3.2 Rights, preferences and restrictions attached to equity shares
The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the Company's residual assets. The equity shares are entitled to receive dividend as declared from time to time. The voting rights of an equity share holder
a) On show of hands,every member present in person shall have one vote;
b) On a poll,the voting rights of members shall be in proportion to his share in the paid-up equity share capital of the company.
Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid. Failure to pay any amount called up on shares may lead to forfeiture of the shares.
On winding up of the Company, the holders of equity shares will be entitled to whole or any part of the assets of the company whether they shall consist of the property of the same kind or not.
A) Equity shares issued as bonus in FY2021-22
The Company allotted 98,49,996 equity shares as fully paid up bonus shares by capitalisation of profits transferred from retained earnings amounting to ? 9,84,99,960, pursuant to an ordinary resolution passed after taking the consent of shareholders through postal ballot.
B) Equity shares after listing on National Stock Exchange in FY2022-23
The Company was listed on National Stock Exchange (NSE) during FY 2022-23 and issued 36,48,000 equity shares amounting to ? 3,64,80,000.
Compliance with Micro, Small and Medium Enterprises Development Act, 2006
The Company had requested confirmation from all the creditors regarding their status under the Micro, Small, and Medium Enterprises Development Act, 2006. As per the replies received from the creditors, provision for interest that may be payable (in accordance with the provisions of the Micro, Small, and Medium Enterprises Development Act, 2006) on delayed payments to its micro or small suppliers is done.
30 Employee Benefits
a) Defined contribution plans
The Company has recognized ' 55.93 Lakhs (2023: ' 48.58 Lakhs) towards provident fund, ' 0.11 Lakhs (2023: ' 0.09 Lakhs) towards labour welfare fund and ' 2.16Lakhs (2023: ' 2.69 Lakhs) towards employee state insurance in the Statement of Profit and Loss.
b) Defined benefit plans Gratuity:
In accordance with the Payment of Gratuity Act, 1972, the Company was required to provide post employment benefit to its employees in the form of gratuity.
The disclosures relating to actuarial assumptions in accordance with AS 15 (Revised) are provided below:
The plan has not been funded as on the valuation date.
Discount rate
The discount rate is based on the prevailing market yields on Government bonds as at the Balance Sheet date for the estimated terms of the obligations.
Salary escalation
The estimates of future salary increases considered takes into account the inflation, seniority, promotion and other relevant factors.
Methodology
Projected unit credit method (PUC) is used to assess the present value of obligation and the related current service cost and interest cost.
36. Segment Reporting
The Company is operating only in one segment, namely Language Technology Services and Consultancy Services. As a part of secondary reporting geographical segments are considered based on the location of customer. The Company operates in two geographical segments viz in India and outside India.
38 There are no contingent liabilities as on 31st March 2024. (FY 2023-24 : Nil)
39 (i) The Company does not have any long-term contracts including derivative contracts for which there are material
foreseeable losses.
(ii) There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
The Company had granted unsecured long term loan to LinguaSol Private Limited (“LinguaSol”) in previous year/s out of which principal amount of ? 378.26 Lakhs and accrued interest of ? 11.34 Lakhs is outstanding till March 31, 2024 (Principal amount ? 476.29 Lakhs as at March 31, 2023). LinguaSol repaid ?112.50 Lakhs towards principal and interest in FY 2023-24. Director of LinguaSol has given personal guarantee as security for Loan. In light of steps taken together with future projection of cashflows, the Management of LinguaSol is confident of turnaround and repayment of loan given to them. Further,In respect of loan granted by the Company,The Schedule of repayment of Loan (inclusive of Interest at rate of 7% p.a. Compounding Annually) has been stipulated.
The loan along with interest shall be repaid fully by FY 2029-30.
Accordingly, the Company has not considered any adjustments including provision for impairment to the carrying value of the loan (including interest outstanding) as at the year end.
41 To the best of our knowledge and belief,
a) No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the company to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries
b) Also No funds have been received by the company from any person(s) or entity(ies), including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the company shall, whether, 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 Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
The Board of Director has recommended dividend of ' 1.1/- per share i.e. 11% of Face Value for FY 2023-24 in the Board meeting held on 23.05.2024. This proposed dividend on equity shares are subject to approval at AGM & not recognised as liability on reporting date.
43 Company has no transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956 during financial year 2023-24.
44 Company has not traded or invested in Crypto currency or Virtual Currency during the financial year 2023-24.
45 There are no capital commitments as at 31st March 2024.
46 The Company has not been declared as a wilful defaulter by any lender who has powers to declare a company as a wilful defaulter at any time during the financial year or after the end of reporting period but before the date when financial statements are approved.
47 There is neither creation nor modification of charge in the FY 2023-24 .
48 The Company has not surrendered or disclosed any income during the year in the tax assessments under the Income Tax Act, 1961.
49 During the year ended March 31, 2024, the Company was not party to any approved scheme which needs approval from competent authority in terms of sections 230 to 237 of the Companies Act, 2013.
50 The previous year's figures have been regrouped/ reclassified, wherever necessary to conform to the current year presentation.
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