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Notes to Accounts of Universal Office Automation Ltd.

Jun 30, 2015

1. Corporate information

Universal Office Automation Limited (the company) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on Bombay stock exchange in India. The company's primary line of business had been selling of office automation products and their after-sales service.

2. Basis of preparation

The financial statements of the company have been prepared in accordance with the generally accepted accounting principles in India (Indian GAAP).

The company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 2013.

The financial statements have been prepared on an accrual basis and under the historical cost convention. Duty drawbacks and insurance claims are accounted for as and when admitted by the respective authorities. The accounting policies adopted in the preparation of financial statements are consistent with those of previous year.

3. SHARE CAPITAL

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 dividends in Indian rupees. The dividend proposed by the Board of Directors if any, is subject to approval of the shareholders in ensuing Annual General Meeting.

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

b. Aggregate number of shares issued for consideration other than cash

(I) 49,64,529 (31 March, 2014 : 49,64,529) of Rs. 10/- each were allotted as fully paid up pursuant to a contract without payment being received in cash.

(ii) 47,23,614 (31 March, 2014 : 47,23,614) of Rs. 10/- each were allotted as fully paid up pursuant to the Scheme of Amalgamation between erstwhile Sandarbh Properties Private Limited and the Company.

4. RELATED PARTY DISCLOSURES

Name of related parties and related party relationship

Holding Company

HCL Corporation Private Limited

Other Group Companies

HCL Info systems Limited and its subsidiaries HCL Technologies Ltd. and its subsidiaries

Key Management Personnel

Mr. Kul Bhushan Rattan Mr. Sushil Kumar Jain Mr. P.S. Ravishankar Ms. Rita Gupta Mr. Suresh Chand Sharma Ms. Preeti Saxena

Related party transactions

The following table provides the total amount of transactions that have been entered into with related parties for the relevant financial year:

5. CONTINGENT LIABILITIES Rs. /Lacs

2015 2014

Claims against company not acknowledged as debts* 325.84 377.33

*The claims against the company comprise:

For taxes and others to the extent ascertainable Rs. 84.01 lacs (previous year Rs. 85.44 lacs)

For Excise duty and penalty to the extent quantified by the authorities and other claims to the extent ascertainable Rs. 0.83 lacs (previous year Rs. 0.83 lacs).

For Customs Duty and penalty to the extent quantified by the authorities Rs. 241.00 lacs (previous year Rs. 290.96 lacs).

6. Pursuant to the Scheme of Amalgamation between Sandarbh Properties Private Limited (Transferor company) and the company as per the Scheme of Amalgamation approved by the Shareholders of both the companies at the Extra-ordinary General Meeting held on 2.9.95 and sanctioned by the Hon'ble High Court of Delhi by its order dated March 21, 1996, with effect from the "Appointed Date", April 1, 1995.

47,23,614 equity shares of Rs. 10/- each fully paid up of the company have been allotted on May 10, 1996 to the shareholders of the Transferor company in the ratio of 9 equity shares of Rs. 10/- each for every 1 equity share of Rs. 100/- each held in the Transferor company.

7. Pursuant to the approval of the shareholders in the Extra-ordinary General Meeting held on 24th June, 1998, the Customer Support Organisation (CSO) activities of the company including related product sales along with required stocks, facilities and manpower were disposed off on 30th June, 1998 and the difference between the consideration and the net assets on that date amounting to Rs. 297.63 lacs was transferred to capital reserve.

8. There are no outstanding due to small-scale industrial undertakings as on 31st March 2015. There are no delayed payments to the suppliers covered under the 'Interest on delayed payments to Small scale and Ancillary Undertakings Act, 1993.

9. The company's accumulated losses as at 30th June, 2015 far exceed its paid up capital and reserves as at that date. The Company's business operation has also thinned down due to paucity of working capital. Since the Director's are looking for right opportunity to explore the similar line of business of activity, the Directors consider that it is appropriate to prepare the financial statements on going concern basis.

10. The company has received a legal opinion that in view of the company having discontinued its manufacturing activities, it does not fall under purview of section 3(o) of the Sick Industrial Companies (Special Provisions) Act, 1985 although at the end of this financial year, company's accumulated losses has exceeded its entire net worth. Consequently no reference needs to be made to the Board for Industrial and Financial Reconstruction.

11. Previous year's figures have been regrouped/rearranged to conform to current year's presentation.




Mar 31, 2014

1. Corporate information

Universal Office Automation Limited (the company) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on Bombay Stock Exchange Ltd. in India. The company's primary line of business had been selling of office automation products and their after- sales services.

2. Basis of preparation

The financial statements of the company have been prepared in accordance with the generally accepted accounting principles in India (Indian GAAP). The company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under the historical cost convention.

Duty drawbacks and insurance claims are accounted for as and when admitted by the respective authorities.

The accounting policies adopted in the preparation of financial statements are consistent with those of previous year.

3. 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 dividends in Indian rupees. The dividend proposed by the Board of Directors if any, is subject to approval of the shareholders in ensuing Annual General Meeting.

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

*HCL Corporation Private Limited was formerly known as Guddu Investments (Pondi) Private Limited

As per records of the company, including its register of shareholders/members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares

*The Company is in the process of obtaining duplicate certificate in its name as the original certificate which was sent for endorsement, was lost in transit.

4. RELATED PARTY DISCLOSURES

Name of related parties and related party relationship

Holding Company HCL Corporation Private Limited

Other Group Companies HCL Infosystems Limited and its subsidiaries HCL Technologies Ltd. and its subsidiaries

Key Management Personnel Mr. Kul Bhushan Rattan

Mr. Sushil Kumar Jain Mr. P.S. Ravishankar Mr. Suresh Chand Sharma Ms. Preeti Saxena

Related party transactions

The following table provides the total amount of transactions that have been entered into with related parties for the relevant financial year:

5. CONTINGENT LIABILITIES

Rs./Lacs

2014 2013

Claims against company not acknowledged as debts* 377.23 377.33

*The claims against the company comprise:

For taxes and others to the extent ascertainable Rs. 85.44 lacs (previous year Rs. 85.44 lacs)

For Excise duty and penalty to the extent quantified by the authorities and other claims to the extent ascertainable Rs.0.83 lacs (previous year Rs. 0.83 lacs).

For Customs Duty and penalty to the extent quantified by the authorities Rs. 290.96 lacs (previous year Rs. 290.96 lacs).

6. Pursuant to the Scheme of Amalgamation between Sandarbh Properties Private Limited (Transferor company) and the company as per the Scheme of Amalgamation approved by the Shareholders of both the companies at the Extra-ordinary General Meeting held on 2.9.95 and sanctioned by the Hon'ble High Court of Delhi by its order dated March 21, 1996, with effect from the "Appointed Date", April 1, 1995.

47,23,614 equity shares of Rs. 10/- each fully paid up of the company have been allotted on May 10, 1996 to the shareholders of the Transferor company in the ratio of 9 equity shares of Rs. 10/- each for every 1 equity share of Rs. 100/- each held in the Transferor company.

7. Pursuant to the approval of the shareholders in the Extra-ordinary General Meeting held on 24th June, 1998, the Customer Support Organisation (CSO) activities of the company including related product sales along with required stocks, facilities and manpower were disposed off on 30th June, 1998 and the difference between the consideration and the net assets on that date amounting to Rs. 297.63 lacs was transferred to capital reserve.

8. There are no outstanding due to small-scale industrial undertakings as on 31st March 2014. There are no delayed payments to the suppliers covered under the 'Interest on delayed payments to Small scale and Ancillary Undertakings Act, 1993.

9. The company's accumulated losses as at 31st March, 2014 far exceed its paid up capital and reserves as at that date. The Company's business operation has also thinned down due to paucity of working capital. Since the Director's are looking for right opportunity to explore the similar line of business of activity, the Directors consider that it is appropriate to prepare the financial statements on going concern basis.

10. The company has received a legal opinion that in view of the company having discontinued its manufacturing activities, it does not fall under purview of section 3(o) of the Sick Industrial Companies (Special Provisions) Act, 1985 although at the end of this financial year, company's accumulated losses has exceeded its entire net worth. Consequently no reference needs to be made to the Board for Industrial and Financial Reconstruction.

11. Previous year's figures have been regrouped/rearranged to conform to current year's presentation.


Mar 31, 2013

1. Corporate information

Universal Office Automation Limited (the company) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on Bombay Stock Exchange Ltd. in India. The company''s primary line of business had been selling of office automation products and their after- sales services.

2. Basis of preparation

The financial statements of the company have been prepared in accordance with the generally accepted accounting principles in India (Indian GAAP). The company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under the historical cost convention.

Duty drawbacks and insurance claims are accounted for as and when admitted by the respective authorities.

The accounting policies adopted in the preparation of financial statements are consistent with those of previous year.

3. CONTINGENT LIABILITIES

Rs. Lacs

2013 2012

Claims against company not acknowledged as debts* 377.23 379.33

*The claims against the company comprise:

For taxes and others to the extent ascertainable Rs. 85.44 lacs (previous year Rs. 252.31 lacs)

For Excise duty and penalty to the extent quantified by the authorities and other claims to the extent ascertainable Rs. 0.83 lacs (previous year Rs. 0.83 lacs).

For Customs Duty and penalty to the extent quantified by the authorities Rs. 290.96 lacs (previous year Rs. 290.96 lacs).

4. Pursuant to the Scheme of Amalgamation between Sandarbh Properties Private Limited (Transferor company) and the company as per the Scheme of Amalgamation approved by the Shareholders of both the companies at the Extra-ordinary General Meeting held on 2.9.95 and sanctioned by the Hon''ble High Court of Delhi by its order dated March 21, 1996, with effect from the ''Appointed Date'', April 1, 1995.

47,23,614 equity shares of Rs. 10/- each fully paid up of the company have been allotted on May 10, 1996 to the shareholders of the Transferor company in the ratio of 9 equity shares of Rs. 10/- each for every 1 equity share of Rs. 100/- each held in the Transferor company.

5. Pursuant to the approval of the shareholders in the Extra-ordinary General Meeting held on 24th June, 1998, the Customer Support Organisation (CSO) activities of the company including related product sales along with required stocks, facilities and manpower were disposed off on 30th June, 1998 and the difference between the consideration and the net assets on that date amounting to Rs. 297.63 lacs was transferred to capital reserve.

6. There are no outstanding due to small-scale industrial undertakings as on 31st March 2013. There are no delayed payments to the suppliers covered under the ''Interest on delayed payments to Small scale and Ancillary Undertakings Act, 1993.

7. The company''s accumulated losses as at 31st March, 2013 far exceed its paid up capital and reserves as at that date. The Company''s business operation has also thinned down due to paucity of working capital. Since the Director''s are looking for right opportunity to explore the similar line of business of activity, the Directors consider that it is appropriate to prepare the financial statements on going concern basis.

8. The company has received a legal opinion that in view of the company having discontinued its manufacturing activities, it does not fall under purview of section 3(o) of the Sick Industrial Companies (Special Provisions) Act, 1985 although at the end of this financial year, company''s accumulated losses has exceeded its entire net worth. Consequently no reference needs to be made to the Board for Industrial and Financial Reconstruction.

9. Previous year''s figures have been regrouped/rearranged to conform to current year''s presentation.


Mar 31, 2012

1. Corporate information

Universal Office Automation Limited (the company) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on Bombay stock exchange in India. The company's primary line of business had been selling of office automation products and their after sales, services.

2. Basis of preparation

The financial statements of the company have been prepared in accordance with the generally accepted accounting principles in India (Indian GAAP). The company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under the historical cost convention.

Duty drawbacks and insurance claims are accounted for as and when admitted by the respective authorities.

The accounting policies adopted in the preparation of financial statements are consistent with those of previous year, except for the change in accounting policy explained below.

a. Tenn 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. Hie company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors if any, is subject to approval of the shareholders in ensuing Annual General Meeting.

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

b. Aggregate number of shares issued for consideration other than cash

(i) 49,64,529 (31 March, 2011 : 49,64,529) of Rs. 10/ each were allotted as fully paid up pursuant to a contract without payment being received in cash.

(ii) 47,23,614 (31 March, 2011 : 47,23,614) of Rs. 10/ each were allotted as fully paid up pursuant to the Scheme of Amalgamation between erstwhile Sandarbh Properties Private Limited and the Company.

*HCL Corporation Private Limited was formerly known as Guddu Investments (Pondi) Private "Limited

As per records of the company, including its register of shareholders/members and other declarations received from shareholders

regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares

Margin Money deposits given as security

Margin money deposits with a carrying amount of Rs. 109.68 lacs (31 March 2011 : Rs. 109.87) are against various cases pending with customs, excise, sales tax and other legal authorities

3. CONTINGENT LIABILITIES

Lacs

2012 2011

Claims against company not acknowledged as debts* 379.33 544.10

*The claims against the company comprise:

For taxes and others to the extent ascertainable Rs. 87.54 lacs (previous year Rs. 252.31 lacs)

For Excise duty and penalty to the extent quantified by the authorities and other claims to the extent ascertainable t 0.83 lacs (previous year Rs. 0.83 lacs).

For Customs Duty and penalty to the extent quantified by the authorities Rs. 290.96 lacs (previous year ^ 290.96 lacs).

4. Pursuant to the Scheme of Amalgamation between Sandarbh Properties Private Limited (Transferor company) and the company as per the Scheme of Amalgamation approved by the Shareholders of both the companies at the Extra ordinary General Meeting held on 2.9.95 and sanctioned by the Hon'ble High Court of Delhi by its order dated March 21, 1996, with effect from the "Appointed Date", April 1, 1995.

47,23,614 equity shares of Rs. 10/ each fully paid up of the company have been allotted on May 10, 1996 to the shareholders of the Transferor company in the ratio of 9 equity shares of Rs. 10/ each for every 1 equity share of Rs. 100/ each held in the Transferor company.

5. Pursuant to the approval of the shareholders in the Extra ordinary General Meeting held on 24th June, 1998, the Customer Support Organisation (CSO) activities of the company including related product sales along with required stocks, facilities and manpower were disposed off on 30th June, 1998 and the difference between the consideration and the net assets on that date amounting to Rs. 297.63 lacs was transferred to capital reserve.

6. There are no outstanding due to small scale industrial undertakings as on 31st March 2012. There are no delayed payments to the suppliers covered under the 'Interest on delayed payments to Small scale and Ancillary Undertakings Act, 1993.

7. The company's accumulated losses as at 31st March, 2012 far exceed its paid up capital and reserves as at that date. The Company's business operation has also thinned down due to paucity of working capital. Since the Director's are looking for right opportunity to explore the similar line of business of activity, the Directors consider that it is appropriate to prepare the financial statements on going concern basis.

8. The company has received a legal opinion that in view of the company having discontinued its manufacturing activities, it does not fall under purview of section 3(o) of the Sick Industrial Companies (Special Provisions) Act, 1985 although at the end of this financial year, company's accumulated losses has exceeded its entire net worth. Consequently no reference needs to be made to the Board for Industrial and Financial Reconstruction.

9. Previous year's figures have been regrouped/rearranged to conform to current year's presentation.

10. Previous year figures

Till the year ended March 31, 2011, the company was using pre revised Schedule VI to the Companies Act, 1956, for preparation and presentation of its financial statements. During the year ended March 31, 2012, the revised Schedule VI notified under the Companies Act, 1956, has become applicable to the company. The company has reclassified previous year figures to conform to this year's classification. The adoption of revised Schedule VI does not impact recognition and measurement principles followed for preparation of financial statements. However, it significantly impacts presentation and disclosures made in the financial statements, particularly presentation of balance sheet. The following is a summary of the effects that revised Schedule VI had on presentation of balance sheet of the company for the year ended March 31, 2011

 
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