smstechsoft (i) ltd annual report 2011-12
TRANSCRIPT
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SMS TECHSOFT INDIA] LIMITED
[FORMERLY KNOWN AS AKL SOFT AND INFOSYS INDIA) LTD.]
7THANNUAL REPORT
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SM S TECHSOFT rINDI ] LIMITED
F o r m e r ly K n o w n sA K L S O F T I N F O S Y S I N D I A ) L I M I T E D
Regd. Office : 325 Pate1 Road
Ramnagar
Coimbatore -64100 9.
Board of Directors : Mr. V. Jagadish Managing Director
Mr. Akash Kad andale Director
Mr. Peran aidu Siddh iah Devraj Director
Mr. Dilipbhai J Gajjar -Director
Mr. Dashrathk uma r
K
Khatri Directo
Auditors
:
Ashit T. Macwan
B/14 Sth apty a Nr. Sterlin g Hospital
Gurukul Ahm edabad-3800 52
Bankers : Stan dard Chartered Grindlays Bank
509 D.B.Road R.S. Puram
Coimbatore 641002
Stock Exchanges wh erein th e s hares
Of the Company ar e listed
1
The C oimb atore Stock Exchange Ltd.
Stock Exchange Bu ildings
Trichy Road Singanallur
Coimbatore 45.
2. The Stock Exch ange Mumbai
25th Floor P.J.Towers
Dalal Street Fort
Mumbai 400001.
3. Th e Madras Stock Exchange Ltd.
Exchange Building
Po st Box No. 1 83
11 Second Line Beach
Chennai 600001.
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SM S TECHSOFT INDIA1 LIMITED
Former ly Known sAKL SOFT INFOSYS INDIA) LIMITED
NOTICE
Notice is hereby given that the Annual General Meeting of SMS TECHSOFT INDIA)
LIMITED [Form erly known a s AKL Soft Infosys India) Limited] will be held at Regd.
Office at 325, Pate1 Road, Ram Nagar, Coimbatore on 28th September, 2012 at
10.OOA.M. at the registered office of the company to transact the following business:
ORDINARY BUSINESS:
1
To receive consider and adopt the Audited Accounts of the company for the year
ended 31stMarch 2012 and the Report of the Directors and auditors thereon.
2. To appoint Director in place of Mr. Dashrathkumar Khatri, who retires by
rotation and eligible for re-appointment.
3. To appoint Auditors, and to fix their remuneration.
SPECIAL BUSINESS:
4. To consider and if thought fit, to pass with or without modifications, following
resolution as ordinary resolution.
RESOLVED THAT pursuant to Section 198,269, 309, 310 read with schedule XI
and other applicable provisions,
if
any of Companies Act, 1956 and provisions of
Article of Association of the Company, Mr. Jagadish Vittal, be and is hereby
reappointed as the Managing Director of the Company for a period of 5 (Five) years
w.e.f 01/04/2012 on such remuneration as may be decided by the Board of
Directors in consultation with Shri. Jagdish Vittal.
4. To consider and if thought fit, to pass with or without modifications, following
resolution as ordinary resolution.
RESOLVED THAT
A
THAT pursuant to the provisions of section 13, 16, 94 and other applicable
provisions of Companies act, 1956 or any amendment, modification or re-
enactment thereof form time to time and in accordance with the provisions of
articles of association of the company and subject to such approvals, consent,
permissions and sanctions, if any required from any authority, the existing
equity shares of the company of the face value of Rs. 101- each be and are hereby
sub divided into 10 (Ten) equity shares of Rs.
11-
each(0ne)and consequently,
the authorized share capital of the company of Rs. 355000000/- (rupees thirty
five crore
fifty
lacs only) be divided into 355000000(Thirty Five crore fifty five
lacs only) equity shares of Rs. 11-each(0ne) with effect from the Record Date to
be determined by the board of directors of the company( The Board which
term shall be deemed to include any committee whether existing or to be
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Formerly Known
as
AKL SOFT INFOSYS (INDIA) LIMITED
constituted to execute its powers conferred by this resolution thereof) for the
purpose.
B THAT pursuant to the sub division of the equity shares of the company, the issued,
subscribed And paid up equity shares of the company of the face value of Rs. 101- each as
existing on the record date, shall stand sub divided into equity shares of the face value of
Rs.
11-
each fully paid up with effect from the record date.
THAT the ten equity shares of Rs.
11-
each to be allotted in lieu of equity shares of Rs.
101- each shall be subject to terms of the memorandum and articles of association of the
company and shall rank pari passu in all respects and carry the same rights as existing fully
paid up equity shares of Rs. 101- each of the company and shall be entitled to participate in
full any dividend, if any, declared after the sub divided equity shares are allotted.
D THAT the existing share certificates in relation to issued equity shares of the company
held by members in physical form be cancelled and in lieu thereof fresh certificates be
issued for sub divided equity shares in accordance with the provisions of the companies
[Issue of shares certificates) Rules, 1960 and where members hold equity shares in
dematerialized form, the sub divided equity shares in lieu of the existing equity shares be
credited to the respective beneficiary accounts of the members with the respective
depository participants.
E. That for the purpose of giving effect to the above resolution, the board be and is
hereby authorized to do all such things, acts, deeds matters and things including but
not limited to calling back the existing share certificates and if so decided to issue
new share certificates without seeking old certificates, to execute all such
documents, instruments, undertaking and writing as may be required in this
connection, to delegate all or any of the powers vested in the board to any
executives of the company and give such direction as may be necessary or expedient
and to settle any question, difficulty or doubt that may arise in this regard as the
board in its absolute discretion may deem necessary and its decision shall be final
and binding.
5. To consider and if thought fit, to pass, with or without modifications, following
resolution as ordinary resolution.
RESOLVED THAT pursuant to section 16 and other applicable provisions, if any of
companies act, 1956 including any statutory modification and re enactment thereof
from time to time, the first sentence in the existing clause V of Memorandum of
Association of the company relating to the share capital be substituted by the
following.
V The authorized share capital of the company is Rs. 35,50,00,000/- Rupees Thirty
five crores Fifty Lacs on1y)divided into 35,50,00,000 equity shares of Rs.11- Rupees
one only) each.
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SMS TECHSOFT [INDIA LIMITED
Former ly Known sAKL SOFT INFOSYS INDIA) LIMITED
6. To consider and if thought fit, to pass with or without modifications, following
resolution as a special resolution.
RESOLVED THAT pursuant to section 31 and other applicable provisions of
companies act, 1956 including any modification thereof form time to time, the
existing article 5 of articles of association of the company be substituted by the
following:
5.
The authorized share capital of the company is Rs. 35,50,00,000/- Rupees Thirty
five crores Fifty Lacs on1y)divided into 35,50,00,000 equity shares of Rs.l/- Rupees
one only) each.
Place: Coimbatore By order of the Board of Directors,
Date: 01/09/2012 FOR SMS TECHSOFT INDIA) LIMITED
[Formerly known
as
AKL SOFT INFOSYS INDIA) LIMITED]
NOTES:
1
MEMBER ENTITLED TO ATTEND ND VOTE AT THE BOVE MEETING IS
ENTITLED TO APPOINT PROXY TO ATTEND
ND
VOTE INSTEAD OF
HIMSELF/ HERSELF ND SUCH PROXY
NEED
NOT
BE MEMBER
OF THE
COMPANY. INSTRUMENT OF PROXY N
ORDER
TO BE EFFECTIVE MUST BE
RECEIVED BY THE COMPANY NOT LESS THAN 48 HOURS BEFORE THE
MEETING.
2. The Register of Members and Share Transfer Books of the Company will remain
closed from 24th Sept. 2012 to 28th Sept. 2012 both days inclusive).
3. As a measure of economy, Annual Report will not be distributed a t the Meeting.
So, members are requested to bring their copy of Annual Report with them to
the Annual General Meeting.
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SM S TECHSOFT (INDIA ) LIMITED
Former ly Known
as
AKL SOFT INFOSYS INDIA) LIMITED
EXPLANATORY STATEMENT PURSUANT TO SECTION 1 7 3 f 2 1 OF
TH
COMPANIES ACT. 1956
I t e m N o - 4
Mr. Jagdish Vittal was appointed as Director on the Board of the Company since
incorporation. He was appointed as Managing Director of the Company for a term
of 5 years. Board decided to continue him as Managing Director and hence wants to
re-appoint him as Managing Director for a term of 5 years w.e.f. 01/04/2012
subject to approval by share holders of the Company in General Meeting.
Remuneration payable to Mr. Jagdish Vittal as Managing Director will be decided by
Board of Directors in consultation with Mr. Jagdish Vittal.
None of the directors, except Mr. Jagdish Vittal are interested or concerned in the
resolution.
JtemN o
5.6
7
With a view to enhance the shareholders wealth, easy accessibility of the equity
shares of the company to small shareholders, Borad of directors at their meeting
held on s t Sept, 2012 considered and recommended the sub division of equity
shares of the company form the present Rs 101- per share to Rs. I / per share. It is
expected that
If
sub divided, it will increase its affordability and provide better
liquidity.
Accordingly, The authorized share capital of the company of Rs. 35, 50,00,000 will
be sub divided into 35, 50,00,000 equity shares of Rs.l/- each. The issued,
subscribed and paid up share capital as existing on the record date for the purpose
of sub division of equity shares will be sub divided into equity shares of the face
value of Rs. I / - per share each fully paid up.
Consequent to sub division of equity shares of the company It is necessary to
amend clauses relating to share capital of the company in the memorandum and
articles of association of the company. Accordingly, resolution at item no 6 ara
also placed for approval of members. The consent of members is being sought in
accordance with the provisions of section 13, 16 and 9 4 and other applicable
provisions of companies act, 1956.
Directors of the company are concerned or interested in the resolution to the extent
of their shareholding in the company.
Place: Coimbatore
By order of the Board of Directors,
Date: 01/09/2012
FOR SMS TECHSOFT INDIA) LIMITED
[Formerly know n
as
AKL SOFT INFOSYS N D IA ) LIMITED]
CHAIRMAN
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SMS TECHSOFT fINDIA] LIMITED
Formerly Know n sAKL SOFT INFOSYS INDIA) LIMITED
DIRECTORS REPORT
7 01
The Members,
Your Directors have pleasure in presenting the Annual Report of the Company
together with the Audited Accounts for the financial year ended on 3lStMarch 2012.
1 Financial Results
(Rs. in lacs)
Particulars
2011-12 2010-11
Sales
Other income
Depreciation
Profit/ Loss before Tax 01.94
Profit/Loss after Tax 01.22
During the current year your company has achieved a reasonable level of
growth. We are hoping that the phenomenal growth shall be achieved during the
next coming years.
Mr. Dashrathkumar Khatri, Director of the company retires at the ensuring
Annual General meeting and eligible for re-appointment.
3. Personnel
Your directors wish to place on record their appreciation for the contribution to
growth of the business made by employees at all levels. Information as required
pursuant to section 217(2A) of the companies Act, 1956 has not been given, as it
is not applicable.
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Formerly Known as AKL SOFT INFOSYS (INDIA) LIMITED
4
Auditors
M/s Ashit T. Macwan, Chartered Accountants, Ahmedabad, Auditor of the
Company retire at th e conclusion of ensuing Annual General M eeting and being
eligible, offer themse lves for R e-appointment.
5. Deposits
During the year, C ompany has n ot accepted int er co rpora te D eposits, which falls
und er Section 58A of C om panies Act, 195 6.
r w , Techmlo-~nd E x c h a n ~ e
The additional information required to be disclosed in terms of notification
No.1029 dated 31St December, 19 98 issued by th e D epartm ent of Company
Affairs, Ministry of Finance is no t applicab le.
Pur suan t to Section 217(2A] of Companies Act, 19 56, th e Directors confirm tha t:
i. In th e prep aratio n of Annual Accounts, app ropr iate accounting standa rd have
been followed.
ii. App ropriate accounting policies have been selected and applied consistently
and judgments and estimates made tha t are reasonable and prude nt so as to
give tru e an d fair view of state of affairs of th e com pany a t the e nd of
financial ye ar end ed 31 st March, 2012.
iii. Proper and sufficient care has been taken for the maintenance of adequate
accounting records in accordance with the provisions of Companies Act,
19 56 for safe guarding the a ssets of the company an d for preventing and
detecting fraud and oth er irregularities.
iv. The Annual Accounts have been prep ared on going concern basis.
8
Auditor s O ualific atio~
Auditors have qualified their report to the members of the Company. In this
connection directors of the Company have discussed th e sa me a t arm s length on
the recommendation of audit committee and have imitated to take necessary
action s o as to sh ow fair view of sta te of affairs of the c om pany in the coming
financial yea r.
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SM S TECHSOFT INDIA] LIMITED
Former ly Known as AKL SOFT INFOSYS INDIA) LIMITED
9. Preferential issue of shares;
During the financial year, Your company has issued 30000000 shares on
preferential basis to promoters/ other than promoters to raise fund for future
expansion programme of the company.
10. Report on Cor~ or ate overnance
Compliance Report on Corporate Governance is a part of Annual Report is
annexed herewith.
Your Directors wish to please on record their appreciation of the whole hearted
co-operation extended to company from various departments of the central and
state governments, company bankers and financial institutions and employees
of the company and look forward for the same cordial relationship in coming
years.
PLACE: COIMBATORE
DATE 01/09/2012
FOR
ND
ON BEHALF. OF THE
BO RD
CH IRM N
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SMS TECHSOFT [INDIA] LIMITED
Formerly Known asAKL SOFT INFOSYS INDIA) LIMITED
ANNUAL REPORT 2011 12
REPORT O F THE DIRECTORS ON CORPORATE GOVERNANCE
The Securities an d Exchange Board of India SEBI) constitu ted th e Comm ittee on
Corporate Governance to prom ote and raise the stan dar d of Corpo rate Governance
of listed com panies. The Com mittee has made recomm endation on th e composition
of the board of directors, aud it committee, board proced ure etc.
The company has taken necessary steps to comply with the clause of 9 of the
revised Listing Agreement given below is the repost of the Directors on the
Cor porate Governance.
REPO RT ON CORPO RATE GOVERNANCE
1. COMPANY S PHIL OSO PHY ON CODE OF CORPORA TE GOVERNANCE:
The Company believes in functioning in a transparent manner with the basic
philosophy being to enhance the Shareholder value, keeping in mind the needs and
interest of other stakeholders, in compliance thereof. The following information is
placed before the shareh olders.
1. BOAR D OF DIRECTORS
Nam e of Directo r Category No. of At ten de d Last AGM
Board Attendance
Shri Akash
Kadandale
Meeting
Shri V. Jaga dish Mg. Director 8
8
Promoter director
I l Y e s I
Yes
Shri Peranaid u Non executive
8 8
Devraj
Indep enden t Director
Shri. Dilipbhai
J
Non Executive
8 8
Gajjar Ind epe nd ent Director
Shri. Non Exe cutive
Yes
Yes
Dasharathkumar
K.
Indepe nden t Director
8 8
Khatri
Yes
No Directors are having Chairmanship of mo re than five com panies where they ar e
director.
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SMS TECHSOFT INDIA] LIMITED
Formerly Known sAKL SOFT INFOSYS INDIA) LIMITED
In line with the requirements of the code of the corporate governance, the board of
directors comprises of three members. However, Your Company is trying its level best
to accomplish the revised clause-49 of listing agreement.
Name of Director
ShriV Jagadish
Shri Akash Kadandale
Shri Peranaidu Devraj
Shri. Dilipbhai Gajjar
Shri. Dashrathkumar Khatri
Company does not have any system of payment of remuneration to independent
Directors.
Other Directorship
(No. of Company)
5
Further during the year, meeting of Board of Directors was held Eight times.
A
declaration signed by Shri
V
Jagadish, Managing Director of the company according
compliance of sub-clause (ID) of Clause 49 of the listing Agreement is attached
herewith forming part of his Annual Report.
2 AUDIT COMMITTEE
Presently the company has Five Directors. The company has independent internal
Auditors who submit the report to the management on monthly basis and action is
taken on the same by the Managing Director on regular basis.
Pursuant to the revised clause 49 of the listing agreement, the company has appointed
Audit committee consisting of followings:
(i) Mr. V
Jagadish
Chairman
(ii) Mr. Peranaidu Devraj Member
(iii) Mr. Dilipbhai Gajjar
Member
The scope of committee includes.
a. Review of company s financial reporting process and the financial statement.
b.
Review internal control systems and functioning of internal audit process.
c. Post audit review with statutory auditors.
During the year under review, Audit committee met four times where all the members
attended meetings.
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SMS TECHSOFT INDIA3 LIMITED
Formerly Kno wn asAKL SOFT INFOSYS INDIA) LIMITED
3
REMUNER ATION COMMITTEE
No rem uneration w as paid to directors during the year an d they have waived their par t
of rem une ration . No sitting fees a re payable to any D irector.
Rem uneration c om mittee con sisting following:
(i) Mr. Pera naid u Devraj -Chairman
(ii) Mr. Akash Jag dish -Mem ber
(iii.) Mr. Da shra thku ma r Khatri -Mem ber
4 SHAREH OLDERS COMMITTEE
The company has complied the requ irement of the su b clause
VI
(A), (B) of the clause
49 of the Listing agreemen t.
The composition of shareh old ers cum investors grievance com mittee wa s as follows:
i) Mr. Akash Kad andale Ch airman
(ii) Mr. Pera naid u Devraj M emb er
During the year, the company and their Registrar and Share Transfer Agents M/s
Sharepro services India Pvt. Ltd. has not received any complaints. It is policy of the
company to give reply of shareh olders complaint within the time frame prescribed by
th e SEBI/Stock Exchanges.
The Share received for transfer is approved on 15th and 30th of the each month and are
given effect by th e R egistrar and Share Transfer Agent.
MIS
Sh arep ro services India Pvt. Ltd, wa s app oin ted as com mo n Agent for electronic as
well as physical sh are transfer w ork.
There a re no special resolutions passed by the compan y through postal ballot at any of
the above an nual general meeting.
6
DISCLOSURES:
Location
325 , Patel road, Ram nagar,
Coimbatore, Tamil nadu
Date
30/09/2009
30/09/2000
30/09 /2011
(A)
During the year under review, the quarterly unaudited results were taken on
record b y th e Board of Directors at th e end of mo nth of respective qua rter.
However in term s of clause 4 1 of Listing Agreement, the sam e were furnished to
Type
AGM
AGM
AGM
Time
10.0 0 AM
10.00 A.M.
10.00 A.M.
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SMS TECHSOFT fINDIA1 LIMITED
Former ly Know n
as
AKL SOFT INFOSYS INDIA) LIMITED
the concerned stock exchanges were also circulated in the newspaper within
the stipulated time.
(B)
Company has followed accounting standards diligently.
C)
Further, company is in the process of lying down risk assessment system.
D) Further, company has received any funds through capital market during the
year.
E)
Transaction with related parties have been properly disclosed in notes to
accounts and discussed a t length by audit committee.
F)
Management discussion and analysis report is attached to and forms part of this
report.
G)
Further, Shri
V
Jagadish, Managing Director of the company as certified to
board of directors of the company regarding compliance of sub-clause v) of
clause 49 of listing agreement.
7
MEANS OF COMMUNICATION:
The means of communication between the Shareholders and company are transparent
and investor friendly. Steps are being taken to display the corporate results on the
EDIFAR Corporate website, which is being developed.
8 GENERAL SHAREHOLDERS INFORMATION
Annual General Meeting: Date: 28/09/2012
Date, Time Venue)
Time 10.00 a.m.
Venue: 325, Pate1 Road,
Ram Nagar,
Financial Calendar
Date of Book Closure
Dividend Payment Date
9
m
oimbatore
1st April 2011 to 31St March 2012
From 24th Sept.2012 to 28th Sept. 2012
Both days inclusive)
No Dividend declare
The Bombay Stock Exchange Limited-531838
The Madras Stock Exchange Limited
The Coimbatore Stock Exchange Limited
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Formerly Known as AKL SOFT INFOSYS INDIA) LIMITED
MONTH
April, 2011
May, 2011
M/s. S ha rep ro serv ices India Pvt. Ltd.
13 AB Sm itha W areh ous ing Complex, Sakinaka Teleph one Lane,
Sakinaka, And heri [East
Mumbai
400 072
Fax: 2859156
Prom oters an d Relatives
,
Banks/ FII/ FI
Public
Body Corp orate
NRI
14
HARE TRANSFE R SYSTEM;
HIGH (RS.)
N.A.
N.A.
The share transfer w ork is handled by registrar and trans fer agen t for the company.
Share Transfers ar e registered and dispatched w ithin a period of thirty days from the
date of th e lodgm ents if the tra nsfe r docum ents are c orrec t an d valid in all respects.
LOW IS.)
N.A.
N.A.
une,
2011
July,
2011
August, 2 0 1 1
September, 2 0 1 1
October, 2011
November,
2 0 1 1
December, 2 0 1 1
January, 2012
February,
2012
March, 2012
N o
of
S h a r e s
1748000
0
32846516
462684
0
P e r c e n t a g e
4.99
0.00
93.69
1.32
0.00
N.A.
N.A.
N.A.
N.A.
N.A.
N.A.
5.00
4.25
3.99
3.01
N.A.
N.A.
N.A.
N.A.
N.A.
N.A.
1.00
1.47
2.47
2.32
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SM S TECHSOFT CINDI ] LIMITED
F o r m e r l y K n o w n as A K L S O F T I N F O S YS I N D I A ) L I M I T E D
Outstanding GDRs/ADRs/Warrants or any Convertibles N.A.
instruments and conversion date and likely impact on Equity
Address for Correspondence
325, Pate1 Road,
Ram Nagar
Coimbatore
35014000 equity shares out of 35057200 Equity shares of the company have been
dematerialized as at 31St March, 2012 representing 99.87 of total paid-up capital of
the company.
For and On behalf of the Board of Directors
Date 01/09/2012
Place Coimbatore
Mr.
V
Jagadish
Managing Director
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Formerly Known
as
AKL SOFT INFOSYS INDIA) LIMITED
MANAGEME-NT DISCUSSION AND ANALYSIS
1 Overall Review
The overall perform ance during the financial year 2011-1 2 has be en satisfactory.
2
Financial Review
Total tur no ve r for th e ye ar end ed 31 March, 201 2 was Rs. 71.45 lacs. This
increase was mainly on acc ount of impro veme nt in manufacturing process and
sales promotion drive. Better working capital management was also one of the
emph asis on which prope r weightage was laid upon.
3 Internal Control System and their adequacy
Considering the s ize of the company, your company has adequate system of
internal control to provide reasonable assurance tha t assets ar e safeguarded and
protected from unauthorized use o r deposi tion.
4 Business Environment
The Performan ce of the company for the ye ar u nde r review w as satisfactory.
5 Risk and Concern
The building, plant and machinery, vehicle and stocks of the company are
adequately insured.
6
Cautionary Statement
Statements in this report on management Discussion and analysis may be
forward looking s ta tem ents within th e meaning of appl icable securi ty laws or
regulat ions. These s tatements are based on certain assumptions and
expec tations of futu re events. Actual re sults could however, differ m aterially
from those expressed or implied. Important factors that could make a different
to the Company's operat ions include global and domest ic demand supply
conditions, finished goods prices, ra w m aterial co st and availabili ty and changes
in gove rnme nt regulat ion and tax s t ructure, economic developm ent within India
and the countries with which the company has business contacts and other
factors such a s l it igation and industrial relations.
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SM S TECHSOFT [INDIA) LIMITED
Former ly Known
s
AKL SOFT INFOSYS INDIA) LIMITED
The Company assumes no responsibilities in respect of forward looking
statements which may be amended or modified in future on the basis of
subsequent developments, information of event.
Y ORDER
OF THE
BO RD
OF DIRECTORS
Place: Coimbatore
For
SMS TECHSOFT INDIA) LIMITED
Date 01/09/2012
Formerly Known as KL SqFT INFOSYS INDIA) LTD)
Mr.
V
agadish
Chairman
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SMS TECHSOFT fINDIA] LIMITED
Formerly Known as AKL SOFT INFOSYS INDIA) LIMITED
CERTIFICATION BY MANAGING DIRECTOR TO T HE BOARD
I
Mr.
V.
Jagadish, Managing Director of the
SM S TECHSOFT [INDIA LIMITED
[Formerly know n a s
AKL
Soft Infosys India) Limited]
certify tha t:
1
I have reviewed the financial statements for the year and that to the best of my
knowledge a nd belief:
a. These state me nts do not contain any materially untru e state me nt or omit any
material fact or contain statem ents th at m ight be m isleading.
b. These s tate m ent s give a tr ue and fair view of the sta te of affairs of th e company
and of the results of operations and cash flows. The financial statements have
been pre pa red in conformity, in all material re spects, with t he existing generally
accepted accoun ting principles including Accounting Stan dards, applicable laws
and regulations.
2. These are, to th e be st of our knowledge and belief, no transactions entered into by
the company during the year which are fraudulent, illegal or violative of the
company s code of conduct.
3.
I
accept overall responsibility for th e company s intern al con trol system an d
financial reporting. This is monitored by the internal audit function, which
encompasses the examination and evaluation of the adequacy and effectiveness.
Internal aud it work s w ith all the levels of managem ent an d statutory auditors and
reports significant issues to the Audit Committee of the Board. The auditors and
aud it com mittee a re apprise d of any corrective action taken with reg ard to
significant deficiencies and material w eakne ss.
4.
I
indicate to the auditors an d to t he audit comm ittee:
a. Significant change s in internal control over financial reporting during the year.
b. Significant change s in accounting policies during the year;
c. Instances of significant fraud of which w e have becom e aw are of and which
involve management or other employees who have significant role in the
company s intern al control system over financial reporting.
However, during the yea r there w ere no such changes o r instances.
Date 01/09/2012
Place Coimbatore Managing Director
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ormerly ~ n o w n
s
AKL SOFT- INFOSYS INDIA) LIMITED
DECLARATION BY THE CHAIRMAN MANAGING DIRECTOR AB OU T
CORPORATE GOVERNANCE
I,
Mr.
V.
Jagad ish Chairm an Managing Director of
SM S TECHSOFT INDIA)
LIMITED [Formerly know n as AKL Sof i Infosys Ind ia) Limited] hereby confirm
purs uant to clause 49(1)(d) of the listing agreem ent that:
1
Th e boar d of d irec tors of SMS Techsoft (India) Limited [Formerly know n as AKL Soft
Infosys India) Limited] has laid dow n a code of cond uct has been placed on th e
company's website.
2.
All the m em bers of the board as well as senio r manag em ent personal have complied
with the said code of conduct for the year ended 31 March 2012.
Place: Coimb atore
Date: 01/09/2012
Mr.
V.
Jagadish
Chairm an Managing Director
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-FT fINDIA) LIMITED
Former ly Known sAKL SOFT INFOSYS INDIA) LIMITED
To,
The Members of
SMS TECHSOFT INDIA) LIMITED
[Formerly known as AKL soft lnfosys India) Limited]
We have examined the compliance of the conditions of corporate Governance by SMS
TECHSOFT INDIA) LIMITED
[Formerly know n as AKL Soft Infosys Ind ia) Limited]
for the year ended on March
31,
2012, as stipulated in Clause 49 of the listing
Agreements of the said Company with the Stock Exchanges.
The compliance of conditions of Corporate Governance is the responsibility of the
management. Our examination was limited to a review of the procedures and
implementation thereof adopted by the Company for ensuring the compliance of the
conditions of Corporate Governance as stipulated in the said Clause. It is neither an
audit nor an expression of the opinion on the financial statement of the Company.
In our opinion and to the best of our information and according to the explanations
given to us and based on the representations made by the Directors and the
Management, we certify that Company has complied with the conditions of Corporate
Governance as stipulated in Clause 49 of the above-mentioned Listing Agreement.
We state that such compliance is neither as assurance as to the future viability of the
Company nor the efficiency or effectiveness with which the management has conducted
the affairs of the Company.
Place
Ahmedabad
Date 01/09/2012
For, ASHIT T. MACWAN
Chartered Accountants
Ashit T ~ a c w a n
Proprietor
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To
The Mem bers of
SMS TECHSOFT INDIA ) LIMITED
[Formerly kno wn as AKL Soft Infosys India) Limited]
Coimbatore.
We have examined the compliance of the condit ions of corporate Governance by
SMS TECHSOF T [INDIA] LIMITED
[Formerlv kno wn as AKL Soft Infosvs /India)
Limited7
for the yea r end ed on March
31,
2012 as st ipulated in Clause 49 of th e
list ing Agreemen ts of th e said Company with t he Stock Exchanges.
The comp liance of cond it ions of Corporate Governance is the respon sibil i ty of th e
management . Our examinat ion was l imi ted to a review of the procedures and
implementat ion thereof adop ted by the Company for ensurin g the compliance of the
conditions of Co rpora te Governance as s t ipulated in the sa id Clause. It is neither a n
audi t nor an express ion of the opinion o n the f inancia l s ta te me nt of the Company.
In o ur opinion and t o th e bes t of ou r informat ion an d according to th e explanat ions
given to us and based on the representa t ions made by the Di rec tors and the
Management w e certify tha t Company has complied with th e condit ions of
Corporate Governance as s t ipulated in Clause 49 of the above-mentioned Listing
Agreement.
We s ta te that such compliance s nei ther as assurance as to th e futu re viabil ity of th e
Company nor the efficiency or effectiveness with which the management has
conducted t he affairs of the Company.
Place : Ahmedabad
Date : 01 / 09 / 2012
For ASHIT T. MACWAN
.
Chartered Accountants
,
.
__ . Proprie tor
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AUDITOR S REPORT
To
The M em bers of
SMS TECHSOFT (INDIA) LIMITED
[Formerly know n as AKL Soft Infosys lndia ) Limited]
Coimbatore
We have audited the attached Balance Sheet of
SMS TECHSOFT (INDIA) LIMITED
[Formerly known as AKL Soft Infosys India) Limited], as at 31st March, 2012
togeth er with the Profit Loss Account and the Cash Flow sta tem en t for the year
ended on th at date annexed thereto. These financial state m ents are the
responsibility of the com pany s manag ement. Our responsibility is to express an
opinion on these financial statem ents based on o ur audit.
We conducted o ut au dit in accordance with auditing standa rds generally accepted in
India. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test check basis, evidence
supporting th e am ounts and disclosures in the financial stateme nts. An a udit also
incIudes assessing the accounting principles used and significant estim ates m ade by
management, a s well as evaluating th e overall f inancial sta tem ent presentation. We
believe th at o ur au dit provides a reasonable basis for our opinion.
As requ ired b y the C ompan ies (Auditor s Report) Order, 2003, issu ed by the Central
Government of India in terms of the Section 227 (4A) of the Companies Act, 1956,
we give in the anne xure a statem ent on the matters specified in paragraph 4 5 of
the said order.
Fur ther to our com ments in the annexure referred to above, we repor t tha t :
a.
We have obtaine d all th e information and explanations which to th e best of our
knowledge an d belief w ere n ecessary for the p urpos e of our Audit;
b.
In our opinion proper books of accounts as required by law have been kept by
the company so far as i t app ears from o ur examination of books of accounts.
c. The Balance Sheet, Sta tem ent of Profit and Loss and Cash flow sta tem en t dealt
with by this rep ort a re in agreem ent with the books of account;
d.
In ou r opinion the Balance Sheet, Profit Loss Account and Cash Flow
statement dealt with this report are in compliance with the accounting
sta nd ard s referred t o in Section 21 1 (3C) of the c om panies Act, 1 956.
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e.
On the b asis of wri t ten representa t ions received f rom th e di rec tors as on 31St
March, 2012 and taken on record s by the Board of Direc tors , w e repo rt tha t
none of the di rec tors of the com pany ar e disquali fied f rom being appointed as
direc tors of th e com pan y un de r clause g) of sub-section 1) of section 274 of
the companies Act, 195 6.
f.
In o ur op in ion and to the be s t of o ur in forma t ion an d accord ing to the
explanation given to us, the said accounts read together with the Significant
Accounting Policy and Notes thereto give the information required by the
Companies Act, 1956, in th e mann er so requi red and give a t rue fa i r v iew in
conformity with t he accoun ting principles generally accepted in India;.
1) In th e case of th e Balance Sheet, of th e st ate of affairs of the com pan y as on
31st March, 2012;
ii) In th e case of th e sta tem en t of Profit Loss, Acco unts of th e Loss for the
yea r ended o n tha t da t e ; and
iii) In th e case of th e Cash Flow Stateme nt, of the cash flows for th e year end ed
on tha t da te .
Place
:
Ahmedabad
Date
:
0 1 / 0 9 / 2 0 1 2
For Ashit T. Macwan
Chartered Accountants
Ashit
T.
Macwan)
Proprietor
Mem No. 10 78 91
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ANNEXURE REFERRED TO IN PARAGRAPH
3
OF OUR AUDITORS REPORT OF
EVEN DATE OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED
3lSt
MARCH 2 12
On the basis of such checks as we considered appropria te and the terms of the
informat ion and explanat ions given to us, we sta te tha t :
1 (a) The C ompany has mainta ined prop er reco rds sho wing full par ticulars
including qua nti tat iv e and si tuation of fixed assets.
(b) As explained to us fixed assets ar e not physically verified by the ma nagem ent
at reaso nab le intervals in a phased verificat ion pro gram , which in ou r
opinion i s not reason able looking to the s ize of the company a nd th e natu re
of i ts business.
(c) In ou r opinion, th e com pany has not disposed off any substa ntial pa rt of i ts
fixed assets so as t o effect in i t going concern.
2.
The Company doe s not hold any stocks of f inished goods, s tores , spar e par ts ,
work-in-progress or raw materials. Hence the question of physical
verificat ion, reconcil iat ion, maintenance or records, discrepancies or
valuat ion doe s no t ar i se .
3 . In respect of loans, secured or unsecured, granted or taken by the company
to f rom com panies, f i rms, or othe r par t ies covered in the register m ainta ined
un de r Section 30 1 of th e Companies Act, 1956 .
(a)
The company has no t g ran ted o r taken any loans secured o r unsecured to
companies, f irms o r other p ar t ies cov er in the register m ainta ined und er
Sect ion 3 0 1 of the C ompanies Act, 1 95 6 dur ing the year .
(b)
In o ur opinion and according to the informat ion and given to us, the ra te of
interest, when ever appl icable and othe r te rms and condi t ions in respect of
loans given taken by the company are not pr ima fac ie pre judic ia l to the
interest of the company.
(c)
In respect of loans taken by the company, these a re repayable on dem and
and therefore t he quest ion of overdue amounts d oes not ar i se .
4 In our opinion and according to the informat ion and given t o us, there are
adequate internal cont rol procedures commensura te wi th the s ize of
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5. (a)
On the basis of the audit procedure performed by us, and according to the
information and explanations given and representations given to us, we are
of the opinion that , there were no t ransact ions in which d irectors were
interested as con temp lated und er Section 297 a nd sub - section (6) of Section
299 of th e C ompanies Act, 1 95 6 and s o question of making entrie s in the
register m aintained und er Section 30 1 of the said Act, does not arise.
In o ur op inion and according to th e information an d explanations given to us,
ther e were no t ransact ions made in pursuance of contracts or arrangements
exceeding the value of rupe es five lacs du ring the year, so the question of
making entries in t he Register maintained u/s 301, do no t arise.
The compa ny has n ot accepted any depos it from public cover u/s 58A of the
Companies Act 1 95 6 read along with com panies (Acceptance of deposits)
rules 19 73 an d the directive issued by the R eserve Bank of India.
The Company has a n in ternal audi t sys tem comm ensurate wi th th e s ize and
natu re of i ts business.
The Central Government has not prescribed maintenance of cost records
und er section 209 (1) (d) of the Companies Act, 19 56 for any of the p roducts
of th e compan y.
According to the. information an d explanations given to us no dispu ted
am oun ts pa yable in re spe ct of Income Tax, Sales tax, Custom d uty and Excise
du ty were ou t s tand ing as a t
31st arch, 2012 except th e following:
The Company has acc umulated losses but incurred profit both a t the end of
the financial yea r a nd in th e immediately p receding year.
On the basis of the records examined by us and the information and
explanation given to us, the company has n ot defaulted in paym ent of dues to
financial institutions, banks o r deb entu re holders.
As examined to us, the Company has not granted any loans or adva nces on
the basis of security by way of pledge of shares, de ben ture s, or an y other
securities.
In our opinion, th e company is not a chit fund or a nidhi fund mutual
benef it fun d society. Therefore, clause 4(xiii) of th e Companies (Auditor s
Report o rde r 200 3 is not applicable.
In o ur opinion a nd acco rding to th e information an d explanation given to us,
the Company is not dea ling in or trading is respec t of shares, securit ies
debentures and other investments. According to the provision of clause 4
(xiv) of the com panies (Auditor Report) or de r 200 3 are no t applicable to the
company.
According to the information and explanation given to us, and the
representat ions ma de by the management , the Company has n ot g iven any
gua ran tee for loans taken by othe rs from any bank o r financial insti tution.
The company has no t ra ised any term loan during the year und er review.
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17.
According to the informat ion and explanat ion given to us and on overa l l
examination of the financial statements of the company and after placing
re l iance on the reasonable assumpt ion made by the company for
classification of long ter m a nd s ho rt ter m usage s of funds, w e a re of th e
opinion tha t , prima-facie , long term funds have not been ut il ized for sh or t
t e rm purposes .
18
The companies have made preferential al lotment of 3,00,00,000 shares of
par t ies and co mpanies covered in the register mainta ined u/s 30 1 of the
Companies Act, 1956 .
19. The Company has not i ssued any debentures.
20.
The Com pany has n ot i ssued an y money by w ay of publ ic i ssue, dur ing the
21. According to t he ihformation a nd explanat ion given to us, an d to th e be st of
ou r knowledge an d benef i t, no f raud on o r by the Company, has b een not iced
or by th e company, du r ing the year tha t c lauses the f inancia l s ta tem ents to b e
material ly misstated.
For A shit T. Macwan
_ .
.
Chartered Accountants
Place: Ahmed abad
Date : 01/09/2012
Mem No. 107891
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Si~nificantAccountin? Policies
Basis of Preparation of Financial Statements
Th e Financial Statem ents of th e Company have been p rep ared in accordance
w ith Gen erally Accepted Accounting Principles in India Indian GAAP). Th e
Company has prepared theses Financial Statement to comply in al l material
aspe cts wit h the notified Accounting Sta nd ard s by Companies Accounting
Standards) Rules; 20 06 as amended) an d the re levant provisions of the
Companies Act, 195 6.
The Company follows mercanti le system of accounting, unless stated
otherwise.
The Accounts are prepared on the his tor ica l basis and on the Account ing
Principles of on Going Concern.
Accounting Policies no t specifical ly referred t o oth erw ise ar e consistent and
in consonance with generally accepted Accounting Principles. In applying
Accounting Policies, considerat ion has been given to Prudence, Substance
over form a n d Material i ty.
Expenses and Income considered payable and receivable respect ive ly are
generally acco unted for o n Accrual Basis.
Change in Accounting Policy
Presenta t ion and Disc losure of the Financia l Sta tements dur ing the year
end ed o n 31St March, 2012 t he revised Schedule VI notified u nd er th e
Companies Act, 1 9 56 has become applicable to th e Company, for prepara t ion
and presentat ion of i ts Financial Statements. The adoption of revised
Schedule VI does not impact recognit ion and measurement principles
followed for pr epa rat io n of Financial Statements. How ever i t has significant
impact on presenta t ion and disc losures mad e in the f inancia l s ta tements . The
compan y has a lso reclassi fied the previous ye ar f igures in accordance wi th
the req ui rem ents appl icable in the curren t year .
Use of Estimates
The prepara t ion of Financial Sta temen ts requi res es t imates an d assum pt ions
to b e made tha t a ffect the re por ted amo unt of asse ts and l iabil it ies as on the
date of the f inancia l s ta tements and the repor ted amount of revenues and
expenses d ur ing the repor t ing per iod. Difference betw een the ac tual resul t
and es t imates ar e recognizes in the per iod in which the resul t s a re known
material ized.
Fixed Assets Method of Depreciation Amortization and Impairment
Th e Gross Block of Assets is sho wn at th e Cost, which includes taxes, duties
and oth er ident if iable , d i rec t expenses w hich a re a t t r ibutable to acquisit ion
of fixed asse ts an d oth er di rec t expenses and ov erhea ds incurred up to da te
on which such ass e ts we re f i rs t put to use less accumulated deprecia t ion a nd
impa irmen t loss .
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b)
Expenditure incurred during Construction / Erection period is included
under Capital Work-in-Progress and allocated to the respective Fixed Assets
on Com pletion of Construction / Erection.
c)
Depreciation has bee n provided in the books on WDV me thod basis a t th e
rat e a nd th e method as specified under schedule XIV to t he Companies Act,
1956
d)
The com pany evalua tes impairmen t of losses on the Fixed Assets whe never
even ts or changes in circumstances indicate that th eir carrying amou nts may
not be recoverable. If such assets are considered to be impaired, the
impairment loss is then recognized for the amount by which the carrying
am ount of the a ssets exceeds recoverable a moun t, which is the higher of an
assets net selling price and value in use.
6)
Employee Benefits
Contribution to the Provident Fund, Pension Fund, Other Funds and Leave
encashm ent paid during the year are being charged to Profit Loss Account.
7) Investments
Long Term Investments are stated at Cost. Provision for diminution in the
value of Long Term Investments is made only if such a decline is oth er than
tem porary in the opinion of the Management.
8)
Accounting for Taxes on Income
Income Tax e xpenses comp rises of Current Tax ,,Defe rred Tax Charge or
Credit. Provision for Current Tax is made with reference to Taxable Income
Computed for the A ccounting period, for which the Financial Statem ents ar e
prepa red and applying the tax rates a s applicable.
9)
Provision, Contingent Liabilities and Contingent Assets
Provisions involving substantial degree of estimation in measurement are
recognized when the re is a present obligation as result of pas t events and it
is probable th at th ere will be an outflow of resources.
10) Revenue Recognition
a)
Revenue recognized w hen it is earn ed an d no significant uncertainty exists as
to its realization or collection and is recorded on gross value including
CENVAT and VAT.
b)
Reve nue from Jo b w ork income is recognized on ,delivery of the p roducts,
wh en all significant contractua l obligations have be en satisfied.
c)
Other incom e is accounted on accrual basis.
11) Earnings per Share
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Basic Earnings pe r s ha re a re calculated, by dividing th e n et profit o r loss for
the yea r at t r ibutable to equi ty shareholders by the weighted average numb er
of equity shares outstanding during the year. Diluted Earnings per share
reflect the potential dilution that could occur if contracts to issue equity
shares w ere exercised o r conver ted dur ing th e per iod. Diluted earnings per
equi ty share are computed using the weighted average number of equi ty
shares and dilutive potential equity shares outstanding during the period,
except whe re th e results are anti-dilutive.
Segment Information
The co mpany is' primarily engaged in a single segm ent business of
providing In forma tion Technology related services..
Leases
Land subje ct to ope ratin g leases is included un de r Fixed Assets. Rent (Lease)
paym ent is recognized in the profit loss account on a paym ent basis over
the lease term.
CENV T Treatment
(a)
Revenue from operations and Cost of Materials Consumed are inclusive of
Excise Duty Levied. Th e excise dut y paid ne t of CENVAT claim ed is acc oun ted
separately.
(b)
Unutilized balan ce of CENVAT claimable a t the ye are nd h as b een acco unted
and disclosed separately under the head Short Term Loans an d Advances
and the CENVAT 'component at the yearend inventories has been adjusted
accordingly.
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SMS TECHSOFT INDIA) LIMITED
[Form erly kno wn as AKL Soft Infosys (India) Limited)
Balance Sheet as at 31st March. 2012
I Note 2011-2012 2010-2011
N O N CURRENT LIABILITIES I -
I.
EQUITY and LIABILITIES
Shareholders' Funds
(a) Sha re Capital
(b) Reserves an d Surplus
2
(a) Long Term B orrowings .
b)
Othe r Long Te rm Liabilities
urre nt Liabilities
[b) Tra de Payables
Icl Other Cur rent Liabilities
TOTAL- I
11 ASSETS
3
.
Non C urre nt Assets
0
0
(d) Sho rt Term Provisions
Ial Fixed Assets
0
109,853
10,500
0
0
0
63,000 0
(i) Tangible Assets 4
(ii) Capital wor k in pr ogre ss
(b) Non Current Investmen ts
fcl Long Term Loans Advances
0
109,853
0
I
.
..
[d) Other Non Curre nt Assets
6
i j Short Te rm ~ o a n s Advances
TOTAL- 11
For Ashit T. Macwan
.. For SMS TECHSOFT (INDIA) LIMITED
Char tered ~c co un ta&, , . .
:>
Formerly known as
AKL
Soft Infosys (India)
.
...
:,
.
.
. .
. . .
. . . . . .
. ,
.
. . ,
,
\
. .
. . ?
, . ~.:..
.
(Ashit T. Macwan)
... .. .+..
.
..'
'.>
'
,
.
Proprie tor (Mem. NO:
1078hf
Place- Ahm edabad
Date: 1/9/2012
Director Director
Place: Coimbatore
Date: 1/9/2012
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SMS TECHSOFT INDIA) LIMITED
Formerly known as
AKL
Soft Infosys India) Limited
Satement of Profit Loss Account for the year ended on 31st March, 2012
Note 2011-2012 2010-2011
EXPENSES
a) Cost of MateriaIs consumed
b) Purchase of Stock in Trade
c) Change in inventory of finished goods, stock in
trade and work in progress
d)
Employee Benefit Expenses
e) Other Expenses
Finance Cost
depriciation and amortisation
TOT L EXPENSES
Profit before Exceptional Items and ~xtraordinary
0
0
0
Items and Tax VI-VII)
Exceptional Items
Profit before Extraordinary Items Tax VIII-IX)
Extraordinary Items
Profit before Tax X-XI)
l 2)
Diluted
0 0
0
0
0
9
4
Tax Expenses
1)
Current Tax
2)
Deferred Tax
Profit for the period XII-XIII)
Earning per Equity Shares
I)
Basic
For
Ashit T. Macwan
For
SMS TECHSOFT
(INDIA) LIMITED
Chartered Accountahts
[Form erly kn ow n as AKL Soft Infosys
(India) Limited]
Ashit T. ~a c w a n ) .
a
y
5
l l
Proprietor Director Director
Mem. No.
107891
0
194,148
0
194,148
Place
:
Ahmedabad
Date
1/9/2012
3,747,931
1,250,007
0
1,952,919
6,950,857
194,148
0
499,773
0
499,773
61,650
10,500
121,998
0
PIace Coimbatore
Date
:
1/9/2012
3,891,779
2,161,912
0
448,416
6,502,107
499,773
0
0
499,773
0
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SMS TECHSOFT (INDIA] LIMITED
Formerly known as KL Soft Infosys (India) Limited
Particulars 2011-2012 2010-2011
I
NOTE
1.1 Share Capital
(Rs-3 (Rs-)
Authorised Share Capital
3,55,00,000 equity shares of Rs. 101- each
Authorised Share Capital increased w.e.f. 14th February,
2012
3,00,00,000 Shares allotted on 13th March, 2012 on
preferential basis at its face value of Rs. 101- fully paid
Issued, Subscribed paid up Share Capita1
3,50,57,200 equity shares of Rs. 101- each fully paid up
NOTE
-1.2
Reconciliation of Share Capital
Particulars
355,000,000
Opening balance
Add: Addition during the year
Closing Balance
55,000,000
350,572,000
2011-12
Equity Shares of
Rs. 101- each
5,057,200
30,000,000
35.057.200
50,572,000
Rs. 101- each
NOTE 1.4
SharehoIders hoIding more than 5 of
shares 2011-12 2010-11
N L
0 0
NO I E
1 3
Shares in the Company held by other Com3any
NOTE 1.5 Aggregate no. of shares for the last five years
Particulars
N L
0 0
Equity Shares of
Rs. 101- each
Equity Shares of
Rs. 101- each
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NOTE 1.6 Amount of Un~aid alls bv
Particulars
I
2011-121 2010-111
Directors I 0
I
Officers
I
0
0 I
NOTE
1.7
Terms/ rights attached to issued equity shares:
During the year Company has issued 3 00 00 000 equity sha res by way of preferential
allotmen t at its face valu e of Rs. 101- pe r sh ar e fully paid. Newly issued s ha re s shall rank pari-
passu w ith existing sh are s of the Company. And th ese s har es a re su bjected to lock-in period as
follows:
Date upto which non tra nsferable
No. of
Shares Disti.
Nos
12 / 3 / 2015
1 2 / 3 / 2 0 1 3
NOT
-2
Reserves Surplus
Capital Reserve
Capital Redem ption Reserve
Security Premium Reserve
Debenture Redemption Reserve
Revaluation R eserve
Sha re Options Outstan ding Account
Other Reserve
Surplus: Balance as pe r last balance sh ee t
Preliminary Expense
Public Issue Expen se
Add: Profit for the yea r
TOTAL RS.
NOTE
3
Other Long Term Liabilities
Sundry C reditors
NOTE
1.8
The Com pany has only o ne class of equity sha res a t par value of Rs. 101- per share.
Each holder of Equity sha res is entit les to one vote per share.
In the event of l iquidation the holders of equity shares will be en tit led to receive remaining
asse ts of the Company after d istribution of all preferential am oun ts. The distribution will be in
proport ion to the num ber of Equi ty shares held by the sh are holders.
1746590
28 253 410
2 0 1 1 - 2 0 1 2
0
0
0
0
0
0
0
-7 005 683
0
0
121 998
-6 883 685
5057201
6803790
6803791
35057200
2 0 1 0 - 2 0 1 1
0
0
0
0
0
0
0
-6 962 215
-74 137
-469 104
499 773
-7 005 683
2 0 1 1 - 2 0 1 2
109 853
2 0 1 0 - 2 0 1 1
109 853
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2010 2011
8 209 536
8 946 000
189 512
17 345 048
NOTE Long Term Loans Advances
Unsecured and considered doubtful
Advance recoverable in cash o r kind o r for the value to be
received
Advance tow ards capital items
Sund ry Deposits
TOTAL RS.
NOTE 6 Other Non Curret Assets
Unsecured and considered doubtful
more than 6 months
Others
TOTAL RS.
NOTE
1.5
2011 2012
8 209 536
8 946 000
189 5 12
17 345 048
NOTE
7
Cash Cash Equivalents
Cash Balance
Bank Balance
TOTAL RS.
2011 2012
2 389 416
0
2 389 416
2010 2011
2 389 416
0
2 389 416
2011 2012
2 956 713
1 105 000
4 061 713
2010 2011
1 773 394
139 902
1 913 296
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SCHEDULE 4 FIXED ASSETS
P RTICU L TS
GROSS BLOCK
Land
Building
Plant Machinery
Cost as on
01/04/2011
DEPRICI TION NET BLOCK
dditio ns Disposal Upto
1 321 604
10 000 000
7 600 000
s on
31/03/2012
Total
31/03/2012
301 321 604
8 960 550
3 922 774
s on
31/03/2011
For th e Year
1 321 604
9 432 158
4 556 596
300 000 000
0
0
Total as on
31/03/2012
0
0
0
0
567 842
3 043 404
301 321 604
10 000 000
7 600 000
0
471 608
633 822
0
1 039 450
3 677 226
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SMS TECHSOFT INDIA) LIMITED
Formerly known asAKL Soft Infosys India) Limited
particulars
NOTE
8
Revenue from Operation
Project Income
Other Income
TOTAL Rs
Business Promotion E xpense
31 03 2012
5 592 185
402 820
5 995 005
76 994 112 535
31 03 2011
TOTAL
Rs
6 516 527
222 820
6 739 347
1 250 0071 2 161 912
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SMS TECHSOFT INDIA) LIMITED
Formerly known as AKL Soft Infosys India ) Limited
CASH FLOW STATEMENT FOR THE YEAR ENDED
ON 31
MARCH,
2012
Amount in Rs.
PARTICULARS 31/03/2012 31/03/20111
CASH FLOW FROM OPERATING ACTIVITIES
Net Profit before Tax
Adjustment for
a) depriciation
b) Financial Inte rest cha rges
Operating profit before working capital changes
Adjustment for chan ges
in
working capital
c) sundry creditors
d) sundry debtors
e) loan advances and cu rrent assets
Cash generated from operations
f ) taxes paid
Cash
flow from
operating activities -A
15013726
2495538
5160486
Net increase/decrease in cash cash equivalents
A+B+C)
Cash Cash equivalents as at
31/03/2011
Cash Cash equivalents as at
31/03/2012
CASH FLOW FROM INVESTING ACTIVITIES
[g) purch ase on fixed ass ets
[h) capital work in pro gress
Net Cash used in investing activities
B
300000000
0
300000000
22669750
1261580
-1261580
CASH FLOW FROM F1NANC.E ACTIVITIES
i) increase in capital
(j) Financial Inte rest Charges
Net Cash Flow from Financing Activities -C
2139267
1913296
4052563
300000000
1036319
298963681
2045888
1867408
1913296
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11)
The figures for the previous year have been rearranged and regrouped
wherever necessary so as to confirm to the current year classification
As per attached report on even date
For Ashit T Macwan
Chartered Accountants
Mem No 107891
Place Ahmedabad
Date 01/09/2012
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SMS TECHSOFT INDIA)
LIMITED
Formerly known as
KL Soft
Infosys (India) Limited
Registered ffice
325, Pate1 Road, Ramnagar, C oimbatore-641009, Tam ilnadu
Annual G enekal Meeting to be held on 28th Septem ber, 2 012
Reg. Fo lio No.
I/We
of in th e dis tri ct of
Being a mem ber/m emb ers of the above named Company hereby appoint
of in th e distr ict of
or failing him of in the district of as
my /our proxy to vote me / us on my/ ou r behalf a t the Annual General Meeting of
the Com pany to b e held a t 1 0.00 AM on 28 th Septe mb er, 20 12 a t 325, Pate1 Road,
Ramnagar, Coimbatore-641009, Tamilnadu.
Signed this da y of 2012.
Signatu re Re. Revenue Sta mp
Note: Th isf orm in order to be effective should be duly stampe d completed and signed and mus t be
deposited at the Registered f ice of the Company not less than 8 hours before the meeting.
SMS TECHSOFT INDIA) LIMITED
Formerly known as AKL Soft Infosys (India) Limited
Registered ffice
325, Pate1 Road, R amnagar, C oimbatore-641009, Tamilnadu
TTEND NCE
SLIP
Annual General M eeting to be held on 28th Sep tem ber , 201 2
Regd. Fo lio No.
I certi fy that I am t he regis tered/proxy for the shareholder of the Company.
I hereby r ecord my pres ence a t the Annual General Meeting of th e Company at 10.00
AM on 28th Septem ber, 2 012 a t 325, Patel Road, Ramnagar, Co imba tore-64 1009 ,
Tamilnadu.
M em ber s/Prox y na m e in BLOCK Letters