Prime Securities Ltd. இன் கணக்கு குறிப்புகள்
Mar 31, 2023
29 Earnings per share
Basic earnings per share (EPS) is calculated by dividing the profit after tax for the year attributable to equity shareholders of company by the weighted average number of equity shares outstanding during the year. Diluted EPS is calculated by dividing the profit after tax for the year attributable to equity shareholders of the Company by the weighted average number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares.
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30 |
Contingent Liabilities and commitment to the extent not provided for in respect of: |
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A. |
Contingent Liabilities |
(H in lakhs) |
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Particulars |
March 31, 2023 |
March 31, 2022 |
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Other money for which the company is contingently liable |
175 |
175 |
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In respect of A.Y. 2017-2018, the assessing authority has considered certain receipts as income and demanded tax thereon. Aggreived by the order, Company has made an appeal to the concerned authorities. The Company is of the opinion that the demand will be set aside and hence no provision |
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is made. |
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B. |
Commitment |
(H in lakhs) |
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Particulars |
March 31, 2023 |
March 31, 2022 |
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Uncalled liability on shares and other investments partly paid |
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- Partly paid up shares of Steel Infra Solutions Private Limited |
84 |
135 |
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31 Employees Stock Option Schemes (ESOS)
The Company''s stock based compensation plan for director / employees has been implemented through a scheme (ESOS 2018) duly approved by the Shareholdes.
Expense on Employee Stock Options Scheme debited to the Statement of Profit and Loss during the year is H 14 lakhs (Previous year H 74 lakhs). The Carrying amount of ESOP reserve as on March 31,
2023 is H 664 lakhs (March 31, 2022 H 951 lakhs).
The company provides the sensitivity analysis to show the impact to the Company''s profit before taxation in the event that forfeiture and performance condition assumptions exceed or are below the company''s estimation by the stated percentages.
(A) Secured loans:
a) Term Loan from Bank:
Term loan of H 2 lakhs (March 31, 2022 H 10 lakhs) from the Bank is secured against Vehicle of the Company.
b) Term of Repayment
Term Loan from Bank is repayable in equal monthly instalment, the last instalment is due on June 5, 2023 as per repayment schedule having interest rate of 8.60% p.a.
c) Loan repayable on demand
Short term loan from Bank is repayable on demand and having interest rate of 9% p.a.
(B) Unsecured loans:
Loan from related party is received from Wholly-owned Subsidiary which is unsecured, carries interest @10%p.a.
As a lease the Company classified property lease as operating lease under Ind AS 116. These include office premises taken on lease. Lease include conditions such as non-cancellable period, notice period before terminating the lease or escalation of rent upon completion of part tenure of the lease in line with inflation of price.
The Company has taken various office premises on operating lease for the period which ranges from 12 months to 60 months with an option to renew the lease by mutual consent on mutually agreeable terms.
The weighted average incremental borrowing rate applied to lease liabilities as at April 1, 2022 is 10.00 %.
The company''s business segment is providing merchant banking and advisory services and it has no other primarily reportable segments. Accordingly, the segment revenue, segment results, total carrying amount of segment assets and segment liabilities and total cost incurred to acquire segment assets, is as reflected in the financial statements as of and for the year ended March 31, 2023. There is no distinguishable component of the company engaged in providing services in a different economic environment. The company has no offices outside India and there are no reportable geographical segments.
All assets of the Company are domiciled in India.
Revenue of H 1,683 lakhs (March 31, 2022 : H 1,775 lakhs) is derived from three external customers (three external customers in PY) and revenue from each such customer constitutes more than 10% of the Company''s revenue.
36 Corporate Social Responsibility:
As required by Section 135 of Companies Act, 2013 and rules therein, a Corporate social responsibility committee has been formed by the Company. The Company has spent the following amount during the year towards corporate social responsibility (CSR) for activities listed under schedule VII of the Companies Act, 2013
(a) Gross amount required to be spent by the Company during the year 2022-23 H 20 lakhs (Previous year H 18 lakh).
37 Revenue from contracts with customers
The Company determines revenue recognition through the following steps:
(a) Identification of the contract, or contracts, with a customer.
(b) Identification of the performance obligations in the contract
(c) Determination of the transaction price.
(d) Allocation of the transaction price to the performance obligations in the contract.
(e) Recognition of revenue when, or as, we satisfy a performance obligation.
I. Nature of Services
Merchant Banking and Advisory Services
The Company derives main revenue from corporate advisory services. The company specialize in providing value added advice and services to our clients on complex strategic and financial decisions and transactions focused around Fund Raising, Mergers & Acquisitions, Equity & Debt Private Placements, Initial Public Offerings, Corporate Advisory, and Capital Restructuring.
II. Contract Balances
Trade Receivables. The outstanding balance as on March 31, 2023 : H 1,491 lakhs, March 31, 2022: H 301 lakhs. (Refer note 5)
III. Performance obligations and timing of revenue recognition
Income from corporate advisory services is recognised upon rendering of services.
B) Fair value hierarchy
The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable. The hierarchy gives highest priority to quoted prices in active markets for identical assets or liabilities and lowest priority to unobservable inputs.
The hierarchy is used as follows:
Level 1:
The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and equity securities) is based on quoted market prices at the end of the reporting period. The quoted market price used for financial assets held by the Company is the current bid price. These instruments are included in level 1
Level 2:
The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Few unlisted equity instruments are classified as level 2 in the fair value hierarchy, since there are significant observable inputs available by way of fund raising transaction during the year. Further no significant adjustments needs to be made to the prices obtained from recent transactions.
Level 3:
If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities.
C) Valuation techniques used to determine fair value:
Significant valuation techniques used to value financial instruments include:
The carrying amounts of cash and cash equivalent, trade receivables, other financial assets, loans, trade payables, other financial liabilities are considered to be approximately equal to the fair value.
D) Fair value of financial instrument measured at amortised cost
Fair value of financial asset and liabilities are equal to their carrying amount.
Note: During the periods mentioned above, there have been no transfers amongst the hierarchy levels.
E) Financial risk management
The Company''s Board of Directors has overall responsibility for the establishment and oversight of the Company''s Risk Management framework. The Board of Directors have adopted an Enterprise Risk Management Policy framed by the Company, which identifies the risk and lays down the risk minimization procedures. The Management reviews the Risk management policies and systems on a regular basis to reflect changes in market conditions and the Company''s activities, and the same is reported to the Board of Directors periodically. Further, the Company, in order to deal with the future risks, has in place various methods / processes which have been imbibed in its organizational structure and proper internal controls are in place to keep a check on lapses, and the same are been modified in accordance with the regular requirements.
The Audit Committee oversees how Management monitors compliance with the Company''s Risk Management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The Audit Committee is assisted in its oversight role by the internal auditors.
The Company has exposure to the following risk arising from financial instruments:
i) Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers and loans and advances.
The carrying amount of following financial assets represents the maximum credit exposure: Trade receivables and loans and advances.
The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer in which it operates. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business.
The Risk Management Committee has established a credit policy under which each new customer is analysed individually for creditworthiness before the Company''s standard payment and delivery terms and conditions are offered.
For trade receivables, the company individually monitors outstanding balances. Accordingly, the Company makes specific provisions against such trade receivables wherever required and monitors the same at periodic intervals.
The Company monitors each loans and advances given and makes any specific provision wherever required.
The Company has followed simplified method of ECL in case of Trade receivables and the Company recognises lifetime expected losses for all trade receivables that do not constitute a financing transaction. At each reporting date, the Company assesses the impairment requirements.
The Company uses the expected credit loss model to assess any required allowances and uses a provision matrix to compute the expected credit loss allowance for trade receivables, as per which the provisionis made at 25% in each of the succeeding four quarters starting with the end of 180 days from the date of the Invoice.
Cash and cash equivalents and other Bank balances
The Company held cash and cash equivalents and other bank balances of H 4,397 lakhs as on March 31, 2023 (March 31, 2022 H 5,279 lakhs). The cash and cash equivalents are held with banks with good credit ratings.
Loans:
The Company held Loans of H 55 as on March 31, 2023 (March 31, 2022 H Nil). The loans are in the nature of loans to related party and are fully recoverable.
ii) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.
Maturity profile of financial liabilities
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, and include estimated interest payments and exclude the impact of netting agreements.
The gross outflows disclosed in the above tables represent the contractual undiscounted cash flows relating to the financial liabilities which are not usually closed out before contractual maturity.
iii) Market risk
Market risk is the risk of loss of future earnings, fair values or future cash flows related to financial instrument that may result from adverse changes in market rates and prices (such as foreign exchange rates, interest rates, other prices). The Company is exposed to market risk primarily related to currency risk, interest rate risk and price risk.
Currency risk
The Company has insignificant amount of foreign currency denominated assets. Accordingly, the exposure to currency risk is insignificant.
Interest rate risk
The Company''s investments are primarily in fixed rate interest instruments. Accordingly, the exposure to interest rate risk is also insignificant.
Price risk
Price risk is the risk that the value of the financial instrument will fluctuate as a result of changes in market prices and related market variables including interest rate for investments in debt oriented mutual funds and debt securities, whether caused by factors specific to an individual investment, its issuer or the market. The Company exposed to price risk from it''s investment in Mutual Funds, Equity Shares, Bonds classified in the balance sheet at fair value through profit and loss or fair value through other comprehensive income.
Decrease in prices by 5% will have equal and opposite impact in financial statements. Sensitivity analysis has been computed by stress testing the market price of the underlying price index on the investment portfolio as on the reporting date.
For the purpose of the Company''s capital management, capital includes issued capital and other equity reserves. The primary objective of the Company''s Capital Management is to maximise shareholders value. The Company manages its capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants.
The Company contributes to the following post-employment defined benefit plans in India.
(i) Defined Contribution Plans:
The contributions to the Provident Fund and Family Pension Fund of certain employees are made to a Government administered Provident Fund and there are no further obligations beyond making such contribution.
The Company recognised H 19 lakhs for year ended March 31, 2023 (H 18 lakhs for year ended March 31, 2022) provident fund contributions in the Statement of Profit and Loss.
The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.
(ii) Defined Benefit Plan:
A) Gratuity
The Company participates in the Employees Gratuity scheme, a funded defined benefit plan for qualifying employees. Gratuity is payable to all eligible employees on death or on separation / termination in terms of the provisions of the Payment of Gratuity Act, 1972. The most recent actuarial valuation of plan assets and the present value of the defined benefit obligation for gratuity were carried out as at March 31, 2023. The present value of the defined benefit obligations and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.
48 The issue proceeds received against the issue of 45,50,000 equity shares to specified investors in November 2021, on a preferential basis at a price of H 88.75 per equity share, have been invested in the fixed deposits with bank pending utilisation in terms of the objects of the issue. The Board of Directors have at their Meeting held on March 22, 2023 approved the amendment in the object clause for the utilizaiton of funds, subject to approval of the shareholders, for which a Postal Ballot is asked for and the fate will be known after May 3, 2023.
49 The dividend declared by the Company is based on profits available for distribution as reported in the standalone financial statements of the Company. On April 21, 2023 the Board of Directors of the Company have proposed a dividend of Re. 0.50 (P.Y. H 2.25) per equity share of H5 each in respect of the financial year ended March 31, 2023, subject to the approval of shareholders at the Annual General Meeting. If approved, the dividend would result in a cash outflow of approximately H 162 lakhs (P.Y. H 701 lakhs).
50 a) The Company has not received any funds (which are material either individually or in the
aggregate) from any person or entity, including foreign entity ("Funding Partiesâ), with the understanding, whether recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiariesâ) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
b) The Company has not advanced or loaned or invested (either from borrowed funds or share premium or any other sources or other kind of funds) to or in any other person or entity, including foreign entity ("Intermediariesâ), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend or invest in other persons
51 The disclosure on the following matters required under Section III amended not being relevant or
applicable in case of the Company for the year ended March 31, 2023, same are not covered:
a) The company has not traded or invested in crypto currency or virtual currency during the financial year.
b) No proceedings have been initiated or are pending against the Company for holding any benami property under the Benami Transaction (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
c) The Company has not been declared willful defaulter by any bank or financial institution or government or any government authority.
d) The Company has not entered into any scheme of arrangement.
e) No satisfaction of charges are pending to be filed with ROC.
f) There are no transactions which are not recorded in the books of account which have been surrendered or disclosed as income during the year in the tax assessment under the Income Tax Act, 1961.
g) The Company has not entered into any transaction with Company struck off under section 248 of the Companies Act, 2013.
h) The Company has taken overdraft facility from bank on security of Fixed deposits and hence there is no requirement for filling of any periodical return or information to any authorities.
i) The Company does not have any step down subsidiaries hence compliance of layer of companies are not applicable.
j) Disclosure of ratios, is not applicable to the Company as it is in merchant banking business and not an NBFC registered under Section 45-IA of Reserve Bank of India Act, 1934.
* In the earlier year, pursuant to the order of the Hon''ble High Court, the possession of the flat was handed over to the Official Assignee. An appeal was filed by the Company against the said order whereby the said order was set aside. Pursuant to the fresh chamber summons filed by the Company for removing attachment, the Official Assignee has been directed not to sell or dispose-off the flat. The Company has been legally advised that the said developments will not have a bearing on the Company''s title to the flat and consequently there is no impairment in the value of the asset and the Company is not likely to have any further claim or liability against the said flat.
52 The Board of Directors have on April 13, 2023 approved an agreement between the Company and Bridgeweave Limited (Bridgeweave UK), a UK based Artificial Intelligence / Machine Learning-based technology company, that has developed a suite of financial products for retail investors. The two-step process to acquire a majority / 100% ownership in Bridgeweave will be as under:
i) The Company will acquire an 8% equity stake in Bridgeweave UK, through a primary infusion of INR 10 Cr. at a pre-money valuation of INR 115 Cr.
ii) Post execution of definitive documentation over the next 90 days and subject to approval of the shareholders and / or other regulatory or statutory approvals, the Company will seek to acquire the balance 92% equity stake in Bridgeweave UK through a stock swap of equity shares of the Company, at a floor valuation of INR 130 per equity share.
53 Events after reporting date
There have been no events after the reporting date other than disclosed in Note 52, that require disclosure in these financial statements.
54 The figures for the previous year have been regrouped wherever necessary. The impact of such regroupings / reclassifications are not material to Financial Statements.
55 The amounts reflected as "0â in the Financial Statements are values with less than rupees one lakh.
Mar 31, 2018
Note:
1. Net block of the Building include a residential flat of RS.246.98 lacs in a co-operative society, acquired from a debtor in satisfaction of a claim. In view of the restraining orders, the society has kept in abeyance the admission of membership of the Company. In the earlier year, pursuant to the order of the Honâble High Court, the possession of the flat was handed over to the Official Assignee. An appeal was filed by the Company against the said order whereby the said order was set aside. Pursuant to the fresh chamber summons filed by the Company for removing attachment, the Official Assignee has been directed not to sell or dispose-off the flat. The Company has been legally advised that the said developments will not have a bearing on the Companyâs title to the flat and consequently there is no impairment in the value of the asset and the Company is not likely to have any further claim or liability against the said flat.
2. The Company has availed the deemed cost exemption in relation to the property, plant and equipment on the date of transition and hence the net block carrying amount has been considered as the gross block carrying amount on that date. Refer note below for the gross block value and the accumulated depreciation on April 1, 2016 under the previous GAAP.
1) The Company offsets Tax Assets and Liabilities if and only if it has a legally enforceable right to set off Current Tax Assets and Current Tax Liabilities and the Deferred Tax Assets and Deferred Tax Liabilities relate to Income Taxes levied by the same Tax Authority.
2) Significant management judgment is required in determining Provision for Income Tax, Deferred Income Tax Assets and Liabilities and recoverability of Deferred Income Tax Assets. The recoverability of Deferred Income Tax Assets is based on estimates of Taxable Income in which the relevant entity operates and the period over which Deferred Income Tax Assets will be recovered.
1 The Company has a financial exposure of RS.5,341.37 lacs (RS.5,974.11 lacs) in its wholly-owned subsidiary viz. Primesec Investments Limited (âPILâ) - investment in equity shares of RS.798.00 lacs (RS.798.00 lacs) and loans & advances of RS.4,543.37 lacs (RS.5,176.11 lacs). PIL has a negative net worth of RS.4,263.02 lacs (RS.5,083.02 lacs). However, having regard to efforts undertaken by the Board of PIL, among other things to negotiate re-statement of loans and realize value of its investments, the financial statements of PIL have been prepared on the basis that it is a going-concern and that no adjustments are required to the carrying value of assets and liabilities. Considering that the Companyâs investment in PIL is of strategic and long term in nature and having regard to the efforts undertaken by the Board of PIL, no provision is considered necessary by the management for diminution in the value of the Companyâs financial exposure in PIL.
2 The Company has advanced RS.175.22 lacs (RS.143.22 lacs) to its wholly-owned subsidiary viz. Prime Research & Advisory Limited ( PRAL ). PRAL has a negative net worth of RS.234.32 lacs (RS.343.35 lacs). However, having regard to efforts undertaken by the Board of PRAL, among other things to negotiate re-statement of loans and realize value of its investments, the financial statements of PRAL have been prepared on the basis that it is a going-concern and that no adjustments are required to the carrying value of assets and liabilities. Considering that the Companyâs investment in PRAL is of strategic and long term nature and having regard to the efforts undertaken by the Board of PRAL, no provision is considered necessary by the management.
3 In the earlier financial years, the company had written-back RS.1,400 Lacs as in the opinion of the management, the same was no longer payable. The Company has been legally advised that there will be no liability due as the debt had become time-barred.
4 In the earlier financial year, the Company has reinstated an advance of RS.32750 lacs which was previously written-off as not recoverable. The management is hopeful of recovery of the same.
5 Share capital:
(a) Rights, preferences and restrictions attached to Equity Shares:
The Company has only one class of equity shares having a par value of RS.5/- per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. 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.
Employees Stock Option Schemes (ESOS)
The Companyâs stock based compensation plan for employees comprises of three schemes viz the ESOS 2007 Scheme, ESOS 2008 and the ESOS 2009 Scheme The schemes have been instituted for all eligible employees of the Company and its subsidiaries. The Company has reserved issuance of 1,06,400 (Previous year 2,53,200) Equity Shares of RS.5/- each for offering to eligible employees of the Company and its subsidiaries under Employees Stock Option Scheme (ESOS) approved by Members. During the year, the Company has granted NIL (Previous year NIL) Options to the eligible employees.
ESOS 2007 Scheme
The Scheme permits allocation of an aggregate of 1,000,000 equity shares of the face value of RS.5/- per share to the eligible employees on the recommendation of the Compensation Committee at an exercise price of RS.38/-.
ESOS 2008 Scheme
The Scheme permits allocation of an aggregate of 1,200,000 equity shares of the face value of RS.5/- per share to the eligible employees on the recommendation of the Compensation Committee at an exercise price of RS.15/-.
ESOS 2009 Scheme
The Scheme permits allocation of an aggregate of 2,000,000 equity shares of the face value of RS.5/- per share to the eligible employees on the recommendation of the Compensation Committee at an exercise price of RS.38/.
The number of options granted, exercised and lapsed under the above schemes is set out below:
The fair value has been calculated using the Black-Scholes Option Pricing Model and the significant assumptions and inputs to estimate the fair value of options during the year are as follows:
6 Borrowings:
(A) Secured loans:
a) Term Loan from Bank:
Term loan of RS.9.29 Lakhs (March 31, 2017 RS.11.26 lakhs) from the Bank is secured against Vehicle of the Company.
b) Other Loan from Bank:
Other Loan from Bank of RS.200 Lakhs (March 31, 2017 RS.400 Lakhs, March 31, 2016 RS.600 Lakhs) is secured against pledge of shares of other parties.
c) Term of Repayment
Term Loan from Bank is repayable in equal monthly instalment, the last instalment is due on December 1, 2021 as per repayment schedule having interest rate of 9.50% p.a. Other Loan from bank is interest free and repayable in equal yearly instalment, the last instalment is due on December 31, 2018.
(B) Unsecured loans:
Loan from other party is unsecured, interest free and repayable on demand. Loan from related party is from an associate company in which a director is interested. It is an interest free unsecured loan and repayable on demand.
7 Dues to micro and small suppliers:
Under the Micro, Small and Medium Enterprises Development Act, 2006, (MSMED) which came into force from October 2, 2006, certain disclosures are required to be made relating to Micro, Small and Medium enterprises. On the basis of the information and records available with the management, there are no outstanding dues to the Micro and Small enterprises as defined in the Micro, Small and Medium Enterprises Development Act, 2006.
8 In accordance with IND AS 108 - Operating Segment, segment information has been given in the Consolidated Financial Statement of Prime Securities Limited and therefore no separate disclosure on segment information is given in these financial statements.
9 Subsequent Events :
There are no significant subsequent events that would require adjustments or disclosures in the financial statements as on the balance sheet date.
10 Corporate Social Responsibility
As required by Section 135 of Companies Act, 2013 and rules therein, a Corporate social responsibility committee has been formed by the Company. The Company has spent the following amount during the year towards Corporate Social Responsibility (CSR) for activities listed under schedule VII of the Companies Act, 2013
(a) Gross amount required to be spent by the Company during the year 2017-18 RS.5.05 lakhs (Previous year Rs. Nil).
(b) Amount spent during the year on:
11 Financial instruments - Fair values and risk management
A) Accounting classification and fair values
Carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy, are presented below. It does not include the fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.
B) Measurement of fair values:
Valuation techniques and significant unobservable inputs
The following tables show the valuation techniques used in measuring Level 2 and Level 3 fair values, as well as the significant unobservable inputs used.
C) Financial risk management
The Company has exposure to the following risks arising from financial instruments:
- Credit risk,
- Liquidity risk, and
- Market risk
i) Risk management framework
The Companyâs Board of Directors has overall responsibility for the establishment and oversight of the Companyâs Risk Management framework. The Board of Directors have adopted an Enterprise Risk Management Policy framed by the Company, which identifies the risk and lays down the risk minimization procedures. The Management reviews the Risk management policies and systems on a regular basis to reflect changes in market conditions and the Companyâs activities, and the same is reported to the Board of Directors periodically. Further, the Company, in order to deal with the future risks, has in place various methods / processes which have been imbibed in its organizational structure and proper internal controls are in place to keep a check on lapses, and the same are been modified in accordance with the regular requirements.
The Audit Committee oversees how Management monitors compliance with the Companyâs Risk Management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The Audit Committee is assisted in its oversight role by the internal auditors.
ii) Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Companyâs receivables from customers and loans and advances.
The carrying amount of following financial assets represents the maximum credit exposure: Trade receivables and loans and advances.
The Companyâs exposure to credit risk is influenced mainly by the individual characteristics of each customer in which it operates. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business.
The Risk Management Committee has established a credit policy under which each new customer is analysed individually for creditworthiness before the Companyâs standard payment and delivery terms and conditions are offered.
For trade receivables, the company individually monitors outstanding balances. Accordingly, the Company makes specific provisions against such trade receivables wherever required and monitors the same at periodic intervals.
The Company monitors each loans and advances given and makes any specific provision wherever required.
The Company establishes an allowance for impairment that represents its estimate of expected losses in respect of trade receivables and loans and advances.
Impairment:
At March 31, 2018, the ageing of trade receivables was as follows.
Management believes that the unimpaired amounts which are past due are collectible in full. Cash and cash equivalents and other Bank balances
The Company held cash and cash equivalents and other bank balances of RS.5.76 lacs as on March 31, 2018 (March 31, 2017 RS.9 24 lacs and April 1, 2016 RS.61 04 lacs) The cash and cash equivalents are held with banks with good credit ratings.
Loans and Advances:
The Company held Loans and advances of RS.5,070.66 lacs as on March 31, 2018 (March 31, 2017: RS.5,43845 lacs and April 1, 2016: RS.6,14748 lacs). The loans and advances are in nature of advance to subsidiaries and rent deposit paid to landlords and are fully recoverable in the opinion of the Management.
iii) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Companyâs approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Companyâs reputation.
Maturity profile of financial liabilities
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, and include estimated interest payments and exclude the impact of netting agreements.
The gross inflows/(outflows) disclosed in the above tables represent the contractual undiscounted cash flows relating to the financial liabilities which are not usually closed out before contractual maturity.
iv) Market risk
Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Companyâs income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables and long term debt. We are exposed to market risk primarily related to foreign exchange rate risk, interest rate risk and the market value of our investments. Thus, our exposure to market risk is a function of investing and borrowing activities and revenue generating and operating activities in foreign currency. The objective of market risk management is to avoid excessive exposure in our foreign currency revenues and costs.
Currency risk
The Company is not significantly exposed to currency risk. The functional currency of the Company is Indian Rupee.
Exposure to currency risk (Exposure in different currencies converted to functional currency ie INR)
The currency profile of financial assets and financial liabilities as at 31st March, 2018 are as below:
v) Interest rate risk
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.
12 Capital Management
For the purpose of the Companyâs capital management, capital includes issued capital and other equity reserves. The primary objective of the Companyâs Capital Management is to maximise shareholders value. The Company manages its capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants.
13 Employee Benefits
The Company contributes to the following post-employment defined benefit plans in India.
(i) Defined Contribution Plans:
The contributions to the Provident Fund and Family Pension Fund of certain employees are made to a Government administered Provident Fund and there are no further obligations beyond making such contribution.
The Company recognised RS.4.16 lacs for year ended March 31, 2018 (RS.3.73 lacs for year ended March 31, 2017) provident fund contributions in the Statement of Profit and Loss.
The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.
(ii) Defined Benefit Plan:
Gratuity
The Company participates in the Employees Gratuity scheme, a funded defined benefit plan for qualifying employees. Gratuity is payable to all eligible employees on death or on separation / termination in terms of the provisions of the Payment of Gratuity Act, 1972.
The most recent actuarial valuation of plan assets and the present value of the defined benefit obligation for gratuity were carried out as at March 31, 2018. The present value of the defined benefit obligations and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.
Assumptions regarding future mortality have been based on published statistics and mortality tables.
ii) Sensitivity analysis
Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown below.
The sensitivity analysis above have been determined based on a method that extrapolates the impact on defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period.
Expected future cash flows
The expected future cash flows in respect of gratuity as at March 31, 2018 were as follows Expected contribution
The expected contributions for defined benefit plan for the next financial year will be in line with the contribution for the year ended March 31, 2018, i.e. RS. 0.60 lacs
Compensated Absences:
The Compensated Absences is payable to all eligible employees for each day of accumulated leave on death or on resignation. Compensated Absences debited to Statement of Profit and Loss during the year amounts to RS.13.35 lacs (March 31, 2017 RS.25.21 lacs) and is included in Note 26 - âOther Comprehensive Incomeâ. Accumulated non-current provision for leave encashment aggregates RS.186.20 lacs (March 31, 2017 RS.173.79 lacs and April 1, 2016 RS.155.54 lacs) and current provision aggregates RS.16 20 lacs (March 31, 2017 RS.15 98 lacs and April 1, 2016 RS.14 94 lacs)
14 Earnings per share (EPS)
Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year. Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.
15 First-time adoption of Ind AS
A) Transition to Ind AS
For the purposes of reporting as set out in Note 27, the Company has transitioned the basis of accounting from Indian generally accepted accounting principles (ââIGAAPâ) to Ind AS. The accounting policies set out in note 27 have been applied in preparing the financial statements for the year ended March 31, 2018, the comparative information presented in these financial statements for the year ended March 31, 2017 and in the preparation of an opening Ind AS balance sheet at April 1, 2016 (the âtransition dateâ).
In preparing the opening Ind AS balance sheet as at April 1, 2016 and in presenting the comparative information for the year ended March 31, 2017, the Company has adjusted amounts reported in financial statements prepared in accordance with IGAAP. An explanation of how the transition from IGAAP to Ind AS has affected the financial performance, cash flows and financial position is set out in the following tables and the notes that accompany the tables. On transition, the Company did not revise estimates previously made under IGAAP except where required by Ind AS.
B) Exemptions and exceptions availed
1) Ind AS mandatory exceptions
1.1) Estimates
The estimates at April 1 2016 and March 31 2017 are consistent with those made for the same dates in accordance with the Indian GAAP (after adjustments to reflect any differences if any, in accounting policies). The Company has made estimates for following items in accordance with Ind AS at the date of transition as these were not required under IGAAP:
1) Investment in equity instruments carried at FVTPL,
1.2) Classification and measurement of financial assets
The Company has classified and measured the financial assets on the basis of the facts and circumstances that exist at the date of transition to Ind AS.
2) Ind AS optional exemptions
2.1) Deemed cost
The Company has elected to continue with the carrying value for all of its property, plant and equipment, intangible assets recognised in the financial statements as the deemed cost at the date of transition to Ind AS, measured as per the IGAAP
2.2) Deemed cost for investments in subsidiaries and Joint Ventures
The Company has elected to continue with the carrying value of its investments in subsidiaries as recognised in the financial statements as at the date of transition to Ind AS.
Accordingly, the Company has measured all its investments in subsidiaries at their IGAAP carrying value.
C) Reconciliation between IGAAP and Ind AS:
Ind AS 101 requires an entity to reconcile equity, total comprehensive income and cash flows for prior periods. The following table represent the reconciliation from IGAAP to Ind AS
1) Actuarial gain and loss
Under Ind AS, all actuarial gains and losses are recognised in other comprehensive income. Under IGAAP the Company recognised actuarial gains and losses in profit and loss. However this has no impact on the total comprehensive income and total equity as on 1 April 2016 or as on 31 March 2017. The Employee Benefit Expenses and Other Comprehensive Income were reduced by RS.32.89 lacs each.
2) Fair Valuation of Investments
Under IGAAP, Non-Current Investments (including Investments in Subsidiaries) were carried at cost less provision, if any, for diminution which is considered other than temporary in nature. Current Investments were valued at lower of cost and fair value. Under Ind AS, these Investment are measured at fair value. The resulting fair value of changes of these investments have been recognised in the retained earnings as at the day of transition and subsequently in the profit or loss for the year ended March 31, 2017
IV) Adjustments to Statement of Cash Flows
There were no material diffrences between the statement of Cash Flows presented under Ind AS and IGAAP
Mar 31, 2016
1. The analysis of the Companyâs assets and liabilities casts doubt about the Companyâs ability to meet its obligations as and when they fall due and therefore its ability to continue as a going concern. Based on evaluation of the current situation backed by established revenue streams and advanced negotiations plans formulated to dispose-off investments, the management holds the view that the Company will be able to discharge its liabilities in the normal course of business. Accordingly, the financial statements have been prepared on the basis that the Company is a going concern and that no adjustments are required to the carrying value of assets and liabilities.
2. The Company has a financial exposure of Rs. 6,519.20 lacs in its wholly-owned subsidiary viz. Primesec Investments Limited (''PIL'') - investment in equity shares of Rs. 798.00 lacs and loans & advances of Rs. 5,721.20 lacs. PIL has a negative net worth of Rs. 7,240.12 lacs. However, having regard to efforts undertaken by the Board of PIL, among other things to negotiate re-statement of loans and realize value of its investments, the financial statements of PIL have been prepared on the basis that it is a going-concern and that no adjustments are required to the carrying value of assets and liabilities. Considering that the Companyâs investment in PIL is of strategic and long term nature and having regard to the efforts undertaken by the Board of PIL, no provision is considered necessary by the management for diminution in the value of the Companyâs financial exposure in PIL.
3. Under a one-time settlement scheme, a bank has re-stated the loan amount and waived past and future interest provided the Company adheres to the repayment schedule. In case of any default, the Company would be liable to pay interest and the bank would pursue the matter in DRT. The Company has given effect to the one-time settlement in the books of account by re-stating the liability as accepted under the scheme and, until the end of the financial year, has adhered to the terms and conditions of the scheme.
4. The Company had given a corporate guarantee to a bank for financial facilities enjoyed by one of its subsidiary. The said guarantee was invoked by the bank claiming a sum of Rs. 1,168.74 lacs. Being a guarantor, the Company has assumed the liability from its subsidiary company and passed necessary entries in the books of account. During the year, the bank, under the one-time settlement scheme, re-stated the loan at Rs. 600.00 lacs and waived past and future interest provided the Company adheres to the repayment schedule. In case of any default, the Company would be liable to pay original loan amount with interest. The Company has given effect to the one-time settlement in the books of account by re-stating the liability as accepted under the scheme and until the end of the financial year has adhered to the terms and conditions of the scheme.
5. The Company has not accounted for interest expense of Rs. 1,016.10 lacs (Rs. 1,324.15 lacs) on secured loans (from other than banks) since in the opinion of the management the same would not be payable pursuant to a proposed restructuring/settlement of loans. The aggregate interest (including interest for earlier periods) not provided as on March 31, 2016 is Rs. 2,720.92 lacs (Rs. 1,704.82 lacs).
6. The Company has received a summons from Metropolitan Magistrate in pursuance to a criminal complaint filed by a lender against the Company and one of its directors in view of dishonor of a cheque issued by the Company. The matter is sub-judice and in the meantime, the Companyâs management is in negotiations with the lender to amicably settle the matter.
7. The Company has on 31st March 2016 assigned a liability of Rs. 2,318.39 lacs to its wholly owned subsidiary by adjusting the advance given to the said subsidiary subject to the lenderâs consent for such assignment.
8. (a) The Company had taken a loan of Rs. 1,400.00 lacs from a party. Based on the negotiations with the party, the Companyâs management is of the opinion that the loan will be re-stated at Rs. 525.00 lacs and accordingly, during the year, the Company has written-back Rs. 875.00 lacs by crediting the statement of profit & loss. However, confirmation of re-statement of loan is awaited from the party. The profit for the year would have been lower by Rs. 875.00 lacs had the Company not accounted the write-back of loan in absence of confirmation of the party for re-statement of loan.
(b) The Company has not obtained documentations relating to interest and terms of repayment of the balance outstanding loan of Rs. 525.00 lacs. The Company has not accounted for interest on the said loan on the basis that it is interest-free. Further it has been categorized as short-term borrowings on the basis of the managementâs representation in that regard.
9. In the earlier years, the Company had made provision of doubtful debts and loans & advances of Rs. 1,047.24 lacs. As in opinion of the management, the debt and advances were not recoverable, the Company has, during the year, written-off Rs. 1,047.24 lacs by debiting the statement of profit & loss and simultaneously reversed the provision for doubtful debts and advances by crediting the statement of profit & loss. The treatment in accounts has no impact on the profit for the year.
10. There has been a decline of Rs. 1,194.64 Lacs as on March 31, 2016 in the carrying value of Non-current Investments. No provision for diminution in the value of such investments has been considered necessary since, in the opinion of the management, such diminution is only temporary in nature.
11. One of the Companyâs subsidiary had given shares as a security for a loan taken by the Company. Later, the Company purchased the said shares from its subsidiary company. As the shares are under pledge with the lender, they have not yet been transferred in the Companyâs name.
12. The Companyâs main business is to provide corporate advisory services. All other activities are incidental to the main business. As such, there are no separate reportable segments, as per Accounting Standard on âSegment Reportingâ (AS 17) issued by the Institute of Chartered Accountants of India.
13. Retirement Benefits
(Disclosure as required by AS 15 (Revised), âAccounting for Retirement Benefitsâ issued by Institute of Chartered Accountants of India)
Contribution to gratuity for India based employees are accrued on the basis of actuarial valuation and are also accordingly funded. The balance of Projects Benefit Obligation (PBO) on gratuity over the funded amount is accrued as liability.
(B) During the year, a provision of Rs. 18.42 lacs (Previous year Rs. 34.45 lacs) is made on account of actuarial liability for leave encashment and compensated absences. The aggregate provision as at year end is Rs. 170.49 lacs (Previous Year Rs. 152.27 lacs). The actuarial liability is computed assuming the discount factor of 7.96%.
The Guidance Note on Accounting of Employee Share Based Compensation issued by Institute of Chartered Accountant of India applies to employee share based payment plans, the grant date of which falls on or after April 1, 2005 and allows accounting for employee share based payment plans based on either the Intrinsic value method or the fair value method. The Company follows the intrinsic value method. Under the fair value method,
the net loss for the period ended March 31, 2016 would have been higher by Rs. 34.38 Lacs and the Basic EPS and Diluted EPS would have been Rs. 5.30 and Rs. 5.30 respectively.
The fair value of each option is estimated on the date of grant using the Black-Scholes model with the following assumptions:
14. Related Party Disclosures
15. Related party disclosures in respect of related parties with whom transactions have taken place during the year are given below:
Relationships
i) Subsidiary Companies
- Prime Broking Company (India) Limited
- Prime Research & Advisory Limited
- Prime Commodities Broking (India) Limited
- Primesec Investments Limited
ii) Associate Company
- Gateway Entertainment Limited
iii) Key Management Personnel
- Mr. N. Jayakumar
- Mr. Ajay Shah
iv) Relative of Key Management Personnel
- Mrs. Madhu Jayakumar
16. The net effect of taxation timing differences results in a deferred tax asset. As a measure of prudence such deferred tax asset is, for the time being, not recognized in the accounts in absence of certainty about its realization.
17. Previous period figures are regrouped / rearranged wherever necessary. The Previous period figures are not comparable with the current year as the financial statements of the previous period are for eighteen months
Mar 31, 2015
1) Employees Stock Option Schemes (ESOS)
The Company's stock based compensation plan for employees comprises of
three schemes viz. the ESOS 2007 Scheme, ESOS 2008 and the ESOS 2009
Scheme. The schemes have been instituted for all eligible employees of
the Company and its subsidiaries. The Company has reserved issuance of
842,200 (Previous year 1,749,000) Equity Shares of Rs. 5/- each for
offering to eligible employees of the Company and its subsidiaries
under Employees Stock Option Scheme (ESOS) approved by Members. During
the year, the Company has granted NIL (Previous year NIL) Options to
the eligible employees.
ESOS 2007 Scheme
The Scheme permits allocation of an aggregate of 1,000,000 equity
shares of the face value of Rs. 5/- per share to the eligible employees
on the recommendation of the Compensation Committee at an exercise
price of Rs. 38/-.
ESOS 2008 Scheme
The Scheme permits allocation of an aggregate of 1,200,000 equity
shares of the face value of Rs. 5/- per share to the eligible employees
on the recommendation of the Compensation Committee at an exercise
price of Rs. 15/-.
ESOS 2009 Scheme
The Scheme permits allocation of an aggregate of 2,000,000 equity
shares of the face value of Rs. 5/- per share to the eligible employees
on the recommendation of the Compensation Committee at an exercise
price of Rs. 38/-.
Net block of the Building include a residential flat of Rs. 266.71 Lacs
in a co-operative society, acquired from a debtor in satisfaction of a
claim. In view of the restraining orders, the society has kept in
abeyance the admission of membership of the Company. In the earlier
year, pursuant to the order of the Hon'ble High Court, the possession
of the flat was handed over to the Official Assignee. An appeal was
filed by the Company against the said order whereby the said order was
set aside. Pursuant to the fresh chamber summons filed by the Company
for removing attachment, the Official Assignee has been directed not to
sell or dispose-off the flat. The Company has been legally advised that
the said developments will not have a bearing on the Company's title to
the flat and consequently there is no impairment in the value of the
asset and the Company is not likely to have any further claim or
liability against the said flat.
2. Contingent Liabilities (Rs. in Lacs)
Particulars Period ended Period ended
March September
31, 2015 30, 2013
Demands raised by Income Tax 13.18 283.09
departments against which the
Company has preferred appeals
Corporate guarantee given for 81.77 2,251.09
financial facilities for a subsidiary
(Amount outstanding at the close
of the year)
Claim made against the Company not 1,704.82 926.47
acknowledged as debt
(Interest liability on the same cannot be ascertained)
3. The Company has made significant financial investments which are
non-current in nature; while, on the other hand, the Company has
substantial dues which are current in nature. In view thereof, the
analysis of the Company's assets and liabilities casts significant
doubt about the Company's ability to meet its obligations as and when
they fall due and therefore its ability to continue as a going concern.
Based on evaluation of the current situation and plans formulated to
dispose-off investments and to create new revenue streams, the
management holds the view that the Company will be able to discharge
its liabilities in the normal course of business. Accordingly, the
financial statements have been prepared on the basis that the Company
is a going concern and that no adjustments are required to the carrying
value of assets and liabilities.
4. One of the Company's subsidiary Primesec Investments Limited
("PIL") has a negative networth of Rs. 7,219.67 Lacs. The Company has
advanced Rs. 7,500.00 Lacs to PIL as share application monies which is
pending for allotment. PIL's management has undertaken to allot the
shares. Pursuant to the proposed allotment of shares PIL's networth
will turn positive. In view thereof PIL has prepared its financial
statements on the basis that it is a going-concern. Considering that
the Company's investment in PIL is of strategic and long term in nature
and having regard to proposed capitalization, no provision is presently
considered necessary by the management for diminution in the value of
the Company's financial exposure in PIL.
5. The Company had given corporate guarantee to Bank of India for
overdraft facility enjoyed by one of its subsidiary viz. Prime Broking
Company (India) Limited. The corporate guarantee was invoked by the
bank claiming a sum of Rs. 878.50 lacs. Being a guarantor, the Company
has assumed the liability from its subsidiary company and passed
necessary entries in the books of account. The bank filed a case for
recovery in the Debt Recovery Tribunal (DRT) against the subsidiary and
the Company. Later, the bank under a 'one-time settlement' crystallized
the loan at Rs. 900.00 lacs and has waived past and future interest,
provided the Company adheres to the repayment schedule and in case of
any default, the Company would be liable to pay interest and the bank
would pursue the matter in DRT. The Company has given effect to the
one-time settlement in the books of account by re-stating the liability
as accepted under the scheme and until the end of the financial year,
the Company has made payments as per the repayment schedule.
6. The Company's subsidiary had pledged 108,704 equity shares of Dr.
Datson's Lab Limited belonging to a third party as a security to avail
credit facility from Bank of India. The said security continues even
after the loan is assumed by the Company. The Company is in the process
of obtaining confirmation of the said party.
7. The Company had given a corporate guarantee to ICICI Bank for
financial facilities enjoyed by one of its subsidiary viz. Prime
Broking Company (India) Limited. The guarantee was invoked by the bank
claiming a sum of Rs. 1,168.74 lacs. Being a guarantor, the Company
has assumed the liability from its subsidiary company and passed
necessary entries in the books of account. The Company has submitted a
proposal to the bank for a 'one-time settlement' for repayment of
principal over a period of 4 years and waiver of past and future
interest. Pending acceptance of the proposal by the bank, the Company
has not accounted for interest on the amount outstanding. The amount
of interest is unascertained in view of no communication received from
the bank.
8. The Company has not accounted for interest expense of Rs. 1,324.15
lacs (Rs. 380.67 lacs) on secured loans (from other than banks) since
in the opinion of the management the same would not be payable pursuant
to a proposed restructuring/settlement of the loan. The aggregate
interest (including interest for earlier periods) not provided as on
March 31, 2015 is Rs. 1,704.82 lacs (Rs. 380.67 lacs).
9. The Company has written back an unsecured loan of Rs. 250.00 lacs
as in the opinion of the management the same was no longer payable.
However, the Company is in the process of executing necessary
documentation in respect of the same.
10. The Company has not obtained documentations like confirmation of
balance and terms of interest / repayment in respect of an unsecured
loan of Rs. 1,400 lacs (refer Note 5). The Company has not accounted
for interest on the said loan on the basis that it is interest-free.
Further it has been categorized as short-term borrowings on the basis
of the management's representation in that regard.
11. The Company had advanced Rs. 327.50 Lacs to a party and secured a
right to acquire an office premises in Mumbai within a specified
period. The Company could not complete the acquisition within the
specified period and the right has lapsed. The management is in
discussion with the party for refund of the said advance and is hopeful
of recovery and accordingly, no provision is considered necessary.
12. There has been a decline of Rs. 939.47 Lacs as on March 31, 2015
in the carrying value of Non-current Investments. No provision for
diminution in the value of such investments has been considered
necessary since, in the opinion of the management, such diminution is
only temporary in nature.
13. One of the Company's subsidiary had given 401,674 shares of Roop
Automotive Limited as a security for a loan taken by the Company.
During the period, the Company has purchased the said shares from its
subsidiary company. As the shares are under pledge with the lender,
they have not yet been transferred in the Company's name.
14. The Company's main business is to provide corporate advisory
services. All other activities are incidental to the main business. As
such, there are no separate reportable segments, as per Accounting
Standard on 'Segment Reporting' (AS 17) issued by the Institute of
Chartered Accountants of India.
15. Retirement Benefits
(Disclosure as required by AS 15 (Revised), "Accounting for Retirement
Benefits" issued by Institute of Chartered Accountants of India)
Contribution to gratuity for India based employees are accrued on the
basis of actuarial valuation and are also accordingly funded. The
balance of Projects Benefit Obligation (PBO) on gratuity over the
funded amount is accrued as liability.
(A) During the year, a provision of Rs. 34.45 lacs (Previous year Rs.
17.04 lacs) is made on account of actuarial liability for leave
encashment and compensated absences. The aggregate provision as at year
end is Rs. 152.27 lacs (Previous Year Rs. 117.82 lacs). The actuarial
liability is computed assuming the discount factor of 8.75%.
The Guidance Note on Accounting of Employee Share Based Compensation
issued by Institute of Chartered Accountant of India applies to
employee share based payment plans, the grant date of which falls on or
after April 1,2005 and allows accounting for employee share based
payment plans based on either the Intrinsic value method or the fair
value method. The Company follows the intrinsic value method. Under the
fair value method, the net loss for the period ended March 31, 2015
would have been lower by Rs. 54.97 Lacs and the Basic EPS and Diluted
EPS would have been Rs. (1.86) and Rs. (1.86) respectively.
16. Related Party Disclosures
I. Related party disclosures in respect of related parties with whom
transactions have taken place during the year are given below:
Relationships
i) Subsidiary Companies
* Prime Broking Company (India) Limited
* Prime Research & Advisory Limited
* Prime Commodities Broking (India) Limited
* Primesec Investments Limited
ii) Associate Company
* Gateway Entertainment Limited
iii) Key Management Personnel
* Mr. N. Jayakumar
* Mr. Ajay Shah
iv) Relative of Key Management Personnel
* Mrs. Madhu Jayakumar
17. The net effect of taxation timing differences results in a
deferred tax asset. As a measure of prudence such deferred tax asset
is, for the time being, not recognized in the accounts in absence of
certainty about its realization.
18. Pursuant to the approval received from the Registrar of
Companies, Maharashtra (Mumbai) vide its order dated November 17, 2014,
the Company has extended its financial year by a period of six months
to end on March 31, 2015. Therefore, the financial statements for the
current period are for eighteen months.
Sep 30, 2013
1. Contingent Liabilities
(Rs. in Lacs)
Particulars Period ended Year ended
Sept 30.2013 March 31,2012
Demands raised by Income Tax and
Sales Tax departments against
which the 283.09 20.11
Company has preferred appeals
Corporate guarantee given for
financial facilities for a
subsidiary (Amount outstanding 2,251.09 2,300.00
at the close of the year)
Claim made against the Company
not acknowledged as debt (Interest
liability on the 926.47 545.80
same cannot be ascertained)
Estimated amount of contracts
remaining to be executed on capital
account and not 1,360.00
provided for (Net of Advance)
In July a bank had invoked corporate guarantee given by the Company on
behalf of Prime Broking Company (India) Limited ("PBCIL"), a subsidiary
company, for Rs. 1,168.74 Lacs. PBCIL has thereafter provided
additional security and entered into a deed of hypothecation. In view
of these subsequent events the Company continues to recognize these
obligations as only contingent liability.
2. One of the Company''s subsidiary Primesec Investments Limited
("PIL") has a negative networth of Rs. 6,992.71 Lacs. The Company has
advanced Rs. 9,000.00 Lacs to PIL as share application monies which is
pending for allotment. PIL''s management has undertaken to allot the
shares. Pursuant to the proposed allotment of shares PIL''s networth
will turn positive. In view thereof PIL has prepared its financial
statements on the basis that it is a going-concern. Considering that
the Company''s investment in PIL is of strategic and long term in nature
and having regard to proposed capitalization, no provision is presently
considered necessary by the management for diminution in the value of
the Company''s financial exposure in PIL.
3. The Company has made significant financial investment in its
subsidiary Primesec Investments Limited which is strategic and long
term in nature. On the other hand the Company has substantial dues
which are current in nature. In view thereof, the analysis of the
Company''s assets and liabilities casts significant doubt about the
Company''s ability to meet its obligations as and when they fall due and
therefore its ability to continue as a going concern. Based on
evaluation of the current situation and plans formulated to dispose-off
investments and to create new revenue streams, the management holds the
view that the Company will be able to discharge its liabilities in the
normal course of business. Accordingly, the financial statements have
been prepared on the basis that the Company is a going concern and that
no adjustments are required to the carrying value of assets and
liabilities.
4. The documentation like confirmation of balances, terms of
repayment and charge of interest in respect of the following unsecured
loans received by the Company (refer Note 5) have not been obtained:
The Company has not accounted for interest on such loans on the basis
that they are interest-free. Further they have been categorized as
short-term borrowings on the basis of the management''s representation
in that regard.
5. The Company has not accounted for interest of Rs. 380.67 Lacs
charged by lenders who have advanced secured loan, as the management is
of the opinion that the same would not be payable pursuant to a
proposed restructuring/settlement of the loan.
6. The Company had advanced Rs. 327.50 Lacs to a party and secured a
right to acquire an office premises in Mumbai within a specified
period. The Company could not complete the acquisition within the
specified period and the right has lapsed. The management is in
discussion with the party for refund of the said advance and is hopeful
of recovery and accordingly, no provision is considered necessary.
7. During the year Company has pledged shares belonging to third
parties to obtain credit facilities. As at the end of the period shares
belonging to third parties of the following companies were pledged for
which confirmations from such parties has not been received:
8. Certain shares belonging to third parties and pledged by the
Company were sold by the lender on account of shortfall in margins. The
Company being obliged to return the shares has returned part of the
shares during the period. The financial liability for shares remaining
to be returned has been accounted for.
9. There has been a decline of Rs. 1,866.74 Lacs as on September 30,
2013 in the carrying value of Non-current Investments. No provision
for diminution in the value of such investments has been considered
necessary since, in the opinion of the management, such diminution is
only temporary in nature considering depressed market conditions
prevailing at the year- end.
10. The Company maintains many demat accounts. The transactions of
inflow of shares in the demat accounts were on account of purchase of
shares, transfer from other demat accounts, received from third parties
(for further pledge) and received on release from pledge. As and when
shares were sold, either by release from pledge or directly by the
lender, irrespective of the demat account from which the shares were
delivered, the Company has first accounted for sale to the extent of
shares owned by it and the remaining shares were treated as sold on
behalf of other parties. Due to this treatment the shares effectively
got pooled-in and became fungible and as a result the Company has
maintained share balances only on an overall basis and not on the basis
of each demat account.
11. Having reviewed the financial position of its subsidiaries the
Company has during the period made a provision of Rs. 1,752.72 Lacs
for diminution in value of its equity investment in two subsidiaries
viz. Prime Broking Company (India) Limited and Prime Research &
Advisory Limited.
12. The Company''s main business is to provide corporate advisory
services. All other activities are incidental to the main business. As
such, there are no separate reportable segments, as per Accounting
Standard on ''Segment Reporting'' (AS 17) issued by the Institute of
Chartered Accountants of India.
Mar 31, 2012
A) Employees Stock Option Schemes (ESOS)
The Company"s stock based compensation plan for employees comprises
of three schemes viz. the ESOS 2007 Scheme, ESOS 2008 Scheme and the
ESOS 2009 Scheme. The schemes have been instituted for all eligible
employees of the Company and its subsidiaries. The Company has reserved
issuance of 27,81,950 (Previous year 28,11,950) Equity Shares of Rs.
5/- each for offering to eligible employees of the Company and its
subsidiaries under Employees Stock Option Scheme (ESOS) approved by
Members. During the year, the Company has granted NIL (Previous year
1,300,000) Options to the eligible employees.
ESOS 2007 Scheme
The Scheme permits allocation of an aggregate of 1,000,000 equity
shares of the face value of Rs. 5/- per share to the eligible employees
on the recommendation of the Compensation Committee as determined by
the Compensation Committee. ESOS 2008 Scheme
The Scheme permits allocation of an aggregate of 1,200,000 equity
shares of the face value of Rs. 5/- per share to the eligible employees
on the recommendation of the Compensation Committee as determined by
the Compensation Committee. ESOS 2009 Scheme
The Scheme permits allocation of an aggregate of 2,000,000 equity
shares of the face value of Rs. 5/- per share to the eligible employees
on the recommendation of the Compensation Committee as determined by
the Compensation Committee.
1. Contingent Liabilities (Rs. in Lacs)
Particulars Year ended Year ended
March 31, 2012 March 31, 2011
Demands raised by Income
Tax and Sales Tax
departments against which
the 20.11 20.11
Company has preferred
appeals
Corporate guarantee given
for financial facilities
for a subsidiary (Amount 2,300.00 1,650.00
outstanding at the close
of the year)
Claim made against the
Company not acknowledged
as debt (Interest
liability 545.80 545.80
on the same cannot be
ascertained)
Estimated amount of contracts remaining to be executed on capital
account and not provided for (Net of Advance)
2. In view of the inadequacy of profits, the managerial remuneration
provided for in the accounts exceeds the maximum amount payable in
accordance with provisions of Section 198 read with Schedule XIII of
the Companies Act, 1956. The Company has made an application to the
Central Government for approval of excess remuneration which is pending
for disposal.
3. The Company has an investment of Rs. 798.00 Lacs in equity shares
of Primesec Investments Limited ('PIL'), a wholly owned subsidiary and
has also given an unsecured loan of Rs. 6,601.29 Lacs.
As on March 31, 2012, PIL has a negative net worth of 2,250.91 Lacs.
Further, sale consideration of Rs. 1,008.89 Lacs for shares sold in the
earlier financial year is yet to be received by PIL. In the event of
default by the purchasers in making the payment, PIL would be required
to make suitable adjustments in its profit and loss account to the
extent of such default which would further erode its net worth.
However, having regard to the sustained efforts undertaken by the Board
of PIL, among other things to infuse capital, re-coup losses and
realize the sale proceeds, the financial statements of PIL have been
prepared on the basis that it is a going-concern and that no
adjustments are required to the carrying value of assets and
liabilities.
Considering that the Company"s investment in PIL is of strategic and
long term nature and having regard to the efforts undertaken by the
Board of PIL no provision is considered necessary by the management for
diminution in the value of the Company"s financial exposure in PIL.
4. In Note 4 the unsecured loans accepted by the Company and
aggregating to Rs. 2,375.00 Lacs have been categorized as short-term
borrowings on the basis of the management"s representation in that
regard. The accounts of certain unsecured loans are subject to
confirmation of the respective parties. Adjustments, if any, will be
made on receipt of such confirmations.
5. In Note 15 the inter-corporate deposits given by the Company and
aggregating to Rs. 694.35 Lacs have been categorized as short-term
loans and advances on the basis of the management"s representation in
that regard. These deposits are subject to confirmation of the
respective parties. Adjustments, if any, will be made on receipt of
such confirmations.
6. During the year, the Company sold some of its investment in equity
instruments on the recognized stock exchanges through a broker (being
one of its wholly-owned subsidiary) and accounted a gain of Rs. 256.89
Lacs. On the same day, one of the Company"s subsidiary purchased the
same shares on the stock exchanges through the same broker. There was
no requirement on the broker to deliver the shares to the exchanges
since the net delivery obligation was squared-off at broker- level. The
Company"s obligation to deliver the shares to the broker was not
immediately fulfilled since the shares were under lien/pledge. However,
Company has after the balance sheet date, but before the date of
signing of this report, fulfilled its obligation by delivering the
shares to the broker.
7. During the year Company had pledged shares belonging to third
parties to obtain credit facilities. Confirmations from such parties
are yet to be received. However, as at the year-end, shares have been
returned to the respective parties.
8. There has been a decline of Rs. 1,336.88 Lacs as on March 31, 2012
in the carrying value of Non-current Investments. No provision for
diminution in the value of such investments has been considered
necessary since, in the opinion of the management, such diminution is
only temporary in nature considering depressed market conditions
prevailing at the year- end due to global financial crisis.
9. The Company"s main business is to provide corporate advisory
services. All other activities are incidental to the main business. As
such, there are no separate reportable segments, as per Accounting
Standard on âÃÃSegment Reporting" (AS 17) issued by the Institute of
Chartered Accountants of India.
10. Retirement Benefits
(Disclosure as required by AS 15 (Revised), "Accounting for
Retirement Benefits" issued by Institute of Chartered Accountants of
India)
Contribution to gratuity for India based employees are accrued on the
basis of actuarial valuation and are also accordingly funded. The
balance of Projects Benefit Obligation (PBO) on gratuity over the
funded amount is accrued as liability.
11. Related Party Disclosures
1. Related party disclosures in respect of related parties with whom
transactions have taken place during the year are given below:
Relationships
i) Subsidiary Companies
- Prime Broking Company (India) Limited
- Prime Research & Advisory Limited
- Prime Commodities Broking (India) Limited
- Primesec Investments Limited
ii) Associate Company
- Gateway Entertainment Limited
iii) Directors
- Mr. N. Jayakumar
- Mr. R Ramachandran
- Mr. Pradip Dubhashi
- Mr. S. R. Sharma
- Mr. Anil Dharker
iv) Key Management Personnel
- Mr. Ajay Shah
v) Relative of Key Management Personnel
- Mrs. Madhu Jayakumar
vi) The following transactions were carried out with the related
parties in the ordinary course of business during the financial year
2011-2012
12. The Company provides for the use of its subsidiary certain
facilities like use of human resources, premises, infrastructure and
other facilities and services and the same are termed as âÃÃRecovery of
Shared Services". Such shared services consisting of administrative
and other expenses paid for by the Company are recovered on the basis
of fair estimates of such usage.
13. The net effect of taxation timing differences results in a
deferred tax asset. As a measure of prudence such deferred tax asset
is, for the time being, not recognized in the accounts in absence of
certainty about its realization.
14. The financial statements for the current year are prepared under
revised Schedule VI to the Companies Act 1956 and accordingly, previous
year figures have been re-classified to conform to the current year"s
classification.
Mar 31, 2011
1. Contingent Liabilities (Rs. in Lacs)
Particulars Year ended Year ended
March 31,2011 March 31, 2010
Demands raised by Income Tax and Sales
Tax departments against which the 20.11 20.11
Company has preferred appeals
Corporate guarantee and security given
for financial facilities for a subsidiary 1,650.00 1,626.64
(Amount outstanding at the close of
the year)
Claim made against the Company not
acknowledged as debt (Interest liability on 545.80 545.80
the same cannot be ascertained)
2. Loans and Advances includes:
a) Rs. 40.00 Lacs (Previous year Rs. 37.50 Lacs) paid to whole time
director as an advance against salary [Maximum balance outstanding
during the year - Rs. 40.00 Lacs (Previous year Rs.37.50 Lacs)].
b) Rs. Nil (Previous year Rs. 3.42 Lacs) due from the Principal Officer
of the Company [Maximum balance outstanding during the year - Rs. 3.42
Lacs (Previous year Rs. 6.73 Lacs)].
3. Managerial Remuneration
(a) The Company has appointed a Managing Director w.e.f. February
12,2011, subject to the approval of the shareholders at the forthcoming
annual general meeting of the Company.
(b) In view of the inadequacy of profits, the managerial remuneration
exceeds the maximum amount payable in accordance with provisions of
Section 198 read with Schedule XIII of the Companies Act, 1956. The
Company is in the process of obtaining the approval of the Central
Government.
4. Fixed Assets include a residential flat of Rs. 292.34 lacs (Net) in
a co-operative society, acquired from a debtor in satisfaction of a
claim. In view of the restraining orders, the society has kept in
abeyance the admission of membership of the Company. In the earlier
year, pursuant to the order of the Hon'ble High Court, the possession
of the flat was handed over to the Official Assignee. An appeal was
filed by the Company against the said order whereby the said order was
set aside. Pursuant to the fresh chamber summons filed by the Company
for removing attachment, the Official Assignee has been directed not to
sell or dispose-off the flat. The Company has been legally advised that
the said developments will not have a bearing on the Company's title to
the flat and the Company is not likely to have any further claim or
liability against the said flat.
5. The Company is yet to receive Rs. 239.35 lacs out of an original
advance of Rs. 2,400.00 lacs given towards a proposed joint venture
project which was shelved on account of various commercial
consideration in the earlier financial year.
6. The balances of certain inter corporate deposit taken and advances
appearing under the head advances recoverable in cash or kind are
subject to confirmation and consequential adjustments, if any.
7. The Company has during the year transferred at book value
14,05,859 equity shares in Roop Automotive Limited to its wholly-owned
subsidiary company viz. Primesec Investments Limited.
PBCIL has debts (outstanding for over one year) of Rs. 70.96 Lacs and
has an outstanding deposit balance of Rs. 1,887.48 Lacs receivable on
rescinding the right to acquire development rights in a property in
Mumbai. Considering that the Company's investment in PBCIL is of a
strategic and long term in nature and the efforts undertaken by the
Board of PBCIL to recover the amounts involved, no provision is
considered necessary by the management at present for a possible
dilution in the value of investment and also in respect of losses that
may arise in respect of the receivables from PBCIL. PIL has recognized
in its financial statements a gain of Rs. 3,319.08 lacs on account of
sale of securities for which the sale consideration of Rs. 4,069.22
lacs is yet to be received by PIL. In the event of default by the
purchasers in making the payment, PIL would be required to make
suitable adjustments in its profit and loss account to the extent of
such default which would directly affect PIL's net worth.
8. The decline in the value of Investments held as long term, in the
opinion of the management, is temporary in nature and hence no
diminution is accounted in the carrying value of investments.
9. The Company's main business is to provide corporate advisory
services. All other activities are incidental to the main business. As
such, there are no separate reportable segments, as per Accounting
Standard on 'Segment Reporting' (AS 17) issued by the Institute of
Chartered Accountants of India.
10. Employees Stock Option Schemes (ESOS)
The Company's stock based compensation plan for employees comprises of
two schemes viz. the ESOS 2007 Scheme and the ESOS 2008 Scheme. The
schemes have been instituted for all eligible employees of the Company
and its subsidiaries and are approved by the members.
ESOS 2007 Scheme
The Scheme permits allocation of an aggregate of 1,000,000 equity
shares of the face value of Rs. 5/- per share to the eligible employees
on the recommendation of the Compensation Committee at an exercise
price to be approved by the Committee.
ESOS 2008 Scheme
The Scheme permits allocation of an aggregate of 1,200,000 equity
shares of the face value of Rs. 5/- per share to the eligible employees
on the recommendation of the Compensation Committee at an exercise
price to be approved by the Committee.
ESOS 2009 Scheme
The Scheme permits allocation of an aggregate of 2,000,000 equity
shares of the face value of Rs. 51- per share to the eligible employees
on the recommendation of the Compensation Committee at an exercise
price to be approved by the Committee.
11. Retirement Benefits
(Disclosure as required by AS 15 (Revised), "Accounting for Retirement
Benefits" issued by Institute of Chartered Accountants of India)
Contribution to gratuity for India based employees are accrued on the
basis of actuarial valuation and are also accordingly funded. The
balance of Projects Benefit Obligation (PBO) on gratuity over the
funded amount is accrued as liability. (A) Disclosure in terms of
revised AS 15 on Retirement Benefits in respect of Defined Benefits
Plans (Gratuity - funded scheme)
The Guidance Note on Accounting of Employee Share Based Compensation
issued by Institute of Chartered Accountant of India applies to
employee share based payment plans, the grant date of which falls on or
after April 1, 2005 and allows accounting for employee share based
payment plans based on either the Intrinsic value method or the fair
value method. The Company follows the intrinsic value method. Under
the fair value method, the net profit for the year ended March 31, 2011
would have been lower by Rs. 88.76 Lacs and the Basic EPS and Diluted
EPS would have been Rs. 1.26 and Rs. 1.24 respectively.
12. Related Party Disclosures
1. Related party disclosures in respect of related parties with whom
transactions have taken place during the year are given below:
Relationships
i) Subsidiary Companies
- Prime Broking Company (India) Limited
- Prime Research & Advisory Limited
- Prime Commodities Broking Company (India) Limited
- Primesec Investments Limited
ii) Directors
- Mr. N. Jayakumar (Appointed w.e.f. February 12, 2011)
- Mr. R Ramachandran
- Mr. Pradip Dubhashi
- Mr. S. R. Sharma (Appointed w.e.f. January 25, 2011)
- Mr. Arun Shah (Resigned w.e.f. January 25, 2011)
Mi) Key Management Personnel
- Mr. Ajay Shah
iv) Relative of Director
- Mrs. Madhu Jayakumar
v) The following transactions were carried out with the related parties
in the ordinaiy course of business during the financial year 2010-2011
13. The Company provides for the use of its wholly owned subsidiary
certain facilities like use of human resources, premises,
infrastructure and other facilities and services and the same are
termed as 'Recovery of Shared Services'. Such shared services
consisting of administrative and other expenses paid for by the Company
are recovered on the basis of fair estimates of such usage.
14. As per the information available with the Company, there are no
dues outstanding as on March 31, 2011 to any micro, small and
medium-enterprise as defined under section 7 of Micro, Small & Medium
Enterprises Development Act, 2006.
15. The net effect of taxation timing differences results in a
deferred tax asset. As a measure of prudence such deferred tax asset
is, for the time being, not recognized in the accounts in absence of
certainty about its realization.
16. Other information pursuant to paragraph 4C of Part II of Schedule
VI to the Companies Act, 1956 - Not applicable.
17. Previous year figures have been regrouped and/or re-arranged
wherever considered necessary.
Mar 31, 2010
1. Contingent Liabilities (Rs. in Lacs)
Particulars Year ended Year ended
March 31, 2010 March 31, 2009
Demands raised by Income
Tax and Sales
Tax departments against
which the 20.11 11.66
Company has preferred appeals
Corporate guarantee and
security given for financial
facilities for a subsidiary 1,626.64 492.90
(Amount outstanding at the
close of the year)
Claim made against the Company
not acknowledged as debt
(Interest liability 545.80 545.80
on the above cannot be ascertained)
2. In January 2008, the Company had allotted on a preferential basis,
to specified investors, 6,00,000 equity share warrants, carrying an
option to apply for equivalent number of equity share of the Company of
Rs. 5/- each at a premium Rs. 270/- per share within a period of 18
months from the date of allotment. The Company had received Rs. 165.00
Lacs being 10% of the exercise price of the resultant equity shares.
Since, none of the investors exercised their option to convert the
warrants into equity shares within the prescribed time, the option
under the warrants lapsed and the amount so received stands forfeited
by the Company and is credited to Capital Reserve.
3. Loans and Advances includes:
a) Rs. 37.50 Lacs (Previous year Rs. 2.50 Lacs) paid to whole time
director as an advance against salary [Maximum balance outstanding
during the year - Rs. 37.50 Lacs (Previous year Rs. 2.50 Lacs)].
b) Rs. 3.42 Lacs (Previous year Rs. 6.73 Lacs) due from the Principal
Officer of the Company [Maximum balance outstanding during the year -
Rs. 6.73 Lacs (Previous year Rs. 7.55 Lacs)]
# Excludes contribution to LIC under LICs Group Gratuity Scheme, being
unascertainable. b) Sitting Fees paid to non-executive directors Rs.
2.40 Lacs (Previous Year Rs. 3.00 Lacs).
4. Fixed Assets include a residential fat of Rs. 298.74 Lacs (Net) in
a co-operative society, acquired from a debtor in satisfaction of a
claim. In view of the restraining orders, the society has kept in
abeyance the admission of membership of the Company. In the earlier
year, pursuant to the order of the Honble High Court, the possession
of the fat was handed over to the Official Assignee. An appeal was fled
by the Company against the said order whereby the said order was set
aside. Pursuant to the fresh chamber summons fled by the Company for
removing attachment, the Official Assignee has been directed not to
sell or dispose off the fat. The Company has been legally advised that
the said developments will not have a bearing on the Companys title to
the fat and the Company is not likely to have any further claim or
liability against the said fat.
5. During the previous year, under an agreement, the Company had
agreed to acquire for a consideration of Rs. 2,400.00 Lacs an equity
stake of 66.67% in a proposed joint venture company to be formed by one
of the party to the said agreement. The party in question was obliged
to form a joint venture company and sell and transfer the equity stake
in favour of the Company. As per the terms of the agreement, the
Company had made an advance payment to the party for its equity stake.
During the year, on account of the party expressing its inability to
implement the proposed project within the prescribed time frame, the
party repaid Rs. 100.00 Lacs to the Company and assigned the project to
another party. The said other party after revisiting the viability of
the project finally decided to shelve the project and undertook to
repay the balance advance of Rs. 2,300.00 Lacs to the Company. Pursuant
to the same, Rs. 1,286.00 Lacs is received by the Company till the date
of this Balance Sheet and the balance Rs. 1,014.00 Lacs is due within
agreed time frame.
6. The Companys financial exposure in its subsidiary Prime Broking
Company (India) Limited ("PBCIL") as at the year end is as under:
- Rs. 1,719.70 Lacs - investment in shares of PBCIL
- Rs. 4,252.66 Lacs - advance (net) to PBCIL
- Rs. 1,626.64 Lacs - guarantees given on behalf of PBCIL
PBCIL has debts (outstanding for over one year) of Rs. 67.97 Lacs and
has an outstanding deposit balance of Rs. 4,867.00 Lacs receivable on
rescinding the right to acquire development rights in a property in
Mumbai. Considering the fact that the Companys investment in PBCIL is
of a strategic nature and the efforts undertaken by the Board of PBCIL
to recover the amounts involved, no provision is considered necessary
by the management at present for a possible dilution in the value of
investment and also in respect of losses that may arise in respect of
the receivables from PBCIL.
7. The decline in the value of Investments held as long term, in the
opinion of the management, is temporary in nature and hence no
diminution is accounted in the carrying value of investments.
8. The Companys main business is to provide corporate advisory
services. All other activities are incidental to the main business. As
such, there are no separate reportable segments, as per Accounting
Standard on ÃSegment Reporting (AS 17) issued by the Institute of
Chartered Accountants of India.
9. Employees Stock Option Schemes (ESOS)
The Companys stock based compensation plan for employees comprises of
two schemes viz. the ESOS 2007 Scheme and the ESOS 2008 Scheme. The
schemes have been instituted for all eligible employees of the Company
and its subsidiaries and are approved by the members.
ESOS 2007 Scheme
The Scheme permits allocation of an aggregate of 1,000,000 equity
shares of the face value of Rs. 5/- per share to the eligible employees
on the recommendation of the Compensation Committee at an exercise
price to be approved by the Committee.
ESOS 2008 Scheme
The Scheme permits allocation of an aggregate of 1,200,000 equity
shares of the face value of Rs. 5/- per share to the eligible employees
on the recommendation of the Compensation Committee at an exercise
price to be approved by the Committee.
10. Retirement Benefits
(Disclosure as required by AS 15 (Revised), "Accounting for Retirement
Benefts" issued by Institute of Chartered Accountants of India)
Contribution to gratuity for India based employees are accrued on the
basis of actuarial valuation and are also accordingly funded. The
balance of Projects Benefit Obligation (PBO) on gratuity over the
funded amount is accrued as liability.
(B) The Actuarial liability for leave encashment and compensated
absences as at year end is Rs. 95.57 Lacs (Previous Year Rs. 63.49
Lacs). Current Year change is included in Salaries & Allowance.
The Guidance Note on Accounting of Employee Share Based Compensation
issued by Institute of Chartered Accountant of India applies to
employee share based payment plans, the grant date of which falls on or
after April 1, 2005 and allows accounting for employee share based
payment plans based on either the Intrinsic value method or the fair
value method. The Company follows the intrinsic value method. Under
the fair value method, the net profit for the year ended March 31, 2010
would have been lower by Rs. 77.80 Lacs and the Basic EPS and Diluted
EPS would have been Rs. 2.38 and Rs. 2.32 respectively.
11. Related Party Disclosures
1. Related party disclosures in respect of related parties with whom
transactions have taken place during the year are given below:
Relationships
i) Subsidiary Companies
- Prime Broking Company (India) Limited
- Prime Research & Advisory Limited
- Prime Commodities Broking (India) Limited
- Primesec Investments Limited ii) Directors
- Mr. Arun Shah
- Mr. Pradip Dubhashi
iii) Key Management Personnel
- Mr. R. Ramchandran
- Mr. N. Jayakumar
- Mr. Ajay Shah
iv) Relative of Key Management Personnel
- Mrs. Madhu Jayakumar
12. As per the information available with the Company, there are no
dues outstanding as on March 31, 2010 to any micro, small and medium
enterprise as defined under section 7 of Micro, Small & Medium
Enterprises Development Act, 2006.
13. The net effect of taxation timing differences results in a
deferred tax asset. As a measure of prudence such deferred tax asset
is, for the time being, not recognized in the accounts in absence of
certainty about its realization.
14. Other information pursuant to paragraph 4C of Part II of Schedule
VI to the Companies Act, 1956 - Not applicable.
15. Previous year figures have been regrouped and/or re-arranged
wherever considered necessary.
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Prime Securities Ltd. குறித்த கூடுதல் தகவல்களை
-
Prime Securities Ltd. டூல்ஸ்
- பல்க் டீல்ஸ்
- பிளாக் டீல்ஸ்
-
Prime Securities Ltd. நிறுவன தகவல்கள்
- நிறுவன சுயவிவரம்
- நிறுவன வரலாறு
- நிர்வாக குழு
- மூலதன வடிவம்
- புராடெக்ட் மிக்ஸ்
- வங்கியாளர்/தணிக்கையாளர்/பதிவாளர்
-
நிறுவன வரலாறு
- மும்பை பங்குச் சந்தையில் விலை வரலாறு
- என்எஸ்இ விலை வரலாறு
-
Prime Securities Ltd. முக்கிய நிதியில் விகிதங்கள்
- விகிதங்கள்
-
Prime Securities Ltd. முடிவுகள்
- காலாண்டு முடிவுகள்
- அரையாண்டு முடிவுகள்
- 9 மாத முடிவுகள்
- வருடாந்திர முடிவுகள்
-
Prime Securities Ltd. நிதியியல் தகவல்கள்
- தணிக்கை முடிவுகள்
- பணப்பாய்வு
- இருப்பு நிலைக்குறிப்பு
-
Prime Securities Ltd. அறிக்கை
- கணக்கியல் கோட்பாடுகள்
- தணிக்கையாளர்கள் அறிக்கை
- இயக்குநர்கள் அறிக்கை
- கணக்கு குறிப்புகள்
-
Prime Securities Ltd. கார்ப்பரேட் அறிவிப்புகள்
- புத்தக முடிவு
- ஈவுத்தொகை
- நிர்வாகக் குழுக் கூட்டங்கள்
