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Notes to Accounts of N2N Technologies Ltd.

Mar 31, 2014

1. The merger of Leadsoft Softech Private Limited with the N2N Technologies Limited has been approved by Hon''ble Bombay High Court vide it''s order dated 25th of Oct. 2013. The appointed date is 1st Apr 2012. The Company has complied with applicable accounting standard while giving effect to the said merger.

2. During the year Company has allotted 13,41,400 equity shares of Rs. 10/- each @ Rs. 68.14 per share (including premium of Rs. 58.14 per share) to shareholders and Debenture holders of Leadsoft Softech Pvt. Ltd. Pursuant to the order of Hon. Bombay High Court.

3. Balances of Debtors, Loans and Advances, Secured &Unsecured Loans, Sundry Creditors & Others are subject to confirmation and reconciliation and consequential adjustments, if any.

4. In the opinion of the Board & to the best of their knowledge & belief the value of realization of current assets, loans & advances in the ordinary course of business would not be less than the amount at which they are stated in the Balance Sheet & the provisions for all the loans & determined liabilities is adequate and not in excess of the amount.

5. Provision for retirement benefits to employees was not provided as it is not applicable to the Company.

6. According to the opinion of the management, there is no impairment in the carrying cost of cash generating units of the Company in terms of accounting standards-28 issued by the Institute of Chartered Accountants of India.

7. The Company has not received the required information from suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006. Hence disclosures, if any, relating to amounts unpaid as at the year end together with interest paid/payable as required under the said Act have not been made.

8. Segment Information (AS-17)

Company has only one segment of activity namely "IT & IT Enabled Services". Since there is no export turnover, there are no reportable geographical segments. The company has not indulged in share trading activity.

9. Related Party Disclosure (AS-18)

As per the Accounting Standard 18 on "Related Party Disclosures" issued by ICAI the related parties of the company and nature of relationship are as follows:

Related Party Nature of Relationship

Rahul Dilip Shah Director

DSR Infotech Pvt. Ltd. One Common Director - Subsidiary

Note: Related Party Relationship is identified by the Management & relied upon by the Auditor.

Nature and volume of transaction carried out with the above related parties in the ordinary course of business for the year ended 31st March, 2014

10. Earnings Per Share (AS-20)

The Earning Per Share computed as per the requirement under Accounting Standard 20 on Earnings Per Share issued by The Institute of Chartered Accountant of India, is as under:

11. Earnings/Expenditure in Foreign Currency - NIL

12. The Company has not received the required information from suppliers regarding their status under the MSMED Act, 2006 Hence disclosures if any relating to amounts unpaid as at the year-end together with interest paid/payable as required under the said act have not been made.

Notes:

1. Indian Rupee equivalent figures hav been arrived at byappjying theyear end inter-bank Exchange Rate

2. DSR Infotech Private Limited''s controllingstake in Katalyst Technolcgies Inc has come down to 50% .

Notes:

1. None of the above Subsidiaries have proposed any dividend.

2. The Company shall provide to any member on request the Annual Accounts of the subsidiaries and other related information at any point of time. Copies of the Annual Accounts of the Subsidiaries shall also be available for inspection by any member at the Registered Office of the Company and its subsidiaries on any working day.

3. Indian Rupee equivalent figures have been arrived at by applying the year end inter-bank Exchange Rate


Mar 31, 2013

1. The merger of LeadsoftSoftech Private Limited with the N2N Technologies Limited has been approved by BSE and also the shareholders of the company.A petition under Section 394 of the Companies Act, 1956 for sanctioning the scheme of Amalgamation of LeadsoftSoftech Private Limited with N2N Technologies Limited and their respective shareholders was presented by the Company on 18-April,2013 and the same has been admitted in the Bombay High Court on 3- May.2013. The said petition is fixed for hearing before the Company Judge on 28* Day of June 2013 at 11.00 a.m, at Mumbai High Court. If approved the mergerwillbeeffectivefrom1''April,2012.

2. To subscribe to shares of DSR Infotech Private Limited, the company paid share application money of Rs.3,24,50,000/- during March, 2012. The Company was allotted 3,24,500 shares of Rs.100/- each of DSR Infotech Private Limited on 2- November, 2012. As a result the company holds 68.39% of DSR Infotech Private Limited making it a subsidiary of the company. DSR Infotech Private Limited has a subsidiary, Katalyst Technologies Inc, USA.

3. During the year the company had issued 2,66,666 0% Unsecured Optional Fully Convertible Debentures @ Rs.150/- amounting to Rs.3,99,99,900 to Mr. Vijay Chheda for which necessary approvals had been obtained from the shareholders through Postal Ballot as also from BSE.The term of 0% Unsecured Optionally Convertible Debentures ("OCD") shall be 18 months from the date of allotment and shall be converted into equity shares at the option of the debenture holder. The equity shares arising on conversion shall rank parripassu with existing equity shares. Any OCD pending conversion on expiry of period of 18 months from the date of allotment of OCD shall be converted into Redeemable Non Convertible Debenture of Rs. 10/- each redeemable within a period of 3 (three) years at the coupon rate to be determined by the Board of Directors commencing from expiry of 18 months period. The debenture holder had applied for conversion into shares and the Board has approved the same vide their meeting held on 10.05.2013. Consequent to conversion the paid up capital would increase to Rs.3,06,66,660 comprising of 30,66,666 shares of Rs. 10/- and the balance amount of Rs. 140 a share will be transferred to Share Premium account.

4. Balances of Debtors, Loans and Advances, Secured&Unsecured Loans, Sundry Creditors & Others are subject to confirmation and reconciliation and consequential adjustments, if any.

5. In the opinion of the Board & to the best of their knowledge & belief the value of realization of current assets, loans & advances in the ordinary course of business would not be less than the amount at which they are stated in the Balance Sheet & the provisions for all the loans & determined liabilities isadequate and not in excess of the amount.

6. Provision for retirement benefits to employees was not provided on accrual basis, which is not inconformity with Accounting Standard-15 issued by ICAI and the amount has not been quantified because actuarial valuation report is not available. However, in the opinion of the management the amount involved is negligible and has no material impact on the Statement of Profit & Loss.

7. According to the opinion of the management, there is no impairment in the carrying cost of cash generating units of the Company in terms of accounting standards-28 issued by the Institute of Chartered Accountants of India.

8. The Company has not received the required information from suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006. Hence disclosures, if any, relating to amounts unpaid as at the yearend together with interest paid/payable as required under the said Act have not been made.

9. Segment Information (AS-17)

Company has only one segment of activity namely "IT & IT Enabled Services". Since there is noexport turnover, there are no reportable geographical segments. The company has not indulged in share trading activity.

10. Related Party Disclosure (AS-18)

As per the Accounting Standard 18 on "Related Party Disclosures" issued by ICAI the related parties of the company and nature of relationship are as foilows:

11. Previous year''s figures have been recast/regrouped wherever necessary to conform to the current year''s classifications/presentation.

12. Accounting for taxes on income(AS-22):

Break up of Net Deferred Tax liability into major components of the respective balance is as follows:


Mar 31, 2012

(i) Terms/Rights attached to equity shares

The Company has only one cSass of equity /hares having a par value of Rs.10 per share. Each holder of equity shares is entitled to one vote per share.

The Company dedares and pays dividend in Indian Rupses. In event of Hquremainingidation of the Company, the holders of equity shares wouM be entitled to receeve assets ole tiie Company, after distribution of all jpreferentml amounts. The Distribution wUl be in proportion to the number of eqrnty shares heM tiie shareholders.

[ The company has liabilities in respect of Unpaid Dividend account for the year 2005-06 of Rs. 12,835 and the said amount has been deposited in Indian Bank at OSHIWARA Branch at Mumbai, the present account balance is of Rs.18,105. As per management explanation difference of Rs. 5,270 is due to account deposited at the time of account opening.]

1. Balances of Debtors, Loans and Advances, Secured & Unsecured Loans, Sundry Creditors & Others are subject to confirmation and reconciliation and consequential adjustments, if any.

2. In the opinion of the Board & to the best of their knowledge & belief the value of realisation of current assets, loans & advances in the ordinary course of business would not be less than the amount at which they are stated in the Balance Sheet & the provisions for all the loans & determined liabilities is adequate and not in excess of the amount.

3. Provision for retirement benefits to employees was not provided on accrual basis, which is not incon- formity with Accounting Standard-15 issued by ICAI and the amount has not been quantified because actuarial valuation report is not available. However, in the opinion of the management the amount involved is negligible and has no material impact on the Profit & Loss Account.

4. According to a technical assessment carried out by the Company, there is no impairment in the carrying cost of cash generating units of the Company in terms of accounting standards-28 issued by the Insti- tute of Chartered Accountants of India.

5. The Company has not received the required information from suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006. Hence disclosures, if any, relating to amounts unpaid as at the yearend together with interest paid/payable as required under the said Act have not been made.

6. Accounts payable to Small Scale Industrial Undertaking under the head of Sundry Creditors - NIL (Previous Year - NIL)

7. The Revised Schedule VI has become effective from 1st April, 2011 for the preparation of financial state- ments. This has significantly impacted the disclosure and presentation made in the financial statements. Previous year's figures have been regrouped/reclassified wherever necessary to correspond with the current year's classification/disclosure.

8. Segment Information (AS-17) Company has only one segment of activity namely "Trading and Financial Activities". Since there is No export turnover, there are no reportable geographical segments.

9. Earnings Per Share (AS-20)

The Earning Per Share computed as per the requirement under Accounting Standard 20 on Earning Per Share issued by The Institute of Chartered Accountants of India, is as under:

10. Additional information pursuant to the provisions of Part II of Schedule VI to the Companies Act, 1956: Quantitative detail in respect of trading goods:-


Mar 31, 2003

1. In the opinion of the Board, the current assets, loans & advances are approximately of the value stated if realised in the ordinary course of business & adequate provision for all known liabilities of the Company has been made.

2. The entire operation of Company relate to only one Segment viz: Income from financial activities. Companys business activities are confined only in India. Hence no additional disclosure are made as required under Accounting Standard 17. on Segment Reporting issued by the Institute of Chartered Accountants of India.

3. Related Party Disclosures :

a) List of related parties with whom transactions have taken place during the year:

Relatives of Key Management Personnel - Mr. Abhishek Sarawgi

4. Previous Years figures have been regrouped/rearranged, wherever necessary, so as to make them comparable with current years figures.

5. Balance Sheet Abstract & Companys General Business Profile as required under Part IV of Schedule VI to the Companies Act 1956 is given as per annexure A.

6. Other information required under Part I & Part II of Schedule VI to the Companies Act, 1956 is either NIL or NOT APPLICABLE.


Mar 31, 2002

1 In the opinion of the Board, the current assets, loans & advances are approximately of the value stated if realised in the ordinary course of business & adequate provision for all known liabilities of the Company has been made.

2 In view of Accounting Standard-22 "Accounting for taxes on Income" issued by the Institute of Chartered Accountants of India, the Company has started accounting for deferred taxes with effect from 1st April, 2001.

The accumulated net deferred tax assets amounting to Rs. 544145/- as of 1st April, 2001 have been credited to the balance in Profit & Loss Account as on the same date. The deferred tax credit of Rs.l35312/- for the year, has been recognised in the Profit & Loss Account.

3. The entire operation of Company relate to only one Segment viz: Income from financial activities. Companys business activities are confined only in India. Hence no additional disclosure are made as required under Accounting Standard 17, issued by Institute of Chartered Accountants of India.

4 Related Party Disclosures: The disclosures pertaining to the related party transactions as required by the Accounting Standard 18( AS-18) issued by the Institute of Chartered Accountants of India, as applicable, are indicated below :-

a) List of related parties with whom transactions have taken place during the year 2001-02

Relatives of Key Management Abhishek Sarawgi

Personnel Babita Sarawgi

b) Transaction with Relatives of Key Management Personnel

Amt (Rs.) Sale of Fixed Assets 85,000

Hire Charges 45,000

5 Previous Years figures have been regrouped/rearranged, wherever necessary, so as to make them comparable with current years figures.

6 Balance Sheet Abstract & Companys General Business Profile as equired under Part IV of Schedule VI to the Companies Act, 1956 is given as per annexure1.

7 Other information required under Part I & Part II of Schedule VI to the Companies Act, 1956 is either NIL or NOT APPLICABLE.

 
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