1.1 During the previous year, the Company had allotted 640 (Six Hundred
Forty Only) Secured Redeemable Non Convertible Debentures (NCDs) of
Rs.10.00 Lakhs each (Rupees Ten Lakhs only) in the form of Separately
Transferable Redeemable Principal Parts of (STRPPS) having the face
value of Rs.1.00 Lakh (Rupees One Lakh Only) each aggregating to Rs.64.00
Crores (Rupees Sixty Four Crores only) having a coupon rate of 11.75%
payable annually. Further, during the current year, the company had
allotted additional 150 (One Hundred Fifty only) Secured Redeemable Non
Convertible Debentures (NCDs) of Rs.10.00 Lacs each (Rupees Ten Lacs
Only) in form of Separately Transferable Redeemable Principal Parts of
(STRPPS) having the face value of Rs.1.00 Lacs (Rupees One Lacs Only)
each on 17th June, 2011 having a coupon rate of 12.75% payable annually
and 590 (Five Hundred Ninety Only) Secured Redeemable Non Convertible
Debentures (NCDs) of Rs.10 Lacs each (Rupees Ten Lacs only) in form of
Separately Transferable Redeemable Principal Parts of (STRPPS) having
the face value of Rs.1.00 Lacs each (Rupees One Lacs Only) on 30th
December, 2011 with coupon rate of 13.00% aggregating to Rs.74.00 Crores
(Rupees Seventy Four Crores Only). The Debentures are redeemable in
three instalments viz 30% at the end of 3rd year, 30% at the end of 4th
year and 40% at the 5th year from the date of allotment.
1.2 Rs.1,380,000,000 (P.Y. Rs.640,000,000) is to be secured by pari passu
first charge on immovable asset and tangible Fixed assets of the
1.3 Term Loans comprising of
a) Rs.27,499,994 (P.Y. Rs.57,500,000) is secured by First charge of
property at unit No. 1 to 7, 10th Floor, Lotus '' Neelkamal Business
Park, New Link Road, Andheri (west) Mumbai.
c) Rs.490,973,717 (P.Y. Nil) is secured by way of an exclusive charge on
the project assets and project receivables.
d) Rs.101,810,561 (P.Y. Nil) is secured by an exclusive charge on the
assets to be created under the Gujarat school project.
e) Rs.382,352,400 (P.Y. Rs.505,095,890) is secured by first exclusive
charge on its property at Mahape, Navi Mumbai (CORE Knowledge Centre),
measuring 38,300 square feet.
f) Rs.470,000,000 (P.Y. Nil) is secured by equitable mortgage over
properties of the Parent Guarantor located at units no. 1 and 1A, 2nd
and 5th Floor, Plot No. 797, United Infotech Park Building, Trans Thane
Creek Industrial Area, Savli Village, Opposite Millennium Business
Park, Mahape, Navi Mumbai.
g) Rs.1,358,400,000 (P.Y. Nil) is secured by a first pari passu charge
and mortgage over the properties of the Parent Guarantor located at
Office Nos. 1 to 7, 10th Floor, Lotus Nilkamal Business Park, New Link
Road, Andheri, Mumbai, a first pari passu charge over all movable
assets of and project receivables from the ICT project at Haryana and
the non-interest bearing escrow account maintained by the Parent
Guarantor with Standard Chartered Bank, Delhi branch.
h) Rs.232,004,589 (P.Y. Nil) is secured by an exclusive charge on the
assets created under ICT projects.
i) Nil (P.Y. 49,903,445) Secured by Equitable Mortgage of Unit No. 1,
First Floor, United Infotech'' Park, TTC Industrial Area, Navi Mumbai.
j) Rs.9,451,934 (P.Y. Rs.13,907,452) is secured by hypothecation of
1.4 Earlier the Company had issued foreign currency convertible bonds
of USD 75 million which matures on 7th May, 2015. The intial conversion
price of the said bonds was fixed at 10% premium over the reference
share price of Rs.247.09 calculated in accordance with the applicable
rule and regualtions governing the issue, issued by the Reserves Bank
of India and the SEBI in this regards and, which works out to Rs.271.80
the fix exchange rate for the issue was USD 1 = 44.43.
During the year ended 31st March, 2011 FCCB of USD 0.217 million were
converted into 35,472 equity shares at the conversion price of Rs.271.80
comprising face value of Rs.2/- and premium of Rs.269.80 for each equity
share. As on 31st March, 2011 USD 74.783 million bonds are outstanding
2.1 Nil (P.Y. Rs.505,134,730) was secured by first charge on property
located at Unit No. 1, 3rd floor, United Infotech'' Park, TTC Industrial
Area, Navi Mumbai.
2.2 Working Capital Loan- ''-Secured by hypothecation of entire stocks,
book debts & other current assets of the company (present & future);
further secured by equitable mortgage on the immovable properties of
the company situated at Unit No: 1 to 8, Sector III, Building No: 4,
Millennium Business Park, Navi Mumbai and Unit No. 1, 4th floor, United
Infotech Park, TTC Industrial Area, Navi Mumbai; and further secured by
Fixed deposit given by the promoter company.
2.3 Other short term loans are commercial papers Rs.450,000,000 (P.Y.
3.1 Micro and Small Entities
The particulars required to be disclosed under the Micro, Small and
Medium Enterprises Act, 2006 (MSMED Act) in respect of principal amount
remaining unpaid to any supplier as at the end of the year, amount due
to the suppliers beyond the appointed day during the year, amount of
interest if any, accrued and remaining unpaid as at the end of the year
etc. could not be disclosed for want of information whether sundry
creditors include dues payable to any such undertakings. The Company
has initiated the exercise of identifying the status of the suppliers
as required under MSMED Act where supplier confirmations are awaited.
The estimates of rate of escalation in salary considered in actuarial
valuation, take into account inflation, seniority promotion and other
relevant factors including supply and demand in the employment market.
The above information is certified by the actuary.
The expected rate of return on plan assets is determined considering
several applicable factors, mainly the composition of plan assets held,
assessed risks, historical results of return on plan assets and the
Company''s policy for plan assets management.
4 SEGMENT REPORTING:
The Company provides software development and related IT and
Infrastructure services. The company has identified three basic
segments viz. Local-Software Development India, ICT Projects and
EOU-Software Development. However, EOU-Software Development has further
classified into Off-Shore Development and On-Shore Development.
The accounting policies adopted for segment reporting are in line with
the accounting policy of the company with following additional policies
for segment reporting.
a) Revenue and expenses have been identified as allocable to a
particular segment on the basis of relationship to operating activities
of the segment, Revenue and expenses which relate to enterprises as a
whole and are not allocable to a particular segment on reasonable basis
have been disclosed as Unallocated Corporate Expenses.
b) Segment assets and segment liabilities represent assets and
liabilities in respective segments. Investments, tax related assets and
other assets and liabilities that cannot be allocated to a segment on
reasonable basis have been disclosed as Unallocated Corporate Assets or
Unallocated Corporate Liabilities as the case may be.
Note: Previous year''s figures are in italics which are below the
current year''s figures.
Disclosure in respect of signifcant related party transaction during
1. Purchase/Subscription of Investments includes CORE Education &
Consulting Solutions Inc. (USA) Rs.613.47 million (Previous Year
Rs.2,339.21 million). Rs.234.27 million (Previous Year Rs.172.12 million) in
CORE Education & Technologies (FZC), Rs.364.72 million (Previous Year
Rs.16.99 million) CORE Education & Consulting Solutions (UK) Ltd.,
Rs.1,000.06 million (Previous year Nil) in CORE Education & Consulting
solutions Pte Limited, Rs.318.49 million (Previous year Nil) in CORE
Information Technology Solutions Inc.
2. Loans and Advances Rs.27.92 million (Previous Year Nil) given to CORE
Infrapower Limited as associates.
3. Income from Operations includes export of software developed of
Rs.1,621.10 million (previous year Rs.937.29 million) to Core Education &
Consulting Solution Inc., Rs.21.82 million (previous year Rs.161.56
million) to Core Education & Technologies Ltd. (UK) a wholly owned
subsidiary. Rs.448.69 million (Previous year Rs.Nil) to CORE Education &
Consulting Solution. Rs.436.95 million (Previous year Nil) to CORE
Education Infratech Limited.
4. In Payment to Key Management Personnel includes Rs.28.22 million to
Mr. Sanjeev Mansotra (Previous year Rs.40.94 million), Rs.5.00 million to
Mr. Nikhil Morsawala (Previous Year Rs.3.75 million), Rs.11.52 million to
Ms Maya Sinha (Previous Year Nil), and Rs.14.07 million to Mr. Prakash
Gupta (Previous Year Rs.11.16 million).
5. Rent paid to Relatives of Key Managerial person Mrs. Neelam
Mansotra amounts to Rs.3.6 million (Previous year Rs.3.6 million)
6. Guarantees, includes Rs.1,304.49 million (Previous year Rs.1,138.58
million) Corporate guarantee on behalf of Core Education Consulting
Solutions Inc. a wholly owned subsidiary company.
5 EMPLOYEE STOCK OPTION SCHEME :
During the year 2007, the company had introduced CORE Employee Stock
Option Scheme – 2007 in accordance with the Securities and Exchange
Board of India (Employee Stock Option and Employee Stock Purchase
Scheme) Guidelines, 1999. The eligibility and number of options to be
granted to an employee is determined on the basis of his/her
experience, seniority, designation /job title, and their performance
a) Estimated amount of contracts remaining to be executed on capital
account and not provided for Rs.90,941,865 (P.Y. Rs.1,558,693,216).
7 CONTINGENT LIABILITIES:
(Amount in Rs.)
Particulars As at As at
2012 31st March,
Bank Guarantees 570,612,151 462,197,839
Corporate Guarantee given on
behalf of Core Education &
Consulting Inc. USA, a 1,304,490,750 1,138,575,000
wholly owned subsidiary Company
TOTAL 1,875,102,901 1,600,772,839
8 OTHER NOTES
a) In the opinion of the Board of Directors, other current assets have
a value on realisation in the ordinary course of the company''s
business, which is at least to the amount at which they are stated in
the balance sheet.
b) All advances, receivables and payables are subject to confirmation
and reconciliation, if any.
c) The Ministry of Corporate Affairs, Government of India, Vide General
Circular No. 2 and 3 dated 8th February 2011 and 21st February 2011
respectively has granted a general exemption from compliance with
section 212 of the companies Act 1956, subject to fulfilment of
conditions stipulated in the circular. The company has satisfied the
conditions stipulated in the circular and hence is entitled to the
exemption. Necessary information relating to the subsidiaries has been
included in the Consolidated Financial Statements.
d) These accounts of Core Education & Technologies Ltd. include
accounts of its two overseas branches.
e) The name of the Company has been changed from Core Projects &
Technologies Limited to Core Education & Technologies Limited.
f) The Revised Schedule VI has become effective from 1 April, 2011 for
the preparation of financial statements. This has significantly
impacted the disclosure and presentation made in the financial
statements. Previous year''s figures have been regrouped / reclassified
wherever necessary to correspond with the current year''s classification