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NOTES TO ACCOUNTS

ABM Knowledgeware Ltd.

You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (₹) 116.31 Cr. P/BV 0.80 Book Value (₹) 72.47
52 Week High/Low (₹) 99/51 FV/ML 5/1 P/E(X) 8.09
Bookclosure 08/08/2018 EPS (₹) 7.19 Div Yield (%) 2.15
Year End :2017-03 

Note 1. (v) Rights, preferences and restrictions attached to Equity shares

The Company has a single class of Equity Shares. 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 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.

Note 2. (i)

The company declares and pays dividend in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. During the year ended March 31, 2016 that amount of dividend per share recognized as distribution to equity shareholders includes Rs.1.25/- per share of final dividend. The total dividend appropriation for the year ended March 31, 2016 amounted to Rs.30,093 thousands including corporate Dividend tax of Rs.5,090 thousands. The Board has decreased dividend payout ratio from 17.13% to 15.76% of post tax profits effective fiscal 2017. The Board in its meeting on May 20, 2017 has proposed a final dividend of Rs.1.25 per share for the Financial year ended March 31, 2017. The proposal is subject to the approval of the shareholders at the ensuing Annual General Meeting. The total dividend appropriations for the year ended March 31, 2017 amounted to Rs.30,093 thousands including Corporate Dividend Tax of Rs.5,090 thousand.

Note 3.(ii)

The Central Government, in consultation with the National Advisory Committee on Accounting Standards, has amended the Companies (Accounting Standards) Rules, 2006 ("Principal Rules") through a notification issued by the Ministry Of Corporate Affairs dated March 30, 2016. According to the amended rules, the above mentioned proposed dividend will not be recorded as a liability as at 31st March, 2017 (Refer to para 8.5 of AS 4-Contingencies and Events Occurring after the balance sheet date). Therefore the company has not recorded Rs.30,093 thousands as liability for proposed dividends (including Corporate Dividend Tax) as at March 31, 2017.

Deferred Tax Assets and Deferred Tax Liabilities have been offset wherever the company has a legally enforceable right to set off current tax assets against current tax liabilities and where the deferred tax assets and deferred tax liabilities relate to the Income taxes levied by the same taxation authority.

Note 4.(i) Other Details

As at March 31, 2017, Rs.181 thousands is outstanding to enterprise classified under Micro Small and Medium Enterprises Development Act 2006 (Rs.181 thousands as at March 31, 2016). There is no interests due or outstanding on the said amount pertaining to MSME. Based on the information available with the Company, the vendors which fall under the definition of micro, small and medium scale enterprises has been disclosed above. This information is not verifiable by the auditors.

Note 5.(ii)

The above trade payables includes payables outstanding for more than 365 days to the tune of Rs.607 thousands (Rs. 251 thousands for F.Y 2015-16). This amount is not classified as long term liability, since it is held primarily for the purpose of being traded or due to be settled within normal business operating cycle.

Note 6.(i) Other Details

Since there is no difference in the useful life of the main assets in block of assets and their related critical components, there is no separate disclosure in that respect. Useful life of all assets and the critical or significant components are reviewed periodically to ascertain and accordingly disclosed separately to be compliant with Schedule II of the Companies Act, 2013.

Note 7.(ii)

The written down value of the assets whose useful life has become zero has been adjusted against depreciation after maintaining nominal residual value as required by Schedule II of the Companies Act,2013.

Note 8.(i) Other Details

The above trade receivables includes receivables outstanding for more than 12 months amounting to Rs.34,895 thousand (Rs. 61,588 thousand for F.Y 2015-16) against which the management has provided Rs.5000 thousand towards provision for doubtful debts.

# Above Overdrafts are payable on demand and are secured by:-

(a) Hypothecation of book debts of the company.

(b) Collateral:

i) EMT of Office premises at Swastik Chambers, Office No.514 and 515,5th floor, Umarshi Bappa Chowk, Chembur, Mumbai - 400071 Standing in the name of the company.

ii) EMT of Office Premises at Prabhadevi Unique Industrial Premises Co-op Soc. Ltd, Unit No.5,Ground Floor,Off Veer Savarkar Marg, Prabhadevi, Mumbai - 400025 Standing in the name of the company.

iii) Three fixed deposits in Canara Bank amounting to Rs.313 thousand representing maturity value of 3 LIC Policies which were earlier hypothecated to the bank.

iv) 5 KDR's having face value of Rs.2.60 lac in the personal names of directors Mr.Prakash Rane and Mrs. Supriya Rane (Directors).

v) Personal Guarantees from directors - Mr. Prakash B. Rane and Mrs. Supriya P. Rane (Directors).

The amount mentioned pertains to the margin money paid to court against the Unique Value Case with interest at 9% p.a. against the court order received in June, 2005. Since the decision of the court is pending hence the same is shown as contingent liability.

Note 9.(ii)

The Overdrafts and Bank Guarantee facility availed by the Company are payable on demand and are secured by:-

(a) Hypothecation of book debts of the company.

(b) Collateral:

i) EMT of Office premises at Swastik Chambers, Office No.514 and 515, 5th floor, Umarshi Bappa Chowk, Chembur, Mumbai -400071 Standing in the name of the company.

ii) EMT of Office Premises at Prabhadevi Unique Industrial Premises Co-op Soc. Ltd,Unit No.5,Ground Floor, Off Veer Savarkar Marg, Prabhadevi, Mumbai - 400025 Standing in the name of the company.

iii) Three fixed deposits in Canara Bank amounting to Rs.313 thousand representing maturity value of 3 LIC Policies which were earlier hypothecated to the bank.

iv) 5 KDR's having face value of Rs.260 thousand in the personal names of directors Mr. Prakash Rane and Mrs.Supriya Rane (Directors).

(c) Personal Guarantees of directors - Mr. Prakash B. Rane and Mrs. Supriya P. Rane.

Note 10.(iii)

The demand raised by the Asstt. Assessor & Collector/H- West Ward related to property tax payment was of Rs.6,726 thousand which includes demand of Rs.2,483 thousand for F.Y. 2017-18 and the balance amount of Rs.4,243 thousand as stated above is according to the management contingent in nature.

Note 11.(iv)

The service tax amount shown of Rs.3,890 thousand pertains to the show cause notices received by the company for disallowances of cenvat credit on Rent & Business Promotion expenses for the F.Y. 2010-11 to 2015-16.The Company has contested / filed appeals in respect of the aforesaid disputed matters before the authorities. The management is hopeful that matters will be decided in favour of the Company.

Note 12.(v)

The office interior represents interior work which is being done in the office premises in phased manner and according to the management estimated remaining amount to be executed on account of thereof is Rs.10603 thousand.

Note 13.(vi)

The Company at a Board Meeting held on 23rd January,2017 approved a strategic investment in Instasafe Technologies Private Limited ("Instasafe"). Instasafe Provides innovative cloud based security-as-a-service solutions. ABM has executed definitive agreements including Share Purchase Agreement and Share Subscription & Shareholders' Agreement. The transactions will be completed subject to satisfactory fulfillment of certain conditions precedent. The aggregate investment would be up to Rs.15 crore over the next 12-15 months. As of 31st March,2017 the Company completed an aggregate investment of Rs. 3.19 Cr in Instasafe Technologies Pvt Limited. Pursuant to the rights confered on ABM under the Shareholder's agreement and nomination of two Nonexecutive Directors on the Board of Directors of Instasafe, the said Company will become a subsidiary of the Company subject to satisfaction of performance parameters.

Note 14. Details of specified bank notes (SBNs)

During the year, the Company had Specified Bank notes (SBN's)1 or other denominations Notes as defined in the MCA Notification, G.S.R. 308(E), dated March 31, 2017. The details of SBN's held and transacted during the period from November 8,2016 to December 30,2016, denomination-wise SBN's and other currency notes as per the notification are as follows :-

For the purposes of this clause, the term 'Specified Bank Notes' shall have the same meaning provided in the notification of the Government Of India, in the Ministry Of finance , Department of Economic Affairs number S.O. 3407(E), dated November 8,2016.

Note 15. Employee Benefit plans

A) Defined contribution Plans

Provident Funds:-

The Company makes provident fund contributions to defined contribution plans for qualifying employees. Under the scheme the company is required to contribute a special percentage of the payroll costs to fund the benefits. The company recognized Rs.13,515 thousands (year ended 31.3.2016 Rs.12,816 thousands) for provident contributions in the statement of Profit & Loss.

* As the Proposed Dividend is not recorded as liability as per PARA 8.5 of AS-4 " Contingencies and Events occuring after the Balance Sheet Date", Dividend paid to related parties during the year for F.Y. 2014-15 & F.Y. 2015-16 are shown in the above disclosure of related party transactions.

As per Section 135 of the Companies Act, 2013, a company meeting applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility. The areas for CSR activities are eradication of hunger and malnutrition, promoting education, art and culture, healthcare, destitute care and rehabilitation, environment sustain ability, disaster relief, and rural development projects. A CSR committee has been formed by the company as per the act and the CSR funds are used in the areas mentioned above to some extent.

Note 16. Balances of Sundry Creditors, Debtors, Loans & Advances and Deposits are subject to confirmations and reconciliation, if any. For the year, letters for confirmation of balances have been sent to various parties by the Company which have not been responded to. The Management however, does not expect any material changes therein. The balances are as per records available with the company.

Note 17. Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification / disclosure.

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