(Rs.)
31.3.2011 31.3.2010
1. Contingent Liabilities
not provided for
(I) Disputed Income Tax demands as
explained below : (Inclusive of
Interest Charged) 456,972,314 1,294,841,611
(a) The above amount represents demands raised by the Income Tax
Officer at the initial assessment level for the Financial Years
2005-2006 and 2006-2007 with respect deductions sought under section
10A of the Income-Tax Act for new undertakings established by the
Company. The Company has filed appeals to the Commissioner of Income
Tax (Appeals) against the aforementioned demands.
(b) The above does not include demands for earlier years relating to
section 10A of the Income Tax, Act where the Company has received
favorable orders from
Income Tax Appellate Tribunal Mumbai. The Department has made an appeal
for these years to the High Court of Mumbai which is yet to be
admitted.
The Supreme Court by its order of September 9, 2010 over ruled the
order of the High Court of Karnataka which had held that irrespective
of the nature of payment, in the absence of a lower withholding order,
income-tax had to be withheld on all payments made to overseas parties.
Further the Supreme Court remanded the cases back to the High Court of
Karnataka for a fresh review and to examine whether payments made to
overseas parties for purchase of software was in the nature of
Royalty and if so whether tax had to be withheld on the same.
Based on the above Supreme Court order the following demands are not
considered as contingent liability:
i. Rs.15.79 crores as tax which had not been deducted by the Company on
payments made to overseas parties for purchase of software for the
Financial Years 1999- 2000,2000-2001 and 2001-2002. However, for these
years one of the principal suppliers of software to the Company has
paid Rs.8.79 crores out of the above demand.
i. Rs.77.38 crores of tax demand for the Financial Years 1996-97,
1997-98, 1998-1999 and 1999-2000 on account of disallowances of
payments made for purchase of software on which tax had not been
deducted at source. This demand is directly linked to outcome of the
issue discussed in point (i) above
The Service Tax Department has raised a demand by classifying
Information Technology Consulting Services rendered by the Company to
its domestic clients as Manpower Recruitment or Supply Agency
Services. The latter service classification brings service rendered by
the Company to its domestic clients within the ambit of Service Tax.
The Company has contested this re- classification of services and has
filed an appeal before the Appellate Authorities. One of the clients
has indemnified the Company for any demands that may arise on account
of service tax liability up to an amount of Rs.2.37 Crores.
(V) (a) The Company has given corporate guarantee to IBM Ltd on behalf
of Sonata Information Technology Limited fora value of Rs.5 Crores.
(b) The Company has provided an indemnity of US$ 0.5 million to
Standard Chartered Bank, India to cover working capital limits provided
by Standard Chartered Bank, Dubai to Sonata Software FZ LLC, Dubai.
2. Income from Services includes gain on account of exchange
fluctuation of Rs.1,350,965 for the current year ended 31st March, 2011
(Previous year loss Rs. 40,692,853)
3. The working capital facility of the company are secured by
hypothecation of inventories, book debts, moveable assets and
receivables both present and future.
4. NOTE ON AS 30 ADOPTION :
Accounting Standard 30, (AS 30) Financial Instruments: Recognition and
Measurement was issued by the Institute of Chartered Accountants of
India (ICAI) in December 2007. AS 30 becomes recommendatory in respect
of accounting periods commencing on or after April 1 2009 and mandatory
in respect of accounting periods commencing on or after April 1 2011.
ICAI has announced that the earlier adoption of AS 30 is encouraged.
From the accounting year 2008-09, the Company has early adopted
Accounting Standard 30 (AS 30) Financial Instruments: Recognition and
Measurement.
From the year 2008-09 the Company applied the recognition and
measurement principles as set out in AS 30 in accounting derivatives.
Changes in fair values of derivative financial instruments designated
as effective cash flow hedges were recognized directly into Hedging
Reserve in the Balance Sheet under Reserves and Surplus and
reclassified into Profit and Loss account upon the occurrence of the
forecasted hedged transaction.
As at 31st March 2011, the Company recognized Rs. 307.13 Lacs (Previous
year Rs.1871.21 Lacs) into Hedging Reserve due to changes in fair
value of the effective cash flow hedges.
5. Related Party Transactions :
a) The list of related parties and nature of their relationship is
disclosed in the annexure
Other Related Parties :
Sonata Information Technology limited (SITL) is a company incorporated
in India. SITL is a wholly owned subsidiary of SSL and both the
Companies have three common directors. Amounts included in the
financial statements of the Company are in relation to administrative
services, normal business transactions with SITL, as given below :
6. Employee Benefits :
(b) Providend Fund : The Guidance issued by the Accounting standard
Board (ASB) on implementing AS-15, Employee benefits (revised 2005)
states that provident funds set up by employers which requires interest
short fall to be met by the employer, needs to be treated as defined
benefit plan. Pending the issuance of the Guidance Note from the
Actuarial Society of India, the Companys actuary has expressed his
inability to reliably measure the future obligation arising due to
interest shortfall (i.e. government interest to be paid on provident
fund scheme exceeds rate of interest earned on investment) hence
information not furnished.
(c) Basis used to determine expected rate of return on assets
The expected return on planned assets is based on market expectation at
the beginning of the period for returns over the entire life of the
related obligation. The Gratuity Scheme is invested in Group Gratuity
Scheme with HDFC Standard Life Insurance Company Limited. The expected
return on assets assumption is taken based on current market yield.
(d) The estimates of future salary increases, considered in actuarial
valuation, take account of inflation, seniority promotion and other
relevant factors, such as supply and demand in the employment market.
(f) Estimated Contribution for the next year on account of gratuity is
Rs.11,145,118(Nil).
(g) Contribution/Provisions to superannuation, Pension and other funds
stated under defined contribution plan is Rs.35,230,035(Rs.31,196,203)
7. There are no Micro, Small and Medium Enterprises, as defined in the
Micro, Small, Medium Enterprises Development Act, 2006 to whom the
company owes dues on account of principal amount together with interest
and accordingly no additional disclosures have been made.
The above information regarding Micro, Small and Medium Enterprises has
been determined to the extent; such parties have been identified on the
basis of information available with the company. This has been relied
upon by the auditors.
8. Operating Leases
The Company has various operating leases for office facilities and
residential premises for employees that are renewable on a yearly
basis, and cancellable at its option. Rental expenses for operating
leases included in the Income statements for the year is Rs. 88,731,842
(Rs. 70,428,748).
9. Previous years figures are shown in brackets and have been
regrouped, wherever necessary to conform to current years
classification.
LIST OF RELATED PARTIES AND NATURE OF RELATIONSHIP
I. KEY MANAGERIAL PERSONS AND OTHER DIRECTORS AS ON 31.03.2011
1. B Ramaswamy, Managing Director & President
2. P Srikar Reddy, Executive Vice President & Chief Operation Officer
3. M D Dalai, Executive Vice Chairmar
4. Pradip P Shah, Chairmar
5. S B Ghia, Director
6. Viren Raheja, Director
7. S N Talwar, Director
8. B K Syngal, Director
II. OTHERS AS ON 31.03.2011
List of related parties Nature of Relationship
S B Ghia Bhupati Investments &
Finance Pvt. Ltd. Significant Influence
(through VIPL),
Director Spouse Mrs.R S Ghia as
Chairperson and
brothers wife
Mrs.V D Ghia
as Director
Chika Pvt. Ltd. Son Mr.N S Ghia as
Chairman
Viraj Investments
Pvt. Ltd. (VIPL) Son as Chairman and
Spouse, Brothers wife
are Directors
M D Dalai Daltreya Investment &
Finance Pvt. Ltd. Spouse & sister are
Directors
Executive
Vice Chairman
Viren Raheja Rajan B Raheja Father
Director Suman R Raheja Mother
Akshay R Raheja Brother
Excelsior Construction
Pvt. Ltd. 100% shareholding by
Mr.Rajan B Raheja &
his family
Gstaad Investments &
Finance Pvt. Ltd. 100% shareholding by
Mr.Rajan B Raheja &
his family
Trophy Investments &
Finance Pvt. Ltd. 100% shareholding by
Mr.Rajan B Raheja &
his family
B Ramaswamy Sonata Information
Technology Ltd. Director
Managing
Director &
President TUI InfoTec GmbH, Germany Member of Supervisory Board
Sonata Software FZ LLC,
Dubai Director
P Srikar
Reddy Sonata Information
Technology Ltd. Director
Executive
Vice
President
& CEO
TUI InfoTec GmbH, Germany Managing Director
Sonata Software FZ LLC,
Dubai Director
Subsidiaries Sonata Information
Technology Ltd. Wholly owned
subsidiary of Sonata
Sonata Software FZ LLC,
Dubai Wholly owned subsidiary of
Sonata
Sonata Software North
America Inc., USA Wholly owned subsidiary of
Sonata
Sonata Software GmbH,
Germany Wholly owned subsidiary of
Sonata
Sonata Europe Ltd, UK Wholly owned subsidiary of
Sonata
TUI InfoTec GmbH, Germany Subsidiary of Sonata
Note : Above disclosures have been made by the Directors pursuant to
the legal opinion from M/s Kanga & Co, Solicitors.
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