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Notes to Accounts of Almondz Global Securities Ltd.

Mar 31, 2015

1.1 Disclosures required under AS-15-Employee Benefits

The Company has a defined benefit gratuity plan. The present value of obligation is determined based on actuarial valuation using the projected unit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation for leave encashment is recognized in the same manner as gratuity.

1.2 Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. 61,05,680 (previous year Rs .61,05,680).

1.3 In relation to the two of the merchant banking assignments undertaken by the Company, the Securities Exchange Board of India ('SEBI') prohibited the company for five years from the date of interim order i.e. 28th December, 2011, from taking up any new assignments or involvement in any new issue of capital including an IPO, follow on issue etc. or involvement in buy back of securities under SEBI (Buy-Back of Securities) Regulations, 1998, open offers under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and delisting of securities under the SEBI (Delisting of Equity Shares) Regulations, 2009 and suspended the certificate of registration of the company with SEBI under Securities and Exchange Board of India (Merchant Bankers) Regulation, 1992 for a period of six months from 3 March, 2014 (Period of suspension of certificate of registration has since expired). The company has filed appeals with designated authorities.

1.4 Pursuant to enactment of the Companies Act, 2013, the Company has applied the useful lives as specified in Schedule II. Accordingly the unamortised carrying value is being depleted over the remaining useful lives. In respect of fixed assets whose lives have expired on 1st April, 2014, the carrying amount has been charged to retained earnings.

1.5 Related Party Disclosures

(A) Names of related parties and description of relationship :

(i) Investing parties in respect of which the company is an associate

Avonmore Capital and Management Services Limited (ACMS)

Almondz Insurance Brokers Private Limited (AIBPL) [with effect from 1 January 2014]

Almondz Re-insurance Brokers Private Limited (ARBPL)

(Subsidiary of Almondz Insurance Brokers Private Limited) [with effect from 1 January 2014]

Almondz Debt Advisors Limited (ADAL) [with effect from 19 August 2013

New Age Blocks Private Limited (NABPL)

Yug Infrastructures Private Limited (YIPL)

(ii) Subsidiaries (entities over which the Company exercises control) Almondz Finanz Limited (AFL)

Almondz Debt Advisors Limited (ADAL) (Subsidiary of Almondz Finanz Limited) [upto 18 August 2013] Almondz Commodities Private Limited (ACPL)

Almondz Wealth Advisors Limited (AWAL) [Formerly Almondz Retail Equity Limited] Almondz Insurance Brokers Private Limited (AIBPL) [Subsidiary upto 31 December 2013] Almondz Re-insurance Brokers Private Limited (ARBPL)

(Subsidiary of Almondz Insurance Brokers Private Limited) [upto 31 December 2013] Skiffle Healthcare Services Limited (SHSL) (Wholly owned subsidiary w.e.f 10 June 2014) North Square Projects Private Limited (NSPPL) (Wholly owned subsidiary w.e.f 01 June 2014) Almondz Global Infra-Consultant Limited (AGICL) [Wholly owned subsidiary w.e.f 12 December 2013]

(iii) Enterprises over which Key Managerial Personnel and relatives of such personnel exercise significant influence

Innovative Money Matters Private Limited (IMMPL)

Rinku Sobti Fashions (P) Limited (RSFPL)

Premier Alcobev Private Limited (PAPL)

Radha Madhav Centre for Social and Cultural Development

(iv) Key Managerial Personnel

Mr. Vinay Mehta (Managing Director upto 16 July 2014)

Mr. Navjeet Singh Sobti (Vice Chairman & Managing Director w.e.f.12 August 2014)

Mr. Jagdeep Singh (Whole Time Director)

Mr. Govind Prasad Agrawal (Chief Financial Officer)

Mr. Ajay Pratap (Company Secretary)

(v) Relatives of Key Managerial Personnel

Mrs. Bulbul Dhir Mehta Mrs. Gurpreet N.S. Sobti Navjeet Singh Sobti (HUF) Jagdeep Singh (HUF) Mr. Surinderjeet Singh Mrs. Bimla Kaur Mr. Manpreet Singh Mrs. Parmeet Kaur

Notes :

(I) Business Segments : The Company's business segments have been classified as above. This business segregation forms the basis for review of operating performance by the management. The following are the business segments identified by the management:

- Debt Market operations comprises dealing/trading in securities and bonds which involves exposure to market risk.

- Corporate finance comprises merchant banking, underwriting commission, corporate and infrastructure advisory and loan syndication fees and arranger of debts / bonds, etc. These are mainly in the nature of services involving no or negligible risk.

- Broking activities comprises Stock and Share broking on National Stock Exchange of India Limited and Bombay Stock Exchange Limited and other related ancillary services, broking and commission of mutual funds, equity initial public offerings, capital gain bonds, fixed deposits of government undertakings and RBI taxable bonds, etc. These are mainly in the nature of services involving no or negligible risk. During the previous financial year, segment Distribution activities and Equity division activities were merged to segment Broking activities.

- Infrastructure advisory comprises advisory services in relation to infrastructure projects mainly in the nature of services involving no or negligible risk.

(II) - The shareholders of the Company approved transfer or otherwise disposal of the Company's undertakings comprising debt arrangement operations, portfolio management services and wholesale debt market operations to Almondz Finanz Limited, a 100% subsidiary of the Company. However, the procedural formalities for implementing the approval granted by the shareholders have not yet been finalised. The Board has decided not to proceed further in the matter for the time being.

- The Board of directors, at its meeting held on 31 March 2015, decided to dispose of the Company's Retail Distribution division to one of its subsidiaries namely Almondz Wealth Advisors Limited. The said division is yet to be disposed off.

(III) Accounting policies for segment reporting

- Segments are identified by the management, keeping in view the dominant source and nature of risks and returns and the internal organization and management structure.

- Revenue and expenses have been identified to a segment on the basis of relationship to the operating activities of the segment.

- Revenue and expenses, which relate to the company as a whole and are not allocable to a segment on reasonable basis, have been disclosed as 'unallocable'.

- Segment assets and liabilities represent assets and liabilities in respective segments. Tax related assets, and other assets and liabilities that are not reported or cannot be allocated to a segment on a reasonable basis, have been disclosed as 'unallocable'

1.6 Operating lease obligations

The Company has taken various office premises on operating lease. The total of the future minimum lease payments under non-cancellable operating lease are as follows:


Mar 31, 2014

1.1 Disclosures required under AS-15-Employee Benefits

The Company has a defined benefit gratuity plan. The present value of obligation is determined based on actuarial valuation using the projected unit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation for leave encashment is recognized in the same manner as gratuity.

Note: Liability in respect of compensated absences at the end of the current year amounts to Rs. 4,596,869 (previous year Rs. 4,560,855).

The estimates of future salary increase considered in actuarial valuation after taking into account the inflation, seniority, promotion and other relevant factors such as demand in the employment market and supply.

Particulars As at As at 31 March 2014 31 March 2013

1 Suit filed by clients on the Company for recovery on account of unauthorized trades on stock exchanges/deficiency in services. These matters are pending before various dispute resolution authorities. 152,547 2,008,206

2 Suit filed by previous employees on the Company for recovery of their dues from Company. These matters are pending before various courts. 596,544 446,544

3 Show cause notice for service tax demand in relation to the financial year ended 31 March 2007 and 31 March 2008. Appeal filed with Service Tax Tribunal R. K . Puram New Delhi. Hearing awaited. 6,444,100 3,221,550

4 Show cause notice for service tax demand in relation to the financial year ended 31 March 2006 till the financial year ended 31 March 2009. Reply filed with Assistant Commissioner of Service Tax, M G Road, New Delhi. Hearing awaited. 1,272,868 1,272,868

5 Corporate guarantee issued for Almondz Finanz Limited, a wholly owned subsidiary of the Company. 300,000,000 300,000,000

6 Corporate guarantee issued for Almondz Commodities Private Limited, a subsidiary of the Company. 50,000,000 50,000,000

7 Income-tax demand raised by Assessing Officer in respect of financial year ended 31 March 2006. Hearing pending at ITAT, Loknath Bhawan, Khan Market, New Delhi. 4,054,709 4,054,709

8 Income-tax demand raised by assessing officer in respect of financial year ended 31 March 2007. Hearing pending at ITAT, Loknath Bhawan, Khan Market, New Delhi. 2,723,937 2,723,937

9 TDS demand raised by Assessing Officer in respect of financial year ended 31 March 2008. Application for amendment filed with concerned department. Reply awaited. 4,410,300 4,410,300

10 Demand of service tax liability on account of short deposit of tax for the period May and June, 2003 vide their order no.50/2011 dated 28.02.2011 by Assistant Commissioner Service Tax, Range-1. Order received from the department in which demand deleted — 419,819

Total 369,655,005 368,557,933

1.2 Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs.6,105,680 (previous year Rs.6,105,680).

1.3 In relation to the two of the merchant banking assignments undertaken by the Company, the Securities Exchange Board of India (''SEBI'') has prohibited the Company for five years from the date of interim order from taking up any new assignments or involvement in any new issue of capital including an IPO, follow on issue etc.or involvement in buy back of securities under SEBI (Buy-Back of Securities) Regulations, 1998, open offers under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and delisting of securities under the SEBI (Delisting of Equity Shares) Regulations, 2009 and suspended the certificate of registration of the company with SEBI under Securities and Exchange Board of India (Merchant Bankers) Regulation, 1992 for a period of six months from 3 March, 2014. The company has filed/in process of filing appeals with designated authorities.

1.4 Related Party Disclosures

(A) Names of related parties and description of relationship:

(i) Investing parties in respect of which the company is an associate

Avonmore Capital and Management Services Limited (ACMS)

Almondz Insurance Brokers Private Limited (AIBPL) [with effect from 1 January 2014]

Almondz Re-insurance Brokers Private Limited (ARBPL)

(Subsidiary of Almondz Insurance Brokers Private Limited) [with effect from 1 January 2014]

Almondz Debt Advisors Limited (ADAL) [with effect from 19 August 2013]

(ii) Subsidiaries (entities over which the Company exercises control)

Almondz Finanz Limited (AFL)

Almondz Debt Advisors Limited (ADAL) (Subsidiary of Almondz Finanz Limited) [upto 18 August 2013]

Almondz Commodities Private Limited (ACPL)

Almondz Wealth Advisors Limited (AWAL) [Formerly Almondz Retail Equity Limited]

Almondz Insurance Brokers Private Limited (AIBPL) [upto 31 December 2013]

Almondz Re-insurance Brokers Private Limited (ARBPL)

(Subsidiary of Almondz Insurance Brokers Private Limited) [upto 31 December 2013]

Skiffle Healthcare Services Limited (SHSL)

Almondz Global Infra-Consultant Limited (AGICL) [with effect from 12 December 2013]

(iii) Enterprises over which Key Managerial Personnel and relatives of such personnel exercise significant influence

Innovative Money Matters Private Limited (IMMPL)

Rinku Sobti Fashions (P) Limited (RSFPL)

New Age Block Private Limited (NABPL)

(iv) Key Managerial Personnel

Mr. Vinay Mehta

Mr. Navjeet Singh Sobti

Mr. Jagdeep Singh

Mr. Govind Prasad Agrawal

(v) Relatives of Key Managerial Personnel

Mrs. Bulbul Dhir Mehta Mrs. Gurpreet N.S. Sobti Navjeet Singh Sobti (HUF)

Jagdeep Singh (HUF)

Mr. Surinderjeet Singh Mrs. Bimla Kaur Mr. Manpreet Singh Mrs. Parmeet Kaur

Radha Madhav Centre for Social and Cultural Development (Trust in which a Key Managerial Personnel is a Trustee)

Notes :

(I) Business Segments : The Company''s business segments have been classified as above. This business segregation forms the basis for reviewof operating performance by the management. The following are the business segments identified by the management :

- Debt Market operations comprises dealing/trading in securities and bonds which involves exposure to market risk.

- Corporate finance comprises merchant banking, underwriting commission, corporate and infrastructure advisory and loan syndication fees and arranger of debts/bonds, etc. These are mainly in the nature of services involving no or negligible risk.

- Broking activities comprises Stock and Share broking on National Stock Exchange of India Limited and Bombay Stock Exchange Limited and other related ancillary services, broking and commission of mutual funds, equity initial public offerings, capital gain bonds, fixed deposits of government undertakings and RBI taxable bonds, etc. These are mainly in the nature of services involving no or negligible risk. During the current financial year, segment Distribution activities and Equity division activities were merged to segment Broking activities. Previous year figures have accordingly been regrouped and/or re-arranged.

(II) The shareholders of the Company approved transfer or otherwise disposal of the Company''s undertakings comprising debt arrangement operations, portfolio management services and wholesale debt market operations to Almondz Finanz Limited, a 100% subsidiary of the Company. However, the procedural formalities for implementing the approval granted by the shareholders have not yet been finalised. The Board has decided not to proceed further in the matter for the time being.

(III) Accounting policies for segment reporting

- Segments are identified by the management, keeping in view the dominant source and nature of risks and returns and the internal organization and management structure.

- Revenue and expenses have been identified to a segment on the basis of relationship to the operating activities of the segment.

- Revenue and expenses, which relate to the company as a whole and are not allocable to a segment on reasonable basis, have been disclosed as ''unallocable''.

- Segment assets and liabilities represent assets and liabilities in respective segments. Tax related assets, and other assets and liabilities that are not reported or cannot be allocated to a segment on a reasonable basis, have been disclosed as ''unallocable.''

1.4 Operating lease obligations

The Company has taken various office premises on operating lease. The total of the future minimum lease payments under non-cancellable operating lease are as follows.


Mar 31, 2013

1.1 Disclosures required under AS-15-Employee Benefits

The Company has a defined benefit gratuity plan. The present value of obligation is determined based on actuarial valuation using the projected unit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation for leave encashment is recognized in the same manner as gratuity.

1.2 Commitments

Estimate amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. 6,105,680 (previous year Rs. NIL).

1.3 In relation to two of the merchant banking assignments executed by the Company, Securities Exchange Board of India (''SEBI'') had passed an ex parte ad-interim order prohibiting the Company from taking up any new merchant banking assignments or involvement in any new issue of capital including initial public offerings, follow-on issue and etcetera from the securities market. The ex parte ad interim order was later on confirmed by SEBI and show cause notices under regulations of SEBI (Intermediateries) Regulations, 2008 and under various sections of SEBI Act were issued. The Company has filed its response with the SEBI and the matter is under the SEBI''s consideration. In view of the uncertainty of the ultimate outcome, the impact, if any, cannot be presently ascertained and therefore, no provisions for any liability or any other adjustments that might be required has not been recognised in the financial statements.

1.4 Related Party Disclosures

(A) Names of related parties and description of relationship :

(i) Investing parties in respect of which the company is an associate

Almondz Capital and Management Services Limited (ACMS)

(ii) Subsidiaries (entities over which the Company exercises control) Almondz Finanz Limited (AFL)

Almondz Debt Advisors Limited (ADAL) (Subsidiary of Almondz Finanz Limited) Almondz Commodities Private Limited (ACPL) Almondz Retail Equity Limited (AREL) Almondz Insurance Brokers Private Limited (AIBPL)

Almondz Re-insurance Brokers Private Limited (ARBPL) (Subsidiary of Almondz Insurance Brokers Private Limited) Skiffle Healthcare Services Limited (SHSL) [with effect from 15 February 2013]

(iii) Enterprises over which Key Managerial Personnel and relatives of such personnel exercise significant influence

Innovative Money Matters Private Limited (IMMPL) Rinku Sobti Fashions (P) Limited (RSFPL)

(iv) Key Managerial Personnel

Mr. Vinay Mehta

Mr. Navjeet Singh Sobti

Mr. Jagdeep Singh

(v) Relatives of Key Managerial Personnel

Mrs. Bulbul Dhir Mehta Mrs. Gurpreet N. S. Sobti Navjeet Singh Sobti (HUF) Jagdeep Singh (HUF) Mr. Surinderjeet Singh Mrs. Bimla Kaur Mr. Manpreet Singh Mrs. Parmeet Kaur

1.5 Operating lease obligations

The Company has taken various office premises on operating lease. The total of the future minimum lease payments under non-cancellable operating lease are as follows :


Mar 31, 2012

Rights, preferences and restriction attached to equity shares

The Company has only one class of shares referred to as equity shares having a par value Rs. 6 each. Each member of the Company has voting rights on a poll, in proportion to his share in the paid-up equity share capital. On show of hands every member present in person and being holder of equity share shall have one vote.

Each shareholder is entitled to receive interim dividend when it is declared by the Board of Directors. The final dividends proposed by the Board of Directors are paid when approved by the shareholders at annual general meeting.

In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. The distribution will in proportion of the equity shares held by the shareholders.

Employees Stock Option Scheme 2007

The Company has instituted an Employee Stock Option Scheme in the year 2000, known as 'Employee Stock Option Scheme ('ESOS' or 'Scheme') 2007. This Scheme was adopted by the Board of Directors on 3 January 2008 and subsequently by shareholders of the Company on 4 March 2008, and is for issue of 4,500,000 options of the Company convertible into equal number of equity shares of the par value of Rs. 6 each. The scheme was further amended by the Board of Directors on 5 March 2010 and subsequently by shareholders of the Company on 13 April 2010 to increase number of options from 4,500,000 options to 15,000,000 options of the Company convertible into equal number of equity shares. A compensation committee comprising independent members of the Board of Directors administers the scheme. The Compensation Committee has framed various series under the scheme from time to time.

The weighted average share price of options exercised under the scheme during the year ended 31 March 2012 and 31 March 2011 was Rs. 26.65 and Rs. 52.14 respectively.

During the year ended 31 March 2012, the Company has revised the exercise price for the outstanding options as at date of revision. The revised exercise price for all the outstanding options of series A, B, C, D and E is Rs. 26.65 per option. The revision of exercise price was approved by Compensation Committee on 7 July 2011, being the closing price of the shares of the Company at Bombay Stock Exchange Ltd. (having higher trading volume) on 6 July 2011.

The following table summarise information about the series of options outstanding under as at 31 March 2012 and 31 March 2011 respectively.

As at 31 March 2012, the Company had 3,294,300 (previous year 3,446,800) number of shares reserved for issue under employee stock option plans. Out of above 2,560,631 (previous year 2,753,800) employee stock options are vested and are exercisable at any point of time.

The exercise prices of all the Company's stock options granted are equal to fair market price on the respective grant dates, accordingly there is no compensation cost to be recognised based on the intrinsic value of the options.

Had the Company used the fair value of options based on black scholes option pricing model, compensation cost for the year ended 31 March 2012 is Rs. 6,511,047 (previous year Rs. 18,936,909) and proforma loss after tax would have been Rs. 43,385,423 (previous year profit after tax of Rs. 46,687,964). On a proforma basis, basic and diluted earnings per share of the Company would have been Rs. 1.64 (previous year Rs. 1.84) respectively.

1Money received against warrants

The Company had allotted 4,510,000 share warrants during the year ended 31 March 2010 at a price of Rs. 57.26 per share warrant. These share warrants were convertible to equal numbers of equity shares at the option of the holder within 18 months from the date of the allotment. The Company had received Rs. 64,560,650 as an advance from the allottees. Since the holders of the warrants did not exercise option to convert the share warrants into equity shares, the advance of Rs. 64,560,650 has been forfeited and transferred to Capital reserve during the year ended 31 March 2012.

2Proposed dividends

Proposed dividend for the current year represents dividend in respect of 400,000 equity shares issued on exercise of employee stock options by certain employees of the Company before the book closure date for declaration of dividends for the financial year ended 31 March 2011. Since the financial statements for the year ended 31 March 2011 had been approved by the Board of Directors prior to the book closure date, the amount has been recorded as appropriation of profits for the year ended 31 March 2012. The Board of Directors has not proposed any dividend for the financial year ended 31 March 2012.

1 The Company has carried out computation of deferred tax in accordance with Accounting Standard 22 - Accounting for Taxes on Income notified in the Companies (Accounting Standards) Rules, 2006. Management is of the view that it is not virtually certain to realise the deferred tax assets arising on carried forward losses and unabsorbed depreciation. Accordingly, in the absence of virtual certainty deferred tax asset has been recognised to the extent of deferred tax liability.

1 The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that Micro and Small Enterprises should mention in their correspondence with their customers the Entrepreneurs Memorandum number as allocated after filing of the Memorandum. Based on information received and available with the Company, there are no trade payable and other current liabilities payable to Micro and Small Enterprises as at 31 March 2012 and 31 March 2011.

2 There are no amounts due for payment to the Investor Education and Protection Fund under Section 205C of the Companies Act, 1956 as at the year end.

3 The balance includes salary payable amounting to Rs. 16,403,887 (previous year Rs. 21,514,595).

1 During the previous year, remuneration paid by the Company to its executive directors exceeded the limits specified in Section 309 of the Companies Act, 1956. The excess remuneration amounted to Rs. 4,732,590. Payment of remuneration in excess of limits specified in Section 309 required prior approval of the Central Government. As at 31 March 2011, the Company's application for waiver of recovery of remuneration paid in excess of limits specified under section 309 was under consideration of the Central Government. Accordingly, pending approval of the waiver application made by the Company, the amount of Rs. 4,732,590 was held under trust by the executive directors of the Company.

During the current year, the Company has received approval of the Central Government. The amount has been recognised as personnel expenses in the Statement of Profit and Loss for the year ended 31 March 2012.

Long-term deposits with maturity of more than 12 months includes Rs. Nil (previous year Rs. 25,500,000) being deposit made with the banks as margin money for obtaining bank guarantees to be submitted with stock exchanges. Further, it also includes Rs. 2,800,000 (previous year Rs. 300,000) earmarked by the management for the settlement of certain liabilities.

1.1 Contingent Liabilities Particulars

As at As at 31 March 2012 31 March 2011

1 Suit filed by clients on the Company for recovery on account of unauthorized trades on stock exchanges/ deficiency in services.

These matters are pending before various dispute resolution authorities. 1,629,009 1,629,009

2 Suit filed by previous employees on the Company for recovery of their dues from Company. These matters are pending before various courts. 446,544 296,544

3 Show cause notice for service tax demand in relation to the financial year ended 31 March 2007 and 31 March 2008. 3,221,550 3,221,550

4 Show cause notice for service tax demand in relation to the financial year ended 31 March 2006 till the financial year ended 31 March 2009. 1,272,868 1,272,868

5 Show cause notice for service tax demand in relation to the financial year ended 31 March 2010. - 1,297,359

6 Corporate guarantee issued for Almondz Finanz Limited, a wholly owned subsidiary of the Company. 300,000,000 800,000,000

7 Corporate guarantee issued for Almondz Commodities Private Limited, a subsidiary of the Company. 50,000,000 -

8 Income-tax demand raised by assessing officer in respect of financial year ended 31 March 2006. 4,054,709 4,054,709

9 Income-tax demand raised by assessing officer in respect of financial year ended 31 March 2007. 2,723,937 2,723,937

10 Tax deducted at sources demand raised by assessing officer in respect of financial year ended 31 March 2008 for Salary and non salary return. 3,137,010 3,137,010

Total 366,485,627 817,632,986

1.2 In relation to two of the merchant banking assignments executed by the Company, Securities Exchange Board of India ('SEBI') had passed an ex parte ad-interim order prohibiting the Company from taking up any new merchant banking assignments or involvement in any new issue of capital including initial public offerings, follow-on issue and etcetera from the securities market. The Company has filed its response with the SEBI and the matter is under the SEBI's consideration. In view of the uncertainty of the ultimate outcome, the impact, if any, cannot be presently ascertained and therefore, no provisions for any liability or any other adjustments that might be required has not been recognised in the financial statements.

1 Amount of dividend net of tax of Rs. 215,653 for the year ended 31 March 2011 remitted during the year ending 31 March 2012.

2 Amount of dividend net of tax of Rs. 220,668 for the year ended 31 March 2010 remitted during the year ending 31 March 2011.

1.3 Related Party Disclosures

(A) Names of related parties and description of relationship:

(i) Holding company

Almondz Capital and Management Services Limited (ACMS) [till 11 June 2010]

(ii) Investing parties in respect of which the company is an associate

Almondz Capital and Management Services Limited (ACMS) [w.e.f. 12 June 2010]

(iii) Subsidiaries (entities over which the Company exercises control)

Almondz Finanz Limited (AFL)

Almondz Commodities Private Limited (ACPL)

Almondz Retail Equity Limited (AREL)

Almondz Insurance Brokers Private Limited (AIBPL) [with effect from 23 January 2010]

Almondz Re-insurance Brokers Private Limited (ARBPL) (Subsidiary of Almondz Insurance Brokers Private Limited) [with effect from 23 January 2010]

(iv) Associates

Almondz Insurance Brokers Private Limited (AIBPL) [till 22 January 2010]

Almondz Re-insurance Brokers Private Limited (ARBPL) (Subsidiary of Almondz Insurance Brokers Private Limited) [till 22 January 2010]

(v) Enterprises over which Key Managerial Personnel and relatives of such personnel exercise significant influence

Innovative Money Matters Private Limited (IMMPL)

Rinku Sobti Fashions (P) Limited (RSFPL)

(vi) Key Managerial Personnel

Mr. Vinay Mehta Mr. Navjeet Singh Sobti Mr. Jagdeep Singh

(vii) Relatives of Key Managerial Personnel

Mrs. Bulbul Dhir Mehta (transaction in previous year only)

Mrs. Gurpreet N.S. Sobti

Navjeet Singh Sobti (HUF)

Jagdeep Singh (HUF)

Mr. Surinderjeet Singh

Mrs. Bimla Kaur

Mr. Manpreet Singh

Mrs. Parmeet Kaur (transactions in previous year only)

Notes :

(I) Business Segments: The Company's business segments have been classified as above. This business segregation forms the basis for review of operating performance by the management. The following are the business segments identified by the management :

- Debt Market operations comprises dealing/trading in securities and bonds which involves exposure to market risk.

- Corporate finance comprises merchant banking, underwriting commission, corporate and infrastructure advisory and loan syndication fees and arranger of debts/bonds, etc. These are mainly in the nature of services involving no or negligible risk.

- Distribution activities comprises broking and commission of mutual funds, equity initial public offerings, capital gain bonds, fixed deposits of government undertakings and RBI taxable bonds, etc. These are mainly in the nature of services involving no or negligible risk.

- Equity division activity comprises Stock and Share broking on National Stock Exchange of India Limited and Bombay Stock Exchange Limited and other related ancillary services.

(II) The shareholders of the Company approved transfer or otherwise disposal of the Company's undertakings comprising debt arrangement operations, portfolio management services and wholesale debt market operations to Almondz Finanz Limited, a 100% subsidiary of the Company. However, the procedural formalities for implementing the approval granted by the shareholders have not yet been finalised. The Board has decided not to proceed further in the matter for the time being.

(III) Accounting policies for segment reporting

- Segments are identified by the management, keeping in view the dominant source and nature of risks and returns and the internal organization and management structure.

- Revenue and expenses have been identified to a segment on the basis of relationship to the operating activities of the segment.

- Revenue and expenses, which relate to the company as a whole and are not allocable to a segment on reasonable basis, have been disclosed as 'unallocable'.

- Segment assets and liabilities represent assets and liabilities in respective segments. Tax related assets, and other assets and liabilities that are not reported or cannot be allocated to a segment on a reasonable basis, have been disclosed as 'unallocable'

 
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