ISP INTERNET MAURITIUS COMMENTARY OF THE DIRECTORS The directors present their commentary, together with the financial statements of ISP Internet Mauritius Company (the “Company”) for the year ended 31 March 2012. PRINCIPAL ACTIVITY The Company was incorporated on 15 June 1994 and its main activity is the holding of investments. RESULTS AND DIVIDENDS The Company’s income for the year ended 31 March 2012 is Rs. 0.87 million (2011 Rs.2.62 million) The Directors do not recommend payment of a Dividend for the year under review. STATEMENTS OF DIRECTORS’ RESPONSIBILITIES IN RESPECT OF THE FINANCIAL STATEMENTS Company law requires the directors to prepare financial statements for each financial year, which give a true and fair view of the state of affairs and of the profit or loss of the Company and of the Group. In preparing those financial statements, the directors are required to: Select suitable accounting policies and then apply them consistently; Make judgements and estimates that are reasonable and prudent; State whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; and Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. The directors confirm that they have complied with the above requirements in preparing the financial statements.
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ISP INTERNET MAURITIUS
COMMENTARY OF THE DIRECTORS The directors present their commentary, together with the financial statements of ISP Internet Mauritius Company (the “Company”) for the year ended 31 March 2012. PRINCIPAL ACTIVITY The Company was incorporated on 15 June 1994 and its main activity is the holding of investments. RESULTS AND DIVIDENDS The Company’s income for the year ended 31 March 2012 is Rs. 0.87 million (2011 Rs.2.62 million) The Directors do not recommend payment of a Dividend for the year under review. STATEMENTS OF DIRECTORS’ RESPONSIBILITIES IN RESPECT OF THE FINANCIAL STATEMENTS Company law requires the directors to prepare financial statements for each financial year, which give a true and fair view of the state of affairs and of the profit or loss of the Company and of the Group. In preparing those financial statements, the directors are required to: Select suitable accounting policies and then apply them consistently; Make judgements and estimates that are reasonable and prudent; State whether applicable accounting standards have been followed, subject to any material
departures disclosed and explained in the financial statements; and Prepare the financial statements on the going concern basis unless it is inappropriate to
presume that the Company will continue in business. The directors confirm that they have complied with the above requirements in preparing the financial statements.
The directors are responsible for keeping proper accounting records, which disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure the financial statement, comply with the Companies Act, 1956. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. For and on behalf of the Board Makarand Padalkar Director
May 11, 2012
Notes March 31, 2012 March 31, 2011
EQUITY AND LIABILITIES
Shareholders' funds
Share capital 3 139.98 139.98
Reserves and surplus 4 (20.48) (26.63)
119.50 113.35
Non Current Liabilities
Long-term borrowings 5 48.56 42.38
48.56 42.38
Current Liabilities
Other current liabilities 6 12.50 9.40
12.50 9.40
TOTAL 180.56 165.13
ASSETS
Non-current assets
Non-current investments 7 58.19 58.19
Long-term loans and advances 8 122.37 106.94
180.56 165.13
Current assets - -
180.56 165.13
Summary of significant accounting policies 2 - -
- -
The accompanying notes form an integral part of the financial statements.
ISP Internet Mauritius Company
BALANCE SHEET AS AT MARCH 31, 2012
(Amount in Rs. million)
Notes
2012 2011
INCOMEOther income, net 9 2.51 -
Total income 2.51 -
EXPENSES
Professional fees - (4.16)
Other expenses 10 1.64 1.54
Total expenses 1.64 (2.62)
Profit before provision for taxes 0.87 2.62
Tax expenses - -
Profit for the year 0.87 2.62
Summary of significant accounting policies 2
The accompanying notes form an integral part of the financial statements.
ISP Internet Mauritius Company
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2012
(Amount in Rs. million)
Year ended March 31,
ISP Internet Mauritius Company
Notes annexed to and forming part of the financial statements for the year ended March 31, 2012 (Amount in Rs. million)
Note 1: Corporate Information
ISP Internet Mauritius Company (“ISP”), was incorporated in the Republic of Mauritius with on June 15, 1994 and its principal activity is investment holding (a private company limited by shares). The company is a wholly owned subsidiary of Oracle Financial Services Software Limited, a company incorporated in India.
The company has two subsidiaries namely Oracle (OFSS) BPO Services Limited and Oracle (OFSS) BPO Services Inc. Both subsidiaries are engaged in Information Technology enabled services. Oracle (OFSS) BPO Services Inc. is the marketing arm and Oracle (OFSS) BPO Services Limited is the production arm of the group.
Note 2: Summary of significant accounting policies
(a) Basis of presentation The financial statements are prepared in accordance with accounting principles generally accepted in India under the historical cost convention on the accrual basis of accounting and complying in all material respects with the notified Accounting Standards by Companies (Accounting Standards) Rules, 2006. The financial statements have been prepared using uniform accounting policies for like transactions and other events in similar circumstances. The accounting policies have been consistently applied by the company and are consistent with those used in the previous years’ except for changes in accounting policies described in note 2 (c) below. The significant accounting policies adopted by the company, in respect of the financial statements are set out below. (b) Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the results of operations during the reporting year end. Although these estimates are based upon management’s best knowledge of current events and actions, actual results could differ from these estimates. (c) Change in Accounting Policy Presentation and disclosure of financial statements
During the year ended March 31, 2012, the revised Schedule VI notified under the Act, has become applicable to the Company, for preparation and presentation of its financial statements. The adoption of revised Schedule VI does not impact recognition and measurement principles followed for preparation of financial statements. However, it has significant impact on presentation and disclosures made in the financial statements. The Company has also reclassified the previous year figures in accordance with the requirements applicable in the current year. (d) Investments
Investments that are readily realisable and intended to be held for not more than a year are classified as current investments. All other investments are classified as long-term investments. Trade investments refer to the investments made with the aim of enhancing the Company’s business interests in providing information technology solutions to the financial services industry worldwide.
ISP Internet Mauritius Company
Notes annexed to and forming part of the financial statements for the year ended March 31, 2012 (Amount in Rs. million)
Long term investments are stated at cost less provision for diminution on account of other than temporary decline in the value of the investment. Current investments are stated at lower of cost and fair value determined on an individual investment basis. (e) Foreign currency transactions
Initial recognition
- Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency
amount the exchange rate between the reporting currency and the foreign currency at the date of the transaction.
Conversion
- Foreign currency denominated monetary items is translated into reporting currency at the closing rates of exchange prevailing at the date of the balance sheet. Non-monetary items, which are carried in terms of historical cost denominated in a foreign currency, are reported using the exchange rate at the date of the transaction.
Exchange differences
- Exchange differences arising on the settlement of monetary items or on reporting Company’s monetary
items at rates different from those at which they were initially recorded or reported in previous financial statement, are recognised as income or as expenses in the year in which they arise except those arising from investments in non-integral operations.
(f) Income-tax
Tax expenses are determined in accordance with tax laws applicable in countries where such operations are domiciled. Advance taxes and provisions for current income taxes are presented in the balance sheet after off-setting advance taxes paid and income tax provisions arising in the same tax jurisdiction and enterprise. (g) Provision
A provision is recognised when an enterprise has a present obligation as a result of past event and it is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are not discounted to its present value and are determined based on management estimate required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current management estimates.
(h) Contingent liabilities
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is not recognised because it is not probable that an outflow of resources will be required to settle the obligation. The Company does not recognise a contingent liability but discloses its existence in the financial statements.
(i) Cash and cash equivalents
Cash and cash equivalents in the balance sheet comprise cash at bank and in hand and short term investments with an original maturity of three months or less.
March 31, 2012 March 31, 2011
Note 3 : Share capital
Issued, subscribed and fully paid up:
25,200 (March 31, 2011- 25,200) Series A ordinary shares of No Par Value
4,800 (March 31, 2011- 4,800) Series B ordinary shares of No Par Value139.98 139.98
Name of shareholder No. of Equity shares
% holding No. of Equity shares
% holding
Oracle Financial Services Software Limited - Series A 25,200 100.00% 25,200 100.00%
Oracle Financial Services Software Limited - Series B 4,800 100.00% 4,800 100.00%
No. of Equity shares
% holding No. of Equity shares
% holding
Outstanding at the beginning of year 30,000 139.98 30,000 139.98
Issued during the year - - - -
Outstanding at the end of year 30,000 139.98 30,000 139.98
March 31, 2012 March 31, 2011
Note 4 : Reserves and surplus
Foreign currency translation reserve
Balance, beginning of the year 4.22 4.75
Additions during the year 5.28 (0.53)
Balance, end of the year 9.50 4.22
Surplus in the statement of profit and loss account
Balance, beginning of the year (30.85) (33.47)
Profit for the year 0.87 2.62
Balance, end of the year (29.98) (30.85)
(20.48) (26.63)
Note 5 : Long-term borrowings
Unsecured loan
Loan from holding company 48.56 42.38
48.56 42.38
Non-current Current Non-current Current
Note 6 : Trade payable and other liabilities
Accrued expenses - 12.50 - 9.40 - 12.50 - 9.40
March 31, 2012 March 31, 2011
March 31, 2012 March 31, 2011
ISP Internet Mauritius Company
Notes annexed to and forming part of financial statements as at March 31, 2012
(Amount in Rs. million, except share data)
(a) The Company has only one class of equity shares.Each holder of equity shares is entittled to one vote per share.In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
(b) Details of shareholders holding more than 5% shares in the company
(c) Reconciliation of equity shares outstanding at the beginning and at the end of the year
March 31, 2011 March 31, 2012
As per records of the Company, including its register of shareholders/ members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.
Note 8: Loans & Advances (unsecuried considered good)
Advances recoverable in cash or in kind or for value to be received:
Other advances 122.37 - 106.94 - 122.37 - 106.94 -
March 31, 2012 March 31, 2011
ISP Internet Mauritius Company
Notes annexed to and forming part of financial statements as at March 31, 2012
(Amount in Rs. million, except share data)
(This space is left blank intentionally)
2012 2011
Note 9 : Other income (expenses), net
(a) Interest income - -
(b) Other income (expense), net
Foreign exchange gain, net 2.51 -
2.51 -
2.51 -
Note 10 : Other Expenses
Other expenses 1.64 1.54 1.64 1.54
ISP Internet Mauritius Company
Notes annexed to and forming part of financial statements as at March 31, 2012
(Amount in Rs. million)
Year ended March 31,
(This space is left blank intentionally)
ISP Internet Mauritius Company
Notes annexed to and forming part of the financial statements for the year ended March 31, 2012 (Amount in Rs. million)
Note 11: Commitments and contingent liabilities (a) Capital commitments Contracts remaining to be executed on capital account and not provided for (net of advances) aggregates to Rs. Nil (includes capital commitment through issuance of letter of intents of Rs. Nil) as at March 31, 2012 (March 31, 2011 – Rs. NIL). (b) Contingent Liabilities Financial bank guarantees given to banks aggregates to Rs Nil as at March 31, 2012 (March 31, 2011 - Rs NIL).
Note 12: Related party transactions
Name of the related party and desciption of the relationship:
Relationship Names of the related parties
Holding company Oracle Financial Services Software Limited
Subsidiaries Oracle (OFSS) BPO Services Limited
Fellow subsidiaries Oracle (OFSS) BPO Services Inc.
March 31, 2012 March 31, 2011 March 31, 2012 March 31, 2011
