lakhs as at March 31, 2008 and
 Rs.244.96 Lakhs as at March 31, 2007.
 
 (e) The shares of Extandon Inc, USA, fully paid up, are held by
 Extandon Inc. as collateral to secure the Company’s compliance with all
 terms and conditions under a software licensing agreement entered into
 by the Company with Extandon Inc. and performance of the delivery
 obligations under the repurchase options available with Extandon Inc.
 under the terms of investment agreement.
 
 (f) Non-Compete Fee:
 
 The Company has incurred Rs.493.08 Lakhs as non-compete fees in respect
 of two of its key employees under their respective non-compete
 agreements. The non-compete agreement restricts the employees from
 solicitation of Company’s and its subsidiary’s customers and employees
 and restricts such employees from joining as employees or otherwise
 providing similar services to the Company’s and its subsidiary’s
 competitors. The contract is for a period of two years. Such
 non-compete fee has been recorded as intangible asset under Accounting
 Standard 26 – Intangible Assets and the same is being amortized over
 two years on a straight-line basis from the date of termination of
 services.
 
 (g) The Company enters into foreign exchange forward contracts to hedge
 its net foreign currency receivables position including its future
 receivables. As at March 31, 2008, the Company had foreign exchange
 forward contracts amounting to USD 477 Lakhs at an average forward
 exchange rate of Rs.40.30 (March 31, 2007 USD 539 Lakhs at an average
 forward rate of Rs.45.88). As at the Balance Sheet date, except for
 receivable from subsidiaries amounting to USD 15.33 Lakhs and Euro 1.04
 Lakhs (March 31, 2007 USD 19.78 Lakhs and Euro 3.06 Lakhs), the Company
 does not have material foreign currency assets or liabilities unhedged
 (March 31, 2007 – Nil). As per the current policy of the Company, the
 Company takes foreign exchange forward contracts for currencies
 primarily denominated in the US Dollar. The Company currently does not
 have a foreign currency hedge in respect of its investment in
 subsidiaries outside India.
 
 (k) Revenue for the year ended March 31, 2008, includes a sum of
 Rs.1,038.10 Lakhs towards a charge for cancellation by a customer of
 its’ commitment for a minimum order in a given time period.
 
 (l) Buy-Back of Equity Shares:
 
 The Board of Directors has decided on buy-back of Company’s fully paid
 up equity shares of Rs.10 each from the existing shareholders from open
 market through stock exchanges in accordance with the provisions of
 Sections 77A, 77AA and 77B of the Companies Act 1956 and the SEBI
 (Buy-back of Securities) Regulations 1998.
 
 10. Employee Stock Option Plan Sasken ESOP 2000
 
 On September 22, 2000, the shareholders of the Company approved Stock
 Option Plan [ESOP-2000] in accordance with the Guidelines issued by the
 Securities and Exchange Board of India (SEBI) for Employees Stock
 Option Plans. The Plan covered all employees of the Company including
 foreign branches, employees of the subsidiaries including its part
 time/full time Directors other than the promoter directors/employees.
 The Plan provided for the issue of 30 Lakh shares (including the shares
 issued under the SAS Stock Option Plan, 1997) of Rs.10 each duly
 adjusted for any bonus, splits, etc. A Compensation Committee
 comprising of three independent directors on the Board administers the
 scheme.
 
 On April 2, 2004 and June 1, 2004, the Company issued 378,925 options
 to 1,372 employees and 971,533 options to 347 employees, respectively
 convertible into equity shares of Rs.10 each. These options carry a
 vesting period ranging one to four years at an exercise price ranging
 from Rs.160 to Rs.256 per share of Rs.10 each depending upon the
 vesting period being the fair value of the Company’s share as
 determined by the Company as at the date of grant.
 
 On February 23, 2005, the Company issued 42,530 options to 41 employees
 of Sasken Network Systems Ltd. and 2,735 options to 3 employees of the
 Company. These options carry a vesting period ranging one to four years
 at an exercise price ranging from Rs.184 to Rs.256 per share depending
 upon the vesting period, being the fair value of the Company’s share as
 determined by the Company as at the date of grant.
 
 On April 19, 2005, the Company issued 304,050 options to 1,212
 employees including 25,350 options to 80 employees of SNS and 21,100
 options to 113 employees of SNEL. These options carry a vesting period
 ranging one to four years at an exercise price ranging from Rs.225 to
 Rs.321 per share depending upon the vesting period, being the fair
 value of the Company’s share as determined by the Company as at the
 date of grant.
 
 All the options granted have an exercise period of two years from the
 date of vesting.
 
 Sasken ESOP 2006
 
 On February 25, 2006, the shareholders of the Company approved Stock
 Option Plan [ESOP-2006] in accordance with the Guidelines issued by the
 Securities and Exchange Board of India (SEBI) for Employees Stock
 Option Plans. The Plan covers all employees of the Company including
 foreign branches, employees of the subsidiaries and Directors other
 than the promoter directors/employees. The Plan provides for the issue
 of 3,575,000 shares of Rs.10 each duly adjusted for any bonus, splits,
 etc. A Compensation Committee comprising of three independent directors
 on the Board administers the scheme. The terms of each issuance would
 be determined by the Compensation Committee.
 
 On June 17, 2006 and October 18, 2006, the Company issued 138,750
 options to 5 employees and 4 non-executive directors, and 150,000
 options to 1 employee, respectively, convertible into equity shares of
 Rs.10 each. These options carry a vesting period ranging one to four
 years at an exercise price ranging from Rs.234 to Rs.394 per share of
 Rs.10 each depending upon the vesting period being the fair value of
 the Company’s share as determined by the Company as at the date of
 grant.
 
 On January 1, 2007, the Company issued 5,000 options to 1 employee,
 convertible into equity shares of Rs.10 each. These options carry a
 vesting period ranging one to four years at an exercise price ranging
 from Rs.367 to Rs.559 per share of Rs.10 each depending upon the
 vesting period being the fair value of the Company’s share as
 determined by the Company as at the date of grant.
 
 On April 1, 2007, the Company issued 2,35,000 options to 5 employees,
 convertible into equity shares of Rs.10 each. These options carry a
 vesting period ranging one to four years at an exercise price ranging
 from Rs.475 to Rs.667 per share of Rs.10 each depending upon the
 vesting period being the fair value of the Company’s share as
 determined by the Company as at the date of grant.
 
 On July 1, 2007, the Company issued 90,000 options to 4 employees,
 convertible into equity shares of Rs.10 each. These options carry a
 vesting period ranging one to four years at an exercise price ranging
 from Rs.554 to Rs.746 per share of Rs.10 each depending upon the
 vesting period being the fair value of the Company’s share as
 determined by the Company as at the date of grant.
 
 16. Comparatives
 
 Previous year figures have been re-grouped/re-arranged, wherever
 necessary to conform to the current year presentation.