Aditya Birla Minacs Worldwide Limited Annual
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ADITYA BIRLA MINACS WORLDWIDE LIMITED ANNUAL REPORT OF SUBSIDIARIES 2009-2010 Sl. No. Name Page No 1 A V Transworks Limited 1 2 Compass BPO Limited, UK 15 3 Aditya Birla Minacs Philippines Inc. 35 4 Aditya Birla Minacs Worldwide Inc., (Canada) 49 5 Compass BPO FZE (UAE) 72 6 Compass BPO Inc (USA) 85 7 Compass Business Process Outsourcing (P) Ltd (India) 90 8 Minacs Kft (Hungary) 105 9 Minacs Limited (UK) 114 10 Minacs Worldwide S A De C V (Mexico) 121 11 Minacs Worldwide GmbH (Germany) 125 12 The Minacs Group (USA) Inc. 132 13 Transworks Inc (USA) 141 A V Transworks Limited AUDITORS’ REPORT The Board of Directors of Aditya Birla Minacs Worldwide Limited (Formerly known as Transworks Information Services Limited) 1. We refer to your letter dated March 1, 2010 requesting us to audit the accounts of A V Transworks Limited (“the Company”), a wholly owned subsidiary of Transworks Information Services Limited (“the Parent”), incorporated in the Canada, based on records, received from the said Company in Mumbai and in accordance with the accounting policies described in Note 1 of Schedule 9 to the attached financial statements (“the accounting policies”). We have not performed a statutory audit, the objective of which would be the expression of an opinion on the financial statements in conformity with generally accepted accounting practices and accordingly, we do not express such an opinion. 2. We have audited, in accordance with the accounting policies, the attached Balance Sheet of the Company as at March 31, 2010 and also the Profit and Loss account and cash flow statement for the year ended on that date annexed thereto, which are in agreement with the books of account verified by us. These financial statements are the responsibility of the Company’s management and have been prepared in accordance with the accounting policies, for the purpose of consolidation with the financial statements of the Parent. Our responsibility is to express an opinion on these financial statements based on our audit. 3. We conducted our audit in accordance with generally accepted auditing standards in India. These Standards require that we plan and perform the audit to obtain reasonable assurance whether the financial statements are free of material misstatements. An audit includes, examining on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statements. We believe that our audit provides a reasonable basis for our opinion. 5. In our opinion, based on our audit, and to the best of our information and according to the explanations given to us, the accompanying financial statements give a true and fair view in conformity with the accounting policies: a. in the case of the Balance Sheet, of the state of affairs of Company as at 31st March, 2010; b. in the case of the Profit and Loss Account, of the loss for the year ended on that date; and c. in the case of the Cash Flow Statement, of the cash flows for the year ended on that date. 6. This report is furnished solely for the purpose of meeting the requirement if consolidation of the attached financial statements with the financial statement of the Parent and hence should not to be used for any other purpose. For S. R. Batliboi & Co. Firm Registration No. 301003E Chartered Accountants per Vijay Maniar Partner Membership No.: 36738 Mumbai, April 23, 2010 1 A V Transworks Limited BALANCE SHEET AS AT 31ST MARCH 2010 As At 31st Mar, As At 31st As At 31st As At 31st 2010 Mar, 2010 Mar, 2009 Mar, 2009 Schedule CAD Rs. Lacs CAD Rs. Lacs I. SOURCES OF FUNDS 1 Shareholders' Funds Share Capital 1 127,000,001 56,083.20 127,000,001 51,132.61 Preference Share Capital 1 30,000,000 13,248.00 - - Foreign exchange on translation - (23.68) - 6.48 2 Unsecured Loan from Bank 30,901,850 13,646.26 30,901,850 12,441.67 3 Loan from Holding Company 21,424,531 9,461.07 20,526,184 8,264.23 Total 209,326,382 92,414.85 178,428,035 71,844.99 II. APPLICATION OF FUNDS 1 Investments 2 207,892,852 91,805.48 177,892,852 71,623.03 2 Current Assets, Loans and Advances : Accured Interest 106,963 47.23 399,501 160.85 Cash and Bank Balances 3 67,073 29.62 3,506 1.41 174,036 76.85 403,007 162.26 Less: Current Liabilities and Provisions : 4 Current Liabilities 629,334 277.92 448,821 180.70 Provisions 2,607 1.15 2,607 1.05 631,941 279.07 451,428 181.75 Net Current Assets (457,905) (202.22) (48,421) (19.49) 3 Profit & Loss Account 1,891,435 811.59 583,604 241.45 2 A V Transworks Limited - Total 209,326,382 92,414.85 178,428,035 71,844.99 1 - (0) (0.00) Notes to Accounts 8 The Schedules referred to above and the notes to accounts form an integral part of the Balance Sheet. As per our report of the event For and on behalf of the Board of date Directors of A V Transworks Limited For S.R. BATLIBOI & CO. Firm Registration No. 301003E Chartered Accountants DEEPAK J. PATEL per Vijay Maniar Partner Membership No. 36738 Place: Mumbai RAMESH KAMATH Date: April 23, 2010 Chief Financial Officer 3 A V Transworks Limited PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH 2010 For the Year Ended 31st Mar 2010 For the Year Ended 31st Mar 2009 Schedule CAD Rs. Lacs CAD Rs. Lacs INCOME : Other Income 5 157,375 68.61 1,632,336 676.04 Total 157,375 68.61 1,632,336 676.04 EXPENDITURE : Administrative Expenses 6 (39,723) (17.31) 615,746 255.02 Financial Charges 7 1,504,930 656.06 1,589,341 658.24 Total 1,465,208 638.75 2,205,087 913.26 Profit / (Loss) before tax for the year (1,307,833) (570.14) (572,751) (237.21) - Less: Provision for Tax - - - - - Profit / (Loss) for the year (1,307,833) (570.14) (572,751) (237.21) Profit / (Loss) brought forward from previous year (583,602) (241.45) (10,853) (4.24) Accumulated balance carried forward to the Balance Sheet (1,891,435) (811.59) (583,604) (241.45) Notes to Accounts 8 The Schedules referred to above and the notes to accounts form an integral part of the Profit & Loss Accoun t. As per our report of the event date For and on behalf of the Board of Directors of A V Transworks Limited For S.R. BATLIBOI & CO. Firm Registration No. 301003E Chartered Accountants DEEPAK J. PATEL per Vijay Maniar Partner Membership No. 36738 Place: Mumbai RAMESH KAMATH Date: April 23, 2010 Chief Financial Officer 4 A V Transworks Limited CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2010 For the Year ended For the Year ended March 31 2010 March 31 2009 CAD Rs. Lacs CAD Rs. Lacs A Cash flows from Operating Activities . Net Profit/(Loss) before taxation, and extraordinary items (1,307,833) (570.14) (572,751) (237.21) Adjustments for: Interest Income (157,375) (68.61) (1,631,908) (675.87) Interest Expense 1,497,734 652.92 1,585,191 656.52 Foreign Exchange (Gain)/Loss (Net) 0 6,125.02 5,752,600 4,911.96 Operating Profit before working capital changes 32,526 6,139.19 5,133,132 4,655.40 Movements in working capital : (Increase)/Decrease in payable to subsidiary 267,093 121.24 31,222 13.47 (Increase)/Decrease in Loans & Advances - - 819 0.32 Increase/(Decrease) Current Liabilities & Provisions (12,534) (4.04) 31,618 12.84 Cash generated from operations 287,085 6,256.39 5,196,790 4,682.03 Loan to subsdiaries - - 65,470,971 25,245.61 Cash flow before extraordinary items 287,085 6,256.39 70,667,761 29,927.64 Add/(Less): Extraordinary items - - - - Net Cash flow from Operating Activities 287,085 6,256.39 70,667,761 29,927.64 B Cash Flows from Investing Activities . Investment in Subsidaries (30,000,000) (20,182.45) (50,638,021) (22,553.57) Interest income received 449,913 182.23 2,852,136 1,139.59 Net Cash from/(for) Investing Activities (29,550,087) (20,000.22) (47,785,886) (21,413.98) C Cash flow from Financing Activities . Loan from Holding Company 898,346 1,196.84 (20,038,641) (7,377.56) Preference Capital from Holding Company 30,000,000 13,248.00 - - Interest Payment (1,571,778) (672.80) (2,843,693) (1,136.20) Net Cash used in Financing Activities 29,326,569 13,772.04 (22,882,334) (8,513.76) Net Decrease in cash and Cash equivalants during the year 63,567 28.21 (458) (0.10) 5 A V Transworks Limited Cash and cash equivalants at the beginning of the year 3,506 1.41 3,964 1.51 Cash and cash equivalants at the end of the year 67,073 29.62 3,506 1.41 Notes: Components of Cash and Cash Equivalents As At 31st As At 31st As At 31st As At 31st Mar, Mar, Mar, Mar, 2010 2010 2009 2009 i) Cash Balance on hand - - - - ii ) Balance with Scheduled and other Banks : - in Current Account 67,073 29.62 3,506 1.41 Total 67,073 29.62 3,506 1.41 (0) 0.00 0 0 As per our report of the event date For and on behalf of the Board of Directors of A V Transworks Limited For S.R.