3I-INFOTECH BPO LIMITED
(FORMERLY LINEAR FINANCIAL AND MANAGEMENT SYSTEMS LIMITED)
ANNUAL REPORT 2009-2010
DIRECTOR'S REPORT
To,
The Members,
3i Infotech BPO Limited
(Formerly known as Linear Financial and Systems Private Limited)
Your directors have pleasure in presenting the Twentieth Annual Report of
the Company with the audited statement of accounts for the Financial Year
ended March 31, 2010.
1. Financial Results
In the financial year 2009-10 your Company earned, an overall revenue of
Rs. 6,10,72,756, as compared to Rs. 76,486,712 last year. The brief
financial highlights for the financial year are as follows:
(In Rupees)
Particulars Year ended Year ended
March 31, March 31,
2010 2009
Total Revenue 6,10,72,756 7,64,86,712
Profit/(Loss) before Depreciation,
Interest and Tax 82,34,516 (83,19,244)
Less: Interest 5,56,947 NIL
Less: Depreciation 74,60,873 40,06,892
Profit/(Loss) before Tax 2,16,696 (1,23,26,136)
Less: Provision for Tax (current,
deferred & Fringe) 4,82,480 4,00,000
Profit/(Loss) after Tax (2,65,784) (1,27,26,136)
Earning Per Share (5.30) (253.90)
2. Review of Operations:
a) Registered Office
During this year, the Registered Office of your Company has been shifted
from B-66, Naraina Industrial Area, Phase II, New Delhi-110 028 to 3,
Community Centre, Naraina Industrial Area, Phase I, New Delhi-110 028.
b) Conversion from Private Company to Public Limited Company:
During the period under review, the status of your Company has been changed
from Private Limited to Public Limited and the new set of Articles of
Association was adopted and was approved by the members at the Extra
Ordinary General Meeting held on May 14, 2009. Accordingly the name of
your Company was changed to Linear Financial and Management Systems
Limited.
c) Change of Name of the Company:
In line with the strategy of the Parent Company viz. 3i Infotech Limited,
to promote '3i Infotech' as a global brand, during this year, the name of
your Company was changed from 'Linear Financial and Management Systems
Limited' to '3i Infotech BPO Limited' to reflect the association of the
Company with 3i Infotech Limited. The Object clause of your company was
also changed to bring the same in line with the current business activity.
d) Acquisition of stake in AOK in house BPO Services Limited (AOK BPO), AOK
in house Factoring Services Private Limited (AOK Factoring) and HCCA
Business Services Private Limited (HCCA)
During the year under review, your Company, as a part of internal
consolidation plan acquired the entire shareholding of AOK in house BPO
Services Limited (AOK BPO), AOK in house Factoring Services Private Limited
(AOK Factoring) and HCCA Business Services Private Limited (HCCA) from 3i
Infotech Limited, Parent Company. Accordingly AOK BPO, AOK Factoring and
HCCA is now wholly owned subsidiaries of your Company
3. Dividend
Keeping in view the present global financial turmoil, your Directors
propose to retain the profits for business activities. Hence your
Directors do not recommend any dividend for the year 2009-2010.
4. Capital:
During the year under review, there was no change in the share capital of
the Company.
5. Directors:
In terms of the provisions of the Section 255 & 256 of the Companies Act,
1956, Mr. Amar Chintopanth is due to retire by rotation at the forthcoming
Annual General Meeting of the Company and being eligible, have offered
himself for re-appointment.
During the year under review, Mr. Parag Patankar was appointed as
Additional Director of the Company w.e.f November 9, 2009. He was also
appointed as the Managing Director & CEO of the Company for a period of
five years w.e.f November 9, 2009 subject to the approval of the Members.
Mr. Parag Patankar being an Additional Director will hold the post till the
date of ensuing Annual General Meeting. It is proposed to appoint to
appoint him as a Director at the upcoming Annual General Meeting and also
confirm his appointment as the Managing Director of the Company for a
period of 5 years w.e.f November 9, 2009
6. Auditors:
M/s. R.G.N. Price & Co., Chartered Accountants, was appointed as the
Statutory Auditors of the Company at the last Annual General Meeting of
the Company to hold the office up to the conclusion of ensuing Annual
General Meeting. As per the mandate received by the Parent Company, 3i
Infotech Limited, it is proposed to appoint M/s. Lodha & Co., Chartered
Accountants as the Statutory Auditors of the Company for the financial
year 2010-11, in place of M/s. R.G.N. Price & Co. The Company has received
letter from M/s. Lodha & Co, Chartered Accountant, consenting to act as
Auditor and have also confirmed that they are eligible and qualified to be
appointed as Auditors pursuant to Sections 224(1 B) & 226 of the Companies
Act, 1956.
Your Directors recommend the appointment of M/s. Lodha & Co., Chartered
Accountants, as the Statutory Auditors of the Company to hold the office
from the conclusion of the this Annual General Meeting to the conclusion of
next Annual General Meeting.
7. Public Deposits:
During the year, the Company has not accepted/invited any deposits from the
public under section 58A of the Companies Act, 1956.
8. Conservation of Energy and Technology Absorption:
Your Company has no activity relating to conservation of energy or
technology absorption. Accordingly the requirement of disclosure of
particulars with respect to conservation of energy and technology
absorption as prescribed in Section 217(1)(e) of the Companies Act, 1956
read with the Companies (Disclosure of Particulars in the report of Board
of Directors) Rules, 1988 is not applicable to the Company and hence not
provided.
9. Foreign Exchange Transaction:
During the year under review, your Company earned a Rs. of 36,195,726 in
foreign currency and had an expenses of Rs.7,000.
10. Particulars of Employees:
None of the employees of the company is covered by the provisions of
Section 217 (2A) of the Companies Act, 1956 read with the Companies
(Particulars of Employees) Rules, 1975, as amended.
11. Director's Responsibility Statement:
In terms of Section 217 (2AA) read with Section 292A of the companies Act
1956, your Directors confirm that:
(i) In the preparation of the annual accounts, the applicable accounting
standards had been followed along with proper explanation relating to
material departures, if there is any.
(ii) The directors had selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of the
company at the end of the financial year and of the profit or loss of the
company for that period
(iii) The Directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of this Act for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities, and
(iv) The Directors have prepared the annual accounts on a going concern
basis.
12. Acknowledgement:
Your Directors wish to place on record their appreciation and acknowledge
with gratitude the support and co-operation extended by clients, Bankers,
and Investors, and look forward to their continued support. Your Directors
also thank the employees at all level, who through their dedication, co-
operation, support and intellectual work have enabled the company to
achieve rapid growth.
For and on behalf of the Board
Place: Mumbai Amar Chintopanth
Date : April 21,2010 Chairman
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