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Notes to Accounts of ICRA Ltd.

Mar 31, 2016

1. Employees stock option scheme (Also refer note 38)

a) Pursuant to the resolution passed by the shareholders at the annual general meeting held on June 12, 2006 for the grant of options, 906,000 equity shares representing 9.06% of the equity share capital of the Company have been issued to the ICRA Employees Welfare Trust (''Trust'') for grant of options to the eligible employees. Accordingly, the ICRA Employees Welfare Trust has granted stock options to those eligible employees from the pool of 906,000 equity shares in two tranches so far. The first tranche was granted during 2006-07 and the second during 2010-11.

b) 8,650 equity shares (previous year 47,097 equity shares) of Rs. 10 each transferred from trust to employees on exercise of the vested stock options in accordance with the terms of exercise under the "Employees Stock Option Scheme, 2006".

c) Under the Employees Stock Option Scheme, 2006, as at March 31, 2016 - 43,706 options (previous year 52,356 options) are outstanding for exercise out of total options granted under Tranche 2.

d) 119,961 equity shares (previous year 119,961) are held by trust which were issued by the Company but not yet granted under ESOS Scheme.

2. Rights, preferences and restrictions attached to equity shares

The Company has one class of equity shares having a par value of Rs. 10 each. Each shareholder is eligible for one vote per share held. The dividend recommended by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. 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.

3. Pursuant to Companies Act, 2013 (''the Act'') being effective from April 1, 2014, the Company had revised depreciation rate on fixed assets as per the useful life specified in Part ''C'' of Schedule II to the Act. As a result of this change, the depreciation charge for the year ended March 31, 2015 was higher by Rs. 117.23 lakh. In respect of assets whose useful life already expired as on April 1, 2014, depreciation of Rs. Nil (previous year Rs 20.18 lakh) [net of deferred tax impact of Rs. Nil (previous year Rs.10.39 lakh)] had been adjusted from reserves and surplus in accordance with the requirements of Schedule II of the Act.

4. Leases:

As Lessee

The Company''s significant operating lease arrangements are in respect of premises (residential, offices, godown etc.). The lease term for these leases ranges between 11 months and 12 years which includes a lock-in period and in certain cases are renewable by mutual consent on mutually agreeable terms. Lease payments under operating leases are recognised in the Statement of Profit and Loss on a straight-line basis over the lease term.

5. Segment reporting:

As the Company''s business activities falls within a single primary business segment and a geographical segment, the disclosure requirements of Accounting Standard 17 "Segment Reporting" specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 are not applicable.

6. The exceptional items represent provision for other than temporary diminution of Rs. 345.52 lakh (previous year Rs. 1,151.95 lakh) in the value of non-current investment in PT ICRA Indonesia (including advance given for allotment of shares, if any). This decision was taken by the Company based on extensive review of results, continuous losses in Indonesia entity and path of scalability, which presents significant challenges in the current environment. During current year, the Company has withdrawn the rating services business activity in Indonesia.

7. The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income-tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company has maintained adequate documentation for the international transactions entered into with the associated enterprises and domestic transactions entered into with the specified person during the financial year and expect such records to be in existence in accordance with the requirements of the law. The management is of the opinion that its international transactions are at arm''s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

8. Corporate social responsibility expenditure

As per Section 135 of the Act, a company, meeting the applicability threshold, needs to spend at least 2% of its average net Profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. A CSR committee was formed during the year 2014-15 and expenditure has been incurred on activities which are specified in Schedule VII of the Act.

(a) Gross amount required to be spent by the Company during the year ended March 31, 2016 was Rs. 129.62 lakh (previous year Rs. 123.41 lakh)

9. Employee Stock Option Scheme

The Company has a stock option plan in place namely:

Employee Stock Option Scheme 2006

The Board of Directors had constituted ESOS Compensation Committee (''Committee'') comprising a majority of Independent Directors for administration and supervision of the Stock Option Scheme.

In 2006-07, members approved constitution of ICRA Employees Welfare trust (''Trust'') for the purpose of welfare of the Employees and for administration of ESOS 2006. The Trust provides a convenient method for transferring shares to the eligible employees upon exercise of the options by such employees. The members authorised grant of loan(s) from time to time to the Trust in one or more tranches as agreed between the Board and the Trust.

10. Disclosure in respect of employee benefits under Accounting Standard (AS) – 15 (Revised) "Employee Benefits" prescribed by the Companies (Accounts) Rules, 2014.

defined contribution plans

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employed towards Provident fund and Employees State Insurance fund which is a defined contribution plan. The Company has no obligations other than to make the specified contributions. The contributions are charged to the Statement of Profit and Loss as they accrue. The amount recognised as an expense towards contribution to these funds for the year aggregated to Rs. 260.43 lakh (previous year Rs. 259.97 lakh) and is included in "Employee benefits".

defined benefit plans

The Company operates post-employment defined benefit plan that provides gratuity. The gratuity is payable to all eligible employees of the Company on superannuation, death or permanent disablement in terms of the provisions of the payment of Gratuity Act or as per the Company''s scheme, whichever is more beneficial.

The liability with regard to gratuity and compensated absences is accrued based on actuarial valuation at the Balance Sheet date, carried out by an independent actuary.

11. During the current year, amount payable to employees Rs. 591.46 lakh (previous year Rs. 499.63 lakh) and commission payable to Non-executive Directors Rs. 45.00 lakh (previous year Rs. 42.68 lakh) have been presented as ''Other current liability'' and ''Trade payable'' respectively instead of previous year classification of ''Short term provision''. The classification for the previous year amounts has been retained as presented in previous year''s financial statements.


Mar 31, 2015

1. Background

ICRA Limited (formerly Investment Information and Credit Rating Agency of India Limited) was set up in 1991 by leading financial/investment institutions, commercial banks and financial services companies as an independent and professional Investment Information and Credit Rating Agency, incorporated under the Companies Act, 1956, having its registered office in Delhi. It is listed on Bombay Stock Exchange and the National Stock Exchange of India. It has various subsidiaries involved in rating, management consulting, software solutions, information services etc.

1.1 Employees stock option scheme (AIso refer note 37)

a) Pursuant to the resolution passed by the shareholders at the annual general meeting held on June 12, 2006 for the grant of options, 906,000 equity shares representing 9.06% of the equity share capital of the Company have been issued to the ICRA Employees Welfare Trust for grant of options to the eligible employees. Accordingly, the ICRA Employees Welfare Trust has granted stock options to those eligible employees from the pool of 906,000 equity shares in two tranches so far. The first tranche was granted during 2006-07 and the second during 2010-11.

b) 47,097 equity shares (previous year 136,946 equity shares) of Rs. 10 each transferred from trust to employee on exercise of the vested stock options in accordance with the terms of exercise under the "Employees Stock Option Scheme, 2006".

c) Under the Employees Stock Option Scheme, 2006, as at March 31,2015 - 52,356 options (previous year 99,453 options) are outstanding for exercise out of total options granted under Tranche 1 and Tranche 2.

1.2 Rights, preferences and restrictions attached to equity shares

The Company has one class of equity shares having a par value of Rs. 10 each. Each shareholder is eligible for one vote per share held. The dividend recommended by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. 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.

1.3 Shares held by subsidiaries of the ultimate holding company

During the year, Moody's Corporation (the ultimate holding company of Moody's Group including Moody's Singapore Pte Ltd and Moody's Investment Company India Private Limited), on successful completion of February 2014-initiated Open Offer, acquired through Moody's Singapore Pte Ltd, 2,154,722 equity shares representing 21.55% of the share capital of ICRA. Consequently, the shareholding of Moody's Group in ICRA has increased from 28.51% to 50.06%.

* The Company declares dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. For the year ended March 31,2015, dividend of 240% (previous year 230%) i.e. Rs. 24 (previous year Rs. 23) per fully paid up equity share has been recognised as distributions to equity shareholders.

* excluding deferred tax assets of Rs. 261.03 lakh (previous year nil) for item of capital nature resulted from recording of impairment loss on investment in one of the wholly owned subsidiary (Refer note 34) which is not recorded in absence of virtual certainty for realisation thereof.

2 Contingent Liabilities (to the extent not provided for):-

As at As at March 31,2015 March 31,2014 (Rupees in lakh) (Rupees in lakh)

Claims against the Company disputed and not acknowledged as debts.

Income Tax 620.46 443.22

Total 620.46 443.22

The Company is contesting the demand and the management including its tax advisors believe that its position will likely be upheld in the appellate process. The management believes that the ultimate outcome of these proceedings will not have a material adverse effect on the Companies financial position and results of operations.

3 There are no Micro, Small & Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at March 31,2015 and as at March 31,2014. The information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED) has been determined to the extent such parties have been identified on the basis of information available with the Company.

4 Pursuant to Companies Act, 2013 ('the Act') being effective from April 1,2014, the Company has revised depreciation rate on fixed assets as per the useful life specified in Part 'C' of Schedule II to the Act. As a result of this change, the depreciation charge till March 31,2015 is higher by Rs. 117.23 lakh. In respect of assets whose useful life already expired as on April 1, 2014, depreciation of Rs 20.18 lakh (net of deferred tax impact of Rs.10.39 lakh) has been adjusted from reserves and surplus in accordance with the requirements of Schedule II of the Act.

5 Leases:

As Lessee

The Company's significant operating lease arrangements are in respect of premises (residential, offices, godown etc.). These are generally not non-cancellable and range between 11 months and 12 years and in certain cases are renewable by mutual consent on mutually agreeable terms. Lease payments under operating leases are recognised in the Statement of Profit & Loss on a straight-line basis over the lease term.

6 Segment reporting:-

As the Company's business activities falls within a single primary business segment and a geographical segment, the disclosure requirements of Accounting Standard 17 "Segment Reporting" specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 are not applicable.

7 During the year ended March 31,2015, the Company has prudently recognized an impairment loss of Rs. 1,151.95 lakh (previous year nil) in relation to its investment in PT ICRA Indonesia (including advance given for allotment of shares), due to past recurring losses and lack of certainty to the extent of its recoverability in future.

8 The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income-tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company has maintained adequate documentation for the international transactions entered into with the associated enterprises and domestic transactions entered into with the specified person during the financial year and expect such records to be in existence in accordance with the requirements of the law. The management is of the opinion that its international transactions are at arm's length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

9 The Company has constituted a Corporate Social Responsibility (CSR) Committee in accordance with Section 135 of the Companies Act, 2013 and the CSR Policy has been devised on the basis of the recommendations made by the CSR Committee. The CSR Policy of the Company and details about the development of CSR Policy as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014, have been provided in the Directors' Report 2014-15. The Company has not incurred during the financial year 2014-15, two per cent of the average net profit of the last three financial years under CSR, as the intention of the CSR related provisions under the Companies Act, 2013 is to encourage corporates to meaningfully engage in social development. In view of the same, the CSR Committee recommended to the Board to not allocate any cash flow in year ended March 31,2015, and take a considered and long term decision and formulate a long term plan based on the concrete recommendations of the CSR Committee. The said decision was thought fit and proper as the contributions to long term programs would fulfill the CSR goals of the Company in its true spirit. Gross amount required to be spent by the Company was Rs.123.41 lakh.

10 Employee Stock Option Scheme

The Company has a stock option plan in place namely:

Employee Stock Option Scheme 2006

The Board of Directors had constituted ESOS Compensation Committee ('Committee') comprising a majority of Independent Directors for administration and supervision of the Stock Option Scheme.

In 2006-07, members approved constitution of ICRA Employees Welfare trust ('Trust') for the purpose of welfare of the Employees and for administration of ESOS 2006. The Trust provides a convenient method for transferring shares to the eligible employees upon exercise of the options by such employees. The members authorised grant of loan(s) from time to time to the Trust in one or more tranches as agreed between the Board and the Trust.

The outstanding loan to the Trust as at March 31,2015 is nil (previous year - Rs 117.13 lakh). Out of total options in force as on March 31,2014, 47,097 shares (previous year - 1,36,946 share) were transfered to the employees on exercise of Options during the year ended March 31,2015.

The unissued and lapsed options lying at the end of the year is 119,961. The movement of the stock options in force under the ESOS plan 2006 is set out below:

11 Disclosure in respect of employee benefits under Accounting Standard (AS) - 15 (Revised) "Employee Benefits" prescribed by the Companies (Accounting Standards) Rules, 2006.

Defined contribution plans

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employeed towards Provident fund and Employees State Insurance fund which is a defined contribution plan. The Company has no obligations other than to make the specified contributions. The contributions are charged to the Statement of Profit and Loss as they accrue. The amount recognised as an expense towards contribution to these funds for the year aggregated to Rs. 238.20 lakh (previous year Rs. 213.73 lakh) and is included in "Employee benefits". (Refer note 22)

Defined benefit plans

The Company operates post-employment defined benefit plan that provides gratuity.

The gratuity Plan Liability with regard to gratuity and compensated absences is accrued based on actuarial valuation at the Balance Sheet date, carried out by an independent actuary.

a) Gratuity Plan

The present value of the obligation is determined based on an actuarial valuation using the projected unit credit method.

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. Assumptions regarding future mortality are based on the published statistics and mortality tables. The calculation of the defined benefit obligation is sensitive to the mortality assumptions.

b) Other long-term benefits

The Company provides compensated absences benefits to the employees of the company which can be carried forward to future years. Amount recognised in Statement of Profit and Loss for leave benefits is as under -

12 Disclosures as required by the Accounting Standard 18 on "Related Party Disclosures" are given below:

A. Related Parties where control exists:

Ultimate holding company:- Moody's Corporation

Fellow subsidiary companies:-

Moody's Investment Company India Private Limited Moody's Singapore Pte Limited

B. Subsidiaries including step-down subsidiaries

ICRA Management Consulting Services Limited

ICRA Techno Analytics Limited

ICRA Online Limited

PT ICRA Indonesia

ICRA Lanka Limited

ICRA Nepal Limited

ICRA Sapphire Inc.

ICRA Global Capital Inc.

BPA Technologies Inc.

BPA Technologies Private Limited IMaCS Virtus Global Partners, Inc.

Pragati Development Consulting Services Limited

C. Ultimate holding company/ fellow subsidiary companies with whom transactions taken place during the year:

Moody's Investment Company India Private Limited Moody's Singapore Pte Limited Moody's Investors Service India Private Limited Moody's Investors Service Inc.

Moody's Investors Service Limited

Moody's Investors Service Singapore Pte Limited

* As the liabilities for gratuity and leave encashment are provided on an actuarial basis for the company as a whole, the amounts pertaining to the key management personnel is not included above.

# ICRA Techno Analytics Limited has taken unsecured loan at the rate of interest of 12% per annum for purchase of Office at Kolkata.

13 Other operating income of Rs. 106.70 lakh (previous year Rs. 79.05 lakh) represents royalty income, professional services, bad debts recovered which were earlier written off and liabilities in the nature of advances received from clients written back as management believes that these are no longer payable.

14 The figures for previous ended Mach 31,2014 were audited by the erstwhile Statutory Auditor.

15 Certain amounts reported in the financial statement for the year ended March 31,2014, require regrouping/ reclassification to conform to the current year's classification. The following table shows the reclassification of material amounts which were reported in the financial statements for the year ended March 31,2014 and how these amounts now appear in the financial statements for the year ended March 31,2015 if the current year grouping / classification are applied:


Mar 31, 2014

1. Contingent Liabilities and Commitments (to the extent not provided for):-

(1) Contingent Liabilities:-

As at As at March 31, 2014 March 31, 2013 (Rupees in lakh) (Rupees in lakh)

Guarantees given by Banks against counter

guarantees of the Company 11.26 21.71

Disputed income tax demands 432.22 191.44

Total 443.48 213.15

The Company has taken the necessary steps to protect its position in respect of all disputed claims and has received competent legal advice to the effect that the Company has strong positions in respect of disputed amounts claimed and accordingly considers that no provisions are required against these claims. The guarantees have been given in the ordinary course of business and are not likely to result in any liability.

(2) Other commitments:-

Estimated amount of contracts remaining to be executed on capital account and not provided for (advance given Rs. 92.21 lakh (previous year Rs. 133.27 lakh)) 159.70 270.97

Total 159.70 270.97

2. As required under the Micro, Small and Medium Enterprises Development Act, 2006, the disclosure related to Trade Payable (under Note - 5 of "Current Liabilities") is based on the information received from the Suppliers to the Company. Payable to MSME at the end of the year is nil (previous year Rs. 0.60 lakh).

3. Pursuant to the resolution passed by the shareholders at the annual general meeting held on June 12, 2006 for the grant of options, 906,000 equity shares amounting to 9.06% of the equity share capital of the Company have been issued to the ICRA Employees Welfare Trust for grant of options to the eligible employees. Accordingly, the ICRA Employees Welfare Trust has granted stock options to those eligible employees from the pool of 906,000 equity shares in two tranches so far. The first tranche was granted during 2006-07 and the second during 2010-11. 549,640 options were exercised till March 31, 2013 and 136,946 options were exercised during the year under review.

4. Figures are expressed in lakhs of rupees.

5. The previous year figures have been regrouped/reclassified wherever considered necessary to make them comparable with those of the current year.


Mar 31, 2013

1. Contingent Liabilities and Commitments (to the extent not provided for):-

(1) Contingent Liabilities:-

As at As at March 31, 2013 March 31, 2012 (Rupees in lakh) (Rupees in lakh)

Claims against the Company disputed and not acknowledged as debts. 0.00 12.85

Guarantees given by Banks against counter guarantees of the Company 21.71 21.71

Disputed income tax demands 191.44 300.80

Total 213.15 335.36

The Company has taken the necessary steps to protect its position in respect of all disputed claims and has received competent legal advice to the effect that the Company has strong positions in respect of disputed amounts claimed and accordingly considers that no provisions are required against these claims. The guarantees have been given in the ordinary course of business and are not likely to result in any liability.

2. As required under the Micro, Small and Medium Enterprises Development Act, 2006, the disclosure related to Trade Payable (under Note - 5 of "Current Liabilities") is based on the information received from the Suppliers to the Company. Payable to MSME at the end of the year is Rs. 0.60 lakh (previous year NIL).

3. Pursuant to the resolution passed by the shareholders at the annual general meeting held on june 12, 2006 for the grant of options, 9,06,000 equity shares amounting to 9.06% of the equity share capital of the Company have been issued to the ICRA Employees Welfare Trust for grant of options to the eligible employees. Accordingly, the ICRA Employees Welfare Trust has granted stock options to those eligible employees from the pool of 9,06,000 equity shares in two tranches so far. The first tranche was granted during 2006-07 and the second during 2010-11. 3,86,729 options were exercised till March 31, 2012 and 1,62,911 options were exercised during the year under review.

4. A sum of Rs. 751.30 lakh and Rs. 1291.99 lakh was amortised during the financial year 2010-11 and 2011-12 respectively as "deferred employees compensation" in accordance with the SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999. The said amounts were taken as disallowable expenses while making provisions for Income Tax during respective years. Following the rationale of recent judgments passed by the High Court of Madras and the Income Tax Appellate Tribunal, Chandigarh, on identical facts, the Company has reversed Income Tax provision of Rs. 249.56 lakh and Rs. 419.19 lakh relating to the financial years 2010-11 and 2011-12 respectively and adjusted the same against Current Tax.

5. In view of recovery of security deposit from Associated journals Limited in May 2013, provision of Rs. 46.73 lakh for doubtful advance created in this regard has been reversed during the year. Further, in view of the Accounting Standard-9, interest amounting to Rs. 44.55 lakh recovered in May 2013 has been accounted for as income during the year.

6. Figures are expressed in lakhs of rupees.

7. The previous year figures have been regrouped/reclassified wherever considered necessary to make them comparable with those of the current year.


Mar 31, 2012

(A) Rights, preferences and restrictions attached to shares Equity Shares

The Company has one class of equity shares having a par value of Rs. 10 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. 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.

1. Contingent Liabilities and Commitments (to the extent not provided for):-

(1) Contingent Liabilities:-

As at As at March 31, 2012 March 31, 2011 (Rupees in lakh) (Rupees in lakh)

i) Claims against the Company disputed and

not acknowledged as debts. 12.85 12.92

ii) Guarantees given by Banks against counter guarantees of the Company 21.71 21.71

iii) Disputed income tax demands 300.80 286.79

Total 335.36 321.42

The Company has taken the necessary steps to protect its position in respect of all disputed claims and has received competent legal advice to the effect that the Company has strong positions in respect of disputed amounts claimed and accordingly counters that no provisions are required against these claims. The guarantees have been given in the ordinary course of business and are not likely to result in any liability.

(2) Other commitments:-

i) Estimated amount of contracts remaining to be executed on

capital account and not provided for (advance given Rs. 10 lakh) 0.00 26.04

Total 0.00 26.04

2. Based on the information obtained from suppliers regarding their status as Micro, Small or Medium enterprises under Micro, Small and Medium Enterprises Development Act, 2006, there are no amounts due to them as at the end of the year.

3. Pursuant to the resolution passed by the shareholders at the annual general meeting held on June 12, 2006 for the grant of options, 9,06,000 equity shares amounting to 9.06% of the equity share capital of the Company have been issued to the ICRA Employees Welfare Trust for grant of options to the eligible employees. Accordingly, the ICRA Employees Welfare Trust has granted stock options to those eligible employees from the pool of 9,06,000 equity shares in two tranches so far. The first tranche was granted during 2006-07 and the second during 2010-11. 3,18,466 options were exercised till March 31, 2011 and 68,263 options were exercised during the year under review.

4. During the year, the Company acquired an additional 4,10,818 equity shares of PT. ICRA Indonesia (a subsidiary company) at the par value of IDR 10,000 each, equivalent to Rs. 225.92 lakh (previous year 2,47,500 equity shares equivalent to Rs. 127.76 lakh).

5. During the year, the Company acquired 13,48,900 equity shares of ICRA Lanka Ltd. (a wholly owned subsidiary) at par value of LKR 10 each, equivalent to Rs. 62.89 lakh (previous year 25,00,000 equity shares equivalent to Rs. 102.35 lakh).

6. During the year, the Company invested Rs. 63.24 lakh (previous year nil) in ICRA Nepal Limited to acquire its shares of the face value of Nepalese Rupees 100 each at par value. ICRA Nepal Limited had not allotted any shares by March 31, 2012.

7. Operating Leases:-

The Company has taken certain premises under operating leases. The Company shares leased and owned premises with other companies from whom it receives rent in accordance with mutually agreed arrangements.

8. Figures are expressed in lakhs of rupees.

9. The financial statements for the year ended March 31, 2012 have been prepared in accordance with the requirements of the revised schedule VI to the Companies Act, 1956. The previous year figures have been regrouped/reclassified wherever considered necessary to make them comparable with those of the current year. The adoption of Revised Schedule VI for previous year figures does not impact recognition and measurement principles followed for preparation of financial statements.


Mar 31, 2011

1. Contingent Liabilities not provided for are as under:-

As at As at

March 31, 2011 March 31, 2010

(Rs. in thousand)(Rs. in thousand)

i) Disputed claims against the Company not acknowledged as debts. 1,292 1,519

ii) Guarantees given by the Bank against Counter Guarantees of the Company 2,171 2,171

iii) Disputed Income Tax Demands 28,679 29,999

iv) Estimated amount of contracts remaining to be executed on capital account and not provided for (advance given Rs. 1,000 thousand) 2,604 0

Total 34,746 33,689

The Company has taken the necessary steps to protect its position in respect of all disputed claims and has received competent legal advice to the effect that no provisions are required against these claims. The guarantees have been given in the ordinary course of business and are not likely to result in any liability.

2. The Company has the process of identification of suppliers registered under the Micro, Small and Medium Enterprises Development Act, 2006 by obtaining confirmation from suppliers. The Company does not owe any dues as on March 31, 2011 (previous year Rs. 124 thousand) to any supplier registered under the Micro, Small and Medium Enterprises Development Act, 2006.

3. Pursuant to the resolution passed by the Shareholders at the Annual General Meeting held on June 12, 2006 for the grant of Options, 9,06,000 Equity Shares amounting to 9.06% of the Equity Share Capital of the Company have been issued to the ICRA Employees Welfare Trust for grant of Options to the eligible Optionees. Accordingly, the ICRA Employees Welfare Trust has granted Stock Options to the eligible Optionees from the said pool of 9,06,000 Equity Shares in two tranches so far. The first tranche was granted during 2006-07 and the second during 2010-11. Out of the above, 159,461 options were exercised till March 31, 2010 and 159,005 options were exercised during the year under review.

4. During the year, the Company acquired additional 247,500 Equity shares of P T. ICRA Indonesia (a subsidiary company) at par value of IDR 10,000 each, equivalent to Rs. 12,776 thousand (Previous Year Rs. 12,388 thousand).

5. During the year, the Company acquired 2,500,000 Equity shares of ICRA Lanka Ltd. (wholly owned subsidiary company) at par value of LKR 10 each, equivalent to Rs. 10,235 thousand (Previous Year Nil).

6.Operating Leases:- The Company has taken certain premises under operating lease. The Company shares leased and owned premises with other companies from whom it receives rent in accordance with mutually agreed arrangements.

7. Figures are expressed in thousands of rupees.

8. The figures for the previous year have been regrouped/rearranged wherever considered necessary to make them comparable with those of the current year.


Mar 31, 2010

1. Contingent Liabilities not provided for are as under:-

The Company has taken the necessary steps to protect its position in respect of all disputed claims and has received competent legal advice to the effect that no provisions are required against these claims. The guarantees have been given in the ordinary course of business and are not likely to result in any liability.

2. As required under the Micro, Small and Medium Enterprises Development Act, 2006, the disclosure related to Sundry Creditors (under Schedule - 9 of "Current Liabilities & Provisions") is based on the information received from the Suppliers to the Company.

3. The Company had made a preferential allotment of 906,000 equity shares to ICRA Employees Welfare Trust on March 24, 2007 at the IPO issue price of Rs. 330 per equity share for grant of options to the eligible employees of the Company and subsidiary companies. Out of the above, 615,763 options were granted on March 24, 2007 to the eligible employees of the Company and subsidiary companies as laid down in the Employees Stock Option Scheme (ESOS) of the Company. Out of the above, 225,746 options vested in the eligible employees in accordance with the terms of the ESOS on March 24, 2008, 161,346 options were vested on March 24, 2009 and 157,767 options were vested on March 24, 2010. Out of the above, 22,858 options were exercised till March 31, 2009 and 136,603 options were excercised during the year.

4.Operating Leases:- The Company has taken certain premises under operating lease. The Company shares leased and owned premises with other companies from whom it receives rent in accordance with mutually agreed arrangements.

5. Figures are expressed in thousands of rupees.

6. The figures for the previous year have been regrouped/rearranged wherever considered necessary to make them comparable with those of the current year.

 
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