Notes to Accounts of Genesys International Corporation Ltd.

Mar 31, 2023

Provisions and Contingencies

Provisions are recognized when there is a present
obligation as a result of a past event, it is probable that
an outflow of resources embodying economic benefits
will be required to settle the obligation and there is
a reliable estimate of the amount of the obligation.
Provisions are measured at the best estimate of the
expenditure required to settle the present obligation at
the Balance sheet date.

If the effect of the time value of money is material,
provisions are discounted using a current pre-tax rate
that reflects, when appropriate, the risks specific to the
liability. When discounting is used, the increase in the
provision due to the passage of time is recognized as
a finance cost.

Contingent liabilities are disclosed when there
is a possible obligation arising from past events,
the existence of which will be confirmed only by
the occurrence or non occurrence of one or more
uncertain future events not wholly within the control
of the Company or a present obligation that arises
from past events where it is either not probable that
an outflow of resources will be required to settle or a
reliable estimate of the amount cannot be made.

2.19 Government Grant

Government grants are not recognised until there is
reasonable assurance that the Company will comply
with the conditions attached to them and that the
grants will be received.

Government grants are recognised in the Statement
of Profit and Loss on a systematic basis over the years
in which the Company recognises as expenses the re¬
lated costs for which the grants are intended to com¬
pensate or when performance obligations are met.

2.20 Rounding of amounts

All amounts disclosed in the financial statements and
notes have been rounded off to the nearest lakhs as
per the requirement of Schedule III, unless otherwise
stated.

2A) Standards (including amendments) issued

Ministry of Corporate Affairs (“MCA”) notifies new
standard or amendments to the existing standards
under Companies (Indian Accounting Standards)
Rules as issued from time to time. On March 23, 2022,
MCA amended the Companies (Indian Accounting
Standards) Amendment Rules, 2022, applicable from
April 1st, 2022, as below:

Standards that became effective during the year

a) Ind AS 37 - Onerous Contracts- Cost of Fulfilling a
Contract

Ind AS 37 defines an onerous contract as a contract
in which the unavoidable costs (costs that the
Company has committed to pursuant to the contract)
of meeting the obligations under the contract exceed
the economic benefits expected to be received under
it.

The amendments to Ind AS 37 clarify, that the costs
relating directly to the contract consist of both:

• The incremental costs of fulfilling that contract-
e.g. direct labour and material; and

• An allocation of other costs that relate directly to
fulfilling contracts: e.g. Allocation of depreciation
charge on property, plant and equipment used in
fulfilling the contract.

The Company, prior to the application of the
amendments, did not have any onerous contracts.

As a result of the amendments, certain other directly
related costs have now been included by the Company
in determining the costs of fulfilling the contracts. The
Company has therefore recognized an additional
onerous contract provision as at 01 April 2022.

In accordance with the transitional provisions, the
Company applies the amendments to contracts for
which it has not yet fulfilled all its obligations at the
beginning of the annual reporting period in which it first
applies the amendments (the date of initial application)
and has not restated its comparative information.

b) Ind AS 103- References to the Conceptual
Framework

The amendments update a reference to the Conceptual
Framework for Financial Reporting without
changing the accounting requirements for business
combinations. The amendment also add a new
exception in Ind AS 103 for liabilities and contingent
liabilities.

c) Ind AS 16 - Property, Plant and Equipment:
Proceeds Before Intended Use

The amendment to Ind AS 16 clarifies that any excess
of net sale proceeds of items produced over the cost

of testing, if any, shall not be recognised in the profit or
loss but deducted from the directly attributable costs
considered as part of cost of an item of property, plant,
and equipment.

These amendments had no impact on the year-end
financial statements of the Company as there were no
sales of such items.

d) Ind AS 109 - Financial Instruments - Fees in the
‘10 per cent'' test for derecognition of financial
liability

The amendment clarifies which fees an entity includes
when assessing whether the terms of a new or
modified financial liability are substantially different
from the terms of the original financial liability. These
fees include only those paid or received between
the borrower and the lender, including fees paid
or received by either the borrower or lender on the
other''s behalf.

These amendments had no impact on the financial
statements of the Company as there were no
modifications of the Company''s financial instruments
during the year.

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Mar 31, 2021

Compensation Committee of the Board of Directors has granted options to the eligible employees. First 1,000,000 options granted in October 2015, in terms of Company''s ESOP Scheme- 2010. During the year, the company has issued and allotted 82,000 Equity Shares of '' 5 each, pursuant to exercise of Employee stock options scheme 2010 by eligible employees and the said shares rank pari-passu in all respect including dividend entitlement. Further Compensation Committee of the Board of Directors has also granted 21,800 Stock Options in May 2021 out of the total lapsed Options aggregating to 221,800 to its eligible employees under the Company''s ESOP Scheme- 2010.

Under terms of Company''s ESOP Scheme-2017, Compensation Committee of the Board of Directors has granted 1,000,000 options during the financial year 2017-18, which the compensation committee of the Board of Director''s has cancelled Genesys ESOP scheme -2017 based on options lapsed and surrender letter received from the employees during financial year 2019-20.

Third 1,000,000 options granted in January 2021, in terms of the Company''s ESOP Scheme 2020.

One stock option granted represents one equity share of '' 5/- each.

During the period of five financial years immediately preceding the Balance Sheet date, the company has not:

(i) allotted any equity shares pursuant to any contract without payment being received in cash; and

(ii) bought back any equity shares.

The details of shareholders holding more than 5% shares as at March 31, 2021 and March 31, 2020 are set out below:

a) Capital Reserve : The Capital reserve represents reserves created out of capital profits including profit on cancellation / forfeiture of the Company''s equity instruments.

b) Security Premium Reserve : The Securities Premium was created on issue of shares at a premium. The reserve is utilised in accordance with the provisions of the Act.

c) General Reserve : The general reserve comprises of transfer of profits from retained earnings for appropriation purpose. The reserve can be distributed/utilised by the Company in accordance with the provisions of the Act.

d) Special Economic Zone Re-Investment Reserve : The Special Economic Zone (SEZ) re-investment reserve is created out of the profit of eligible SEZ units in terms of the provisions of section 10AA(1) (ii) of the Income-tax Act, 1961. The reserve will be utilised by the Company for acquiring new assets for the purpose of its business as per the terms of section 10AA(2) of Income Tax Act, 1961.

e) Employee Stock Options Outstanding : The employee stock options outstanding represents reserve in respect of equity settled share options granted to the eligible employees of the company in pursuance of the employee stock option plan.

a) Vehicle Loan from banks having outstanding amount of '' 159.33 Lakhs as on March 31, 2021 (Previous Year: '' 197.62 Lakhs). Loan carries an interest rate of 9.78%, 11.01% and 9.90% per annum and is repayable over a period of 3 and 5 years. The said loan is fully secured by hypothecation of assets acquired by utilizing the said loans.

b) Vehicle Loan taken from other includes:

i) Existing loan having outstanding amount of '' 1.99 Lakhs as on March 31,2021 (Previous Year: '' 9.47 Lakhs). The loan carries an interest rate of 9.49% p.a. and is repayable over a period of 5 years starting from July 2016 with last installment payable in June 2021.The said loan is fully secured by hypothecation of assets acquired by utilizing the said loan.

ii) Existing loan having outstanding amount of '' 2.57 Lakhs as on March 31,2021 (Previous Year: '' 4.02 Lakhs). The loan carries an interest rate of 8.5% p.a. and is repayable over a period of 5 years starting from October 2017 with last installment payable in October 2022. The said loan is fully secured by hypothecation of assets acquired by utilizing the said loan.

Current maturities of the above loans up to 31.03.2021 have been grouped under Note No 21 - ’’Other Current Financial liabilities”

a) Current maturities of Long term debt includes vehicle loan taken from bank:

i) Loan having outstanding amount of '' 5.90 Lakhs as on March 31,2021 (Previous Year: '' Nil). The loan carries an interest rate of 9.9% per annum and is repayable over a period of 5 years starting from March 2021 with last installment payable in February 2026. The said loan is fully secured by hypothecation of assets acquired by utilizing the said loans.

ii) Outstanding amount of loan taken during the year is '' 54.57 Lakhs as on March 31, 2021 (Previous Year: '' 68.10 Lakhs). The loan carries an interest rate of 9.78% per annum and is repayable over a period of 3 years starting from November 2018 with last installment payable in October 2021. The said loan is fully secured by hypothecation of assets acquired by utilizing the said loans.

iii) Outstanding amount of loan taken during the year is '' 15.83 Lakhs as on March 31, 2021 (Previous Year: '' 14.19 Lakhs). The loan carries an interest rate of 9.78% per annum and is repayable over a period of 5 years starting from November 2019 with last installment payable in October 2024. The said loan is fully secured by hypothecation of assets acquired by utilizing the said loans.

32. Employee Stock Option

Under the Employee Stock Option Plan, Compensation Committee of the Board of Directors has approved and granted share options to the eligible employees of the company subject to requirements of vesting conditions. All the options vest in equal tranches over a period of 3 years from the date of grant. Upon vesting, the employees can acquire one equity shares of '' 5 each for every option and secure allotment of company''s shares at a price determined at the time of grant of options. The maximum contractual term for all the stock option plans are 5 years.

The stock compensation cost of ''GENESYS ESOP SCHEME-2010'' (“the scheme”) is computed under the intrinsic value method in compliance with IND AS and amortized on straight line basis over the total vesting period of 3 years. Intrinsic value is the amount by which the quoted market price of the underlying share as on the date of grant exceeds the exercise price of the option. The intrinsic value on the date of grant approximates the fair value.

The stock compensation cost of ''GENESYS ESOP SCHEME-2017'' (“the scheme”) is computed under the Fair Value method in compliance with IND AS 102. The Fair Value of the Options has been calculated using Black and Scholes Option Pricing model taking in to account the terms and conditions the scheme. As all Options are equity settled Fair value on the grant date of each vesting period is relevant and re measurement on each reporting date is not required. The amortisation of options are made on Graded Vesting basis over the total vesting period of 3 years. Significant assumptions to estimate the Fair Value and other relevant details of the option are as follows:

The stock compensation cost of ''GENESYS ESOP SCHEME-2020'' (“the scheme”) is computed under the Fair Value method in compliance with IND AS 102. The Fair Value of the Options has been market value as on date of exercise of the option as per the scheme. As all Options are equity settled Fair value on the grant date of each vesting period is relevant and re measurement on each reporting date is not required. The amortisation of options are made on Vesting basis over the total vesting period of 3 years.

During the current year, the Company has recorded stock compensation expense of '' (20.13 Lakhs) (Previous Year: '' (435.19 Lakhs)).

(ii) Capital Commitment:

Estimated amount of contracts remaining to be executed on capital account and not provided for (net of Advances and taxes) '' 153.08 Lakhs (Previous Year: '' 250.00 Lakhs).

35. Employee Benefits:

The disclosure in accordance with the requirements of Indian Accounting Standard -19 Employee Benefits are provided below -

Defined Contribution Plans -

In respect of defined contribution plans, an amount of '' 163.25 Lakhs (Previous Year: '' 263.67 Lakhs) has been recognized in the Statement of Profit and Loss for the year towards employer share of Provident Fund Contribution.

Defined Benefit Plans -

(i) The liability in respect of gratuity is determined as per actuarial valuation carried out as at Balance Sheet date. The present value of the obligation under such plan is determined using the projected unit credit method. Actuarial gains and losses are recognized in the statement of profit & loss for the period in which it occurs.

B. Fair value measurements recognised in the statement of financial position:

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable.

Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

The fair value of the financial assets and liabilities are included in the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:

Cash and cash equivalents, Trade receivables, Other current Financial assets, Trade payable and other current Financial liabilities approximate their carrying amounts largely due to the short-term maturities or nature of these instruments.

C. Financial risk management objectives:Financial risk Factor:

The Company''s activities exposes it to a variety of financial risks : Market Risk, credit risk and liquidity risk. The Company''s focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance. The Company''s exposure to credit risk is influenced mainly by the individual characteristic of each customer and the concentration of risk from the top few customers.

1. Market Risk:

Market risk is the risk of any loss in future earnings, in realizable fair values or in future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity price fluctuations, liquidity and other market changes. Future specific market movements cannot be normally predicted with reasonable accuracy.

i. Foreign currency exchange rate risk:

The fluctuation in foreign currency exchange rates may have a potential impact on the standalone statement of profit and loss and equity. This arises from transactions entered into in foreign currency and assets/liabilities which are denominated in a currency other than the functional currency of the Company.

A majority of the Company''s foreign currency transactions are denominated in US Dollars. Other foreign currency transactions entered into by the Company are in Sterling Pound (GBP), Euro, Saudi Riyal, Kuwaiti Dinar, UAE Dirham''s and MUR. Thus, the foreign currency sensitivity analysis has only been performed in respective currencies.

The Company evaluates the impact of foreign exchange rate fluctuations by assessing its exposure to exchange rate risks. Further, in accordance with its risk management policy, Company does not hedge its risks by using any derivative financial instruments.

Details of Foreign currency exposure are as follows:

2. Credit Risk:

The credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to INR 3,808.24 Lakhs and INR 5,330.42 Lakhs as on March 31, 2021 and March 31, 2020 respectively and unbilled revenue amounting to INR 2,555.45 Lakhs and INR 3,473.44 Lakhs as on March 31, 2021 and March 31, 2020 respectively. Trade receivables and unbilled revenue are unsecured and are derived from revenue earned from different customers.

Credit risk has always been managed by the Company through credit approvals, establishing credit limits and continuous monitoring of the creditworthiness of customers to whom Company grants credit limit. On account of adoption of Ind AS 109, the company uses Expected Credit Loss Model (ECL) to assess the impairment loss or gain. The company uses the provision matrix to compute the ECL allowance for trade receivables and unbilled revenue. The provision matrix takes into account available external and internal credit risk factors such as Company''s historical experience of its customers.”

Credit risk on cash and cash equivalent is limited as company invest in deposits with banks and financial institutions with high rating assigned by international and domestic credit rating agencies. Investments include the maximum related party credit exposure at March 31, 2021 on account of carrying amount which is disclosed in note 37 on related party transactions. Based on the creditworthiness of the related parties, financial strength of related parties and its parents and past history of recoveries from them, the credit risk is mitigated.

3. Liquidity risk:

Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has built an appropriate liquidity risk management framework for the management of the Company''s short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.

46. Statement of Management

(a) The current assets, loans and advances are good and recoverable and are approximately of the values, if realized in the ordinary courses of business unless and to the extent if any stated otherwise in the Accounts. Provision for all known liabilities is adequate and not in excess of amount reasonably necessary. There are no contingent liabilities except those stated in the notes.

(b) Balance Sheet, Statement of Profit & Loss and Cash Flow statement read together with the schedules to the accounts and notes thereon, are drawn up so as to disclose the information required under the Companies Act, 2013 as well as give a true and fair view of the statement of affairs of the Company as at the end of the year and results of the Company for the year under review.

46A. Estimation of uncertainties relating to the global health pandemic from COVID-19

Restrictions caused by Covid-19 have affected Company''s operations. Travel restrictions, in particular, has impacted mobilisation of resources for projects, including data collection activities which has a major bearing on Company''s deliveries, consequent invoicing / revenue as well as cost. The Management is hopeful that such restrictions will be lifted shortly and Company''s operations will be back to normal.

The Company has taken into account all the possible impacts of COVID-19 in preparation of these standalone financial statements, including but not limited to its assessment of, liquidity and going concern assumption, recoverable values of its financial and non-financial assets. The Company has carried out this assessment based on available internal and external sources of information up to the date of approval of these standalone financial statements and believes that the impact of COVID-19 is not material to these financial statements and expects to recover the carrying amount of its assets. The impact of COVID-19 on the standalone financial statements may differ from that estimated as at the date of approval of these standalone financial statements owing to the nature and duration of COVID-19.

47. Figures for previous year have been re-grouped/re-classified wherever necessary to conform to current year''s presentation.

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Mar 31, 2018

1. Company’s Background

Genesys International Corporation Limited (herein after referred as ‘Company’ or ‘GICL’) is engaged in providing Geographical Information Services comprising of photogrammetry, remote sensing, cartography, data conversion, state of the art terrestrial and 3D geo-content including location and other computer based related services.

The company is a public limited company incorporated and domiciled in India and has its registered office at Mumbai, Maharashtra.

The company has its Equity Shares listed on Bombay Stock Exchange and National Stock Exchange.

Authorisation of Financial Statements: The Financial Statements were authorized for issuance in accordance with a resolution of the Board of Directors in its meeting held on 30thMay, 2018.

The Company has only one class of shares referred to as equity shares having a par value of Rs. 5. Each holder of equity shares is entitled to one vote per share.

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.

Compensation Committee of the Board of Directors has granted options to the eligible employees. First 1,000,000 options granted in October 2015, in terms of Company’s ESOP Scheme- 2010 and Second 1,000,000 options granted during the current financial year in December 2017, in terms of Company’s ESOP Scheme-2017. One stock option granted represents one equity share of Rs. 5/- each.

During the year, the company has issued and allotted 341,300 Equity Shares of Rs. 5 each, pursuant to exercise of stock options by eligible employees and the said shares rank pari-passu in all respect including dividend entitlement.

During the period of five financial years immediately preceding the Balance Sheet date, the company has not:

(i) allotted any equity shares pursuant to any contract without payment being received in cash; and

(ii) bought back any equity shares.

The details of shareholders holding more than 5% shares as at March 31, 2018, March 31, 2017 and April 1, 2016 are set out below:

Rights, Preferences and Restrictions

The Authorised Share Capital of the Company consists of Equity Shares having nominal value of Rs. 5/- each. The rights and privileges to equity shareholders are general in nature and allowed under Companies Act, 2013.

The equity shareholders shall have:

(1) a right to vote in shareholders’ meeting. On a show of hands, every member present in person shall have one vote and on a poll, the voting rights shall be in proportion to his share of the paid up capital of the Company;

(2) a right to receive dividend in proportion to the amount of capital paid up on the shares held.

The shareholders are not entitled to exercise any voting right either in person or through proxy at any meeting of the Company if calls or other sums payable have not been paid on due date.

In the event of winding up of the Company, the distribution of available assets/losses to the equity shareholders shall be in proportion to the paid up capital.

a) Vehicle Loan taken from other includes:

i) Loan taken during the year having outstanding amount of Rs. 2,247,395 as on March 31, 2018 (Previous Year: Rs. 2,810,950). The loan carries an interest rate of 9.49% p.a. and is repayable over a period of 5 years starting from July 2016 with last installment payable on June 2021.The said loan is fully secured by hypothecation of assets acquired by utilizing the said loan.

ii) Loan taken during the year having outstanding amount of Rs. 657,436 as on March 31, 2018 (Previous Year: ‘Nil). The loan carries an interest rate of 8.6% p.a. and is repayable over a period of 5 years starting from October 2017 with last installment payable on October 2022.The said loan is fully secured by hypothecation of assets acquired by utilizing the said loan.

b) Long term maturities of finance lease obligation is towards acquisition of assets. The outstanding amount of such lease as on March 31, 2018 is Rs. 3,194,466 (Previous Year: Rs. 2,051,378). The lease carries interest rate of 13.09% p.a. and is repayable over a period of 3 years starting from September 2016, March and May 2017 with last installment payable in June, December 2019 and Feb 2020 respectively. The said lease is fully secured by hypothecation of assets acquired by utilizing the said finance lease.

c) Long term maturities of finance lease obligation includes, finance taken from others for acquisition of assets. Total outstanding amount of such finance lease as on March 31, 2018 is Rs. 69,900,530 (Previous Year: Rs. 11,704,351). The lease carries an interest rate of 12% per annum and is repayable over a period of 2 year starting from July 2017 with last installment payable on June 2019. The said lease is fully secured by hypothecation of assets acquired by utilizing the said finance lease.

d) Long term maturities of finance lease obligation is towards acquisition of assets. The outstanding amount of such lease as on March 31, 2018 is Rs. 1,048,915 (Previous Year: ‘ Nil). The lease carries interest rate of 13.86% p.a. and is repayable over a period of 2 years starting from December 2017with last installment payable in December 2019 . The said lease is fully secured by hypothecation of assets acquired by utilizing the said finance lease.

Current maturities of the above loans up to 31.03.2019 have been grouped under Note no 20 -”Other Current Financial liabilities”

a) The Company has Post Shipment Line of Credit and Cash Credit facilities from bank. As on the balance sheet date, outstanding amount is Rs. 79,877,286 (Previous Year: Rs. 101,112,967).

Post Shipment Line of Credit facility and Cash Credit is secured by hypothecation of entire current assets of the company, present & future, export bills and further secured by:

- Hypothecation charge over all movables assets , equipments and fixtures of the company located at the Company’s offices at Bangalore and Mumbai.

- Lien on Term Deposit Receipt of Rs. 12,294,769 (Previous year: Rs. 12,145,516).

- Personal guarantees of Managing Director, Executive Director and Whole-time Director of the Company.

- Pledge of Promoters’ shares having a market value of Rs. 202,721,263/- (Previous year: Rs. 146,086,649) as on March 31, 2018.

- Equitable mortgage of Company owned office situated at Mumbai.

b) Outstanding amount of interest free Unsecured borrowing from Director of the company is ‘ Nil as in 31st March, 2018 (previous year: Rs. 1,200,000).

Amount due to Micro, Small and Medium Enterprises :

(a) Trade payable includes (i) ‘ Nil (Previous year: ‘ Nil) due to micro and small enterprises registered under the Micro, Small and Medium Enterprises Development Act, 2006 (MSME); and (ii) Rs. 73,218,293 (Previous year: Rs. 71,780,903 ) due to other parties.

(b) No interest is paid/payable during the year to any enterprise registered under the MSME.

(c ) The above information has been determined to the extent such parties could be identified on the basis of the information available with the company regarding the status of suppliers under the MSME.

a) Vehicle loan taken from bank includes:

Existing loan having outstanding amount of Rs. 4,121,911/- as on March 31, 2018 (Previous Year: Rs. 9,813,750). The loan carries an interest rate of 10% per annum and is repayable over a period of 3 years starting from December 2015 with last installment payable on November 2018. The said loan is fully secured by hypothecation of assets acquired by utilizing the said loans.

b) Vehicle Loan taken from other includes:

i) Existing loan having outstanding amount of Rs. 1,200,835. as on March 31, 2018 (Previous Year: Rs. 2,374,229). The loan carries an interest rate of 11.75% p.a. and is repayable over a period of 7 years starting from March 2012 with last installment payable on February 2019.The said loan is fully secured by hypothecation of assets acquired by utilizing the said loan.

2. LEASES

(A) Obligations on non-cancellable Operating Leases

The lease rentals charged during the period and the maximum obligation on non cancellable operating leases payable as per the rentals stated in the respective agreements are as follows:

3. Employee Stock Option

Compensation Committee of the Board of Directors has granted two Options to eligible employees of the company. First 1,000,000 Options under ‘GENESYS ESOP SCHEME-2010’ (“the scheme”) in October 2015 and Second 1,000,000 Option under ‘GENESYS ESOP SCHEME-2017’ (“the scheme”) in December 2017 at the exercise prices, subject to requirements of vesting conditions. Both the options vest in equal tranches over a period of 3 years from the date of grant. Upon vesting, the employees can acquire one equity shares of Rs. 5 each for every option and secure allotment of company’s shares at a price determined at the time of grant of options. The maximum contractual term for both the stock option plans are 5 years.

The stock compensation cost of ‘GENESYS ESOP SCHEME-2010’ (“the scheme”) is computed under the intrinsic value method in compliance with IND AS and amortized on straight line basis over the total vesting period of 3 years. Intrinsic value is the amount by which the quoted market price of the underlying share as on the date of grant exceeds the exercise price of the option. The intrinsic value on the date of grant approximates the fair value. For the year ended March 31, 2018.

The new stock compensation cost of ‘GENESYS ESOP SCHEME-2017’ (“the scheme”) is computed under the Fair Value method in compliance with IND AS 102. The Fair Value of the Options has been calculated using Black and Scholes Option Pricing model taking in to account the terms and conditions the scheme. As all Options are equity settled Fair value on the grant date of each vesting period is relevant and re measurement on each reporting date is not required. The amortisation of options are made on Graded Vesting basis over the total vesting period of 3 years. Significant assumptions to estimate the Fair Value and other relevant details of the option are as follows:

4. Commitments:

(i). Contingent Liabilities

*Bank Guarantees are secured by Fixed Deposits worth Rs. 4,286,740/- (Previous year: Rs. 3,688,011/-).

(ii). Capital Commitment:

Estimated amount of contracts remaining to be executed on capital account and not provided for (net of Advances and taxes) Rs.26,000,000/- (Previous Year: Rs. 105,713,932)

5. Employee Benefits:

The disclosure in accordance with the requirements of Accounting Standard -15 (Revised 2005) Employee Benefits are provided below -

Defined Contribution Plans -

In respect of defined contribution plans, an amount of Rs. 14,552,097/- (Previous Year: Rs. 8,761,668/-) has been recognized in the Statement of Profit and Loss for the year towards employer share of Provident Fund Contribution.

Defined Benefit Plans -

(i) The liability in respect of gratuity is determined as per actuarial valuation carried out as at Balance Sheet date. The present value of the obligation under such plan is determined using the projected unit credit method. Actuarial gains and losses are recognized in the statement of profit & loss for the period in which they occur.

(ii) Principal actuarial assumptions :

6. As per “IND AS - 108 on Segment reporting”, segment information is given below:

i. The Company operates only in one Primary Segment i.e. GIS based services for the purpose of IND AS - 108 Segmental reporting, hence disclosure as per IND AS 108 ‘Operating Segment’ is not required.

ii. The disclosure requirement for Secondary Segment as per the Accounting Standard - 17 is as under:

Note on segment information:

Segmental Capital Employed: Fixed assets used in the company’s business or liabilities contracted have not been identified to any of the reportable segments. The company believes that it is currently not practicable to provide segment disclosures relating to total assets and liabilities.

7 Related party transactions:

A. With whom transactions made during the year

a. Subsidiary Enterprises

i. M/s A.N. Virtual World Tech Limited, Cyprus

b. Step down Subsidiary Enterprises -

i. M/s Virtual World Spatial Technology Private Limited

c. Associate Enterprises -

i. M/s GI Engineering Solutions Limited

ii. M/s Riransa Geomatics Private Limited

d. Key Management Personnel

B. With whom no transactions made during the year

a. Associate

i. M/s Genesys Enterprises Inc., USA

b. Entities over which Directors are able to exercise significant influence.

i. M/s Valueo Nutra Private Limited

ii. M/s Kilam Holdings Limited

iii. M/s Kadam Holding Limited

iv. M/s Ventura Guaranty Limited

8. Exchange Differences

During the year, realized and unrealized exchange gain (net) amounting to Rs. 5,016,715/- (Previous Year: exchange loss of Rs. 4,467,746/-) is included in the financial statements. There are no forward exchange contracts/options outstanding as on 31st March, 2018.

C. Financial risk management objectives: Financial risk Factor:

The Company’s activities exposes it to a variety of financial risks : Market Risk, credit risk and liquidity risk. The Company’s focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance. The Company’s exposure to credit risk is influenced mainly by the individual characteristic of each customer and the concentration of risk from the top few customers

1. Market Risk:

Market risk is the risk of any loss in future earnings, in realizable fair values or in future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity price fluctuations, liquidity and other market changes. Future specific market movements cannot be normally predicted with reasonable accuracy.

i. Foreign currency exchange rate risk:

The fluctuation in foreign currency exchange rates may have a potential impact on the standalone statement of profit and loss and equity. This arises from transactions entered into in foreign currency and assets/liabilities which are denominated in a currency other than the functional currency of the Company.

A majority of the Company’s foreign currency transactions are denominated in US Dollars. Other foreign currency transactions entered into by the Company are in Sterling Pound (GBP), Euro, Saudi Riyal, Kuwaiti Dinar, and UAE Dirham’s.Thus, the foreign currency sensitivity analysis has only been performed in respective currencies.

The Company evaluates the impact of foreign exchange rate fluctuations by assessing its exposure to exchange rate risks. Further, in accordance with its risk management policy, Company does not hedge its risks by using any derivative financial instruments.

Details of Foreign currency exposure are as follows:

Foreign Currency Risk Sensitivity

A change in 1% in Foreign Currency would have following Impact on Profit before tax assuming that all other variables, in Particulars interest rate remain constant & ignoring any impact of forecast Sales & Purchases.

2. Credit Risk:

The credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to INR 417,632,983, INR 413,700,655 and INR 281,659,431 as on March 31, 2018, March 31, 2017 and April 1, 2016 respectively and unbilled revenue amounting to INR 329,538,704, INR 259,034,296 and INR 154,896,255 as on March 31, 2018, March 31, 2017 and April 1, 2016 respectively. Trade receivables and unbilled revenue are typically unsecured and are derived from revenue earned from different customers.

Credit risk has always been managed by the Company through credit approvals, establishing credit limits and continuous monitoring the creditworthiness of customers to which company grants credit terms in the normal course of business. On account of adoption of Ind AS 109, the group uses Expected Credit Loss Model (ECL) to assess the impairment loss or gain. The company uses the provion matrix to compute the ECL allowance for trade receivables and unbilled revenue. The provision matrix takes into account available external and internal credit risk factors such as company’s historical experience for customers.

The detail percentage of revenues generated from top customers and top five customers are as follows:

Credit risk on cash and cash equivalent is limited as company invest in deposits with banks and financial institutions with high rating assigned by international and domestic credit rating agencies. Investments include the maximum related party credit exposure at March 31, 2018 on account of carrying amount which is disclosed in note 36 on related party transactions. Based on the creditworthiness of the related parties, financial strength of related parties and its parents and past history of recoveries from them, the credit risk is mitigated.

3. Liquidity risk:

Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has built an appropriate liquidity risk management framework for the management of the Company’s short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.

9. Transition to Ind AS

(i) Overall Principal

These are the Company’s first standalone financial statements prepared in accordance with IND-AS

The Company has adopted Indian Accounting Standards (Ind AS) notified by the Ministry of Corporate Affairs with effect from 1st April, 2017, with a transition date of 1st April, 2016. Ind AS 101-First-time Adoption of Indian Accounting Standards requires that all Ind AS standards and interpretations that are issued and effective for the first Ind AS financial statements which is for the year ended 31st March, 2017 for the company, be applied retrospectively and consistently for all financial years presented. Consequently, in preparing these Ind AS financial statements, the Company has availed certain exemptions and complied with the mandatory exceptions provided in Ind AS 101, as explained below. The resulting difference in the carrying values of the assets and liabilities as at the transition date between the Ind AS and Previous GAAP have been recognised directly in equity (retained earnings or another appropriate category of equity).

A. Exemptions and exceptions availed

Set out below are the applicable IND-AS 101 optional exemptions and mandatory exceptions applied in the transition from previous GAAP to IND-AS.

1. Property, Plant and Equipment

IND-AS 101 permits a first - time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognized in the financial statements as at the date of transition to IND-AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition.

2. Intangible Assets

The Company has elected to treat the carrying value as deemed cost for all items of Intangible Assets.

3. Investment in Subsidiary and Joint Venture

IND-AS 101 permits a first - time adopter to carry investments in Associates, subsidiary and joint venture as per the previous GAAP carrying amount as its deemed cost as on the date of transition.

4. Share Based Payments

The Company has elected not to apply the requirement of IND AS 102, only for those stock options which are already vested or settled and terms of for unvested options are not modified on the date of Transition to IND AS.

5. Lease

The Company has elected to carry out assessment of Lease based on conditions prevailing as at the date of transition.

B. IND-AS mandatory exceptions

1. Estimates

An entity’s estimates in accordance with IND-AS, at the date of transition to IND-AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.

IND-AS estimates as at 1st April, 2016 are consistent with the estimates as at the same date made in conformity with previous GAAP. The company made estimates for following items in accordance with IND-AS at the date of transition as these were not required under previous GAAP i.e. Impairment of financial assets based on expected credit loss model.

2. De-recognition of financial assets and liabilities

IND-AS 101 requires a first - time adopter to apply the de-recognition provisions of IND-AS 109 prospectively for transactions occurring on or after the date of transition to IND-AS. However, IND-AS 101 allows a first - time adopter to apply the de - recognition requirements in IND-AS 109 retrospectively from a date of the entity’s choosing, provided that the information needed to apply INDAS 109 to financial assets and financial liabilities derecognized as a result of past transactions was obtained at the time of initially accounting for those transactions. The company has elected to apply the de-recognition provisions of IND-AS 109 prospectively from the date of transition to IND-AS.”

3. Classification and measurement of financial assets

IND-AS 101 requires an entity to assess classification and measurement of financial assets (investment in debt instruments) on the basis of the facts and circumstances that exist at the date of transition to IND-AS.

4. Investments in subsidiaries and associates

IND-AS 101 allows an entity to account for investment in subsidiaries and associates at cost or in accordance with IND-AS 109. The Company has opted to recognise these investments at cost.

5. Foreign Currency Monetary Items

In terms of para D13AA of Ind-AS 101,the company may continue to account for foreign exchange differences relating to long-term foreign currency monetary items as per previous IGAAP. The company has elected to apply the same.

C. Transition to IND AS - Reconciliation

The following reconciliations provide a quantification of the effect of significant differences arising from the transition from previous GAAP to Ind AS in accordance with Ind AS 101:

I. Reconciliation of Balance sheet as at April 1, 2016 and March 31, 2017

II. Reconciliation of Statement of Profit and Loss for the year ended March 31, 2017 and Other Equity as at April 1, 2016 and March 31, 2017

The presentation requirements under Previous GAAP differs from Ind AS and hence Previous GAAP information has been regrouped for ease of reconciliation with Ind AS. The Regrouped Previous GAAP information is derived from the Financial Statements of the Company prepared in accordance with Previous GAAP

(ii) Application of New and Revised Ind AS’s

a). Appendix B to Ind AS 21, Foreign currency transactions and advance consideration: On March 28, 2018, Ministry of Corporate Affairs (“MCA”) has notified the Companies (Indian Accounting Standards) Amendment Rules, 2018 containing Appendix B to Ind AS 21, Foreign currency transactions and advance consideration which clarifies the date of the transaction for the purpose of determining the exchange rate to use on initial recognition of the related asset, expense or income, when an entity has received or paid advance consideration in a foreign currency. The amendment will come into force from April 1, 2018.

b). Ind AS 115- Revenue from Contract with Customers: On March 28, 2018, MCA has notified the Ind AS 115, Revenue from Contract with Customers. The core principle of the new standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Further the new standard requires enhanced disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts with customers.

The standard permits two possible methods of transition:

Retrospective approach - Under this approach the standard will be applied retrospectively to each prior reporting period presented in accordance with Ind AS 8- Accounting Policies, Changes in Accounting Estimates and Errors Retrospectively with cumulative effect of initially applying the standard recognized at the date of initial application (Cumulative catch - up approach). The effective date for adoption of Ind AS 115 is financial periods beginning on or after April 1, 2018.

The company will adopt the standard on April 1, 2018.

10. Statement of Management

(a) The current assets, loans and advances are good and recoverable and are approximately of the values, if realized in the ordinary courses of business unless and to the extent if any stated otherwise in the Accounts. Provision for all known liabilities is adequate and not in excess of amount reasonably necessary. There are no contingent liabilities except those stated in the notes.

(b) Balance Sheet, Statement of Profit & Loss and Cash Flow statement read together with the schedules to the accounts and notes thereon, are drawn up so as to disclose the information required under the Companies Act, 2013 as well as give a true and fair view of the statement of affairs of the Company as at the end of the year and results of the Company for the year under review.

11. Figures for previous year have been re-grouped/re-classified wherever necessary to conform to current year’s presentation.

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Mar 31, 2016

Contingent liabilities are not provided for and are disclosed by way of notes to accounts, where there is an obligation that may, but probably will not, require our flow of resources.

Where there is a possible obligation in respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made. Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate. If it is no longer probable that the outflow of resources would be required to settle the obligation, the provision is reversed.

Contingent assets are neither recognized nor disclosed in the financial statements.

The Company has only one class of shares referred to as equity shares having a par value of ''5/-. Each holder of equity shares is entitled to one vote per share.

Shares issued during the financial year 2014-15 on conversion of equity warrants are subject to lock-in period of one year from the date of trading approval, i.e., up to 20-04-2016.

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.

Compensation Committee of the Board of Directors has granted RS 10, 00,000 Options to the eligible employees of the company in October 2015, in terms of Company''s ESOP Scheme- 2010. One stock option granted represents one equity share of ''5/- each.

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.

For the year ended March 31, 2016, the amount of dividend per equity share recognized as distributions to equity shareholders is of ''0.125 per share. (Previous Year ''0.125 per share) The total dividend appropriation for the year ended March 31, 2016, amounts to ''45, 80,738 including dividend distribution tax of ?''7, 74,799 (Previous Year ''4,580,738)."On October 11, 2013, the company had allotted 40,00,000 warrants by way of preferential issue to the non-promoter investors, entitling them to apply for and obtain allotment of one equity share of face value of ''5/- each against each warrant held by them, at a price of ''100/- per equity share. The allotters of the warrants, had paid ''50 per warrant (being 50% of the price of warrant), in terms of the SEBI (ICDR) Regulations, 2009, before allotment of the warrants. The holders of above the warrants were entitled to apply for and obtain allotment of equity shares at any time after the date of allotment of warrant but on or before the expiry of 18 months from the date of such allotment, in one or more tranches, on payment of balance consideration (i.e. ''50/- per Warrant) payable against each warrant. "

During the year 2014-15, 6, 00,000 equity shares were allotted on conversion of 6, 00,000 warrants.

Since the holders of the remaining 34, 00,000 warrants did not exercise the option, consideration earlier received in respect of those warrants is forfeited by the company in terms of Chapter VII of the SEBI (ICDR) Regulations, 2009, on 11th April, 2015.

(a) Vehicle loan taken from bank towards the purchase of 17 Vehicles. Total outstanding amount of such loan as on March 31, 2016 is? ''1, 49, 65,601 (Previous Year: ''Nil). The loan carries an interest rate of 10% per annum and is repayable over a period of 3 years starting from December 2015 with last installment payable on November 2018. The said loan is fully secured by hypothecation of assets acquired by utilizing the said loan.

(b) Vehicle Loan taken from others for acquisition of vehicle. Total outstanding amount of such loan as on March 31, 2016 is ''34, 20,147 (Previous Year: ?''43, 52,437). The loan carries an interest rate of 11.75% p.a. and is repayable over a period of 7 years starting from March 2012 with last installment payable on February 2019.The said loan is fully secured by hypothecation of assets acquired by utilizing the said loan.

(c) The outstanding amount for finance lease availed for acquisition of assets as on March 31, 2016 is amounting to ''Nil (Previous Year: ''23, 85,005). The loan carried interest rate of 13.73% p.a. and is repaid during the year 2015-16.

Current maturities of the above loans up to 31.03.2017 have been grouped under "Current maturities of long term debt”

The Company has obtained Post Shipment Line of Credit / Cash Credit facilities from bank. As on the balance sheet date, outstanding amount is ''99,480,737 (Previous Year: ''100,579,400).

Post Shipment Line of Credit facility / Cash Credit is secured by hypothecation of entire current assets of the company present & future, export bills and further secured by:

- Hypothecation charge over all movables assets, equipments and fixtures of the company located at the Company''s offices at Bangalore and Mumbai.

- Lien on Term Deposit Receipt of ''12,010,000 (Previous year: ''11,800,000).

- Personal guarantees of Managing Director, Executive Director and Whole-time Director of the Company.

- Pledge of Promoters'' shares having a market value of ''41,974,856 (Previous year: ''47,712,992) as on March 31, 2016.

- Equitable mortgage of Company owned office situated at Mumbai.

Amount due to Micro, Small and Medium Enterprises:

(a). Trade payable includes (i) ''Nil (Previous year: ''Nil) due to micro and small enterprises registered under the Micro, Small and Medium Enterprises Development Act, 2006 to other parties.(MSME); and (ii) ''38,537,828 (Previous year: ''75,941,809) due to other parties.

(b). No interest is paid/payable during the year to any enterprise registered under the MSME.

(c ). The above information has been determined to the extent such parties could be identified on the basis of the information available with the company regarding the status of suppliers under the MSME.

Current Liabilities of finance lease obligations includes loan taken from others for acquisition of assets. Total outstanding amount of such loan as on March 31, 2016 is ''25,728,509 (Previous Year: ''Nil). The loan carries an interest rate of 11.75% per annum and is repayable over a period of 1 year starting from March 2016 with last installment payable in February 2017. The said loan is fully secured by hypothecation of assets acquired by utilizing the said loan.

1. EMPLOYEE STOCK OPTION

Compensation Committee of the Board of Directors has granted 10,00,000 Options under ''GENESYS ESOP SCHEME-2010'' ("the scheme") to the eligible employees of the company in October 2015 in terms of Company''s ESOP Scheme- 2010 at the exercise prices, subject to requirements of vesting conditions. These options vest in equal tranches over a period of 3 years from the date of grant. Upon vesting, the employees can acquire one equity shares of ''5 each for every option and secure allotment of company''s shares at a price determined at the time of grant of options. The maximum contractual term for these stock option plans is 5 years.

The stock compensation cost is computed under the intrinsic value method and amortized on a straight line basis over the total vesting period of 3 years. Intrinsic value is the amount by which the quoted market price of the underlying share as on the date of grant exceeds the exercise price of the option. The intrinsic value on the date of grant approximates the fair value. For the year ended March 31, 2016, the Company has recorded stock compensation expense of ?''67, 63,099 (Previous Year: ''Nil).

(ii). Capital Commitment: Estimated amount of contracts remaining to be executed on capital account and not provided for (net of Advances and taxes) ''25,574,345. (Previous Year: ''25,000,000)

2. Employee Benefits:

The disclosure in accordance with the requirements of Accounting Standard -15 (Revised 2005) Employee Benefits are provided below -

Defined Contribution Plans -

In respect of defined contribution plans, an amount of ''81, 61,849 (Previous Year: ''82,13,616) has been recognized in the Statement of Profit and Loss for the year towards employer share of Provident Fund Contribution.

Defined Benefit Plans -

(i) The liability in respect of gratuity is determined as per actuarial valuation carried out as at Balance Sheet date. The present value of the obligation under such plan is determined using the projected unit credit method. Actuarial gains and losses are recognized in the statement of profit & loss for the period in which they occur.

(ii) Principal actuarial assumptions:

3. RELATED PARTY TRANSACTIONS:

A. With whom transactions made during the year a. Associate Enterprises -

i. M/s Genesys Enterprises Inc., USA

ii. M/s GI Engineering Solutions Limited

iii. M/s A.N. Virtual World Tech Limited, Cyprus

iv. M/s Virtual World Spatial Technology Private Limited

B. With whom no transactions made during the year

a. Entities over which Directors are able to exercise significant influence.

i. M/s Valueo Nutra Private Limited

ii. M/s Kilam Holdings Limited

iii. M/s Kadam Holding Limited

iv. M/s Ventura Guaranty Limited

4. As per “AS - 17 on Segment reporting", segment information is given below:

i. The Company operates only in one Primary Segment i.e. GIS based services for the purpose of Accounting Standard

- 17 Segmental reporting.

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Mar 31, 2015

1. Company's Background

Genesys International Corporation Limited is engaged in providing Geographical Information Services comprising of photogrammetry, remote sensing, cartography, data conversion, state of the art terrestrial and 3D geo-content including location and other computer based related services.

The company is a public limited company incorporated and domiciled in India and has its registered office at Mumbai, Maharashtra.

The company has its primary listing on Bombay Stock Exchange and National Stock Exchange.

2. Employee Benefits:

The disclosure in accordance with the requirements of Accounting Standard -15 (Revised 2005) Employee Benefits are provided below -

Defined Contribution Plans –

In respect of defined contribution plans, an amount of Rs. 82,13,616 (Previous Year: Rs. 11,815,767) has been recognized in the Statement of Profit and Loss for the year towards employer share of Provident Fund Contribution.

Defined Benefit Plans –

(i) The liability in respect of gratuity is determined as per actuarial valuation carried out as at Balance Sheet date. The present value of the obligation under such plan is determined using the projected unit credit method. Actuarial gains and losses are recognized in the statement of profit & loss for the period in which they occur.

3. RELATED PARTY TRANSACTIONS:

a. Associate Enterprises –

i. M/s Genesys Enterprises Inc., USA

ii. M/s GI Engineering Solutions Limited

iii. M/s Ventura Securities Limited

iv. M/s A.N. Virtual World Tech Limited, Cyprus

v. M/s Genesys Virtual World Limited

4. As per "AS – 17 on Segment reporting", segment information is given below:

i. The Company operates only in one Primary Segment i.e. GIS based services for the purpose of Accounting Standard – 17 Segmental reporting.

ii. The disclosure requirement for Secondary Segment as per the Accounting Standard - 17 is as under:

5. Exchange Differences

During the year, realized and unrealized exchange gain (net) amounting to Rs. 11,620,016/- (Previous Year: exchange gain of Rs. 10,627,531/-) is included in the financial statements. There are no forward exchange contracts/options outstanding as on 31st March, 2015.

6. Figures for previous year have been re-grouped/re-classified wherever necessary to conform to current year's presentation.

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Mar 31, 2014

1. Commitments:

(i). Contingent Liabilities

PARTICULARS As at As at MARCH 31, 2014 MARCH 31, 2013

Contingent Liabilities

Bank Guarantees* 14,684,366 4,589,034

Estimated amount of claims against the Company not acknowledged as debts in respect of:

Disputed Income Tax Matters 5,790,516 32,959,712

*Bank Guarantees are secured by Fixed Deposits worth 5,733,728 (Previous year: Rs. 3,016,332).

2. During the year under review, in view of the long term growth plans of the Company, it was resolved by the members to raise funds through preferential issue of Convertible Warrants to non promoter investors. Accordingly, 4,000,000 Warrants convertible into 4,000,000 Equity Shares of Rs. 5/- each at a premium of Rs. 95/- per Equity Share were allotted on preferential basis to the investors on October 11, 2013. Amount paid up per equity share warrant is Rs. 50 and remaining amount is receivable within a period of 18 months from the date of allotment upon conversion of equity share warrant.

3. Employee Benefits:

The disclosure in accordance with the requirements of Accounting Standard - 15 (Revised 2005) Employee Benefits are provided below -

Defined Contribution Plans –

In respect of defined contribution plans, an amount of Rs. 11,815,767 (Previous Year: Rs. 15,728,881) has been recognized in the Statement of Profit and Loss for the year towards employer share of Provident Fund Contribution.

Defined Benefit Plans –

(i) The liability in respect of gratuity is determined as per actuarial valuation carried out as at Balance Sheet date. The present value of the obligation under such plan is determined using the projected unit credit method. Actuarial gains and losses are recognized in the statement of profit & loss for the period in which they occur.

4. RELATED PARTY TRANSACTIONS:

a. Associate Enterprises –

i. M/s Genesys Enterprises Inc., USA

ii. M/s GI Engineering Solutions Limited

iii. M/s Ventura Securities Limited

iv. M/s A.N. Virtual World Tech Limited, Cyprus

v. M/s Genesys Virtual World Limited

b. Key Management Personnel

Name of Personnel Designation

Mr. Sajid Malik Chairman & Managing Director

Mrs. Saroja Malik Whole-time Director

Mr. Sohel Malik Executive Director

Col. J. Jacob President – Photogrammetry and GIS

5. As per "AS – 17 on Segment reporting", segment information is given below:

i. The Company operates only in single Primary Segment i.e. GIS based services for the purpose of Accounting Standard – 17 Segmental reporting.

ii. The disclosure requirement for Secondary Segment as per the Accounting Standard - 17 is as under:

6. Exchange Differences

During the year, realized and unrealized exchange gain (net) amounting to Rs. 10,627,532/- (Previous Year: exchange gain of Rs. 31,900,982/-) is included in the financial statements. There are no forward exchange contracts/options outstanding as on 31st March, 2014.

7. Figures for previous year have been re-grouped/re-classified wherever necessary to conform to current year''s presentation.

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Mar 31, 2013

1. Company''s Background

Genesys International Corporation Limited is engaged in providing Geographical Information Services comprising of photogrammetry'' remote sensing'' cartography'' data conversion'' state of the art terrestrial and 3D geo-content including location and other computer based related services.

2. Commitments:

(i). Contingent Liabilities

PARTICULARS As at MARCH 31'' 2013 MARCH 31'' 2012

Contingent Liabilities

Bank Guarantees* 4''589''034 6''101''391

Estimated amount of claims against the Company not acknowledged as debts in respect of:

Disputed Income Tax Matters 32''959''712 67''064''248

*The guarantees are secured by Fixed Deposits worth Rs. 3''016''332

(Previous year: Rs. 1''961''878).

(ii) Capital Commitment :

Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. 16''741''570 (Previous Year: Rs. Nil).

3. During the year the Company has remitted Rs. 162''820''700 (Previous Year: Rs. Nil) as share application money towards investment in Optionally Convertible Preference Shares (OCPS) of A. N. Virtual World Tech Limited'' Cyprus. The Company has further remitted Rs. 202''713''166 subsequent to the balance sheet date and the same is pending allotment.

4. Employee Benefits: The disclosure in accordance with the requirements of Accounting Standard -15 (Revised 2005) Employee Benefits are provided below -

Defined Contribution Plans –

In respect of defined contribution plans'' an amount of Rs. 15''728''881 (Previous Year: Rs. 11''059''984) has been recognized in the Statement of Profit and Loss for the year towards employer share of Provident Fund Contribution.

Defined Benefit Plans –

(i) The liability in respect of gratuity is determined as per actuarial valuation carried out as at Balance Sheet date. The present value of the obligation under such plan is determined using the projected unit credit method. Actuarial gains and losses are recognized in the Statement of Profit and Loss for the period in which they occur.

5. RELATED PARTY TRANSACTIONS :

a. Parties where control exists:

Associate Enterprises –

i. M/s Genesys Enterprises Inc.'' USA

ii. M/s GI Engineering Solutions Limited'' India

iii. M/s Ventura Securities Limited'' India

iv. M/s A.N. Virtual World Tech Limited'' Cyprus

6. As per "AS – 17 on Segment reporting"'' segment information is given below:

i. The Company operates only in single Primary Segment i.e. GIS based services for the purpose of Accounting Standard – 17 Segmental reporting.

ii. The disclosure requirement for Secondary Segment as per the Accounting Standard 17 is as under:

7. EXCHANGE DIFFERENCES

During the year'' realized and unrealized exchange gain (net) amounting to Rs. 31''900''982/- (Previous Year: exchange gain of Rs. 78''525''159/-) is included in the financial statements. There are no forward exchange contracts/options outstanding as on 31st March'' 2013.

8. Figures for previous year have been re-grouped/re-classified wherever necessary to conform to current year''s presentation.

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Mar 31, 2012

1. Company's Background

Genesys International Corporation Ltd. is engaged in providing Geographical Information Services comprising of Photogrammetry, Remote Sensing, Cartography, Data Conversion, state of the art terrestrial and 3d geo- content including location based and other Computer based related services.

There is no change in the number of equity shares outstanding as at the beginning and at the end of the year.

The Company has only one class of shares referred to as equity shares having a par value of Rs.5/-. Each holder of equity shares is entitled to one vote per share.

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 of their shareholding.

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.

During the year ended March 31, 2012 the amount of per share dividend recognized as distributions to equity shareholders was Rs.1.25 per share. The total dividend appropriation for the year ended March 31, 2012 amounted to Rs. 43,361,906 including corporate dividend tax.

Vehicle loans under vehicle finance from financial institutions and banks amount to Rs. 25,398,501 ( Previous Year Rs. 19,234,098) carrying interest rate ranging from 9.25% to 11.75% p.a. is repayable in EMI's & fully secured by hypothecation of vehicle acquired by utilising the said loan.

Current maturities of the above loans upto 31.03.2013 have been grouped under "Current maturities of long term debt" (refer note no. 8).

Amount due to Micro, Small and Medium Enterprises :

(a) Trade payables includes (i) Rs. Nil (Previous year Rs. Nil) due to micro and small enterprises registered under the Micro, Small and Medium Enterprises Develompment Act, 2006 (MSME); and (ii) Rs. 34,030,042 (Previous year Rs. 8,327,375) due to other parties.

(b) No interest is paid/payable during the year to any enterprise registered under the MSME.

(c ) The above information has been determined to the extent such parties could be identified on the basis of the information available with the company regarding the status of suppliers under the MSME.

(a) During the year the Company has sold its entire investment in its wholly owned subsidiary M/s. Genesys International (UK) Limited, UK resulting in a loss of Rs. 60,514,987.

(b) During the year the Company has sold its holding of 16.67% in Image Intelligence Inc., USA, resulting in a loss of Rs. 66,834,063. The Company has already provided for diminution of Rs. 69,618,068, the entire amount of investment in previous years.

2. Commitments :

(i) Contingent Liabilities (in Rs.)

PARTICULARS As at MARCH 31, 2012 MARCH 31, 2011

Contingent Liabilities

Bank Guarantees* 6,101,391 23,999,627

Letter of Credit - 742,050

Estimated amount of claims against the company not acknowledged as debts in respect of :

Disputed Income Tax Matters 67,064,248 44,305,764

*The guarantees are secured by Fixed Deposits worth Rs. 1,961,878 (Previous year Rs. 19,779,644).

(ii) Other Commitments :

The Company has purchase commitment of Rs. 5,367,622 towards investment in equity shares of A.N. Virtual World Tech Limited, Cyprus.

3. During the year the Company has sold its entire investment in its wholly owned subsidiary M/s. Genesys International (UK) Limited, UK. Accordingly as on March 31, 2012 the company has no subsidiary and only standalone financial statements are prepared.

4. During the year the company has invested Rs. 607,458,893 in equity instruments of A. N. Virtual World Tech Limited, Cyprus. The amount so invested is shown as share application money pending allotment as on March 31, 2012. The company has further invested Rs. 5,367,622 subsequent to balance sheet date. On May 7, 2012 the Company has been allotted 597,394 equity shares of 1 euro each at a premium of 15 euro per equity share by A. N. Virtual World Tech Limited, Cyprus.

5. The Company has obtained sanction for Post Shipment line of credit from State Bank of India. As on March 31, 2012 outstanding amount is Rs. NIL. (Previous Year Rs. Nil).

Post Shipment line of credit facility is secured by hypothecation of entire current assets of the company present & future, export bills and further secured by:

- Hypothecation charge over all movable assets , equipments, fixtures of the company located at the Company's offices at Bangalore and at 73, 73A, 75B, 77A & 77C SDF-III, Seepz, Andheri (East), Mumbai.

- Lien on Term Deposit Receipt of Rs. 10,105,429 (Previous year Rs. 9,385,851).

- Personal guarantees of Whole-time Director, Managing Director and Executive Director of the Company.

- Pledge of Promoters' shares having a market value of Rs. 101,046,213/- (Previous year Rs. 143,296,186) as on March 31, 2012.

6. Employee Benefits : The disclosure in accordance with the requirements of Accounting Standard -15 (Revised 2005) Employee Benefits are provided below -

Defined Contribution Plans -

In respect of defined contribution plans, an amount of Rs. 11,059,984 (Previous Year Rs. 7,551,906) has been recognized in the statement of profit & loss for the year towards employer share of PF Contribution.

Defined Benefit Plans -

(i) The liability in respect of gratuity is determined as per actuarial valuation carried out as at Balance Sheet date. The present value of the obligation under such plan is determined using the projected unit credit method. Actuarial gains and losses are recognized in the statement of profit & loss for the period in which they occur.

7. RELATED PARTY TRANSACTIONS :

a. Parties where control exists:

Subsidiary Companies -

i. Genesys International (UK) Limited, UK - since ceased to be subsidiary

ii. Geodc Limited, UK - since ceased to be subsidiary Associate Enterprises -

i. M/s Genesys Enterprises Inc., USA

ii. M/s GI Engineering Solutions Ltd., India

iii. M/s Ventura Securities Limited, India

8. EXCHANGE DIFFERENCES

During the year, realized and unrealized exchange gain (net) amounting to Rs. 78,525,159/- (Previous Year exchange loss of Rs. 5,511,597/-) is included in the financial statements. There are no forward exchange contracts/options outstanding as on March 31, 2012.

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

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Mar 31, 2011

1. Company's Background

Genesys International Corporation Ltd. is engaged in providing Geographical Information Services comprising of Photogrammetry, Remote Sensing, Cartography, Data Conversion, state of the art terrestrial and 3D geo-content including location based and other Computer based related services.

2. Contingent Liabilities:

Particulars As at March As at March

31, 2011 31, 2010

Rs Rs

Contingent Liabilities

Bank Guarantees* 2,39,99,627 52,87,751

Letter of Credit 7,42,050 62,91,330

Estimated amount of claims against the company not acknowledged as debts in respect of :

Disputed demand for 4,43,05,764 7,12,766

Income Taxes

*The guarantees are secured by Fixed Deposits worth Rs. 1,86,92,133 (Previous year Rs. 13,54,641) and Letter of credit is secured by Fixed Deposits worth Rs. 10,00,000 (Previous year Rs. 81,43,816).

3. The Company has obtained sanction for Post Shipment Line of Credit from State Bank of India. As on 31st March, 2011 outstanding amount is Rs. NIL. (Previous Year Rs. Nil).

Post Shipment Line of Credit facility is Secured by Hypothecation of entire current assets of the company present & future, export bills and further secured by:

- Hypothecation charge over all movables assets , equipments, fixtures of the company located at the Company's offices at Bangalore and at 73, 73A, 75B, 77A & 77C SDF-III, Seepz, Andheri (East), Mumbai.

- Lien on Term Deposit Receipt of Rs. 93,85,851 (Previous year Rs. 86,10,100).

- Personal guarantees of Whole-time Director, Managing Director and Executive Director of the Company.

- Pledge of Promoters' shares having a market value of Rs. 14,32,96,186/- (Previous year Rs. 11,97,34,457) as on 31st March, 2011.

During the year the Company has taken vehicle loans from Tata Capital Limited, and HDFC bank Ltd. which are fully secured by the hypothecation of the vehicles taken on finance. Amount outstanding as on 31st March, 2011 is Rs. 1,92,34,098 (Previous Year Rs. Nil).

Computation of Net Profit in accordance with section 349 of the Companies Act, 1956 and calculation of commission payable to Non-Executive Director :

4. Employee Benefits : The disclosure in accordance with the requirements of Accounting Standard -15 (Revised 2005) Employee Benefits are provided below -

(a) Defined Contribution Plans –

In respect of defined contribution plans, an amount of Rs. 75,51,906 (Previous Year Rs. 56,66,694) has been recognized in the Profit & Loss account for the year towards employer share of PF Contribution.

(b) Defined Benefit Plans –

(i) The liability in respect of gratuity is determined as per actuarial valuation carried out as at Balance Sheet date. The present value of the obligation under such plan is determined using the projected unit credit method. Actuarial gains and losses are recognized in the Profit & Loss account for the period in which they occur.

5. In accordance with the Accounting Standard – 22 (AS – 22) “Accounting for Taxes on Income” issued by the Institute of Chartered Accountants of India which became mandatory from 1st April 2001, the Company has considered the effect of timing differences and accordingly accounted for Deferred Tax.

One of the Company's units is entitled to a tax holiday under Section 10 AA of Income Tax Act, 1961, in the current year. Deferred Tax Assets and Liabilities as at the balance sheet date resulting from timing differences between book profit and tax profit are not considered to the extent they are expected to get reversed within the tax holiday period. The break-up of net deferred tax assets/(liability) is as under -

6. Exchange Differences:

During the year, realized and unrealized exchange gain amounting to Rs. 55,11,597 (Previous Year exchange loss of Rs. 28,03,668/-) is included in the financial statements. There is no forward exchange contracts/options outstanding as on 31st March, 2011.

7. As at 31st March, 2011 no supplier has intimated the Company about its status as Micro or Small Enterprise or its registration with the appropriate authority under the Micro, Small & Medium Enterprises Development Act, 2006 (said Act) and to the best of the Company's knowledge and belief, sundry creditors as at the year end do not include outstanding dues to parties or entities covered by the said Act.

8. (a) (i) The Balance Sheet of the foreign subsidiary/ sub-subsidiary companies reflects diminution in the net worth/ existence of net liabilities. In the opinion of the management, provision for diminution is not required in view of the long term nature of investments and future business plans of the foreign subsidiary/ sub-subsidiary.

(ii) Sundry debtors includes Rs.419.94 lacs (Previous Year Rs.342.63 lacs) receivable from GEODC Limited, a sub-subsidiary company. Though the said company has net liabilities of Rs. 371.37 lacs (Previous Year Rs. 220.24 lacs), no provision has been made in respect of the same since the management is confident of recovering the same in view of the future business plans of the said company.

(b) The Company holds investments in Image Intelligence Inc. and net worth of the investee company has been fully eroded as on 31st December, 2010. Hence the management has decided to provide for Rs. 396.18 lacs towards diminution in the value of investments being of permanent nature.

9. The Company is engaged in the business of rendering computer-based services. The development and sale of such services cannot be expressed in any generic unit. Hence, it is not possible to give the quantitative details of sales and certain information as required under paragraphs 3, 4C and 4D of part II of Schedule VI to the Companies Act 1956.

10. The Ministry of Corporate Affairs, Govt. of India, vide general circular no. 2 & 3 dated 8th February, 2011 and 21st February, 2011 respectively has granted a general exemption from compliance with section 212 of the Companies Act, 1956 subject to fulfillment of conditions stipulated in the circular. The Company has satisfied the conditions stipulated in the circular and hence it is entitled to the exemptions. Necessary information relating to the subsidiaries has been included in the consolidated financial statements.

11. As per the scheme of amalgamation sanctioned by the High Court, Mumbai vide order dated 16.12.2010 Genesys Worldeye Limited a wholly owned subsidiary company has been merged with the Company w.e.f. 01.04.2010. As such current year's figure includes figures of Genesys Worldeye Limited w.e.f. 01.04.2010; therefore previous year's figures are not comparable with the current year's figures. Figures for previous year have been re-grouped/ re-classified wherever necessary to conform to current year's presentation.

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Mar 31, 2010

1. Companys Background

Genesys International Corporation Ltd. is engaged in providing Geographical Information Services comprising of Photogrammetry, Remote Sensing, Cartography, Data Conversion and other Computer based related services.

2. Contingent Liabilities

Particulars As at As at

March 31,2010 March 31, 2009 Rs. Rs.

Contingent Liabilities

Bank Guarantees* 5,287,751 7,079,000

Letter of Credit 6,291,330 -

Estimated amount of claims against the company not acknowledged as debts in respect of :

Disputed demand for Income Taxes 712,766 26,179,658

* The guarantees are secured by Fixed Deposits worth Rs. 1,354,641 (Previous year Rs. 5,632,369) and Letter of credit is secured by Fixed Deposits worth Rs. 8,143,816 (Previous year Rs. NIL).

3. The Company has obtained Post Shipment Line of Credit from State Bank of India. The amount, which is due for repayment within 1 year from the date of Balance Sheet towards Post Shipment Line of Credit is Rs. Nil (Previous Year Rs. 46).

Post Shipment Line of Credit facility is Secured by Hypothecation of entire current assets and Export Bills and further secured by:

- Hypothecation of all existing and future movable and immovable equipments, Fixtures and all other assets owned by the company.

- Lien on Short Term Deposit Receipt of Rs. 8,610,100/- (Previous year Rs. 8,119,415 )

- Personal guarantees of Whole-time Director, Managing Director and Executive Director of the Company.

- Pledge of Promoters shares having a market value of Rs. 119,734,457/- (Previous year Rs. 22,009,288) as on 31st March, 2010.

4. Employee Benefits : The disclosure in accordance with the requirements of Accounting Standard -15 (Revised 2005) Employee Benefits are provided below -

(a) Defined Contribution Plans –

In respect of defined contribution plans, an amount of Rs. 5,666,694 (Previous Year Rs. 7,949,062) has been recognized in the Profit & Loss account for the year towards PF Contribution.

(b) Defined Benefit Plans –

(i) The liability in respect of gratuity is determined as per actuarial valuation carried out as at Balance Sheet date. The present value of the obligation under such plan is determined using the projected unit credit method. Actuarial gains and losses are recognized in the Profit & Loss account for the period in which they occur.

5. Related party transactions :

(a) Parties where control exists :- (i) Wholly owned Subsidiary Companies -

M/s Genesys International (UK) Limited, UK M/s Aerial Surveyor Limited, UK M/s Genesys Worldeye Limited, India

(ii) Associate Enterprises –

Genesys Enterprises Inc., USA GI Engineering Solutions Ltd., India GeODC Limited, UK (50% joint venture) Ventura Securities Limited, India

(b) Key Management Personnel

Name of Personnel Designation

Mr. Sajid Malik Chairman & Managing Director

Mrs. Saroja Malik Whole-time Director

Mr. Sohel Malik Executive Director

Col. J. Jacob President – Photogrammetry & GIS

(c) Principal Shareholder

M/s Kilam Holdings Ltd., Mauritus

6. In accordance with the Accounting Standard – 22 (AS – 22) "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India which became mandatory from 1st April 2001, the Company has considered the effect of timing differences and accordingly accounted for Deferred Tax.

7. (a) The Company operates only in single Primary Segment i.e. GIS based services for the purpose of AS – 17 Segmental reporting.

8. Exchange Differences

During the year, realized and unrealized exchange loss amounting to Rs. 2,803,668 (Previous Year exchange loss of Rs. 2,920,872/-) is included in the financial statements. There is no forward exchange contracts/options outstanding as on 31st March, 2010.

9. The Company has compiled this information based on current information in its possession. As at 31st March, 2010 no supplier has intimated the Company about its status as Micro or Small Enterprise or its registration with the appropriate authority under the Micro, Small & Medium Enterprises Development Act, 2006 (said Act) and to the best of the Companys knowledge and belief, sundry creditors as at the year end do not include outstanding dues to parties or entities covered by the said Act.

10. (a) The Balance Sheet of the foreign subsidiary companies and joint venture company reflects diminution in the net worth. However the Company continues to value the investments at cost. In the opinion of the management, provision for diminution is not required in view of the long term nature of investments and future business plans of the foreign subsidiaries and joint venture company.

(b) The Company holds investments in Image Intelligence Inc. and net worth of the investee company has substantially eroded as on 31st December, 2009. Considering the assets both tangible & intangible belonging to the investee company and future business prospects, the management has decided to provide for further Rs. 15,000,000 towards diminution in the value of investments being of permanent nature.

11. The Company is engaged in the business of rendering computer-based services. The development and sale of such services cannot be expressed in any generic unit. Hence, it is not possible to give the quantitative details of sales and certain information as required under paragraphs 3, 4C and 4D of part II of Schedule VI to the Companies Act 1956.

12. Figures for previous year have been re-grouped/re-classified wHEREVER NECESSARY TO CONFORM TO CURRENT YEARS PRESENTATION.