AR-2013 for PDF.pmd - Ontrack Systems Limited

78 Pages·2013·0.73 MB·English

CONTENTS
1 Financial Highlights
2 CMD’s Message
3 Operating Groups & Subsidiaries
4 Organisational Structure
5 Board of Directors
6 Review of Business Groups
13 Directors’ Report
17 Management Discussion & Analysis
19 Report on Corporate Governance
23 Shareholders’ Information
28 Auditors’ Report
32 Balance Sheet
A Cautionary Note on Forward–looking Statements
33 Profit & Loss Account
The Annual Report contains statements regarding Ontrack’s
corporate strategies, objectives and views of future
34 Cash Flow Statement
developments those are forward–looking in nature and are
not simply reiterations of historical facts. These statements
36 Accounting Policies & Financial Notes
are presented to inform shareholders of the views of
Ontrack’s management but should not be relied on solely
51 Auditors’ Report
in making investment and other decisions. A number of
important risk factors could lead to outcomes that differ 52 Consolidated Financial Statement
materially from those presented in the forward–looking
statements. These include, but are not limited, (i) changes 71 Financial Information of Subsidiary Companies
in economic conditions that may lead to unforeseen
developments in markets for products and services 72 Notice
rendered by Ontrack, (ii) ability of the company to mobilize
74 Proxy Form
financial and human resources to execute the business
plan, (iii) adverse political developments that may create
unavoidable delays or postponement of transactions and
projects, (iv) changes in laws, regulations, or policies in
any of the countries where Ontrack conducts its operations
that may affect Ontrack’s ability to fulfill its commitments,
and (v) significant changes in the competitive environment.
In the course of its operations, Ontrack adopts measures
to control these and other types of risks, but this does not
constitute a guarantee that such measures will be
effective. All trademarks and copyrights belong to their
respective owners.
FINANCIAL HIGHLIGHTS
ONTRACK SYSTEMS LIMITED
( in million)
Particulars 2012-2013 2011-2012 2010–2011
Export Sales 43.72 80.81 96.66
Domestic Sales 1000.88 951.97 522.70
Other Income 9.30 4.10 3.51
Total Revenue 1053.90 1036.88 622.87
Operating Profit (EBITDA) 35.62 41.75 61.23
Finance Expenses 18.87 17.34 19.90
Profit / (Loss) on sale of Assets - - 0.07
Preliminary & Deferred Rev. Exp. W/O - 0.28 0.28
Depreciation & Impairment Loss 0.60 3.03 7.50
Income Tax (Net) 4.10 5.60 1.97
Net Income/(Loss) after tax 12.05 15.50 31.65
Face Value per equity share 10/- 10/- 10/-
EPS-after tax ( ) 0.62 0.80 1.95
Dividend (%) Nil Nil Nil
Operating Income/(Loss) as % to Total Revenue (%) 3.38 4.03 9.83
Share Capital 193.42 193.42 193.42
Reserves & Surplus 98.96 86.90 86.77
Fixed Assets (Gross Block) 147.35 146.73 146.40
( in million) ( in million)
1200
160
1053.90 146.40 146.73 147.35
1036.88
140
1000
120
800
100
622.87
600 80 79.53 76.83 76.85
60
400
40
200
20
61.23 41.75 35.62
0 0
2010-11 2011-12 2012-13 2010-11 2011-12 2012-13
Turnover Operating Profit Gross Block Net Block
ONTRACK SYSTEMS LIMITED 1
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systems limited
Winning Business Solutions
Dear shareholders,
In 1986 I left my job in a leading Public Sector Engineering company and started as
a young entrepreneur . I started a software consultancy business in Madras ( as it
was called those days ) though my roots were from Calcutta where I grew up.
Ontrack was incorporated in 1987 in Chennai in order to deal with Telecommunication
products and equipment . In those days getting a phone connection was extremely
difficult and one had to struggle to even find STD/PCO booths to make calls. In one
of my trips to Kolkata , Ontrack was activated with the help and support of childhood
friends and I had to relocate to Kolkata where Ontrack started its commercial
operations.
In 2012-13 Ontrack has completed 25 years of existence . From a closely held
private limited company we went public in 2000-2001 and Ontrack become a public
limited company - your company. From very modest beginnings we were able to
grow our business in the domestic and international markets and we have survived through the ups and downs of the market place and
the challenges that came by.
This journey of 25 years with Ontrack has been extremely meaningful for me personally. Your company has reached a milestone by
completing 25 years since inception. The company has the goodwill and support of its customers, employees and suppliers due to
its strong commitment and values. I am confident that the next phase of the company’s growth will be very meaningful and valuable
to all stakeholders.
People and talent continue to be the core drivers and assets of our business. Our employees have once again shown tremendous
commitment towards the customer and the company. On this 25 year we once again reiterate our commitment to deliver value to our
shareholders, customers and employees.
I take this opportunity to thank our members, directors, customers, vendors, employees, partners, bankers, advisers, government
agencies and all our well wishers for their continued support. l look forward to your continued guidance and support in the years to
come.
With warm regards,
B. Hari
Chairman & Managing Director
Date: 1st August 2013
Kolkata, India.
2 ONTRACK SYSTEMS LIMITED
Operating Groups,
Subsidiaries and
Associate Companies
Global Delivery Centre
(cid:137)(cid:137)(cid:137)(cid:137)(cid:137) Enterprise Solutions Group
(cid:137)(cid:137)(cid:137)(cid:137)(cid:137) Service & Support Division
(cid:137)(cid:137)(cid:137)(cid:137)(cid:137) tendertimes.com
(cid:137)(cid:137)(cid:137)(cid:137)(cid:137) IndiaOneStop.com
(cid:137)(cid:137)(cid:137)(cid:137)(cid:137) FirstJob College
Ontrack Systems (UAE) Ltd.*
Ontrack Systems (UK) Ltd.*
Ontrack Systems (Aus.) Pty. Ltd.*
Ontrack Global Services Ltd.*
Comunet Info systems (P) Ltd.**
* 100% Subsidiary
** Associate Company
ONTRACK SYSTEMS LIMITED 3
ORGANISATIONAL STRUCTURE
As of July, 2013
SHAREHOLDERS
ONTRACK GROUP BOARD OF DIRECTORS AUDITORS
CMD & Jt. MD SUBSIDIARIES
(cid:139) Ontrack Systems (UK) Ltd., UK
(cid:139) Ontrack Systems (UAE) Ltd., UAE
(cid:139) Ontrack Global Services Ltd., INDIA
(cid:139) Ontrack Systems (Aust.) Pty. Ltd.
MANAGEMENT TEAM
ASSOCIATE COMPANIES
(cid:139) Comunet Info systems (P) Ltd.
(cid:139) FirstJob College*
OPERATING GROUPS OFFICES IN INDIA
GLOBAL DELIVERY CENTRE CHENNAI
(cid:139) Enterprise Solutions Group (cid:139) Registered Office
(cid:139) Service & Support Division KOLKATA
(cid:139) tendertimes.com (cid:139) Corporate Office
(cid:139) IndiaOneStop.com (cid:139) Global Delivery Centre
(cid:139) FirstJob College
* Sponsored by Ontrack
4 ONTRACK SYSTEMS LIMITED
BOARD OF DIRECTORS
BOARD OF DIRECTORS
B. Hari Kaustuv Ray
Chairman & Managing Director Joint Managing Director
S. V. Ramani Robin Ghosh
Whole-time Director & Secretary Independent Director
Ramdevan V Krishnaswamy Vijay Kumar Chhinkwani
Independent Director Independent Director
AUDITORS
M/s. Goenka Shaw & Co., India
HAMT & Associates, UAE
LEGAL ADVISORS
Bidyut Kumar Banerjee, India
BANKERS
Indian Bank, India State Bank of India, India
Axis Bank, India ANZ Grindlays, Australia
HSBC Bank, UK & UAE
ONTRACK SYSTEMS LIMITED 5
Global Delivery Centre
Highlights Strategy and Direction Review of Activities
With not much of corporate/ private buyers – With increase in government spending we
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) SSD and TSG units added 55
geared up our activity and ensured 100%
new customers the company is increasing its stake in the
growth of our business to government. Our
government vertical for Infrastructure sales.
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) Retention of 95% existing
focus from corporate sector remained steady
clients by SSD Focus is on increasing captive business across
and the response encouraging. Our technology
different divisions. Focus on business from
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) SSD - order from Directorate of prowess ensured we were a step ahead of
Treasuries & Accounts, government yielded substantial returns in terms competition in the technology front. This year
Government of West Bengal
of growth-over 100% YoY. also we excelled in next generation technologies
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) Surge in Govt business – YoY like virtualization and high availability and
100% SSD & TSG successfully added 55 new
initiated new tie ups that will enable us to
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) Primary data centre installed at customers and SSD managed to retain 95% of maintain our leading position. Despite stiff
a large microfinance company.
its existing clients. competition in the IT domain SSD ensured its
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) First ever virtualization and presence felt in the market.
High availability solution of
Successfully delivered Primary Data centre and
Dynamics Axapta on Windows
2012 platform delivered. Disaster Recovery Solution with High Speed
computing solution to a leading Microfinance
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) Prominent role in
computerization of Bengal Company in india.
Excise department.
Virtualization and high availability solution
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) BOROLINE, SUTHOL go for implemented at a leading Jewellery manufacturer
SAPB1 from Ontrack.
and distribution company.
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) Tie up with Checkpoint – the
leader in Enterprise Security
Solution
Outlook for fiscal 2013-14
Business is expected to remain unchanged for efficient technically advanced organization to
most part of the year. With improved economic make the best out of the market growth. We
environment expected from last quarter our intend to consolidate our service revenues in
strategy towards addressing the market would the coming year. SSD is in negotiation with
remain unchanged. Internally we will work government as well as private entities that have
towards more profitability by making the work shown interest in our services. SSD is also
process more efficient and agile and by planning to penetrate into Tier II and Tier III
shedding any extra weight that we might still cities.
have. We will be ready with a lean and thin
6 ONTRACK SYSTEMS LIMITED
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SSSSSYYYYYSSSSSTTTTTEEEEEMMMMMSSSSS (((((AAAAAUUUUUSSSSSTTTTT.....))))) PPPPPTTTTTYYYYY..... LLLLLTTTTTDDDDD.....
Highlights Strategy and Direction Review of Activities
Ontrack Australia continued its focus in Ontrack Australia continues to offer services
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) Market yet to pick up pace
providing end to end IT solutions for SME from Ontrack India and has signed a partnership
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) Agreement signed with a companies. agreement with BCM Cost Management
leading financial services solution an Ireland based company which will
company The unit specialises in offering cost effective IT
provide additional income stream. We continue
solutions for SMEs through offshore-onshore
to provide TM 1 service to ANL. Implementation
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) SAP B1 implementation at
combo model of project development and
Gamma Illumination ongoing of SAP Business One at Gamma Illumination
deployment enabling organisations to cut down
Company Pty. Ltd. bringing all departments
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) Focus on offshore-onshore IT management costs. Our experience in
under one roof and streamlining of their
combo model
implementation of SAP B1 gives us an edge in business and information flow across all
the market. departments that started last year is continuing
through this year.
Outlook for fiscal 2013-14
Potential for mobiles application development elections looming. Any increase in economic
expected to grow substantially. The economy activity is not expected until after the elections
in general and IT market in particular has been which means the coming year also will see
very slow and it is expected to continue with slower growth.
ONTRACK SYSTEMS LIMITED 7
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SSSSSYYYYYSSSSSTTTTTEEEEEMMMMMSSSSS (((((UUUUUKKKKK))))) LLLLLIIIIIMMMMMIIIIITTTTTEEEEEDDDDD
Highlights Strategy and Direction Review of Activities
UK market for the 5th consecutive year is Long term relationship with companies to bring
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) Projects in progress with a
fortune 500 company in France struggling and fighting to break away from the to them the offshore advantage of skills and
and Italy. recession. The Global slowdown, Euro crisis, price advantage has been the Ontrack UK
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) Ongoing projects a leading turmoil in the banking sector and lack of approach. Ontrack UK has partnered some
University.
confidence in general has made the UK market good relationships winning some good
(cid:132)(cid:132)(cid:132)(cid:132)(cid:132) Software development and
very fragile. Clients are either not spending or projects. We are confident that these
deployment for a UK based
looking at cost saving activities. Companies relationships will grow over the years as the
Pharmacy chain.
however are looking at cost effective solutions economy gains momentum. Ontrack UK
(cid:132) Customers include many
reputed Organisations. and being cautious in their IT spend.. continues to service a fortune 5 company for
Companies are more open to outsourcing their onsite management of infrastructure support
entire or part of IT as they want a service without and other bespoke developments and a leading
headaches of maintaining their own IT. University of international repute. Ontrack UK
has won several software projects that are
ongoing with some of the leading private
Organisations.
Outlook for fiscal 2013-14
Ontrack UK is working on a few projects with extension of other projects as a spin off to the
various UK based companies and this will all ongoing projects.
run till end December 2013 and possible
8 ONTRACK SYSTEMS LIMITED