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Tata Consultancy Services
BSE: 532540|NSE: TCS|ISIN: INE467B01029|SECTOR: Computers - Software
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« Mar 11
Notes to Accounts Year End : Mar '12
1) Corporate information
 
 Tata Consultancy Services Limited (referred to as TCS Limited or the
 Company) and its subsidiaries provide a wide range of information
 technology and consultancy services including systems, hardware and
 software, communications and networking, hardware sizing and capacity
 planning, software management solutions, technology education services
 and business process outsourcing. The Companys full services portfolio
 consists of Application Development and Maintenance, Business
 Intelligence, Enterprise Solutions, Assurance, Engineering and
 Industrial Services, IT Infrastructure Services, Business Process
 Outsourcing, Consulting and Asset Leveraged Solutions.
 
 As of March 31, 2012, Tata Sons owned 73.75% of the Companys equity
 share capital and has the ability to control its operating and
 financial policies. The Companys registered office is in Mumbai and it
 has 58 subsidiaries across the globe.
 
 2) Rights, preferences and restrictions attached to shares Equity
 shares
 
 The Company has one class of equity shares having a par value of Rs 1
 each. Each shareholder is eligible for one vote per share held. The
 dividend proposed by the Board of Directors is subject to the approval
 of the shareholders in the ensuing Annual General Meeting, except in
 case of interim dividend. In the event of liquidation, the equity
 shareholders are eligible to receive the remaining assets of the
 Company after distribution of all preferential amounts, in proportion
 to their shareholding.
 
 Preference shares
 
 Preference shares would be redeemable at par at the end of six years
 from the date of allotment i.e. March 28, 2008, but may be redeemed at
 any time after 3 years from the date of allotment at the option of
 shareholder. These shares would carry a fixed cumulative dividend of 1%
 per annum and a variable non-cumulative dividend of 1% of the
 difference between the rate of dividend declared during the year on the
 equity shares of the Company and the average rate of dividend declared
 on the equity shares of the Company for three years preceding the year
 of issue of the redeemable preference shares.
 
 Market value of quoted investments as classified above as at March 31,
 2012 is Rs 1540.94 crores (March 31, 2011: Rs 1612.11 crores).
 
 The Company has given undertakings to the Government of Maharashtra not
 to divest its shareholding in MahaOnline Limited except to an
 affiliate. This equity investment is subject to the restriction as per
 terms of contractual agreement. The restriction is valid as on March
 31, 2012.
 
 Unquoted debentures include subscription to the privately placed
 unsecured, unlisted, redeemable, non - convertible debentures issued by
 Tata Sons Limited in January 2010 and its subsidiary Panatone Finvest
 Limited in March 2010 for a consideration of Rs 1000 crores and Rs 200
 crores, respectively. The debentures issued by Tata Sons Limited would
 be redeemable at par in three equal installments at the end of second,
 third and fourth year, respectively from the date of allotment. The
 first installment was received on January 21, 2012. The debentures
 issued by Panatone Finvest Limited would be redeemed at the end of the
 third year. The amount receivable on redemption within a period of one
 year from the date of the balance sheet is classified under Current
 investment and balance as Non - current investment.
 
 3) NON - CURRENT INVESTMENTS
 
 In terms of the shareholders agreement dated March 23, 2006, Phoenix
 Group Services Limited (formerly known as Pearl Group Services
 Limited), exercised their put option and sold equity holding of 24% in
 Diligenta Limited to the Company at a fixed price of Rs 228.00 crores
 (GBP 30.24 million) in September 2011. Thereby Diligenta Limited became
 wholly owned subsidiary of the Company.
 
 Tata Consultancy Services Morocco SARL AU, a wholly owned subsidiary,
 is in the process of being voluntarily liquidated.
 
 On December 20, 2011, the Company has subscribed to 100 percent equity
 share capital of Tata Consultancy Services Qatar S.S.C.
 
 On January 24, 2012, the Company through its wholly owned subsidiary,
 Tata Consultancy Services Japan Limited subscribed to 60 percent share
 capital of Nippon TCS Solution Center Limited.
 
 On March 9, 2012, the Company through its wholly owned subsidiary, Tata
 Consultancy Services Netherlands BV subscribed to 100 percent share
 capital of Tata Consultancy Services Osterreich GmbH.
 
 On March 16, 2012, the Company through its wholly owned subsidiary,
 Tata Consultancy Services Netherlands BV subscribed to 100 percent
 share capital of Tata Consultancy Services Danmark ApS.
 
 4) Current tax includes write back of provision (net) of Rs 34.99
 crores (Previous year: Additional provision (net) Rs 94.50 crores) in
 domestic and certain overseas jurisdictions relating to earlier years.
 
 5) Retirement benefit plans
 
 a) Defined contribution plans
 
 The Company makes Provident Fund and Superannuation Fund contributions
 to defined contribution retirement benefit plans for qualifying
 employees. Under the schemes, the Company is required to contribute a
 specified percentage of the payroll costs to fund the benefits. The
 contributions as specified under the law are paid to the provident fund
 set up as a trust by the Company. The Company is generally liable for
 annual contributions and any shortfall in the fund assets based on the
 government specified minimum rates of return and recognises such
 contributions and shortfall, if any, as an expense in the year it is
 incurred.
 
 The Company recognised Rs 359.36 crores (March 31, 2011: Rs 285.78
 crores) for provident fund contributions and Rs 91.19 crores (March 31,
 2011: Rs 73.74 crores) for superannuation contributions in the statement
 of profit and loss. The contributions payable to these plans by the
 Company are at rates specified in the rules of the schemes.
 
 The Company has contributed Rs 89.55 crores (March 31, 2011: Rs 61.39
 crores) towards foreign defined contribution plans.
 
 b) Defined benefit plans
 
 The Company makes annual contributions to the Employees Group
 Gratuity-cum-Life Assurance Scheme of the Life Insurance Corporation of
 India, a funded defined benefit plan for qualifying employees. The
 scheme provides for lump sum payment to vested employees at retirement,
 death while in employment or on termination of employment of an amount
 equivalent to 15 days salary for service less than 15 years,
 three-fourth months salary for service of 15 years to 19 years and one
 month salary for service of 20 years and more, payable for each
 completed year of service or part thereof in excess of six months.
 Vesting occurs upon completion of five years of service.
 
 The present value of the defined benefit obligation and the related
 current service cost were measured using the Projected Unit Credit
 Method, with actuarial valuations being carried out at each balance
 sheet date.
 
 6) Segment Reporting
 
 The Company has identified business segments (industry practice) as its
 primary segment and geographic segments as its secondary segment.
 
 Business segments are primarily financial services comprising customers
 providing banking, finance and insurance services, manufacturing
 companies, companies in retail and consumer packaged goods industries,
 companies in telecommunication, media and entertainment and others such
 as energy, resources and utilities, Hi-tech industry practice, life
 science and healthcare, s-Governance, travel, transportation and
 hospitality, products, etc.
 
 Revenues and expenses directly attributable to segments are reported
 under each reportable segment. Expenses which are not directly
 identifiable to each reporting segment have been allocated on the basis
 of associated revenues of the segment and manpower efforts. All other
 expenses which are not attributable or allocable to segments have been
 disclosed as unallocable expenses.
 
 Assets and liabilities that are directly attributable or allocable to
 segments are disclosed under each reportable segment. All other assets
 and liabilities are disclosed as unallocable. Fixed assets that are
 used interchangeably among segments are not allocated to primary and
 secondary segments.
 
 Geographical revenues are allocated based on the location of the
 customer. Geographic segments of the Company are Americas (including
 Canada and South American countries), Europe, India and Others.
 
 7) Contingent liabilities
 
                                                      (Rs crores)
                                            As at           As at
                                   March 31, 2012  March 31, 2011
 
 Claims against the Company not 
 acknowledged as debt                       21.49           21.45
 
 Income tax demands                       1381.97          602.65
 
 Indirect tax demands                       61.44           62.61
 
 Guarantees given by the Company 
 on behalf of subsidiaries (See (b)
 below)                                   3389.90         2120.91
 
 a) TCS e-Serve Limited has received demands aggregating Rs 330.07 crores
 (March 31, 2011: Rs 236.41 crores) in respect of income tax matters in
 dispute. TCS e-Serve Limited has paid advance taxes aggregating to Rs
 321.85 crores (March 31, 2011: Rs 185.13 crores) against disputed
 amounts for the various assessment years. The Company is entitled to an
 indemnification from the seller, of the above referred contingent
 claims on TCS e-Serve Limited, and would be required to refund to the
 seller, amounts equal to monies received by TCS e-Serve Limited, on all
 such claims, as an adjustment to the purchase price consideration.
 
 b) The Company has provided guarantees aggregating to Rs 3068.55 crores
 (GBP 376.75 million) (March 31, 2011: Rs 1978.41 crores) (GBP 275.60
 million) to third parties on behalf of its subsidiary Diligenta
 Limited. The Company does not expect any outflow of resources in
 respect of the above.
 
 36) Capital and other commitments
 
 a) Estimated amount of contracts remaining to be executed on capital
 account and not provided for (net of advances) Rs 1682.98 crores (March
 31, 2011: Rs 1132.27 crores).
 
 b) The Company has undertaken to provide continued financial support to
 its subsidiaries APOnline Limited and TCS FNS Pty Limited.
 
 c) The Company has a purchase commitment towards India Innovation Fund
 for the uncalled amount of balance Rs 80963.86 per unit of 1000 units
 aggregating to Rs 8.10 crores (March 31, 2011: Rs 9.00 crores).
 
 In addition to the above Cash Flow Hedges, the Company has outstanding
 foreign exchange forward and currency option contracts with notional
 amount aggregating Rs 8222.75 crores (March 31, 2011: Rs 4432.67 crores)
 whose fair value showed a loss of Rs 92.81 crores as on March 31, 2012
 (March 31, 2011: gain of Rs 27.45 crores). Exchange loss of Rs 192.83
 crores (Previous year: Rs 8.88 crores) on foreign exchange forward and
 currency option contracts have been recognised in the statement of
 profit and loss.
 
 As of balance sheet date, the Company has net foreign currency
 exposures that are not hedged by derivative instruments or otherwise
 amounting to Rs 338.23 crores (March 31, 2011: Rs 109.03 crores).
 
 8) Remittance in foreign currencies for dividends
 
 The Company has remitted Rs Nil (March 31, 2011: Rs Nil) in foreign
 currencies on account of dividends during the year and does not have
 information as to the extent to which remittance, if any, in foreign
 currencies on account of dividends have been made by / on behalf of
 non-resident shareholders. The particulars of dividends declared and
 paid to non-resident shareholders for the year 2010-11 and interim
 dividends for the year 2011-12, are as under:
 
 9) Research and development expenditure aggregating to Rs 127.16 crores
 (Previous year: Rs 97.20 crores) was incurred during the year.
 
 10) These financial statements have been prepared in the format
 prescribed by the Revised Schedule VI to the Companies Act, 1956.
 Previous years figures have been recast / restated.
 
Source : Dion Global Solutions Limited
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