2. The Company has only one class of equity shares having par value of Rs. 10 per share. Each holder of an equity share is entitled to one vote per share.

3. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of shares held by the equity share holders.

4. Shares held by each shareholder holding more than 5 percent shares specifying the number of shares held - Nil. 5. Contingent Liabilities: Disputed liability towards Employees State Insurance contributions is Rs. 91,027 (Rs. 91,027).

6. Disclosure relating to related party transactions

7. As per Accounting Standard (AS-18) on Related party disclosures notified by the Companies (Accounting Standards) Rules, 2006, the disclosure of transactions with the related party as defined in the Accounting Standard are given below:

Sl.    Name of the Related Party                    Relationship
No.

1.     Ncore USA Inc                                Wholly Owned
                                                    Subsidiary

2.     Peninsula Electronics                        Firm in which
                                                    Director is
                                                    interested

3.     Processor Systems India Pvt Ltd              Company in which
                                                    Director is
                                                    interested

4.     Vinay L Deshpande                            Key Management
                                                    Personnel

5.     Chhanda Deshpande                            Key Management
                                                    Personnel

6.     Consilient Technologies Private Limited      51% Subsidiary
                                                    company

7.     Encore Technologies Singapore Pte Ltd        Associate Company
                                                    (till 31st March
                                                    2014)

8.     Ncore Technology Services Pvt Ltd            Company in which
                                                    Director is
                                                    interested (till
                                                    31st March 2014)

8. Particulars of Joint Venture: Encore Technologies Singapore Pte Ltd is a Joint Venture Company of Encore Software Limited and Time 2 Talk Pte. Ltd., incorporated under the laws of Singapore. Out of the total Paid up Capital of 9,645.784 numbers of equity shares (par value S $ .1 each) of Encore Technologies Singapore Pte. Ltd., Encore Software Limited holds 3,301,100 (par value s $ 0.10 each) representing 38.02% of total equity.

Based on contractual obligation Encore Technologies Singapore Pte. Ltd. has entered into, Encore Software Limited has no contingent liabilities or capital commitments on account of the joint venture.

The Company has since been liquidated and hence the investment and trade receivable have been set off against the provision.

9. Leases

Operating Leases: The Company has taken commercial premises under cancelable operating lease. The lease agreements provide an option to the Company to renew the lease period. There are no exceptional / restrictive covenants in the lease agreements. Contingent rent recognized in the profit and loss account is Rs. Nil (Rs. Nil).

10. Provisions, Contingent Liabilities & Contingent Assets: The Company has made provision for leave salary on estimated basis in. These being retirement benefits, an obligation to pay these amounts might arise at the time of resignation/superannuation of the employees. There is no reimbursement receivable against these obligations.

11. Retirement Benefit Plans

Defined Contribution Plans: The Company makes Provident Fund contributions to defined contribution retirement benefit plans for qualifying employees. Under the schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Provident Fund scheme additionally requires the Company to guarantee payment of interest at rates notified by the Central Government from time to time, for which shortfall has been provided for as at the Balance Sheet date.

The Company recognized Rs. 83,148 (Rs. 68,792) for provident fund contributions and in the profit and loss account. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

Defined Benefit Plans: During the year ended 31st March 2015, in view of the few employees, the company has made provision for gratuity and leave encashment on estimated basis instead of on actuarial valuation.

Up to 31st March 2014, the Company has made a provision for gratuity payable to qualifying employees'. Lump sum payment is made to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 days salary, payable for each completed year of service or part thereof in excess of six months. Vesting occurs upon completion of five years of service.

The present value of the defined benefit obligation and the related current service cost were measured using the Projected Unit Credit Method, with actuarial valuations being carried out at each balance sheet date.

The following table sets out the funded status of the gratuity plan and the amounts recognized in the Company's financial statements as at 31st March 2014.

12. Segment Reporting: The Company is currently offering services only in Technology Solutions segment to overseas customers. Hence in the opinion of the management disclosures under segment reporting (AS-17) is not applicable to the Company for the year under review.

13. Previous period's figures have been recast/restated, wherever necessary, to conform to the current year's classifications. Figures in brackets relate to the previous period.