1) The Company has given undertakings to (a) Bank of China Co. Limited,
not to transfer its controlling interest in TCS Financial Solutions
Australia Pty Limited, a wholly owned subsidiary of TCS FNS Pty Limited
and (b) the Government of Maharashtra not to divest its shareholding in
MahaOnline Limited except to an affiliate.
2) Retirement benefit plans
a) Defined contribution plans
The Company and its subsidiaries make Provident Fund and Superannuation
Fund contributions to defined contribution retirement benefit plans for
qualifying employees. Under the schemes, the Company and its
subsidiaries are required to contribute a specified percentage of the
payroll costs to fund the benefits. The Provident Fund scheme
additionally requires the Company and its subsidiaries to guarantee
payment of interest at rates notified by the Central Government from
time to time, for which shortfall has been provided for as at the
Balance Sheet date.
The Group recognised Rs. 320.01 crores (Previous year : Rs. 264.68 crores)
for provident fund contributions and Rs. 99.82 crores (Previous year : Rs.
77.21 crores) for superannuation contributions in the profit and loss
account. The contributions payable to these plans by the Group are at
rates specified in the rules of the schemes.
The Group has contributed Rs. 68.60 crores (Previous year : Rs. 53.01
crores) towards foreign defined contribution plans.
b) Defined benefit plans
In accordance with Indian law, the Company and its subsidiaries in
India provide for gratuity, post retirement medical benefit and pension
plan, a defined benefit retirement plan covering eligible employees in
India. The plan provides for a lump sum payment to vested employees at
retirement, death while in employment or on termination of employment
in an amount equivalent to 15 to 30 days salary payable for each
completed year of service. Vesting occurs upon completion of five years
of service. The measurement date used for determining retirement
benefits for gratuity is March 31. Certain overseas subsidiaries of the
Company also provide for retirement benefit plans in accordance with
the local laws.
The present value of the defined benefit obligation and the related
current service cost were measured using the Projected Unit Credit
Method, with actuarial valuation being carried out at each balance
sheet date.
The following table set out the funded status of the retirement benefit
plans and the amounts recognised in the financial statements:
3) Unbilled revenue as at March 31, 2011, amounting to Rs. 1348.85 crores
(March 31, 2010 : Rs. 1201.14 crores) primarily comprises of the revenue
recognised in relation to efforts incurred on turnkey contracts priced
on a fixed time, fixed price basis.
4) Research and development expenditure aggregating Rs. 106.13 crores
(Previous year : Rs. 84.44 crores) was incurred during the year.
5) Sale of Equipment is net of excise duty of Rs. 0.27 crore (Previous
year : Rs. 0.39 crore).
6) Segment Reporting
The Group 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 Group are Americas (including
Canada and South American countries), Europe, India and Others.
7) Current tax is net of the effect of additional provision (net) of Rs.
132.76 crores for the year ended March 31, 2011 (Previous year : X
39.27 crores) in domestic and certain overseas jurisdictions relating
to earlier years.
8) Related Party Disclosures
A) Related Parties and their Relationship
I) Holding Company
Tata Sons Limited
II) Fellow Subsidiaries with whom the Group has transactions
- Tata Capital Limited
- Tata AIG General Insurance Company Limited
- Tata AIG Life Insurance Company Limited
- Tata Consulting Engineers Limited (formerly TCE Consulting Engineers
Limited)
- Tata Housing Development Company Limited
- Tata Limited
- Panatone Finvest Limited
- Tata Business Support Services Limited
- Tata Sky Limited
- Tata Teleservices Limited
- Tata Teleservices (Maharashtra) Limited
- VIOM Networks Limited (Formerly Wireless - TT Info Services Limited)
- Infiniti Retail Limited
- Computational Research Laboratories Limited
- Tata Realty And Infrastructure Limited
- Tata Securities Limited
- e-Nxt Financials Limited
- Tata Investment Corporation Limited
- Nova Integrated Systems Limited
- Tara Aerospace Systems Limited
- Tata Advanced Systems Limited
- TC Travel And Services Limited Tata Capital Pic (UK)
- Tata Aerostructure Limited (w.e.f. 05.04.2010)
- TT Holdings & Services Private Limited (w.e.f. 25.08.2010)
- Tata Industries Limited (w.e.f. 01.09.2010)
- Tata Advanced Materials Limited (w.e.f. 01.09.2010)
- Tata International Limited (w.e.f. 01.09.2010)
- Tata Africa Holdings (SA) (Proprietary) Limited (w.e.f. 01.09.2010)
- TATA Africa Holdings (Kenya) Limited (w.e.f. 01.09.2010)
- Tata Automobile Corporation (SA) (Proprietary) Limited (w.e.f.
01.09.2010)
- Tata Autocomp Systems Limited (w.e.f. 01.09.2010)
- Drive India Enterprise Solutions limited (w.e.f. 01.09.2010)
III) Associate
- National Power Exchange Limited (ceased to be an associate w.e.f.
04.09.2010)
IV) Key Management Personnel
- Mr. N. Chandrasekaran
- Mr. S. Mahalingam
- Mr. Phiroz Vandrevala
9) Contingent Liabilities
(Rs. crores)
Particulars As at As at
March 31, 2011 March 31, 2010
Claims against the Group not
acknowledged as debt 82.83 114.33
Income Taxes (See note (i) below) 842.04 471.61
Indirect Taxes 144.68 121.89
Guarantees given by the Group
(See note (ii) below) 2259.48 1923.19
Unexpired Letters of Credit 1.57 0.15
Other Contingencies 0.94 -
Notes:
i) Income tax matters includes Rs. 236.41 crores (March 31, 2010 : Rs.
212.59 crores) in respect of TCS e-Serve Limited, in which the Company
has 96.26 percent stake. As on the acquisition date, i.e. December 31,
2008, TCS e-Serve Limited had net advance taxes aggregating to Rs. 185.13
crores against the disputed amounts for the various assessment years.
The Company is entitled to an indemnification of the above referred
contingent claims on TCS e-Serve Limited from the seller 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.
ii) The Group has provided guarantees aggregating to Rs. 1978.41 crores
(GBP 275.60 million) (March 31, 2010 : Rs. 1719.32 crores) (GBP 252.50
million) to third parties on behalf of its subsidiary Diligenta
Limited. The Group does not expect any outflow of resources in respect
of the above.
iii) The Group has examined the social security and tax aspects of
contracts with legal entities which provide services to an overseas
subsidiary and, based on legal opinion, concludes that the subsidiary
is in compliance with the related statutory requirements.
10) During the year ended March 31, 2011, the Company has received Rs.
27.33 crores (USD 6 million) from the seller of an investment against
the release of an indemnification obligation, which has been adjusted
against the goodwill arising on consolidation.
11) Commitments
i) Estimated amount of contracts remaining to be executed on capital
account and not provided for (net of advances) Rs. 1208.27 crores (March
31, 2010 : Rs. 1172.62 crores).
ii) Phoenix Group Services Limited (Phoenix) (formerly Pearl Group
Services Limited ) has an equity holding of 24% in Diligenta Limited.
Under the shareholders agreement dated March 23, 2006, the Company has
a call option to purchase all the shares held by Phoenix at fixed price
of Rs. 217.08 crores (GBP 30.24 million) at the end of fourth year and
Phoenix has a put option to sell the shares to the Company at the same
price at the end of the fifth year. The Company has further call option
commencing from the sixth year till the end of the eightieth year. As
at March 31, 2011, neither of the option has been exercised.
iii) The Company has a purchase commitment towards India Innovation
Fund for the uncalled amount of Rs. 90,000 per unit against the balance
investment of 1000 units aggregating to Rs. 9.00 crores (March 31, 2010 :
Rs. 9.00 crores).
iv) The share purchase agreement for acquisition of Comicrom S.A.
(merged with Tata Consultancy Services Chile S.A.) provided for
additional contingent consideration payable to the previous owners. A
sum of Rs. 4.55 crores (USD 1 million) has been paid by the Company
during the year ended March 31, 2011, towards full and final settlement
of its dues under the agreement.
12) Derivative Financial Instruments
The Company and its subsidiaries, in accordance with its risk
management policies and procedures, enter into foreign currency forward
contracts and currency option contracts to manage its exposure in
foreign exchange rates. The counter party is generally a bank. These
contracts are for a period between one day and eight years.
13) Increase in payables in respect of purchase of fixed assets
amounting to Rs. 29.13 crores for the year ended March 31, 2011 (Previous
year : Rs. 5.02 crores) have been considered as a non cash transaction.
14) Figures pertaining to the subsidiary companies have been
reclassified wherever necessary to bring them in line with the Group
financial statements.
15) Previous years figures have been recast / restated wherever
necessary.
16) Previous years figures are in italics.
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