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Notes to Accounts of Info Edge (India) Ltd.

Mar 31, 2015

1. General Information

Info Edge (India) Ltd (the Company) is a public limited company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed in two stock exchanges in India.

The Company was converted to a public limited company and its name was changed to Info Edge (India) Limited with effect from April 27, 2006.

b. Terms/Rights attached to equity shares

The Company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend 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, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company in proportion to their shareholding.

The Board of Directors has recommended a final dividend of Rs. 2.00 per share (previous year Rs. 1.5 per share) which is subject to the approval of the shareholders in the ensuing Annual General Meeting over and above the interim dividend of Rs. 1.00 (previous year Rs. 1.00 ) per share.

2. CAPITAL COMMITMENTS/ ADVANCES

As on March 31, 2015 there is a capital advance of Rs. 15.81 Mn (previous year Rs. 60.93 Mn) outstanding against capital account contracts. This primarily includes the following:

a) Rs. Nil (previous year Rs. 55.18 Mn) relating to the project for construction of office building on leasehold land in respect of which extension for construction based on sanctioned plan have been taken from the relevant authorities. Also refer note no.42 A

b) Rs. 3.94 Mn towards Furniture & Interior work ( previous year Rs. 5.75 Mn towards Desktop & Office equipment) (capital commitment - Rs. 3.8 Milion (previous year Nil)

c) Rs. 1.44 Milion (previous year NIL) towards ERP software. {capital commitment-Nil (previous year Nil)}

d) Rs. 10.43 Mn towards networking work.{capital commitment-Nil (previous year Nil)}

3. OPERATING LEASE

Operating Leases where the company Is a lessee:

The company has entered into lease transactions mainly for leasing of office premises for periods between 11 months to 11 years. The terms of lease include terms of renewal, increase in rents in future periods and terms of cancellation. The operating lease payments recognized in the Statement of Profit and Loss amount to Rs. 212.86 Mn (included in Note 23 - Administration and Other Expenses Rs. 212.56 Mn and in Note- 19 Employee Benefits Expense Rs. 0.30 Mn [(previous year Rs. 215.36 Mn) (included in Note 23 - Administration and Other Expenses Rs. 214.91 Mn and in Note 19 - Employee Benefits Expense Rs. 0.45 Mn)].

4 (1) Related Party Disclosures

A) Names of related parties with whom transactions were carried out and description of relationship as identified and certified by the Company as per the requirements of Accounting Standard - 18 specified in Companies (Accounting Standard) Rules, 2006 (as amended) ("accounting standards") and where control exists for the year ended March 31,2015:

Subsidiaries

Jeevansathi Internet Services Private Limited ( JISPL)

Naukri Internet Services Limited (NISL) (Formerly known as Naukri Internet Services Pvt. Ltd.)

Info Edge (India) Mauritius Limited (IEIML) (Under liquidation)

Allcheckdeals India Pvt. Ltd. (ACDIPL)

Applect Learning Systems Pvt. Ltd. (ALSPL)

Makesense Technologies Ltd. (MTL) (Formerly known as Makesense Technologies Pvt. Ltd.)

Interactive Visual Solutions Pvt Ltd. (Subsidiary of ACDIPL)

Startup Investments (Holding) Ltd. (SIHL)

Zomato Media Pvt. Ltd. (Formerly DC Foodiebay Online Services Private Limited (ZMPL))

Zomato Midia Brasil Ltda (subsidiary of ZMPL)

Zomato Media Portugal Unipessoal Lda (subsidiary of ZMPL)

Zomato New Zeland Media Private Limited (w.e.f. 15 October 2014) (subsidiary of ZMPL)

Zomato Ireland Limited (w.e.f 09 May 2014) (subsidiary of ZMPL)

PT Zomato Media Indonesia (w.e.f. 08 May 2014) (subsidiary of ZMPL)

Zomato Media (Private) Limited (w.e.f. 10 May 2013) (subsidiary of ZMPL)

Zomato Chile Spa (w.e.f. 23 May 2014) (subsidiary of ZMPL)

Zomato Australia Pty Limited (100% subsidiary of Zomato Ireland Limited, w.e.f. 09 December 2014)

Zomato Canada Inc. (100% subsidiary of Zomato Ireland Limited, w.e.f.26 June 2014)

Zomato UK Limited (100% subsidiary of Zomato Ireland Limited, w.e.f. 06 August 2014)

Lunchtime Cz S.R.O (100% subsidiary of Zomato Ireland Limited, w.e.f. 19 August 2014)

Zomato Slovakia S.R.O (100% subsidiary of Zomato Ireland Limited, w.e.f 19 August 2014)

Zomato Gastronauci Sp Z.O.O (100% subsidiary of Zomato Ireland Limited, w.e.f 05 September 2014)

Cibando UK Limited (100% subsidiary of Zomato Ireland Limited, w.e.f. 19 December 2014)

Mekanist B.V. (100% subsidiary of Zomato Ireland Limited, w.e.f. 23 January 2015)

Mekanistnet Internet Hizmetleri Ticaret Anonim Sirketi (100% subsidiary of Mekanist B.V. Netherland, w.e.f. 23 Januray 2015) Associates

eTechAces Marketing & Consulting Pvt. Ltd. (EMCPL)*

Kinobeo Software Private Limited (MYDALA)

Happily Unmarried Marketing Pvt. Ltd. (HUMPL)

Canvera Digital Technologies Private Limited (CDTPL)

Key Management Personnel (KMP) & Relatives

Mr Sanjeev Bikhchandani

Ms Surabhi Bikhchandani (Spouse of Mr. Sanjeev Bikhchandani)

Mr Sushil Bikhchandani (Brother of Mr Sanjeev Bikhchandani)

Mr Hitesh Oberoi

Ms Divya Batra (Sister of Mr. Hitesh Oberoi)

Mr. Ambarish Raghuvanshi (till May 31, 2014)

Mr Chintan Thakkar (w.e.f. October 16, 2014)

Enterprises over which KMP & Relatives have significant influence

Minik Enterprises (Proprietorship concern of Mr. Sushil Bikhchandani)

Endevaour Holding Trust [Sanjeev Bikhchandani (Trust)]

International Foundation for Research and Education (IFRE)-Ashoka University -(Sanjeev Bikhchandani and Hitesh Oberoi are founders/trustee)

Independent Directors- Non Executive

Arun Duggal

Ashish Gupta (till October 16, 2014)

Sharad Malik (w.e.f.December 16, 2014)

Bala Deshpande Naresh Gupta Saurabh Srivastava

Non-Executive Directors

Kapil Kapoor

* subsequent to the year end, the Company has ceased to have significant influence

5 (2) Related Party Disclosures

A) Names of related parties with whom transactions were carried out and description of relationship as identified and certified by the Company as per the requirements of Accounting Standard - 18 specified in Companies (Accounting Standard) Rules, 2006 (as amended) ("accounting standards") and where control exists for the year ended March 31,2014:

Subsidiaries

Jeevansathi Internet Services Private Limited ( JISPL)

Naukri Internet Services Private Limited (NISPL)

Info Edge (India) Mauritius Limited (IEIML) (Under liquidation)

Allcheckdeals India Pvt. Ltd. (ACDIPL)

Applect Learning Systems Pvt. Ltd. (ALSPL)

Makesense Technologies Pvt. Ltd. (MTPL)

Zomato Media Pvt. Ltd. (Formerly DC Foodiebay Online Services Private Limited (ZMPL))

Zomato Midia Brasil Ltda (Subsidiary of ZMPL)

Zomato Media Portugal Unipessoal Lda (Subsidiary of ZMPL)

Associates

Nogle Technologies Private Limited (NTPL) eTechAces Marketing & Consulting Pvt. Ltd. (EMCPL)

Ninty Nine Labels Private Limited (99LABELS)

Kinobeo Software Pvt. Ltd. (MYDALA)

Happily Unmarried Marketing Pvt. Ltd. (HUMPL)

Canvera Digital Technologies Private Limited (CDTPL)

Key Management Personnel (KMP) & Relatives

Mr Sanjeev Bikhchandani

Ms Surabhi Bikhchandani (Spouse of Mr. Sanjeev Bikhchandani)

Mr Sushil Bikhchandani (Brother of Mr Sanjeev Bikhchandani)

Mr Hitesh Oberoi

Ms Divya Batra (Sister of Mr. Hitesh Oberoi)

Mr Ambarish Raghuvanshi

Enterprises over which KMP & Relatives have significant influence

Minik Enterprises (Proprietorship concern of Mr. Sushil Bikhchandani) Endevaour Holding Trust [Sanjeev Bikhchandani (Trust)]

Independent Directors- Non Executive

Arun Duggal Ashish Gupta Bala Deshpande Naresh Gupta Saurabh Srivastava

Non-Executive Directors

Kapil Kapoor

* During the year, the company has ceased to exercise significant influence.

33. The Company has received various legal notices of claims/lawsuits filed against including suits relating to infringement of Intellectual Property Rights (IPR), Consumer suits, etc.in relation to the business activities carried on by it. In the opinion of the management, no material liability is likely to arise on account of such claims/law suits.

6. The Company has considered business segment as the primary segment. The company is primarily in the business of internet based service delivery operating in four service verticals through web portals in respective vertical namely Naukri.com for recruitment related services, Jeevansathi.com for matrimony related services, 99acres.com for real estate related services and Shiksha.com for education related services. The other activities comprise of placement search services, resume sales services and real estate broking services. The segment revenues, results and assets of the other activities do not constitute reportable segment under Accounting Standard 17 on Segment Reporting and accordingly no disclosure of business segment information is required to be disclosed.

a) Domestic segment includes sales and services to customers located in India

b) Overseas segment includes sales and services rendered to customers located outside India

c) Unallocated assets include dividend bank accounts, investments, Interest accrued and Deferred Tax asset.

d) Segment assets includes fixed assets, trade receivables, cash and bank balances (except dividend bank account), loans & advances and other current assets

e) Capital expenditure during the year includes fixed assets (tangible and intangible assets) and net additions to capital work in progress.

7. As at March 31, 2015 the company had Rs. 0.05 (previous year Rs. 0.07 Mn) outstanding with Kotak Mahindra Bank, Rs. 0.10 Mn (previous year Rs. 0.07 Mn) outstanding with Yes Bank & Rs. 0.04 Mn (previous year Nil) with ICICI Bank as unclaimed dividend . These amounts are not available for use by the company and will be credited to Investor Education & Protection Fund as and when due.

8. The company has made long term strategic investments in certain subsidiaries/associate companies, which are in their initial/developing stage of operation and would generate growth and returns over a period of time. These subsidiaries/associates have incurred significant expenses for building the brand and market share which have added to the losses of these entities, thereby resulting in erosion of their net worth as at March 31, 2015. Based on the potential of the business model of these entities to generate profits, coupled with recent third party valuations, management is of the opinion that considering the nature of the industry and the stage of operations of these entities there is no diminution in carrying value of the investments as compared to their current net worth and therefore no provision is required at this stage.

9. During the year

A) the Company had issued 600,000 equity shares of Rs. 10/- each fully paid up at Rs. 250/- per share (including securities premium of Rs. 240/- per share) to the Info Edge Employees Stock Option Plan Trust on June 02, 2014 which have been listed in the respective Stock Exchanges on June 11, 2014. Dividend of Rs. 0.90 mn was paid on these Equity shares for which no dividend was proposed as on March 31, 2014, since shares were issued subsequent to that date, ranking pari passu with the existing equity shares of the Company and were entitled to such dividends and corporate benefits.

B) the Company had issued 10,135,135 equity shares of Rs. 10/- each fully paid up at Rs. 740/- per share (including securities premium of Rs. 730/- per share) to qualified institutional buyers on September 12, 2014 pursuant to Qualified Institutional Placement (QIP) document, dated September 10, 2014, as per provisions of section 42 of Companies Act, 2013 read with rule 14 of the Companies (Prospectus and Allotment of Securities) Rules 2014, and Chapter VIII of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 which have been listed in the respective Stock Exchanges on September 16, 2014.

Expenses incurred in relation to QIP amounting to Rs. 155.65 Mn have been adjusted from Securities Premium Account .The utilisation out of such net amount at Rs. 7344.35 Mn till March 31, 2015 is given below . The balance amount of QIP proceeds remains invested in Mutual Funds (Debt) & Term Deposits with banks.

Utilisation of funds upto March 31,2015 : Amount in Rs. Mn

1. Working capital and general corporate purposes (99acres) 53.44

Balance Unutilised funds as on March 31, 2015 7290.91

C) . the Company has issued 300,000 equity shares of Rs. 10/- each fully paid up at Rs. 10/- per share to the Info Edge Employees Stock Option Plan Trust on November 12, 2014 which have been listed in the respective Stock Exchanges on November 24, 2014, ranking pari passu with the existing equity shares of the Company.

The issuance is on arm''s length basis which has been concluded taking into consideration the objective of ESOP trust to not earn any profit or incur any loss on account of shares issued to employees by ESOP Trust.

10. A) An advance of Rs. 55.18 Mn , was given to a party in earlier years who was appointed as the consultant/contractor for a project to construct an office building on a Company''s leased land. On the basis of the current and future business plans of the Company, it is unlikely that the Company will require construction of this office building in the near future. Considering change in business plans and the low recovery of this advance from the party, the Company has deemed it appropriate to provide for the remaining advance of Rs. 55.18 Mn , which is shown as an exceptional item in the Statement of Profit and Loss for the year ended March 31, 2015.

B) During the year the Company has transferred one half of its shareholding (5,975 equity and 2,672 compulsorily convertible preference shares ) in eTechaces Marketing & Consulting Pvt. Ltd. (EMCPL) to its wholly owned subsidiary Makesense Technologies Limited (MTL), for Rs. 500 Mn thereby generating a profit of Rs. 346.79 Mn, which is shown as an exceptional item in the Statement of Profit and Loss for the year ended March 31, 2015. The transfer of shareholding in EMCPL has been made by the Company to MTL taking a holistic view of the transaction. The Audit Committee and the Board of Directors have approved the transaction based on the business rationale for this transaction, which when considered in its entirety, including planned strategic actions of the management, provides a sound basis to conclude that the transaction is not prejudicial to the interest of the Company or its shareholders and demonstrates the intention of the Company to transact at arm''s length with its wholly owned subsidiary.

C) The exceptional item for the year ended March 31, 2014 represents provision for diminution in the carrying value of investment of Rs. 26.01 Mn in Nogle Technologies Pvt Ltd. (represented by investments in equity shares of Rs. 0.01 Mn and Preference shares of Rs. 26.00 Mn)

11. As per Section 135 of the Companies Act, 2013 (''Act''), a corporate social responsibility (CSR) committee has been formed by the Company. The main areas for CSR activities, as per the CSR policy of the Company are promoting education, training to promote sports and contribution to appropriate funds set up by the Central Government, further the CSR Committee may consider other CSR activities subject to the condition that such activities relate to the subjects enumerated in Schedule VII of the Act. During the year, the Company has made contribution amounting to Rs. 33.80 Mn, in line with provisions of Section 135(5) of the Act, to International Foundation for Research and Education for proposed utilisation in Ashoka University campus development and operation of the University (both capital and operating expenditure), as per recommendations made by the CSR committee.

12. Previous year figures have been regrouped/rearranged to confirm to the current year classification.


Mar 31, 2014

1. General Information

Info Edge (India) Ltd (the company) is a public limited company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed in two stock exchanges in India.

The Company was converted to a public limited company and its name was changed to Info Edge (India) Limited with effect from April 27, 2006.

2. CAPITAL COMMITMENTS/ ADVANCES

As on March 31, 2014 there is a capital advance of Rs. 60.93 Million (previous year Rs.58.55 Million) outstanding against capital account contracts. This primarily includes the following:

a) Rs.55.18 Million (previous year Rs.58.28 Million) relating to the project for construction of office building on leasehold land in respect of which extension for construction based on sanctioned plan have been taken from the relevant authorities. The management is alternatively exploring possibilities of sale of the land/ project on a lump sum basis

b) Rs. 5.75 towards Desktop & Office equipment ( previous year Rs. 0.27 Million towards Office equipment)

3. OPERATING LEASE

Operating Leases where the company is a lessee:

The company has entered into lease transactions mainly for leasing of office premises for periods between 1 to 11 years. The terms of lease include terms of renewal, increase in rents in future periods and terms of cancellation. The operating lease payments recognized in the Statement of Profit and Loss amount to Rs. 215.36 Million (included in Note 23 - Administration and Other Expenses Rs.214.91 Million and in Note-19 Employee Benefits Expense Rs. 0.45 Million [(previous year Rs.172.09 Million) (included in Note 23 - Administration and Other Expenses Rs.171.84 Million and in Note 19 - Employee Benefits Expense Rs. 0.25 Million)].

4. (1) Related Party Disclosures

A) Names of related parties with whom transactions were carried out and description of relationship as identified and certified by the Company as per the requirements of Accounting Standard - 18 specified in Companies (Accounting Standard) Rules, 2006 (as amended) ("accounting standards") and where control exists for the year ended March 31, 2014:

Subsidiaries

Jeevansathi Internet Services Private Limited ( JISPL)

Naukri Internet Services Private Limited (NISPL)

Info Edge (India) Mauritius Limited (IEIML) (Under liquidation)

Allcheckdeals India Pvt. Ltd. (ACDIPL)

Applect Learning Systems Pvt. Ltd. (ALSPL)

Makesense Technologies Pvt. Ltd. (MTPL)

Zomato Media Pvt. Ltd. (Formerly DC Foodiebay Online Services Private Limited (ZMPL))

Zomato Midia Brasil Ltda (Subsidiary of ZMPL)

Zomato Media Portugal Unipessoal Lda (Subsidiary of ZMPL)

Associates

Nogle Technologies Private Limited (NTPL)* eTechAces Marketing & Consulting Pvt. Ltd. (EMCPL)

Ninty Nine Labels Private Limited (99LABELS) (till May 21, 2013) *

Kinobeo Software Private Limited (MYDALA)

Happily Unmarried Marketing Pvt. Ltd. (HUMPL)

Canvera Digital Technologies Private Limited (CDTPL)

Key Management Personnel (KMP) & Relatives

Mr Sanjeev Bikhchandani

Ms Surabhi Bikhchandani (Spouse of Mr. Sanjeev Bikhchandani)

Mr Sushil Bikhchandani (Brother of Mr Sanjeev Bikhchandani)

Mr Hitesh Oberoi

Ms Divya Batra (Sister of Mr. Hitesh Oberoi)

Mr Ambarish Raghuvanshi

Enterprises over which KMP & Relatives have significant influence

Minik Enterprises (Proprietorship concern of Mr. Sushil Bikhchandani)

Endevaour Holding Trust

Independent Directors- Non Executive

Arun Duggal Ashish Gupta Bala Deshpande Naresh Gupta Saurabh Srivastava

Non-Executive Directors

Kapil Kapoor

* During the year, the company has ceased to exercise significant influence.

5. (2) Related Party Disclosures

A) Names of related parties with whom transactions were carried out and description of relationship as identified and certified by the Company as per the requirements of Accounting Standard - 18 specified in Companies (Accounting Standard) Rules, 2006 (as amended) ("accounting standards") and where control exists for the year ended March 31, 2013:

Subsidiaries

Jeevansathi Internet Services Private Limited ( JISPL)

Naukri Internet Services Private Limited (NISPL)

Info Edge (India) Mauritius Limited (IEIML)

Allcheckdeals India Pvt. Ltd. (ACDIPL)

Applect Learning Systems Pvt. Ltd. (ALSPL)

Makesense Technologies Pvt. Ltd. (MTPL)

Zomato Media Pvt. Ltd. (Formerly DC Foodiebay Online Services Private Limited (ZMPL))

Associates

Nogle Technologies Private Limited (NTPL) eTechAces Marketing & Consulting Pvt. Ltd. (EMCPL)

Ninty Nine Labels Private Limited (99LABELS)

Kinebeo Software Pvt. Ltd. (MYDALA)

Happily Unmarried Marketing Pvt. Ltd. (HUMPL)

Canvera Digital Technologies Private Limited (CDTPL)

Key Management Personnel (KMP) & Relatives

Mr Sanjeev Bikhchandani

Ms Surabhi Bikhchandani (Spouse of Mr. Sanjeev Bikhchandani)

Mr Sushil Bikhchandani (Brother of Mr Sanjeev Bikhchandani)

Mr Hitesh Oberoi

Ms Divya Batra (Sister of Mr. Hitesh Oberoi)

Mr Ambarish Raghuvanshi

Enterprises over which KMP & Relatives have significant influence

Minik Enterprises (Proprietorship concern of Mr. Sushil Bikhchandani) Oyster Learning ( Proprietorship concern of Ms. Rimy Oberoi) Endevaour Holding Trust

Independent Directors- Non Executive

Arun Duggal Ashish Gupta Bala Deshpande Naresh Gupta Saurabh Srivastava

Non-Executive Directors

Kapil Kapoor

6. Employee Stock Option Scheme

1. The Company has set up a trust to administer the ESOP scheme under which SAR/options have been granted to employees. Under this scheme the employees can purchase equity shares by exercising the SAR/options as vested at the price specified in the grant. The options granted till March 31, 2014 have a vesting period of maximum of 3 years from the date of grant.

2. (A) - In respect of options vested during the year, had the fair value method been used, the profit for the year would be lower by Rs. 71.24 Million (previous year Rs. 61.29 Million) and the EPS would be Rs. 11.12 (previous year Rs. 8.80).

7. The Company has received legal notices of claims/lawsuits filed against it relating to infringement of Intellectual Property Rights (IPR) in relation to the business activities carried on by it. In the opinion of the management, no material liability is likely to arise on account of such claims/law suits.

8. The Company has considered business segment as the primary segment. The company is primarily in the business of internet based service delivery operating in four service verticals through web portals in respective vertical namely Naukri.com for recruitment related services, Jeevansathi.com for matrimony related services, 99acres.com for real estate related services and Shiksha.com for education related services. The other activities comprise of placement search services and real estate broking services. The segment revenues, results and assets of the other activities do not constitute reportable segment under Accounting Standard 17 on Segment Reporting and accordingly no disclosure of business segment information is required to be disclosed

The geographical segments have been considered for disclosure as the secondary segment, under which the domestic segment includes sales to customers located in India and the overseas segment includes sales to customers located outside India.

9. As at March 31, 2014 the company had Rs. Nil (previous year Rs. 0.12 Million) outstanding with ICICI bank towards unpaid application money received by the company for allotment of securities and due for refund and Rs. 0.07 Million (previous year Rs. 0.07 million) outstanding with Kotak Mahindra Bank & Rs. 0.07 Million (previous year Rs. 0.02 Million) outstanding with Yes Bank as unclaimed dividend . These amounts are not available for use by the company and will be credited to Investor Education & Protection Fund as and when due.

10. The exceptional item in the year ended March 31, 2014 represents provision for diminution in the carrying value of investment of Rs. 26.01 Million in Nogle Technologies Pvt Ltd. (represented by investments in equity shares of Rs. 0.01 Million and Preference shares of Rs. 26.00 Million). The exceptional item in the year ended March 31, 2013 represents provision for diminution in the carrying value of investment of Rs. 185.05 Million in Ninety Nine Labels Private Limited (represented by Investments in equity shares of Rs. 53.55 Millions and Preference shares of Rs. 131.50 Millions), Rs. 0.60 Millions representing dimunition in the carrying value of investment and Rs. 1.80 Million representing waiving off advance given to Info Edge (India) Mauritius Limited ( a company which had been initiated voluntary winding up proceedings during the previous year) and also loss on sale of debentures (inclusive of accrued interest) Rs. 105.42 Millions held in Ninety Nine Labels Private Limited

11. The company has made long term strategic investments in certain subsidiaries/associate companies, which are in their initial/developing stage of operation and would generate growth and returns over a period of time. These subsidiaries/associates have incurred significant expenses for building the brand and market share which have added to the losses of these entities, thereby resulting in erosion of their net worth as at March 31, 2014. Based on the potential of the business model of these entities to generate profits, coupled with recent third party valuations, management is of the opinion that considering the nature of the industry and the stage of operations of these entities there is no diminution in carrying value of the investments as compared to their current net worth and therefore no provision is required at this stage (other than the investments referred in Note 39 above).

12. Previous year figures have been regrouped/rearranged to confirm to the current year classification.


Mar 31, 2013

1. General Information

Info Edge (India) Ltd (the company) is a public limited company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on two stock exchanges in India.

The Company was converted to a public limited company and its name was changed to Info Edge (India) Limited with effect from April 27, 2006.

2. CAPITAL COMMITMENTS

As on March 31, 2013 there is a capital advance of Rs.58.55 Million (Previous Year Rs.64.87 Million) outstanding against capital account contracts. This primarily includes the following:

(i) Rs.58.28 Million (Previous year Rs.60.94 Million) relating to the project for construction of office building on leasehold land in respect of which extension for construction based on sanctioned plan have been taken from the relevant authorities. The management is alternatively exploring possibilities of sale of the land/ project on a lump sum basis.

(ii) Rs.0.27 Million towards office equipment ( Previous Year Rs.3.93 Million towards ERP software)

3. Operating Leases where the company is a lessee:

The company has entered into lease transactions mainly for leasing of office premises for periods between 1 to 11 years. The terms of lease include terms of renewal, increase in rents in future periods and terms of cancellation. The operating lease payments recognized in the Statement of Profit and Loss amount to Rs.172.09 Million (included in Note 23 - Administration and Other Expenses Rs.171.84 Million and in Note-19 Employee Benefits Expense Rs.0.25 Million [(Previous Year Rs.108.38 Million) (included in Note 23 - Administration and Other Expenses Rs.107.59 Million and in Note 19 - Employee Benefits Expense Rs.0.79 Million)].

4. (1) Related Party Disclosures A) Names of related parties with whom transactions were carried out and description of relationship as identified and certified by the Company as per the requirements of Accounting Standard - 18 specified in Companies (Accounting Standard) Rules, 2006 and where control exists for the year ended March 31, 2013: Subsidiaries

Jeevansathi Internet Services Private Limited ( JISPL)

Naukri Internet Services Private Limited (NISPL)

Info Edge (India) Mauritius Limited (IEIML)

Allcheckdeals India Pvt. Ltd. (ACDIPL)

Applect Learning Systems Pvt. Ltd. (ALSPL)

Makesense Technologies Pvt. Ltd.(MTPL)

Zomato Media Pvt. Ltd. (Formerly DC Foodiebay Online Services Private Limited (ZMPL))

Associates

Nogle Technologies Private Limited (NTPL) eTechAces Marketing & Consulting Pvt. Ltd. (EMCPL)

Ninty Nine Labels Private Limited (99LABELS)

Kinobeo Software Private Limited (Mydala)

Happily Unmarried Marketing Pvt. Ltd.(HUMPL)

Canvera Digital Technologies Private Limited (CDTPL)

Key Management Personnel (KMP) & Relatives

Sanjeev Bikhchandani

Surabhi Bikhchandani (Spouse of Sanjeev Bikhchandani)

Sushil Bikhchandani (Brother of Sanjeev Bikhchandani)

Hitesh Oberoi

Divya Batra (Sister of Hitesh Oberoi)

Ambarish Raghuvanshi

Enterprises over which KMP & Relatives have significant influence

Minik Enterprises (Proprietorship concern of Sushil Bikhchandani)

Oyster Learning ( Proprietorship concern of Rimy Oberoi)

Independent Directors- Non Executive

Arun Duggal Ashish Gupta Bala Deshpande Naresh Gupta Saurabh Srivastava

Non-Executive Directors

Kapil Kapoor

5 (2) (1) Related Party Disclosures

A) Names of related parties with whom transactions were carried out and description of relationship as identified and certified by the Company as per the requirements of Accounting Standard - 18 specified in Companies (Accounting Standard) Rules, 2006 and where control exists for the year ended March 31, 2012:

Subsidiaries

Jeevansathi Internet Services Private Limited ( JISPL)

Naukri Internet Services Private Limited (NISPL)

Info Edge (India) Mauritius Limited (IEIML)

Allcheckdeals India Pvt. Ltd. (ACDIPL)

Applect Learning Systems Pvt. Ltd. (ALSPL)

Associates

DC Foodiebay Online Services Private Limited (DCFOSPL)

Nogle Technologies Private Limited (NTPL) eTechAces Marketing & Consulting Pvt. Ltd. (EMCPL)

Ninty Nine Labels Private Limited (99LABELS)

Kinobeo Software Private Limited (Mydala)

Key Management Personnel (KMP) & Relatives

Sanjeev Bikhchandani

Surabhi Bikhchandani (Spouse of Sanjeev Bikhchandani)

Sushil Bikhchandani (Brother of Sanjeev Bikhchandani)

Hitesh Oberoi

Rimy Oberoi (Spouse of Hitesh Oberoi)

Divya Batra (Sister of Hitesh Oberoi)

Ambarish Raghuvanshi

Enterprises over which KMP & Relatives have significant influence

Minik Enterprises (Proprietorship concern of Sushil Bikhchandani) Oyster Learning ( Proprietorship concern of Rimy Oberoi)

Independent Directors- Non Executive

Arun Duggal Ashish Gupta Bala Deshpande Naresh Gupta Saurabh Srivastava

Non-Executive Directors

Kapil Kapoor

6. Employee Stock Option Scheme

The company has set up a trust to administer the ESOP scheme under which options have been granted to employees. Under this scheme the employees can purchase equity shares by exercising the options as vested at the price specified in the grant. The options granted till March 31st 2013 have a vesting period of maximum of 3 years from the date of grant.

7. The Company has received legal notices of claims/lawsuits filed against it relating to infringement of Intellectual Property Rights (IPR) in relation to the business activities carried on by it. In the opinion of the management, no material liability is likely to arise on account of such claims/law suits.

8. The company is primarily in the business of internet based service delivery operating in four service verticals through web portals in respective vertical namely Naukri.com for recruitment related services, Jeevansathi.com for matrimony related services, 99acres.com for real estate related services and Shiksha.com for education related services. The other activities comprise of placement search services and real estate broking services. The segment revenues, results and assets of the other activities do not constitute reportable segment under Accounting Standard 17 on Segment Reporting and accordingly no disclosure is required.

9. The Company had raised Rs.1,704 Million through Initial Public Offer of Shares (IPO) in the month of November, 2006 by issuance of 5,323,851 equity shares of Rs.10/- each at a premium of Rs.310/- per share. The full amount of Rs.1,704 Million has been utilised upto the year ended March 31, 2012 .

10. As at March 31, 2013 the company had Rs.0.12 Million (Previous Year Rs.0.12 Million) outstanding with ICICI bank towards unpaid application money received by the company for allotment of securities and due for refund and Rs.0.07 Million (Previous Year Rs.0.07 million) outstanding with Kotak Mahindra Bank & Rs.0.02 Million (Previous year NIL) outstanding with Yes Bank as unclaimed dividend. These amounts are not available for use by the company and will be credited to Investor Education & Protection Fund as and when due.

11. The exceptional item in the year ended March 31, 2013 represents provision for diminution in the carrying value of investment of Rs.185.05 Million in Ninety Nine Labels Private Limited (represented by Investments in equity shares of Rs.53.55 Millions and Preference shares of Rs.131.50 Millions), Rs.0.60 Millions representing dimunition in the carrying value of investment and Rs.1.80 Million representing waiving off advance given to Info Edge (India) Mauritius Limited ( a company which has initiated voluntary winding up proceedings during the year) and also loss on sale of debentures (inclusive of accrued interest) Rs.105.42 Millions held in Ninety Nine Labels Private Limited. The exceptional item in the year ended March 31, 2012 represents provision for diminution in the carrying value of investment of Rs.3.53 million in Info Edge (India) Mauritius Limited.

12. The company has made long term strategic investments in certain subsidiaries/associate companies, which are in their initial stage of operation and would generate growth and returns over a period of time. These subsidiaries/associates have incurred significant expenses for building the brand and market share which have added to the losses of these entities, thereby resulting in erosion of their net worth as at March 31, 2013. Based on the potential of the business model of these entities to generate profits, coupled with recent third party valuations, management is of the opinion that considering the nature of the industry and the stage of operations of these entities the diminution in carrying value of the investments as compared to their current net worth, is considered to be temporary in nature and therefore no provision is required at this stage (other than the investments referred in Note 40 above).

13. Contingent Liability - Claims against the company not acknowledged as debt -Service tax matters Rs.Nil (Previous Year Rs.4.68 million).

14. Previous year figures have been regrouped/rearranged to confirm to the current year classification.


Mar 31, 2012

1. General Information

Info Edge (India) Ltd (the company) is a public limited company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on two stock exchanges in India.

The Company was converted to a public limited company and its name was changed to Info Edge (India) Limited with effect from April 27, 2006.

a. Terms/Rights attached to equity shares

The company has only one class of equity shares having a par value of Rs 10 per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividend 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.

The company proposes to distribute a dividend of Rs 2/- per share to equity shareholders in reference to paid up capital as on March 31, 2012. The Board of Directors have approved, subject to the approval of shareholders of the Company and other regulatory authorities, an issue of bonus shares in the ratio of 1:1 (i.e. One new equity share for every one equity share held) to the existing equity shareholders of the Company. Therefore, the proposed dividend will be Rs 1/- per share, once the requisite approvals for bonus issue, as stated above are obtained.

In reference to the above, the company proposes to increase the authorised share capital from existing Rs 600 million to Rs 1200 million subject to approval of the shareholders.

a. Term Loans from banks are secured by hypothecation of Vehicles taken on lease.

b. Term loans carry interest rates ranging from 8% to 10%. The loan is repayable along with interest with in 2 to 3 years from the date of loan.

Based on information available with the Company, there are no dues to micro, small and medium enterprises, as defined in Micro, Small and Medium Enterprises Development Act, 2006 as on March 31, 2012.

* Will be credited to Investor Education and Protection Fund as and when due

2. CAPITAL COMMITMENTS

1. As on March 31, 2012 there is a capital advance of Rs 64.87 Million (Previous Year Rs 65.01 Million) outstanding against capital account contracts. This primarily includes the following:

(i) Rs 60.78 Million (Previous year Rs 60.78 Million) relating to the project for construction of office building on leasehold land in respect of which the project for construction has commenced with an estimated value of contract of Rs 782 Million to be executed on capital account..

(ii) Rs 3.93 Million (Previous year Rs 3.36 Million) relating to ERP implementation project with an estimated value of contract of Rs 3.93 Million (Previous year Rs 4.57 Million) to be executed on capital account.

(iii) Rs 0.16 Million (Previous year Rs 0.87 Million) advanced against multiple contracts with total estimated value of contracts of Rs 0.16 Million (gross) (Previous year Rs 1.37 Million) (gross)to be executed on capital account.

3. Operating Leases where the company is a lessee:

The company has entered into lease transactions mainly for leasing of office premises for periods between 1 to 9 years. The terms of lease include terms of renewal, increase in rents in future periods and terms of cancellation. The operating lease payments recognized in the Statement of Profit and Loss amount to Rs 108.38 Million (included in Note 23 – Administration and Other Expenses Rs 107.59 Million and in Note-19 Employee Benefits Expense Rs 0.79 Million [(Previous Year Rs 107.80 Million) (included in Note 23 – Administration and Other Expenses Rs 106.65 Million and in Note 19 – Employee Benefits Expense Rs 1.14 Million)].

4. (1) Related Party disclosures

A) names of related parties with whom transactions were carried out and description of relationship as identified and certified by the Company as per the requirements of Accounting standard – 18 specified in Companies (Accounting standard) Rules, 2006 and where control exists for the year ended March 31, 2012:

Subsidiaries

Jeevansathi Internet Services Private Limited (JISPL)

Naukri Internet Services Private Limited (NISPL)

Info Edge (India) Mauritius Limited (IEIML)

Allcheckdeals India Pvt. Ltd. (ACDIPL)

Applect Learning Systems Pvt. Ltd. (ALSPL)

Associates

DC Foodiebay Online Services Private Limited (DCFOSPL)

Nogle Technologies Private Limited (NTPL)

eTechAces Marketing & Consulting Pvt. Ltd. (EMCPL)

Ninty Nine Labels Private Limited (99LABELS)

Kinobeo Software Private Limited (MYDALA)

Key Management Personnel (KMP) & Relatives

Mr Sanjeev Bikhchandani

Ms Surabhi Bikhchandani (Spouse of Mr. Sanjeev Bikhchandani)

Mr Sushil Bikhchandani (Brother of Mr Sanjeev Bikhchandani)

Mr Hitesh Oberoi

Ms. Rimy Oberoi (Spouse of Mr. Hitesh Oberoi)

Ms. Divya Batra (Sister of Mr. Hitesh Oberoi)

Mr Ambarish Raghuvanshi

Enterprises over which KMP & Relatives have significant influence

Minik Enterprises (Proprietorship concern of Mr. Sushil Bikhchandani)

Oyster Learning ( Proprietorship concern of Ms. Rimy Oberoi)

Independent directors- non executive

Arun Duggal

Ashish Gupta

Bala Deshpande

Naresh Gupta

Saurabh Srivastava

Non-executive directors

Kapil Kapoor

1. Amounts paid to / on behalf of Info Edge Employee Stock Option Trust during the year are as below:

(a) Dividend paid Rs 0.50 Million

(b) Advances paid (net) Rs (13.43) Million

2. Amount due from Info Edge Employee Stock Option Trust as on March 31, 2012 is Rs 0.03 Million

5 (2) Related Party disclosures

A) names of related parties with whom transactions were carried out and description of relationship as identified and certified by the Company as per the requirements of Accounting standard – 18 specified in Companies (Accounting standard) Rules, 2006 and where control exists for the year ended March 31, 2011:

Subsidiaries

Jeevansathi Internet Services Private Limited ( JISPL)

Naukri Internet Services Private Limited (NISPL)

Info Edge (India) Mauritius Limited (IEIML)

Allcheckdeals India Pvt. Ltd. (ACDIPL)

Applect Learning Systems Pvt. Ltd. (ALSPL)

Info Edge USA Inc. (IEUI)

eTechAces Marketing & Consulting Pvt. Ltd. (EMCPL)

Associates

DC Foodiebay Online Services Private Limited (DCFOSPL)

Nogle Technologies Private Limited (NTPL)

Key Management Personnel (KMP) & Relatives

Mr Sanjeev Bikhchandani

Ms Surabhi Bikhchandani (Spouse of Mr. Sanjeev Bikhchandani)

Mr Sushil Bikhchandani (Brother of Mr Sanjeev Bikhchandani)

Mr Hitesh Oberoi

Ms. Rimy Oberoi (Spouse of Mr. Hitesh Oberoi)

Ms. Divya Batra (Sister of Mr. Hitesh Oberoi)

Mr Ambarish Raghuvanshi

Enterprises over which KMP & Relatives have significant influence

Minik Enterprises (Proprietorship concern of Mr. Sushil Bikhchandani)

Oyster Learning (Proprietorship concern of Ms. Rimy Oberoi)

Independent Directors-Non executive

Arun Duggal

Ashish Gupta

Bala Deshpande

Naresh Gupta

Saurabh Srivastava

Non-Executive Directors

Kapil Kapoor

1. Amounts paid to / on behalf of Info Edge Employee Stock Option Trust during the year are as below:

(a) Dividend paid Rs 0.35 Million

(b) Advances paid (net) Rs (6.17) Million

2. Amount due from Info Edge Employee Stock Option Trust as on March 31, 2011 is Rs 13.40 Million.

6. Employee Stock Option Scheme

The company has set up a trust to administer the ESOP scheme under which options have been granted to employees. Under this scheme the employees can purchase equity shares by exercising the options as vested at the price specified in the grant. The options granted till March 31st 2012 have a vesting period of maximum of 3 years from the date of grant.

* During the year the company granted 377,600 (Previous Year 222,000) Stock Appreciation Rights (SAR) with a maximum exercise period of five years (Previous Year Five Years).

The options outstanding at the end of year had exercise prices in the range of Rs 10/- to Rs 732/- (Previous Year Rs 10/- to Rs 654/-) and a weighted average remaining contractual life of 5.41 years (Previous Year 5.41 years).

In accordance with the above mentioned ESOP Scheme, Rs 14.98 Million (Previous Year Rs 17.67 Million) has been charged to the Profit and Loss Account in relation to the options vested during the year ended March 31, 2012 as Employee Stock Option Scheme Compensation.

1. (A) - In respect of options vested during the year, had the fair value method been used, the profit for the year would be lower by Rs 82.67 Million (Previous year 74.22 Million) and the EPS would be Rs 20.96 (Previous year 14.02).

7. The Company has received legal notices of claims/lawsuits filed against it relating to infringement of Intellectual Property Rights (IPR) in relation to the business activities carried on by it. In the opinion of the management, no material liability is likely to arise on account of such claims/law suits.

8. The company is primarily in the business of internet based service delivery operating in four service verticals through web portals in respective vertical namely Naukri.com for recruitment related services, Jeevansathi.com for matrimony related services, 99acres.com for real estate related services and Shiksha.com for education related services. The other activities comprise of placement search services and real estate broking services. The segment revenues, results and assets of the other activities do not constitute reportable segment under Accounting Standard 17 on Segment Reporting and accordingly no disclosure is required.

9. As at March 31, 2012 the company had Rs 0.12 Million (Previous Year Rs 0.12 Million) outstanding with ICICI bank towards unpaid application money received by the company for allotment of securities and due for refund and Rs 0.07 Million (Previous Year Rs 0.06 Million) as unclaimed dividend outstanding with Kotak Mahindra Bank. These amounts are not available for use by the company and will be credited to Investor Education & Protection Fund as and when due.

The above amounts exclude company's contribution / provision for gratuity and leave encashment for the year, which is determined annually on actuarial basis.

a. State Plans

a) Employer's Contribution to Employee State Insurance

*Included in Contribution to Provident and Other Funds under Employee Benefits Expense (Refer Note 19)

C. defined benefit Plans

a) Contribution to Gratuity Funds – Life Insurance Corporation of India, Group Gratuity Scheme

b) Leave Encashment/ Compensated Absences for Employees

Fair Value of Plan Assets as at March 31, 2012 confirmed by LIC is Rs 63.26 Million (Previous Year 46.54 Million)

In respect of leave encashment/compensated absence the present value of obligation as at March 31, 2012 is Rs 20* Million (Previous Year 19* Million). The expense recognized in the profit & loss account is Rs 14** Million (Previous Year Rs 15** Million)

*included in Provision for Employee Benefits Expense (Refer Note 8)

**Included in Staff Welfare and Benefits under Employee Benefits Expense (Refer Note 19)

10. The exceptional item in the year ended March 31, 2012 represents provision for diminution in the carrying value of investment of Rs 3.53 million in Info Edge (India) Mauritius Limited. The exceptional item in the year ended March 31, 2011 represents provision for diminution in the carrying value of investment of Rs 3.75 million in Info Edge (India) Mauritius Limited offset by the profit on sale of equity shares of MakemyTrip Limited, Mauritius amounting to Rs 55.49 million (Rs 37.06 million net of Tax).

11. The company has made long term strategic investments in certain subsidiaries/associate companies, which are in their initial stage of operation and would generate growth and returns over a period of time. These subsidiaries/associates have incurred significant expenses for building the brand and market share which have added to the losses of these entities, thereby resulting in erosion of their net worth as at March 31, 2012. Based on the potential of the business model of these entities to generate profits, coupled with recent third party valuations, management is of the opinion that considering the nature of the industry and the stage of operations of these entities the diminution in carrying value of the investments as compared to their current net worth, is considered to be temporary in nature and therefore no provision is required at this stage (other than the investments referred in Note 40 above).

12. Contingent Liability - Claims against the company not acknowledged as debt include demand from the service tax authorities for payment of service tax of Rs 4.68 million. The company is contesting the demand and the management believes that its position will likely be upheld in the appellate process. No tax expense has been accrued in the financial statements for the tax demand raised. The management believes that the ultimate outcome of this proceeding will not have a material adverse effect on the Company's financial position and results of operations.

13. The financial statements for the year ended March 31, 2011 had been prepared as per the then applicable, pre-revised Schedule VI to the Companies Act, 1956. Consequent to the notification of Revised Schedule VI under the Companies Act, 1956, the financial statements for the year ended March 31,2012 are prepared as per Revised Schedule VI. Accordingly, the previous year figures have also been reclassified to conform to this year's classification. 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. The Company was converted to a public limited company and its name was changed to Info Edge (India) Limited with effect from April 27, 2006.

2. As on March 31, 2011 there is an advance of Rs.154,236 Thousand (Previous Year Rs.69,260 Thousand) outstanding against capital account contracts. This primarily includes the following:

(i) Rs.149,997 Thousand (Previous year Rs.62,286 Thousand) relating to the project for construction of office building on leasehold land in respect of which the project for construction has commenced with an estimated value of contract of Rs.782,000 Thousand to be executed on capital account.

(ii) Rs.3,358 Thousand (Previous year Rs.6,089 Thousand) relating to ERP implementation project with an estimated value of contract of Rs.4,570 Thousand (Previous year Rs.8,682 Thousand) to be executed on capital account.

(iii) Rs.881 Thousand (Previous year Rs.885 Thousand) advanced against multiple contracts with total estimated value of contracts of Rs.1,370 Thousand (gross) (Previous year Rs.1,281 Thousand) (gross)to be executed on capital account.

3. Based on information available with the Company, there are no dues to micro, small and medium enterprises, as defined in Micro, Small and Medium Enterprises Development Act, 2006 as on March 31, 2011.

4. Operating Leases where the company is a lessee:

The company has entered into lease transactions mainly for leasing of office premises for periods between 1 to 9 years. The terms of leas include terms of renewal, increase in rents in future periods and terms of cancellation. The operating lease payments recognized in the Profit & Loss Account amount to Rs.107,796 Thousand (included in Schedule 14 – Administration and Other Expenses Rs.106,654 Thousand and in Schedule 15 – Personnel Expenses Rs.1,142 Thousand [(Previous Year Rs.113,487 Thousand) (included in Schedule 14 – Administratio and Other Expenses Rs.112,123 Thousand and in Schedule 15 – Personnel Expenses Rs.1,364 Thousand)].

5. The Company is not engaged in either manufacturing or trading of goods. Accordingly disclosures relating to Quantitative information as required under Part II of Schedule VI to the Act, with regard to finished goods / raw materials and components consumed are not applicable.

6. (1) Related Party Disclosures

A) names of related parties with whom transactions were carried out and description of relationship as identified and certified by the Company as per the requirements of Accounting Standard – 18 specified in Companies (Accounting Standard) Rules, 2006 and where control exists for the year ended march 31, 2011:

Subsidiaries

Jeevansathi Internet Services Private Limited ( JISPL)

Naukri Internet Services Private Limited (NISPL)

Info Edge (India) Mauritius Limited (IEIML)

Allcheckdeals India Pvt. Ltd. (ACDIPL)

Applect Learning Systems Pvt. Ltd. (ALSPL)

Info Edge USA Inc. (IEUI)

eTechAces Marketing & Consulting Pvt. Ltd. (EMCPL)

Associates

DC Foodiebay Online Services Private Limited (DCFOSPL)

Nogle Technologies Private Limited (NTPL)

Key management Personnel (KmP) & Relatives

Mr Sanjeev Bikhchandani

Ms Surabhi Bikhchandani (Spouse of Mr. Sanjeev Bikhchandani)

Mr Sushil Bikhchandani (Brother of Mr Sanjeev Bikhchandani)

Mr Hitesh Oberoi

Ms. Rimy Oberoi (Spouse of Mr. Hitesh Oberoi)

Ms. Divya Batra (Sister of Mr. Hitesh Oberoi)

Mr Ambarish Raghuvanshi

Enterprises over which KMP & Relatives have significant influence

Minik Enterprises (Proprietorship concern of Mr. Sushil Bikhchandani)

Oyster Learning ( Proprietorship concern of Ms. Rimy Oberoi)

Independent Directors- Non Executive

Arun Duggal

Ashish Gupta

Bala Deshpande

Naresh Gupta

Saurabh Srivastava

Non-Executive Directors

Sandeep Murthy (resigned w.e.f April 30, 2010)

Kapil Kapoor

7 (2) Related Party Transactions for the year ended march 31, 2010

A) names of related parties with whom transactions were carried out and description of relationship as identified and certified by the Company as per the requirements of Accounting Standard – 18 specified in Companies (Accounting Standard) Rules, 2006 and where control exists for the year ended march 31, 2010:

Subsidiaries

Jeevansathi Internet Services Private Limited ( JISPL)

Naukri Internet Services Private Limited (NISPL)

Info Edge (India) Mauritius Limited (IEIML)

Allcheckdeals India Pvt. Ltd. (ACDIPL)

Info Edge USA Inc.

Associates

eTechAces Marketing & Consulting Pvt. Ltd. (EMCPL)

Applect Learning Systems Pvt. Ltd. (ALSPL)

Key management Personnel (KMP) & Relatives

Mr Sanjeev Bikhchandani

Ms Surabhi Bikhchandani (Spouse of Mr. Sanjeev Bikhchandani)

Mr Sushil Bikhchandani (Brother of Mr Sanjeev Bikhchandani)

Mr Hitesh Oberoi

Ms. Rimy Oberoi (Spouse of Mr. Hitesh Oberoi)

Mr Ambarish Raghuvanshi

Enterprises over which KMP & Relatives have significant influence

Minik Enterprises (Proprietorship concern of Mr. Sushil Bikhchandani)

Oyster Learning (Proprietorship concern of Ms. Rimy Oberoi)

Independent Directors- Non Executive

Arun Duggal

Ashish Gupta

Bala Deshpande

Naresh Gupta

Saurabh Srivastava

Non-Executive Directors

Sandeep Murthy

Kapil Kapoor

8. Employee Stock Option Scheme

The company has set up a trust to administer the ESOP scheme under which options have been granted to employees. Under this scheme the employees can purchase equity shares by exercising the options as vested at the price specified in the grant. The options granted till March 31, 2011 have a vesting period of maximum of 3 years from the date of grant.

9. (A) In respect of options vested during the year, had the fair value method been used, the profit for the year would be lower by Rs.74,224 Thousand (Previous year 76,939 Thousand) and the EPS would be Rs.14.02 (Previous year 9.02).

10. The Company has received legal notices of claims/lawsuits filed against it relating to infringement of Intellectual Property Rights (IPR) in relation to the business activities carried on by it. In the opinion of the management, no material liability is likely to arise on account of such claims/law suits.

11. The company is primarily in the business of internet based service delivery operating in four service verticals through web portals in respective vertical namely Naukri.com for recruitment related services, Jeevansathi.com for matrimony related services, 99acres.com for real estate related services and Shiksha.com for education related services. The other activities comprise of placement search services and real estate broking services. The segment revenues, results and assets of the other activities do not constitute reportable segment under Accounting Standard 17 on Segment Reporting and accordingly no disclosure is required.

12. The Company had raised Rs.1,703,632 Thousand through Initial Public Offer of Shares (IPO) in the month of November, 2006 by issuance of 5,323,851 equity shares of Rs.10/- each at a premium of Rs.310/- per share. The utilisation out of such gross proceeds till March 31, 2011 is as given below. The balance amount of IPO proceeds remains invested in debt based mutual funds and fixed deposits in banks.

13. As at March 31, 2011 the company had Rs.122 Thousand (Previous Year Rs.122 Thousand) outstanding with ICICI bank towards unpaid application money received by the company for allotment of securities and due for refund and Rs.62 Thousand (Previous Year Rs.46 Thousand) as unclaimed dividend outstanding with Kotak Mahindra Bank. These amounts are not available for use by the company and will be credited to Investor Education & Protection Fund as and when due.

14. Employee benefits

The Company has classified the various benefits provided to employees as under:

b. State Plans

a) Employers Contribution to Employee State Insurance

C. Defined benefit Plans

a) Contribution to Gratuity Funds – Life Insurance Corporation of India, Group Gratuity Scheme

b) Leave Encashment/ Compensated Absences for Employees

21 (b) Employee benefits for the previous financial year 2009-10:

The Company has classified the various benefits provided to employees as under:

A. Defined Contribution Plans

a) Provident Fund

b. State Plans

a) Employers Contribution to Employee State Insurance

C. Defined benefit Plans

a) Contribution to Gratuity Funds – Life Insurance Corporation of India

b) Leave Encashment/ Compensated Absences for Employees

15. Exceptional item in Profit & Loss Account represents provision for permanent diminution in carrying value of long term investment in Info Edge (India) Mauritius Limited and the capital gains of Rs.55,487 Thousand (Net of Tax Rs.37,055 Thousand) on account of sale of investment in equity shares of MakemyTrip, Mauritius.

16. The company has made long term strategic investments in certain subsidiaries/associate companies, which are in their initial stage of operation and would generate growth and returns over a period of time. These subsidiaries/associates have incurred significant expenses for building the brand and market share which have added to the losses of these entities, thereby resulting in erosion of their net worth as at March 31, 2011. Based on the potential of the business model of these entities to generate profits, coupled with recent third party valuations, management is of the opinion that considering the nature of the industry and the stage of operations of these entities the diminution in carrying value of the investments as compared to their current net worth, is considered to be temporary in nature and therefore no provision is required at this stage (other than the investments referred in Note 23 above).

17. Previous years figures have been regrouped / recast to confirm to current years presentation.


Mar 31, 2010

1. The Company was converted to a public limited company and its name was changed to Info Edge (India) Limited with effect from April 27, 2006.

2. As on March 31, 2010 there is an advance of Rs 69,260 Thousand (Previous Year Rs. 82,942 Thousand) outstanding against capital account contracts. This primarily includes the following:

(i) Rs. 62,286 Thousand (Previous year Rs. 62,286 Thousand) relating to the project for construction of office building on leasehold land which remains outstanding as the project has been delayed. The management expects to commence this project in the next financial year for which appropriate permissions for extending the time limit for construction have been taken from the local development authority.

(ii) Rs. 6,089 Thousand (Previous year Rs. 18,926 Thousand) relating to ERP implementation project with an estimated value of contract of Rs. 8,682 Thousand (Previous year Rs 25,000 Thousand) (gross) remaining to be executed on capital account.

(iii) Rs. 885 Thousand (Previous year Rs. 1,730 Thousand) advanced against multiple contracts with total estimated value of contracts of Rs. 1,281 Thousand (gross) (Previous year Rs. 2,658 Thousand) (gross) remaining to be executed on capital account.

3. Based on information available with the Company, there are no dues to micro, small and medium enterprises, as defined in Micro, Small and Medium Enterprises Development Act, 2006 as on March 31, 2010.

4. Operating Leases where the company is a lessee:

The company has entered into lease transactions mainly for leasing of office premises for periods between 1 to 9 years. The terms of lease include terms of renewal, increase in rents in future periods and terms of cancellation. The operating lease payments recognized in the Profit & Loss Account amount to Rs 113,487 Thousand (included in Schedule 13 - Administration and Other Expenses Rs. 112,123 Thousand and in Schedule 14 - Personnel Expenses Rs 1,364 Thousand [(Previous Year Rs. 111,329 Thousand) (included in Schedule 13 - Administration and Other Expenses Rs. 108,821 Thousand and in Schedule 14 - Personnel Expenses Rs 2,508 Thousand)].

5. The Company is not engaged in either manufacturing or trading of goods. Accordingly disclosures relating to Quantitative information as required under Part II of Schedule VI to the Act, with regard to finished goods / raw materials and components consumed are not applicable.

6. (1) Related Party Disclosures

A) Names of related parties with whom transactions were carried out and description of relationship as identified and certified by the Company as per the requirements of Accounting Standard – 18 specified in Companies (Accounting Standard) Rules, 2006 and where control exists for the year ended March 31, 2010:

Subsidiaries

Jeevansathi Internet Services Private Limited ( JISPL)

Naukri Internet Services Private Limited (NISPL)

Info Edge (India) Mauritius Limited (IEIML)

Allcheckdeals India Pvt. Ltd. (ACDIPL)

Applect Learning Systems Pvt. Ltd. (ALSPL)

Info Edge USA Inc. (IEUI)

Associates

eTechAces Marketing & Consulting Pvt. Ltd. (EMCPL)

Key Management Personnel (KMP) & Relatives

Mr Sanjeev Bikhchandani

Ms Surabhi Bikhchandani (Spouse of Mr. Sanjeev Bikhchandani)

Mr Sushil Bikhchandani (Brother of Mr Sanjeev Bikhchandani)

Mr Hitesh Oberoi

Ms. Rimy Oberoi (Spouse of Mr. Hitesh Oberoi)

Mr Ambarish Raghuvanshi

Enterprises over which KMP & Relatives have significant infl uence

Minik Enterprises (Proprietorship concern of Mr. Sushil Bikhchandani) Oyster Learning ( Proprietorship concern of Ms. Rimy Oberoi)

Independent Directors- Non Executive

Arun Duggal

Ashish Gupta

Bala Deshpande

Naresh Gupta

Saurabh Srivastava

Non-Executive Directors

Sandeep Murthy Kapil Kapoor

1. Amounts paid to / on behalf of Info Edge Employee Stock Option Trust during the year are as below:

(a) Dividend paid Rs. 451 Thousand

(b) Advances paid (net) Rs. 3,470 Thousand

7 (2) Related Party Transactions for the year ended 31st March, 2009

A) Names of related parties with whom transactions were carried out and description of relationship as identified and certifi ed by the Company as per the requirements of Accounting Standard – 18 specifi ed in Companies (Accounting Standard) Rules, 2006 and where control exists for the year ended March 31, 2009:

Subsidiaries

Jeevansathi Internet Services Private Limited ( JISPL) Naukri Internet Services Private Limited (NISPL) Info Edge (India) Mauritius Limited (IEIML) Allcheckdeals India Pvt. Ltd. (ACDIPL) Info Edge USA Inc.

Associates

eTechAces Marketing & Consulting Pvt. Ltd. (EMCPL)

Applect Learning Systems Pvt. Ltd. (ALSPL)

Key Management Personnel (KMP) & Relatives

Mr Sanjeev Bikhchandani

Ms Surabhi Bikhchandani (Spouse of Mr. Sanjeev Bikhchandani)

Mr Sushil Bikhchandani (Brother of Mr Sanjeev Bikhchandani)

Mr Hitesh Oberoi

Ms. Rimy Oberoi (Spouse of Mr. Hitesh Oberoi)

Mr Ambarish Raghuvanshi

Enterprises over which KMP & Relatives have significant influence

Minik Enterprises (Proprietorship concern of Mr. Sushil Bikhchandani) Oyster Learning ( Proprietorship concern of Ms. Rimy Oberoi)

Independent Directors- Non Executive

Arun Duggal

Ashish Gupta

Bala Deshpande

Naresh Gupta

Saurabh Srivastava

Non-Executive Directors

Sandeep Murthy

Kapil Kapoor

8 . Employee Stock Option Scheme

The company has set up a trust to administer the ESOP scheme under which options have been granted to employees. Under this scheme the employees can purchase equity shares by exercising the options as vested at the price specified in the grant. The options granted till March 31st 2010 have a vesting period of maximum of 3 years from the date of grant.

9. (A) In respect of options vested during the year, had the fair value method been used, the profit for the year would be lower by Rs 76,939 Thousand (Previous year 108,038 Thousand) and the EPS would be Rs 18.04 (Previous year 17.91).

10. The Company has received legal notices of claims/lawsuits filed against it relating to infringement of Intellectual Property Rights (IPR) in relation to the business activities carried on by it. In the opinion of the management, no material liability is likely to arise on account of such claims/law suits.

11. The company is primarily in the business of internet based service delivery operating in four service verticals through web portals in respective vertical namely Naukri.com for recruitment related services, Jeevansathi.com for matrimony related services, 99acres. com for real estate related services and Shiksha.com for education related services. The other activities comprise of placement search services and real estate broking services. The segment revenues, results and assets of the other activities do not constitute reportable segment under Accounting Standard 17 on Segment Reporting and accordingly no disclosure is required.

12. The Company had raised Rs 1,703,632 Thousand through Initial Public Offer of Shares (IPO) in the month of November, 2006 by issuance of 5,323,851 equity shares of Rs. 10/- each at a premium of Rs. 310/- per share. The utilisation out of such gross proceeds till March 31, 2010 is as given below. The balance amount of IPO proceeds remains invested in debt based mutual funds and fixed deposits in banks.

13. As at March 31, 2010 the company had Rs 122 Thousand (Previous Year Rs. 122 Thousand) outstanding with ICICI bank towards unpaid application money received by the company for allotment of securities and due for refund and Rs 46 Thousand (Previous Year Rs. 33 Thousand) as unclaimed dividend outstanding with Kotak Mahindra Bank. These amounts are not available for use by the company and will be credited to Investor Education & Protection Fund as and when due.

14. Exceptional item in Profit & Loss Account represents provision for permanent diminution in carrying value of long term investment in Info Edge (India) Mauritius Limited.

15. The company has made long term strategic investments in certain subsidiary/associate companies, which are in their initial stages of operations and would generate growth and returns over a period of time. These subsidiaries/associates have incurred significant expenses for building the brand and market share which have added to the losses of these entities, thereby resulting in erosion of their net worth. In the opinion of the management considering the nature of the industry and the stage of operations of these entities, the diminution in carrying value of the investments is considered to be temporary in nature and therefore not considered for any provision at this stage (other than the investments referred in Note 23 above).

16. Previous years figures have been regrouped / recast to confirm to current years presentation.

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