- 40,18,801 Equity Shares of face value '''' 5 per share allotted during the year at a premium of ''''10 per share to the promoters of the company. (P.Y. Nil)
(c) Rights, Preferences and restrictions related to equity shares
The company has only one class of equity shares having par value of '''' 5 per share. Each holder of equity shares is entitled to one vote per share.
The Company Stock Options Plans which are summarized as under:
(i) Stock Option Scheme (2010)
The Company by a Special Resolution passed at Annual General Meeting held on 29th September 2010 approved the Employee Stock Option Scheme under section 79A of the Companies Act 1956 to be read along with SEBI (Employee Stock Option and Employee Stock Purchase Scheme) Guidelines, 1999 whereby 30,00,000 options convertible into Equity Shares of '''' 5/- each to be granted to eligible employees of the Company. This stock option scheme is titled as ''''”ESOP 2010”. Out of the same 4,87,500 options have been granted during the financial year 2012-13. Of these 1,87,500 options have lapsed as the employees holding the staid number of grants have left the organization during FY 2015-16.
(e) Issue of Shares other than Cash
Details of Shares allotted as fully paid up by way of bonus shares.
The Company allotted 13,22,300 equity shares of '''' 10 each as fully paid-up bonus shares by capitalization of reserves in 1999-2000.
The Company allotted 71,05,605 equity shares of '''' 10 each as fully paid-up bonus shares by capitalization of reserves in 2006-2007.
(f) Buy- Back of Equity Shares
The Board of Directors of the Company in their meeting held on February 18, 2011 had resolved to buyback (“Buyback”) its fully paid-up equity shares of the face value of Rs, 5/- each (Equity Shares) from the existing Equity Share owners of the Company, other than Promoters of the Company. This Buy back was to be made from the stock exchange in accordance with the provisions of Sections 77A, 77AA, 77B and other applicable provisions of the Companies Act, 1956 (“the Act”) and Securities and Exchange Board of India (Buy Back of Securities) Regulation, 1998 (“the Regulation”) and the relevant provisions of Memorandum of Association and Articles of Association of the Company. The maximum price at which this buy back was to be executed was not to exceed Rs, 140/- per Equity Share (“Maximum Buyback Price”) payable in cash, and the maximum amount allocated for the Total Buy Back was Rs, 2,800 Lakhs (“Offer size”). The Date of Opening of the buyback was April 25, 2011 and last Date for the Buyback was February 17, 2012. No buy back of shares was made by the Company during the year under consideration.
During the financial year 2011-2012 , the Company has bought back 5,97,075 Equity Shares for a Total Consideration of Rs, 324.87 Lakhs. The Bought back shares have been duly extinguished by the Company.
* Carrying amount of Fixed Assets whose remaining useful life as at 01st April 2014 was NIL, is adjusted net of tax Rs, 433.50 lakh in FY 2014-15 (FY 2015-16: Rs, Nil) as per schedule II of companies Act 2013.
** Sundry Debtors amounting to Rs, 229.42 crores outstanding for over 5 years, considered bad and doubtful by the management, have been written off.
(i) Details of Security Offered to Banks for Working Capital Facilities
Following securities have been offered to various banks with the first charge with State Bank of India and pari pasu charged with Standard Charttered Bank and Barclays Bank
(a) Mortgage of Gala no 4, Bldg No 3, Sector III, MIDC Mahape, Navi Mumbai
(b) Mortgage of Gala no 3, Bldg No 3, Sector III, MIDC Mahape, Navi Mumbai
(c ) Mortgage of Gala no 301,302,305,306.307,308, Bldg No 3, Sector III, MIDC Mahape, Navi Mumbai
(d) Mortgage of Building No.4, Sector 1, MBP, MIDC, Mahape, Navi Mumbai
(e) Mortgage of office at Earnest House, 13 Floor, Nariman Point, Mumbai
(f) Hypothecation Charge on Current Assets
(g) Personal Guarantee of directors Mr. Prakash D Shah and Mr. Nitin D Shah
(h) Mortgage of Gala no 7, Bldg No 3, Plot No MBP 2, Mahape, Navi Mumbai
(i) Hypothecation Charge on Movable assets except Vehicles
The Company has not received any instruction from suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence, disclosures if any, relating to amounts unpaid as at the year end, together with interest payable, as required under the said Act, have not been given.
Of the above, Rs, 182.03 lakh Related to Provident Fund and Rs, 14.11 lakh Related to ESIC pertains to Financial Years 2013-14 and 2014-15 which has not been paid by the company.
On account of the severe Financial crunch faced by the Company, regular delays have been noted in making the payment towards the Contributions payable by the Company on account of Employee Benefits and Profession Tax.
1) Transfer of Capital Work in Progress to the respective Heads of Assets (if any) during the year under consideration is as per the representations made and certified by the Management.
2) Intellectual Property Right (IPR) are in process of being developed further but as represented by the Management the amount capitalized by them during the year under consideration represents the Employee Cost attributable to the development of these IPR.. As per the representation made by the Management these IPR''''s in its current form can be put to use or sold to its customers. The management has informed that the active utility life of this IPR is 10 years from the date it was first put to use This is the fourth year of the utilization of these IPR''''s.
During the year under review, it was represented that the Company is in process of developing 6 Intellectual Property Rights
(IPR) the details of which are as under:
1. ADITAS :- This is a large software product, now being extensively deployed to all our customers worldwide. This is an ITSM (IT service Management) platform that orchestrates IT service management for all kinds of devices and applications within the enterprise. This platform competes with world leaders such as BMC Remedy, Service Now and IBM. Tivoli. It is available as on-premise as well as cloud model. This platform has mobile applications, dashboards and multiple integration points and scales to automation of business processes. This is a cornerstone of Allied now, and is the center of our offerings. It went through three phases of development in two years, and further roadmap is planned for one more year at minimum.
2. WOTS :- This is a work order tracking system. The solution provides end to end logistics management and discrete assembly of products in warehouses. This solution was developed for US customers, and now has great potential to sell for customers who are into warehousing and order fulfillment. It integrates seamlessly with SAP
3. YOUNIFY :- Younify is developed as an internet portal, one of the most unique kind of portal development capabilities that we have. It showcases our powerful content management and web site development capabilities. This internet integrates all our internal HR processes and is used by all employees in India. We have extended the portal to community portals, which is one of the unique in the world, and adds great value to facility management products.
4. SFA :- This is a comprehensive sales force automation tool. Which starts from lead management to deal closure. It has mobile application too to track workforce and their day to day activities. The key feature is also that it integrates with vouvher management, and timesheet to track sales force performance and their travel costs. Commission management is under development.
5. Mobile Workforce Management :- A unique workforce management application useful for field force across the globe. This application runs on android and can run also on apple devices. The application also has central command center with GPS tracking for tracking, interaction with field force and intelligent work scheduling.
6. AWS :- Automobile warranty system is one of kind application, which tracks all interaction between the end customer, dealer and the manufacturer. Two customers in the US are already using this application. Very few vendors have such a focused application on parts warranty management. This application can be easily leveraged for other parts management industry apart from automobile warranty.
It has been represented by the Company that once these IPR''''s have been developed and put to use they are likely to yield considerable revenue. As these IPR''''s are in the state of development and have not contributed to the earnings of the company the same have been capitalized under the head of IPR. The useful life of these IPR''''s as represented before us is that of 10 years.