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Notes to Accounts of Trigyn Technologies Ltd.

Mar 31, 2015

1. Contingent Liabilities:-

a) Bank Guarantee for Contract performance are as follows:-

i. HDFC Bank Guarantee $ 1,000,000/- secured against Bank FD of Rs. 74,930,795.71

ii. Punjab National Bank $ 6,83,800/- secured against mortgage of property for charge of 63.32 crs & Bank FDs of Rs. 28,216,884.

b) Disputed statutory liabilities under Income tax Act for various years aggregates to Rs. 32,63,84,127/-.

The company has fled / is in process of fling appeal / rectification to various IT authority in his respect.

2. Segment Information Business Segment:

a) 90% of the revenue relate to staff augmentation, therefore no reporting under primary business segment is required.

Geographical Segment:

b) 90% is from U.S.A, therefore no geographical segment is required.

(a) The above remuneration to Chairman & Executive Director and an Executive Director does not include contribution to gratuity fund and provision for Leave encashment, as these are lump sum amounts for all relevant employees based on actuarial valuation.

(b) ESOP issued to Chairman – refer note 34(b)(i)

3. Employee Stock Option Plans

(a) The 1998 Employee Stock Option Plan

(i) The 1998 Employees Stock Option Plan ('the Plan') provided for the issue of options up to 5% of the paid up equity share capital at a minimum exercise price of Rs 265 per equity share, with a vesting period of 36 months from the date of grant of option. In 2002, the Company revised the Plan, whereby the options granted to the employees would vest in four equal installments from the date of the grant of the options.

(b) Employee Stock Option Plan 2000

In June 2000 the shareholders of the Company approved the Employees Stock Option Plan 2000 ("the 2000 Plan"), which covers the employees of the Company including its subsidiaries and affiliates. These options would vest equally over a period of four years, with a minimum vesting period of one year from the date of the grant of these options.

In the AGM held on 30 December 2003, the Company passed a resolution to grant Mr. HomiyarPanday, President - US Operations and Employee of the Subsidiary Company, Trigyn Technologies Inc., upto a maximum limit of 240,000 stock options convertible into equivalent amount of equity shares in one tranche at an exercise price of Rs.10/- per equity share. These shares, if opted for, are to vest after a lock in period of one year from the date of grant of the said stock options.

The original 100,000 options issued in the year 2010-11 to Mr. R. Ganapathi (Chairman and Executive Director) at exercise price of Rs. 22.50 were forfeited during the year 2013-14.

In terms resolution passed in remuneration committee meeting held on August 19, 2013 the Company granted 100,000 stock options convertible into equivalent amount of equity shares at an exercise price of Rs. 7.15 per equity share under ESOP 2000 Scheme to Mr. R. Ganapathi (Chairman and Executive Director). The vesting period for same is four year from the date of the grant. The member of the Company have amended the exercise price so as to ensure that exercise price is not below face value and in cases where the market price is below face value the face value shall be the exercise price. Thus the 100,000 stock options granted to Mr. R. Ganapathi is exercisable at Rs. 10/- per share.

Presented below is a summary of the Company's balance 2000 stock option plan activity during the years ended 31 March 2015.

C. Defined contribution plan :

The Company has recognized Rs. 11,930,713 (Rs. 11,900,112) towards contribution to provident fund and Rs. 49,968 (Rs. 53,206) towards employee state insurance plan in the Statement of Profit and Loss.

4. Following balances in the accounts relating to subsidiaries and Step down subsidiaries which were wound up / liquidated / under liquidation in the earlier years are fully provided for: -

*Liquidated

These balances are carried forward in the financial statements and would be written off upon compliance with formalities with Reserve Bank of India.

Ecapital Solutions (Bermuda) Ltd was wholly owned subsidiary of Trigyn Technologies Ltd.

Ecapital Solutions (Bermuda) Ltd has been wound up as on 12th March 2014 as per the applicable laws in the country of registration. To give the effect of winding up and distribution of assets on liquidation, the company has received the following:

1) Equity Shares 1009 shares in Trigyn Technologies Inc (USA), valuing INR 903,740,000

2) Equity Shares 1,471,024 in Trigyn Technologies (India) Pvt Ltd valuing to INR 580,935.

3) Amount due from Trigyn Technologies Inc. (USA) USD 1,019,271 equivalent to INR 60,911,641 and

4) Cash of INR 6,600

After giving effect to the above in F.Y. 2013-14, the excess provision for diminution in the value of investment in Ecapital Solutions (Bermuda) Ltd has been written back as an extraordinary item of INR 510,670,410 in the statement of Profit and loss of last year.

Process for obtaining necessary approval and permissions required to be obtained from Reserve bank of India (RBI) under FEMA regulations are under progress. Compounding or any other charges, if any will be accounted as and when arises In view of this Investments, Loans advances and provision for doubtful debts and impairment in the value of investments, are retained in the stand alone books and other entries are given effect to in the books of account subject to approval of RBI.

5. Exceptional item in current year represents :

a) Receipt of Rs.2,20,53,000/- from TTIPL which was provided for earlier years.

b) Provision for doubtful advance of Rs.57,19,504/- given to indian subsidiaries towards its expenditure.

6. As at 31st March 2015, the accumulated loss of Rs. 5,300,522,179 exceeds its networth. However the company has earned cash Profit before depreciation and non cash exceptional items during the year as well as in the previous years. The company and the group have a good presence in the market and a good clientele. Considering various measures taken by the company, the Profits have accrued and the accumulated losses are reduced. In view of the above the accounts have been prepared on the going concern basis.

7. Public deposit:

The Company has not accepted any deposit within the meaning of Sections 73 to 76 of Companies Act 2013 and the rules framed there under. The Auditors has relied upon management representation in this regards.

8. Long term contracts and derivatives contract:

The Company assessed its long term contracts. There are no foreseeable losses on such contracts. The company does not have any derivative contracts

9. Investor Education and Protection Fund:

During the year there is no amount required to be transferred to Investor Education and Protection Fund by the Company.

10. Previous year figures

a) The previous year figures have been reclassified to conform to this year's classification wherever required.

b) The figures in brackets represent those of the previous year.


Mar 31, 2014

1. GENERAL INFORMATION

Trigyn Technologies Limited (''TTL'' or ''the Company'') was incorporated on March 25, 1986. TTL has its software development center in Mumbai, India (''the Head Office'') and the Company operates in US through its subsidiary Trigyn Technologies Inc.

2. Rights, preferences and restrictions attached to shares -

Equity shares: The Company has one class of equity shares having a par value of Rs. 10 per share. 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, except in case of interim dividend. 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.

Preference Shares: The Company''s authorised capital is divided in equity share capital & preference share capital. However the company has not yet issued any preference share.

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

3. CONTINGENT LIABILITIES AND CAPITAL COMMITMENTS

(A) Claims against the Company not acknowledged as debts

* Income tax matters 234,848,245 234,848,245

* Services tax matters 1,176,441 1,176,441

* Guarantees issued by banks on behalf of the Company 100,623,888 91,531,368

336,648,574 327,556,054

(B) Capital commitments 122,280,000 122,280,000

Total 458,928,574 449,836,054

4. Segment Information

The Company has only one reportable segment- "Communications and information technology staffing support services" - in terms of Accounting Standard 17 "Segment Reporting" mandated by Rule 3 of the Companies ("Accounting Standards") Rules, 2006. Based on the location of the customer, the Company has only one reportable geographical segment, i.e. United States of America.

5. Related Party disclosures :

a) Name of related parties and nature of relationship:

i) Subsidiary companies

Leading Edge Infotech Limited

Trigyn Technologies (India) Private Limited

Trigyn Technologies Inc.

eCapital Solutions (Bermuda) Limited (till March 12, 2014 as company was voluntarily liquidated) Applisoft Inc. (till May 18, 2010 as company was voluntarily liquidated)

Trigyn Technologies Europe GmbH (liquidated) eVector (India) Private Limited (Liquidated)

Trigyn Technologies Limited UK (Liquidated in 2004) eVector Inc. USA (Liquidated)

ii) Entity which has a substantial interest in the Company United Telecoms Limited

iii) Key management personnel (KMP)

R. Ganapathi

Bhavana Rao

iv) Others - Entities in which United Telecoms Limited has significant influence, with whom transactions has been entered into.

Andhra Networks Limited

Promuk Hoffmann International Limited

(b) Employee Stock Option Plan 2000

In June 2000 the shareholders of the Company approved the Employees Stock Option Plan 2000 ("the 2000 Plan"), which covers the employees of the Company including its subsidiaries and affiliates. These options would vest equally over a period of four years, with a minimum vesting period of one year from the date of the grant of these options.

In the AGM held on 30 December 2003, the Company passed a resolution to grant Mr. Homiyar Panday, President - US Operations and Employee of the Subsidiary Company, Trigyn Technologies Inc., upto a maximum limit of 240,000 stock options convertible into equivalent amount of equity shares in one tranche at an exercise price of Rs. 10/- per equity share. These shares, if opted for, are to vest after a lock in period of one year from the date of grant of the said stock options.

The original 100,000 options issued in the year 2010-11 to Mr. R. Ganapathi (Chairman and Executive Director) at exercise price of Rs. 22.50 were forfeited during the year 2013-14.

In terms resolution passed in remuneration committee meeting held on August 19, 2013 the Company granted 100,000 stock options convertible into equivalent amount of equity shares at an exercise price of Rs. 7.15 per equity share under ESOP 2000 Scheme to Mr. R. Ganapathi (Chairman and Executive Director). The vesting period for same is four year from the date of the grant. The Board of Directors subject to approval of the member of the Company have amended the exercise price so as to ensure that exercise price is not below face value and in cases where the market price is below face value the face value shall be the exercise price. Thus the 100,000 stock options granted to Mr. R. Ganapathi is exercisable at Rs. 10 per share.


Mar 31, 2013

1. GENERAL INFORMATION

Trigyn Technologies Limited (''TTL'' or ''the Company'') was incorporated on March 25, 1986. TTL has its software development center in Mumbai, India (''the Head Office'') and the Company operates in US through its subsidiary Trigyn Technologies Inc.

2. CONTINGENT LIABILITIES AND CAPITAL COMMITMENTS

(A) Claims against the Company not acknowledged as debts

- Income tax matters 234,848,245 196,846,518

- Services tax matters 1,176,441 1,176,441

- Guarantees issued by banks on behalf of the Company 91,531,368 87,305,030

327,556,054 285,327,989

(B) Capital commitments 122,280,000 122,280,000

Total 449,836,054 407,607,989

3. Provision for decline other than temporary in the value of investments

The Company has made provisions for decline in the value of investments in eCapital Solutions (Bermuda) Limited, Leading Edge Infotech Limited and Applisoft Inc. aggregating Rs. 6,034,595,454 upto the year end March 31, 2013 (includes part provision of Rs 5,607,966,375 against carrying value of investment of Rs 6,064,716,375 in eCapital Solutions (Bermuda) Limited). Carrying value of investment in eCapital Solutions (Bermuda) Limited as on March 31, 2013 isRs. 456,750,000.

The management had carried out the business valuation as of 31st Mar 2012 of its step down subsidiary viz Trigyn Technologies Inc, a subsidiary of the Company''s subsidiary, eCapital Solutions Bermuda Limited (under voluntary liquidation), from an Independent valuer. The Management has not carried out such valuation as of 31st March 2013 however the management has reviewed the valuation under present conditions as of 31st March 2013. Based on the valuation report and review, the Board of Directors believes that the diminution in value, other-than-temporary, in the carrying value of its investment in eCapital Solutions Bermuda Limited has been adequately provided for, as above.

4. Segment Information

The Company has only one reportable segment- "Communications and information technology staffing support services" - in terms of Accounting Standard 17 "Segment Reporting" mandated by Rule 3 of the Companies ("Accounting Standards") Rules, 2006. Based on the location of the customer, the Company has only one reportable geographical segment, i.e. United States of America.

5. Related Party disclosures :

a) Name of related parties and nature of relationship:

i) Subsidiary companies

Leading Edge Infotech Limited Capital Solutions (Bermuda) Limited (under voluntary liquidation)

Applisoft Inc. (till May 18, 2010 as company was voluntarily liquidated)

ii) Step down subsidiary companies

Trigyn Technologies (India) Private Limited

Trigyn Technologies Europe GmbH (under voluntary liquidation)

Trigyn Technologies Inc.

eVector (India) Private Limited (Under Liquidation)

Trigyn Technologies Limited UK (Liquidated in 2004)

eVector Inc. USA (Liquidated)

iii) Entity which has a substantial interest in the Company

United Telecoms Limited

iv) Key management personnel (KMP) R. Ganapathi Bhavana Rao

v) Others - Entities in which United Telecoms Limited has significant influence, with whom transactions has been entered into.

Andhra Networks Limited

Promuk Hoffmann International Limited

6. Employee Stock Option Plans

(a) The 1998 Employee Stock Option Plan

The 1998 Employees Stock Option Plan (''the Plan'') provided for the issue of options up to 5% of the paid up equity share capital at a minimum exercise price of Rs 265 per equity share, with a vesting period of 36 months from the date of grant of option. In 2002, the Company revised the Plan, whereby the options granted to the employees would vest in four equal installments from the date of the grant of the options.

Presented below is a summary of the Company''s 1998 stock option plan activity during the year ended 31 March 2013:

During the year ended March 31, 2001, the Company issued 156,060 options including 34,250 options to employee of its subsidiary, at an exercise price of Rs 380 per option and the prevalent market price of the shares, on the date of grant of these options was Rs 394.3 per share.

(b) Employee Stock Option Plan 2000 ''

In June 2000 the shareholders of the Company approved the Employees Stock Option Plan 2000 ("the 2000 Plan"), which covers the employees of the Company including its subsidiaries and affiliates. These options would vest equally over a period of four years, with a minimum vesting period of one year from the date of the grant of these options.

In the AGM held on 30 December 2003, the Company passed a resolution to grant Mr. Homiyar Panday, President - US Operations and Employee of the step down Subsidiary Company, Trigyn Technologies Inc., upto a maximum limit of 240,000 stock options convertible into equivalent amount of equity shares in one tranche at an exercise price of Rs.10/- per equity share. These shares, if opted for, are to vest after a lock in period of one year from the date of grant of the said stock options.

The period for exercise of the option has been extended to May 6, 2020

During the previous year, in terms board resolution passed in board meeting and remuneration committee meeting held on May 7, 2010 the Company granted 100,000 stock options convertible into equivalent amount of equity shares at an exercise price of Rs. 22.40 per equity share under ESOP 2000 Scheme to Mr. R. Ganapathi (Chairman and Executive Director) The vesting period for same is within one year from the date of the grant.

These balances are carried forward in the financial statements and would be written off upon compliance with formalities with Reserve Bank of India.

The Company had, in earlier years, applied to Reserve Bank of India for condonations/ permissions in respect of certain non-compliances relating to non-realisation of export debtors. These applications are pending disposal. Most of these non-compliances were a result of the persistent down trend in the past in the software industry, particularly in the United States, which was the largest customer market for the Company. These unrealised balances included in sundry debtors have been fully provided in earlier years.

7. The Company derives significant part of its revenue from its step down subsidiary, Trigyn Technologies Inc, which has contracts with United Nations. One of its significant contracts with United Nations is due to expire on October 31, 2013. The management is hopeful for the long term renewal of the contract.

8. Previous year figures

a) The previous year figures have been reclassified to conform to this year''s classification wherever required.

b) The figures in brackets represent those of the previous year.


Mar 31, 2012

1. GENERAL INFORMATION

Trigyn Technologies Limited ('TTL' or 'the Company') was incorporated on March 25, 1986. TTL has its software development center in Mumbai, India ('the Head Office') and the Company operates in US through its subsidiary Trigyn Technologies Inc.

(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 per share. 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, except in case of interim dividend. 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.

(b) Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company

During the year, the promoter exercised the option to convert 1,445,000 (1,380,000) preference warrants into equity shares. Accordingly 1,445,000 (1,380,000) equity shares of face value of Rs. 10 each were issued at premium of Rs. 8.81 resulting in increase in share capital by Rs. 14,450,000 (Rs. 13,800,000) and share premium by Rs. 12,720,450 (Rs. 12,157,800). As at the year end Nil (1,445,000) warrants are outstanding, which are pending to be converted into equity shares at the option of promoters. Upfront money of Rs. Nil (Rs. 6,795,113) paid against these warrants is reflected as 'Equity share warrants'.

2. Provision for decline other than temporary in the value of investments

The Company has made provisions for decline in the value of investments in eCapital Solutions (Bermuda) Limited, Leading Edge Infotech Limited and Applisoft Inc. aggregating Rs. 6,034,595,454 upto the year end March 31, 2012 (includes part provision of Rs 5,607,966,375 against carrying value of investment of Rs 6,064,716,375 in eCapital Solutions (Bermuda) Limited). Carrying, value at investment in eCapital Solutions (Bermuda) Limited as on March 31, 2012 is Rs. 456,750,000.

During the year, the management has carried out the business valuation of its step down subsidiary, Trigyn Technologies Inc, a subsidiary of the Company's subsidiary, eCapital Solutions Bermuda Limited, from an Independent valuer. Based on the valuation report, the Board of Directors believes that the diminution in value, other- than-temporary, in the carrying value of its investment in eCapital Solutions Bermuda Limited has been adequately provided for.

3. Segment Information

The Company has only one reportable segment- "Communications and information technology staffing support services" - in terms of Accounting Standard 17 "Segment Reporting" mandated by Rule 3 of the Companies ("Accounting Standards") Rules, 2006. Based on the location of the customer, the Company has only one reportable geographical segment, i.e. United States of America.

4. Related Party disclosures :

a) Name of related parties and nature of relationship:

i) Subsidiary companies Leading Edge Infotech Limited eCapital Solutions (Bermuda) Limited

Applisoft Inc. (till May 18, 2010 as company was voluntarily liquidated)

ii) Step down subsidiary companies

Trigyn Technologies (India) Private Limited Trigyn Technologies Europe GmbH Trigyn Technologies Inc

iii) Entity which has a substantial interest in the Company United Telecoms Limited

iv) Key management personnel (KMP)

R. Ganapathi

v) Others - Entities in which United Telecoms Limited has significant influence, with whom transactions have been entered into.

Andhra Networks Limited

Promuk Hoffmann International Limited

(a) The above remuneration to Chairman and Executive Director does not include contribution to gratuity fund and provision for Leave encashment, as these are lump sum amounts for all relevant employees based on actuarial valuation.

(b) Since no commission is payable during the year, computation of net profit for the year under section 198 of the Companies Act, 1956 has not been given

5. Employee Stock Option Plans

(a) The 1998 Employee Stock Option Plan

The 1998 Employees Stock Option Plan ('the Plan') provided for the issue of options up to 5% of the paid up equity share capital at a minimum exercise price of Rs 265 per equity share, with a vesting period of 36 months from the date of grant of option. In 2002, the Company revised the Plan, whereby the options granted to the employees would vest in four equal installments from the date of the grant of the options.

(b) Employee Stock Option Plan 2000

In June 2000 the shareholders of the Company approved the Employees Stock Option Plan 2000 ("the 2000 Plan"), which covers the employees of the Company including its subsidiaries and affiliates. These options would vest equally over a period of four years, with a minimum vesting period of one year from the date of the grant of these options.

During the year ended March 31, 2001, the Company issued 156,060 options including 34,250 options to employee of its subsidiary, at an exercise price of Rs 380 per option and the prevalent market price of the shares, on the date of grant of these options was Rs 394.3 per share.

In the AGM held on 30 December 2003, the Company passed a resolution to grant Mr. Homiyar Panday, President - US Operations and Employee of the step down Subsidiary Company, Trigyn Technologies Inc., upto a maximum limit of 240,000 stock options convertible into equivalent amount of equity shares in one tranche at an exercise price of Rs.10/- per equity share. These shares, if opted for are to vest after a lock in period of one year from the date of grant of the said stock options.

The period for exercise of the option has been extended to May 6, 2020

During the previous year, in terms board resolution passed in board meeting and remuneration committee meeting held on May 7, 2010 the Company granted 100,000 stock options convertible into equivalent amount of equity shares at an exercise price of Rs. 22.40 per equity share under ESOP 2000 Scheme to Mr. R. Ganapathi (Chairman and Executive Director) The vesting period for same is within one year from the date of the grant.

*The expected rate of return on plan assets is based on expectation of the average long term rate of return expected on investment of the fund during the estimated term of the obligations.

**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 factors in the employment market. The expected rate of return on plan assets is based on the current portfolio of assets, investment strategy and market scenario.

These balances are carried forward in the financial statements and would be written off upon compliance with formalities with Reserve Bank of India.

The Company had, in earlier years, applied to Reserve Bank of India for condonations/ permissions in respect of certain non-compliances relating to non-realisation of export debtors. These applications are pending disposal. Most of these non-compliances were a result of the persistent down trend in the past in the software industry, particularly in the United States, which was the largest customer market for the Company. These unrealised balances included in sundry debtors have been fully provided in earlier years.

6. The Company derives significant part of its revenue from its step down subsidiary, Trigyn Technologies Inc, which has contracts with United Nations. One of its significant contracts with United Nations is due to expire on October 31, 2012. The management is hopeful for the long term renewal of the contract.

7. Previous year figures

a) 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.

b) The figures in brackets represent those of the previous year.


Mar 31, 2010

1. Background

Trigyn Technologies Limited (TTL or the Company) was incorporated on March 25, 1986. TTL has its software development center in Mumbai, India (the Head Office) and the Company operates in US through its subsidiary Trigyn Technologies Inc.

I). Employee stock option plan 2000

In June 2000 the shareholders of the Company approved the Employees Stock Option Plan 2000 ("the 2000 Plan"), which covers the employees of the Company including its subsidiaries and affiliates. These options would vest equally over a period of four years, with a minimum vesting period of one year from the date of the grant of these options. The Company has reconstituted a compensation committee as prescribed by the SEBI guidelines in March 2005, for the purpose of administering this Plan.All the options have been granted at 100% of fair value unless otherwise stated speceifically.

During the year ended March 31, 2001, the Company issued 156,060 options including 34,250 options to empolyee of its subsidiary, at an exercise price of Rs 380 per option and the prevalent market price of the shares, on the date of grant of these options was Rs 394.3 per share.

In the AGM held on 30 December 2003, the Company passed a resolution to grant Mr. Homiyar Panday, President - US Operations and Employee of the step down Subsidiary Company, Trigyn Technologies Inc., upto a maximum limit of 240,000 stock options convertible into equivalent amount of equity shares in one tranche at an exercise price of Rs.10/- per equity share. These shares., if opted for, are to vest after a lock in period of one year from the date of grant of the said stock options. The Company has accordingly provided the price differential in its books of accounts in terms of the SEBI (Employees Stock Option Scheme and Employees Stock Purchase Scheme) Guidelines, 1999.

The period for excerise of the option has been extended to May 6, 2020

2. Regulatory matters

The Company had, in earlier year, applied to Reserve Bank of India for condonations / permissions in respect of certain non-compliances relating to non-realisation of export debtors. These applications are pending disposal. Most of these non-compliances were a result of the persistent down print in the past in the software industry, particularly in the United States, which was the largest customer market for the Company. These unrealised balances included in sundry debtors have been fully provided in earlier years.

3. The Company is presently depended on business from its wholly owned step down subsidiary, Trigyn Technologies Inc. As at the balance sheet date, the Company has confirmed business for more than a year and the subsidiary company is confident of sourcing long term confirmed business beyond that period. The management is also actively pursuing business from other sources by the way of concerted marketing efforts.

4. Contingent Liabilities

Guarantees given by bank on behalf of the company Rs 72,048,000 (2009: Rs 52,170,000) to United Nations.

5. Related party transactions

Details of related parties including summary of transactions entered into by the Company during the year ended March 31, 2010 are summarized below:

Names of related parties:

Subsidiary Companies Key Management Personnel

Leading Edge Infotech Limited

eCapital Solutions (Bermuda) Limited R. Ganapathi

Applisoft Inc Refer note 13 below

Step down Subsidiary Companies

Trigyn Technologies (India) Private Limited

Trigyn Technologies Europe GmbH

Trigyn Technologies Inc

eCapital Solutions (Mauritius) Limited

(till December 30,2009 as company voluntary liquidated)

eVector (Cayman) Limited

eVector Inc. USA

eVector (India) Private Limited

eVector (UK) Limited

Entity which has a substantial interest in the Company

United Telecom Limited

Transactions with Key Management Personnel:

For remuneration paid to Directors, refer note no. 12 (i) to schedule 16 to the financial statements

6. Applisoft Inc, a step down subsidiary had made an application during the year for the voluntary winding up. The winding up proceeding were completed subsequent to the year end. However, this has no impact on these financial statements.

7. During the year the Company allotted 41,40,000 preference warrants to the promoters, which are convertible in to equity shares at the option of the holders, at a premium of Rs 8.81 per shares. The options for conversion are exercisable within 18 month from the date of issue. The promoters had paid upfront amount of Rs 19,468,350 representing 25% of the issue price. During the year, the promoter exercised the option to convert 1,315,000 preference warrants into equity shares. Accordingly 1,315,000 equity shares were issued at premium of Rs. 8.81 resulting in increase in share capital by Rs 13,150,000 and share premium by Rs. 11,585,150. Balance amount of upfront money of Rs. 13,284,563 (2,825,000 share warrants) against which options are pending reflected as Equity share warrant.

8. The Company is in process of identifying Micro, Small and Medium Enterprises as defined under the Micro Small and Medium Enterprises Development Act, 2006. Hence disclosure relating to amounts unpaid as at the year end together payable with interest thereon has not been given.

9. The current assets, loans and advances are stated at the value, which in the opinion of the Board, are realisable in the ordinary course of the business. Current liabilities and provisions are stated at the value payable in the ordinary course of the business.

10. The balances of certain amounts under loans and advances, debtors and creditors are subject to confirmation/ reconciliation and consequential adjustment, if any. The management does not, however, expect any significant impact on the financial statements on this account.

11. Provision for income tax represents, tax paid in USA in respect of New Jersey branch.

12. There is no provision for current tax liability as the Company has unabsorbed brought forward losses / depreciation under the Income tax act, 1961. As the Company carries on its business from Special Economic Zone the provisions of section 115 JB of the Income Tax Act, 1961 (Minimum Alternate Tax) are not applicable to the Company.

13. Prior year comparatives

Prior year figures have been reclassified to conform to current years presentation.

 
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