SUBSIDIARY COMPANIES - ITC Ltd

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128 ITC INFOTECH INDIA LIMITED IX. For the year ended 31st March, 2012 For the year ended 31st March, 2011 For the year ended 31st March, 2010 For the year ended 31st March, 2009 ` ` ` ` Leave Leave Leave Leave Net Asset / (Liability) recognised in Balance Sheet (Including experience adjustment impact) Pension Gratuity Encashment Pension Gratuity Encashment Pension Gratuity Encashment Pension Gratuity Encashment 1 Present Value of Defined Benefit Obligation 19,33,48,060 12,85,20,357 8,27,48,463 17,48,41,782 10,98,23,310 8,17,02,196 17,79,23,852 9,25,76,860 7,54,82,968 14,77,39,740 6,71,76,921 6,06,48,572 2 Fair Value of Plan Assets 12,67,00,000 8,77,00,000 — 12,20,00,000 8,98,00,000 — 11,14,00,000 8,72,00,000 — 11,35,00,000 9,18,00,000 — 3 Status [Surplus / (Deficit)] (6,66,48,060) (4,08,20,357) (8,27,48,463) (5,28,41,782) (2,00,23,310) (8,17,02,196) (6,65,23,852) (53,76,860 ) (7,54,82,968) (3,42,39,740) 2,46,23,079 (6,06,48,572 ) 4 Experience Adjustment of Plan Assets [Gain / (Loss)] (10,48,000) (15,08,000) — (91,40,000) (22,79,000) — 16,28,500 (1,04,70,250 ) — 10,05,000 40,02,500 — 5 Experience Adjustment of Obligation [(Gain) / Loss] (5,08,889) 62,39,146 (55,71,828) (16,21,251) 62,46,134 28,44,651 (1,18,77,125) (55,18,904 ) (6,72,376) 2,14,94,741 75,60,838 43,52,583 (b) Amounts towards Defined Contribution Plans (approved Provident Fund administered through a duly constituted trust upto 31st March, 2012 and the Company is in the process of transferring such fund to the Regional Provident Fund Commissioner) have been recognised under “Contribution to Provident and Other Funds” in Note 19 ` 9,48,75,647 (2011 ` 7,89,05,203). 27 Quantitative details The Company is engaged in providing information technology solutions and software development services. The purchase, production and sale of such software cannot be expressed in any generic unit. 28 Earnings per share For the year ended For the year ended 31st March, 2012 31st March, 2011 ` ` (a) Profit after Taxation 28,69,46,111 7,45,74,405 (b) Weighted average number of Equity Shares 8,52,00,000 8,52,00,000 (c) Earnings Per Share 3.37 0.88 (Face value of ` 10 per share) (Basic and Diluted) 29 Auditors’ Remuneration and Expenses (Net of service tax credit) Audit Fees 11,00,000 11,00,000 Tax Audit Fees 2,00,000 2,00,000 Fees for Other services 3,26,976 2,84,173 Reimbursement of Expenses 1,92,315 1,78,236 18,19,291 17,62,409 30 Value of Imports during the year (C.I.F. Basis) Capital Goods 5,81,71,990 6,58,47,076 5,81,71,990 6,58,47,076 31 Expenditure in Foreign Currency during the year (On Accrual Basis) Travel 18,78,74,481 16,99,68,021 Professional, Consultancy and Account Management Fees 44,33,40,717 28,74,76,149 Software and Related Expenses 13,65,870 30,34,764 Expenditure of foreign branches 57,27,30,154 46,29,75,090 Others 2,72,86,941 92,54,405 1,23,25,98,163 93,27,08,429 32 Earnings in foreign exchange during the year (F.O.B. – Accrual Basis) Sale of Services and Resale of Software 4,24,52,68,575 3,13,57,67,526 4,24,52,68,575 3,13,57,67,526 33. SEGMENT REPORTING The Company operates in a single business segment - information technology, which is its primary segment. The geographical segments are secondary segments and have been identified accordingly as India and Rest of the World. In view of only one business segment, disclosure of information relating to primary segment is not applicable. 31st March, 2012 31st March, 2011 ` ` SECONDARY SEGMENT INFORMATION (GEOGRAPHICAL SEGMENTS) : Segment Revenue India 1,37,70,51,753 1,07,57,91,957 Rest of the World 4,24,52,68,575 3,13,57,67,526 Total Revenue Segment Assets * 5,62,23,20,328 4,21,15,59,483 India 2,09,81,02,839 1,68,02,11,366 Rest of the World 1,31,32,97,469 1,89,23,37,624 Total Assets Capital Expenditure * 3,41,14,00,308 3,57,25,48,990 India 43,47,00,646 17,95,55,139 Rest of the World — — Total Capital Expenditure 43,47,00,646 17,95,55,139 * Fixed Assets and Capital Expenditure have been considered on the basis of physical location. 34. RELATED PARTY DISCLOSURES (i) HOLDING COMPANY: ITC Limited (ii) ENTERPRISES WHERE CONTROL EXISTS: Wholly Owned Subsidiaries: lTC Infotech Limited (UK) ITC Infotech (USA), Inc. Pyxis Solutions LLC. (iii) OTHER RELATED PARTIES WITH WHOM THE COMPANY HAD TRANSACTIONS, etc. Fellow Subsidiary Companies: Surya Nepal Private Limited Wimco Limited Technico Agri Sciences Limited Technico Technologies Inc. Srinivasa Resorts Limited Landbase India Limited (iv) KEY MANAGEMENT PERSONNEL Non-Executive Directors Management Committee Members Mr. Y. C. Deveshwar - Chairman Mr. B. Sumant - Managing Director Mr. S. Sivakumar - Vice Chairman Mr. R. Batra Mr. A. Nayak Mr. A. Talwar Mr. B. B. Chatterjee Mr. S. Janardhanan Mr. S. Puri Mr. V. V. R. Babu Mr. R. Tandon Mr. S. K. Gupta Mr. V. V. Rajasekhar Mr. A. Maheshwari Mr. S. V. Shah Mr. V. Sreenivasan (w.e.f. 1st July, 2011)
ITC INFOTECH INDIA LIMITED 5. DISCLOSURE OF TRANSACTIONS BETWEEN THE COMPANY AND RELATED PARTIES AND THE STATUS OF OUTSTANDING BALANCES AS ON 31ST MARCH Description Holding Company Wholly Owned Subsidiaries Fellow Subsidiaries Key Management Personnel 2012 2011 2012 2011 2012 2011 2012 2011 ITC Infotech ITC Infotech Pyxis Solutions ITC Infotech ITC Infotech Pyxis Solutions Limited (UK) (USA), INC. LLC Limited (UK) (USA), INC. LLC ` ` ` ` ` ` ` ` ` ` ` ` Sale of Goods / Services 91,28,51,772 83,10,67,971 38,26,62,278 86,38,92,757 2,01,11,115 37,61,47,120 56,70,65,514 1,68,98,332 70,95,676 1,25,86,479 — — Purchase of Goods / Services 37,88,047 45,73,881 37,47,73,011 — — 24,67,15,727 27,03,589 — — 32,02,321 — — Rent paid 1,39,33,282 1,05,65,530 — — — — — — — — — –– Remuneration to Key Managerial Personnel — — — — — — — — — — 3,78,46,983 4,15,16,313 Reimbursement of Contractual Remuneration 3,64,95,829 2,28,86,957 — — — — — — — — — –– Remuneration of managers on deputation recovered 17,96,029 11,09,309 — — — — — — — — — –– Expenses recovered 22,73,846 41,39,281 73,02,820 2,58,88,632 — 32,87,992 2,55,91,005 — — 10,489 — — Expenses reimbursed 6,75,51,822 4,79,88,196 1,29,57,637 2,05,45,598 — 34,76,269 1,85,78,281 — — — — –– Receipt towards Loan Repayment — — — — — — — — — — 7,91,761 2,43,500 Interest recovered on Loans — — — — — — — — — — 10,307 12,718 Loans received 3,03,85,00,000 2,39,61,00,000 — — — — — — — — — –– Loan repaid 3,96,10,00,000 2,01,25,00,000 — — — — — — — — — –– Balances as on 31st March — — — — — — — — — — — — i) Debtors / Receivables 96,38,027 1,80,90,356 8,07,08,913 35,20,96,438 19,17,784 6,93,10,266 31,47,62,165 14,76,451 — 39,87,635 — — ii) Loans Taken 57,00,00,000 1,49,25,00,000 — — — — — — — — — — iii) Loans Given — — — — — — — — — — 9,13,258 14,12,466 iv) Creditors / Payables 93,87,302 81,32,468 20,53,14,450 2,05,45,598 — 16,47,00,500 2,81,57,825 — — — 19,64,762 — 35 The financial statements for the year ended 31st March, 2011 had been prepared as per the then applicable, pre-revised Schedule VI to the Companies Act, 1956. Consequent to the notification of Revised Schedule VI under the Companies Act, 1956, the financial statements for the year ended 31st March, 2012 are prepared as per Revised Schedule VI. Accordingly, the previous year figures have also been reclassified to conform to this year’s classification. The adoption of Revised Schedule VI for previous year figures does not impact recognition and measurement principles followed for preparation of financial statements. STATEMENT REGARDING SUBSIDIARY COMPANIES PURSUANT TO SECTION 212 OF THE COMPANIES ACT, 1956 Sl. Name of the Subsidiary Number of Extent of Profits / (Losses) so far it concerns the Profits / (Losses) so far it concerns the No. Company Shares held Holding members of the Holding Company members of the Holding Company by the and not dealt with in the books of and dealt with in the books of Company Account of the Holding Company Account of the Holding Company For the Financial For the Previous For the Financial For the Previous Year of the Financial Year(s) Year of the Financial Year(s) Subsidiary since it became Subsidiary since it became a Subsidiary a Subsidiary 1 ITC INFOTECH LIMITED, (UK) (*) 685,815 100% GBP 21,25,817 GBP 41,80,399 NIL NIL INR 17,31,69,053 INR 34,05,35,303 2 ITC INFOTECH (USA), INC. (**) 182,000 100% USD 7,11,869 (USD 10,72,695) NIL NIL INR 3,62,19,895 (INR 5,45,78,722) 3 PYXIS SOLUTIONS LLC. (**) Note 100% USD 88,419 USD 14,20,016 NIL NIL INR 44,98,759 INR 7,22,50,414 The financial year of all the subsidiaries ended on 31 March, 2012. (*) The Indian Rupee (INR) equivalent figures have been arrived at by applying the year end interbank exchange rate of GBP 1 = INR 81.46 (**) The Indian Rupee (INR) equivalent figures have been arrived at by applying the year end interbank exchange rate of USD 1 = INR 50.88 Note – Pyxis Solutions LLC. is a New York Limited Liability Company and does not have any share capital. ITC Infotech (USA), Inc., holds 100% membership interest of Pyxis Solutions LLC. B. Sumant On behalf of the Board Managing Director Place : Bangalore S. Sivakumar Vice Chairman Date : 8th May, 2012 R. Batra Chief Financial Officer S. V. Shah Company Secretary 129
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SUBSIDIARY COMPANIES Russell Credit
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ANNEXURE TO THE REPORT OF THE DIREC
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6 RUSSELL CREDIT LIMITED BALANCE SH
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ANNEXURE TO THE AUDITORS’ REPORT
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DIRECTORS’ REPORT TO THE MEMBERS
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to its bankers. The Company did not
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CASH FLOW STATEMENT FOR THE YEAR EN
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NOTES TO THE ACCOUNTS As at As at M
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NOTES TO THE ACCOUNTS 11. Fixed ass
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NOTES TO THE ACCOUNTS Year Ended Ye
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NOTES TO THE ACCOUNTS 26. Finance c
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NOTES TO THE ACCOUNTS 5. Transactio
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NOTES TO THE ACCOUNTS 43 - Signific
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DIRECTORS’ REPORT TO THE MEMBERS
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(vii) In our opinion, the Company h
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NOTES TO THE ACCOUNTS 1. Share capi
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23. Significant accounting policies
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of services. We have not observed a
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NOTES TO THE ACCOUNTS As at As at M
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NOTES TO THE ACCOUNTS 21. Segment i
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DIRECTORS’ REPORT FOR THE YEAR EN
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56 TECHNICO PTY LIMITED BALANCE SHE
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(c) Foreign currency translation Th
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60 TECHNICO PTY LIMITED NOTES TO AN
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NOTES TO AND FORMING PART OF FINANC
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NOTES TO AND FORMING PART OF FINANC
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BALANCE SHEET AS AT MARCH 31, 2012
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5. Liquidity Risk Liquidity risk is
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ANNEXURE TO THE REPORT OF DIRECTORS
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CASH FLOW STATEMENT FOR THE YEAR EN
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74 TECHNICO AGRI SCIENCES LIMITED N
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Notes to financial statements for t
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NOTES TO THE FINANCIAL STATEMENTS (
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REPORT OF THE DIRECTORS FOR THE FIN
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184 MRR TRADING & INVESTMENT COMPAN
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REPORT OF THE DIRECTORS FOR THE FIN
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Annexure I Sl. No. Name of Director
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PROFIT AND LOSS ACCOUNT FOR THE YEA
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STATEMENT OF CHANGE IN EQUITY FOR T
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194 SURYA NEPAL PRIVATE LIMITED SCH
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196 SURYA NEPAL PRIVATE LIMITED SCH
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SCHEDULES TO THE ACCOUNTS (Contd.)
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STATEMENTS OF CASH FLOWS YEAR ENDED
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NOTE 12 - INCOME TAXES Income taxes
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