Full annual report of 2011-2012 - Mindtree

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24 D. Earnings and expenditure in foreign currency (accrual basis) Inflows Rs. in million Particulars For the year ended For the year ended March 31, 2012 March 31, 2011 Income from software development 18,069 14,100 Other income 3 10 Total 18,072 14,110 Value of imports on CIF basis Rs. in million Particulars For the year ended For the year ended March 31, 2012 March 31, 2011 Capital goods 89 91 Others 9 3 Total 98 94 Expenditure in foreign currency Rs. in million Particulars For the year ended For the year ended March 31, 2012 March 31, 2011 Branch office expenses 5,962 4,675 Travel expenses 200 292 Professional Charges 8 16 Others 540 347 Total 6,710 5,330 Benefits of the research and development initiative of your Company The expertise built up by your Company through the R&D initiatives has been instrumental in your Company's adding some of the customers during the year. Your Company uses the expertise in the R&D team to provide technology consulting services to some of its customers. New ways of working processes serve to improve substantially our ability to discover, develop, design and deliver have been implemented and these contribute to quality and output. Plan of action Your Company will continue to invest in R&D initiatives going forward. Technology absorption, adaptation and innovation Your Company provides its employees with a ‘state of the art’ working environment, with a view to optimize their performance. The hardware & software used is the very latest. All employees have access to the Internet. The excellent communication infrastructure put in place by your Company ensures that the employees get to work on the same environment that the customers' engineering teams work on. The communication infrastructure also enables the employees of your Company working onsite to work very closely with their counterparts in India, enabling a 24-hour delivery model. These enable your Company to get a lot of work done from the development centers in India and are vital to the offshore-centric business model of your Company. The adoption of latest technologies along with the investments in R&D enables your Company to be the preferred technology solutions provider to corporations seeking to use such technologies. E. Disclosure as per order of Ministry of Corporate Affairs’ General Circular Letter No 2/2011-CL-III dated 8 February, 2011. Subsidiary’s financial summary Rs. in million Particulars MindTree Software (Shenzhen) Co. Ltd MindTree Wireless Pte. Ltd Capital 23 - Reserves - Dr Balance - - Total Assets ( gross)* 23 - Total Liabilities - - Details of investments - - (except in case of investments in subsidiaries) - - Turnover - - Profit /(Loss) before taxation (1) - Provision for taxation - - Profit after taxation (1) - Proposed dividend - - * Note: Corresponding figures for previous year presented have been regrouped, wherever necessary to confirm to the current year’s classification. The detailed financials of the subsidiary companies shall be made available to any shareholder seeking such information. F. Employee Stock Option Plans The Company instituted the Employees Stock Option Plan ('ESOP') in fiscal 2000, which was approved by the board of directors (Board). Under the ESOP, the Company currently administers seven stock option programs.
Program 1 [ESOP 1999] Options under this program are exercisable at an exercise price of Rs. 10 per option. All stock options have a four-year vesting term and vest at the rate of 15%, 20%, 30% and 35% at the end of 1, 2, 3 and 4 years respectively from the date of grant and become fully exercisable. Each option is entitled to 1 equity share of Rs. 10 each. This program extends to employees who have joined on or before September 30, 2001 or have been issued employment offer letters on or before August 7, 2001. This plan was terminated on September 30, 2001. The contractual life of each option is 11 years after the date of grant. Outstanding options as at April 1, 2011 4,088 Granted during the year - Exercised during the year 88 Lapsed during the year - Forfeited during the year - Outstanding options as at March 31, 2012 4,000 Program 2 [ESOP 2001] Options under this program have been granted to employees at an exercise price of Rs. 50 per option. All stock options have a four-year vesting term and vest at the rate of 15%, 20%, 30% and 35% at the end of 1, 2, 3 and 4 years respectively from the date of grant and become fully exercisable. Each option is entitled to 1 equity share of Rs. 10 each. This program extends to employees who have joined on or after October 1, 2001 or have been issued employment offer letters on or after August 8, 2001 or options granted to existing employees with grant date on or after October 1, 2001. This plan was terminated on April 30, 2006. The contractual life of each option is 11 years after the date of grant. Outstanding options as at April 1, 2011 126,763 Granted during the year - Exercised during the year 40,124 Lapsed during the year 7,272 Forfeited during the year - Outstanding options as at March 31, 2012 79,367 Program 3 [ESOP 2006 (a)] Options under this program have been granted to employees at an exercise price of Rs. 250 per option. All stock options have a four-year vesting term and vest at the rate of 15%, 20%, 30% and 35% at the end of 1, 2, 3 and 4 years respectively from the date of grant and become fully exercisable. Each option is entitled to 1 equity share of Rs. 10 each. This program extends to employees to whom the options are granted on or after May 1, 2006. This plan was terminated on October 25, 2006. The contractual life of each option is 5 years after the date of grant. Outstanding options as at April 1, 2011 83,548 Granted during the year - Exercised during the year 45,258 Lapsed during the year 38,255 Forfeited during the year 35 Outstanding options as at March 31, 2012 - Program 4 [ESOP 2006 (b)] Options under this program are granted to employees at an exercise price periodically determined by the compensation committee. All stock options have a four-year vesting term and vest at the rate of 15%, 20%, 30% and 35% at the end of 1, 2, 3 and 4 years respectively from the date of grant and become fully exercisable. Each option is entitled to 1 equity share of Rs. 10 each. This program extends to employees to whom the options are granted on or after October 25, 2006. The contractual life of each option is 5 years after the date of grant. Outstanding options as at April 1, 2011 2,308,946 Granted during the year 110,000 Exercised during the year 408,995 Lapsed during the year 486,768 Forfeited during the year 174,145 Outstanding options as at March 31, 2012 1,349,038 Program 5 [ESOP 2008 (A)] Options under this program are granted to employees of erstwhile Aztecsoft Limited as per swap ratio of 2:11 as specified in the merger scheme. Outstanding options as at April 1, 2011 150,218 Granted during the year - Exercised during the year 938 Lapsed during the year 24,477 Forfeited during the year - Outstanding options as at March 31, 2012 124,803 25
Page 1 and 2: M I N D T R E E L I M I T E D A N N
Page 3: A N N U A L R E P O RT 2 0 1 1 - 1
Page 6 and 7: 4 Message from Chairman, Subroto Ba
Page 8 and 9: 6 Message from CEO & Managing Direc
Page 10 and 11: 8 Sustainable Development at MindTr
Page 12 and 13: 10 MindTree Foundation's charter su
Page 14 and 15: 12 Customer Satisfaction Right from
Page 16 and 17: 14 Chief Executive Officer (CEO) an
Page 18 and 19: 16 Dividend Your directors had decl
Page 20 and 21: 18 Litigation No material litigatio
Page 22 and 23: 20 Annexures to the Directors’ Re
Page 24 and 25: 22 Technology Centers of Excellence
Page 28 and 29: 26 Program 6 [Directors' Stock Opti
Page 30 and 31: 28 Auditors’ Certificate on Corpo
Page 32 and 33: 30 Financial year 2012-13 Our tenta
Page 34 and 35: 32 Category of shareholder Number o
Page 36 and 37: 34 • Any issue, which involves po
Page 38 and 39: 36 ·Such other matters as may, fro
Page 40 and 41: 38 MindTree Share Price Movement Co
Page 42 and 43: 40 Our revenue breakdown by service
Page 44 and 45: 42 • Short term provisions have i
Page 46 and 47: 44 attack. Nationally and internati
Page 48 and 49: 46 INDEPENDENT AUDITOR'S REPORT TO
Page 50 and 51: 48 Name of the statute Nature of th
Page 52 and 53: 50 Statement of profit and loss (Rs
Page 54 and 55: 52 Significant accounting policies
Page 56 and 57: 54 2.11 Provision and contingent li
Page 58 and 59: 56 date on or after October 1, 2001
Page 60 and 61: 58 3.1.2 Reserves and surplus Rs. i
Page 62 and 63: 60 Rs. in million Particulars As at
Page 64 and 65: 62 3.4.3 Taxes Particulars For the
Page 66 and 67: 64 3.5.4 Short term loans and advan
Page 68 and 69: 66 wherein demand of Rs. 91 million
Page 70 and 71: 68 Transactions with the above rela
Page 72 and 73: 70 Statement pursuant to section 21
Page 74 and 75: 72 INDEPENDENT AUDITOR'S REPORT TO
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74 Consolidated statement of profit
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76 Significant accounting policies
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78 For contracts recorded at the sp
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80 Program 1 [ESOP 1999] Options un
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82 The Group uses the intrinsic val
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84 3.3.3 Short term provisions Rs.
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86 3.4 Non-current assets 3.4.1 Fix
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88 Details of investment in mutual
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90 3.8 Acquisition and amalgamation
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92 Rs. in million Consolidated stat
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94 3.18 The Group has prepared thes
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96 Dear Shareholder, We are pleased
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98 MindTree Limited and Subsidiarie
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100 MindTree Limited and Subsidiari
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102 Notes to the unaudited consolid
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104 (ii) Others: Changes in fair va
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106 a) Time and materials contracts
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108 portfolio allocations. The actu
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110 4. Under IFRS, available-for-sa
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112 Carrying value of land includes
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114 13. Loans and borrowings A summ
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116 The carrying value and fair val
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118 Particulars Year ended Year end
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120 Foreign Currency risk The Compa
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122 The tax rates under Indian Inco
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124 21. Employee benefits a) Employ
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126 24. Employee stock incentive pl
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128 The weighted average share pric
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130 28. Segment information The CEO
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132 RESOLVED FURTHER THAT the board
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134 Notes: 1. A MEMBER ENTITLED TO
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136 3. Mr. V.G. Siddhartha Non-Exec
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138 Consequently, your directors se
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140 f. The Plan would be applicable
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Attendance Slip I hereby certify th
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MindTree Ltd. Global Village, RVCE
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