24th Dec 2008 10:28
RNS Number : 7649K
Mortice Limited
24 December 2008
24 December 2008
MORTICE LIMITED
(“Mortice” or “the Company”)
Unaudited Consolidated Condensed Interim Results for Half Year Ended 30 September 2008
Mortice Limited, (AIM:MORT), an AIM-listed security and facilities management company based in India, is pleased to announce its unaudited consolidated condensed financial results for the period 1 April 2008 –
30 September 2008. In this period, the Group (the Company and its subsidiaries) has seen record revenues for its guarding business and strong operations launch of its facilities management business.
Highlights:
§ The Company has generated a total income of US$ 11.69 million with Gross Margin of 19.1%
§ Successful launch of facilities management business
§ Strong growth of guarding business
§ 41 new Guarding contracts from June 2008 – December 2008
§ 12 new contracts for facilities services from March 2008 – December 2008
§ Over 3 million square feet under management through facilities management arm
§ Appointment of key senior professionals for Tenon Property Services Private Limited – Chief Financial Officer and Chief Strategy Officer - to achieve strategic objectives
Commenting today, Manjit Rajain, Executive Chairman of Mortice Ltd said:
“Mortice group companies continue their strong performance across diverse segments despite a global economic downturn. We have returned strong financial results and are breaking new ground with sectors that have thus far stayed away from outsourced facilities services appointing our group companies for diverse specialist requirements.
In addition to gaining significant new business, we continue to achieve organic growth from expansion of our contract scope with existing customers. As Mortice continues to extend its service delivery capability and geographical reach, we remain committed to our core principle of offering services of the highest level to customers in India and expand our reach to other developing economies. We realize the need to ensure a sustained management focus on managing and leading this growth and have appointed experienced professionals on strategic practices such as acquisitions and finance to help us ensure strong management of growth.”
For further information please contact:
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Mortice Ltd
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Manjit Rajain, Executive Chairman
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Tel: +91 981 800 0011
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Andrew Barker, Executive Director
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Tel: +91 974 130 9401
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Grant Thornton UK LLP
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Fiona Owen
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Tel: +44 207 383 5100
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Jermyn Capital Partners PLC
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Dharmesh Doshi
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Tel: +44 207 399 2020
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Pelham PR
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Alex Walters / Charles Goodwin
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Tel : +44 203 159 4399
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Statement of the Executive Chairman, Manjit Rajain:
Operationally, both the Group subsidiaries Peregrine Guarding Private Limited ("Peregrine") and Tenon Property Services Private Limited ("Tenon") have significantly enhanced their customer base. Since the last trading update in June 2008, the guarding business has been awarded 41 new contracts for the provision of security services in India. Some of the new clients include a leading Indian telecom operator with national presence, a global financial services corporation and one of the largest BPO services corporations in India. In addition, Peregrine has been awarded a prestigious contract for the management of security operations in Mumbai for one of India’s leading airlines. With the recent developments, the Company continues to enhance its status as one the leading security service providers to corporations in the IT and IT enabled services, business process outsourcing, financial services, pharmaceutical, retail and telecom sectors. Most of the guarding business assignments reflect the confidence in the Company’s ability to deliver high quality services nationally.
In addition, the Group’s facilities management arm has won eight new contracts. These include one of the top business schools in India, for whom the Company is now managing outsourced property management services at 6 prestigious campuses spread across North India; and one the world’s leading provider of networking solutions for whom the Company will manage the full scope of facilities for an upcoming state-of-the-art facility at Bangalore. The Company has also won the contract for full facility management services for an international semiconductor producer. Mortice now provides facilities management services to a portfolio of over 3 million sq.ft. and operates across 6 Indian states.
The appeal of the Company’s model to sectors traditionally averse to outsourcing facilities services is also evident in the fact that one of India’s most prestigious healthcare institutions has appointed the company for specialist engineering maintenance and housekeeping services Another illustration of our appeal for non-traditional sectors is our ability to offer professional, safe and efficient solutions for transport operations, a sector thus far dominated by vendors from the unorganized market in India
The combined estimated value of these new contracts equates to an approximate annualised revenue of over INR 304 million (approximately USD 6.22 million*)
Mortice’s strategy is to employ a vertically-integrated approach to property and facilities management services, unlocking value in the supply chain through self-performance of these services. Historically, these services have been out-sourced to property management companies who source the manpower and expertise through other third-party specialist service providers. With increasing labour and infrastructure costs there is a growing demand in India for companies with the capability to provide these services directly.
Mortice group companies have continued their strong performance across diverse segments despite the global economic downturn. We have returned strong financial results at a gross revenue and gross margin level. However, we have seen a dip in our EBITDA for the half year ended 30 September 2008, due to the one-off expenses in relation to the AIM listing and no revenues from and certain costs incurred in the General Contracting business which was not pursued as a business activity. We realised early in the period that our General Contracting business was most likely to face an impact as a result of economic slowdown and its direct impact on the real estate and infrastructure sectors, resulting in low margins and high working capital requirements. As a result, we took the decision not to pursue that business stream while we did incur cost of certain resources, including separation cost, for that business for a few months. However in the present economic situation, we believe that decision has paid off with the Company not having any exposure to the risk on collectibles in this sector.
While, as a business that has annuity-based contracts, the slowdown in decision making effected ongoing customer negotiations, I am very positive about the performance and potential of the opportunities that our business development groups are generating. As we do not restrict ourselves to traditional consumer bases, we are breaking new ground within sectors that have thus far stayed away from outsourced facilities services, appointing our group companies for diverse specialist requirements.
Through continued organic growth and proposed inorganic transactions, Mortice will enhance its existing capability to undertake all major facilities services in-house to maximise efficiency for clients. This will enable the Group to cross sell its services to its existing client base, capitalise on its already strong Indian presence and expand internationally. In this regard, Mortice is also pleased to announce the appointment of two key professionals – Vipin Mittal as Chief Strategy Officer and S. Krishnaswamy as Chief Financial Officer. Vipin Mittal is a senior professional with experience in international business and a specialization in acquisitions as Chief Strategy Officer for Tenon Property Services has been appointed to lead acquisition initiatives for the corporation. Mr Krishnaswamy has been appointed to ensure continuity in providing a strong financial management practice to support the growing business. He assumes the responsibility from Bhairav Kothari who will continue to act as a consultant and advise the Group on M&A and fund raising activities
Both Mr. Mittal and Mr. Krishnaswamy possess strong experience in their respective functions, Mr. Mittal has over 13 years of experience in international business, finance and acquisitions; and has successfully planned and implemented acquisitions in diverse markets including India, Thailand, Europe, Latin America and Africa. Mr. Krishnaswamy, a certified Chartered Accountant and Cost Accountant, has 20 years of experience in diverse aspects of financial management & accounting operations in diverse geographies including South Asia, South East Asia, Europe, Australia, the Middle East and USA.
These appointments assume significance in the context of aligning to Mortice’s strategic growth plans.
* As per current exchange rate of 1 USD = INR 48.80 as of evening (IST) on 23 December 2008.
Unaudited Condensed Consolidated Balance Sheet
(All amounts in United States Dollars, unless otherwise stated)
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As at
30 September 2008
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As at
31 March 2008
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ASSETS
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Non current assets
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Property, plant and equipment (Net)
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619,628
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609,147
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Other assets
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190,764
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275,206
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Restricted cash
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23,285
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14,589
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Deferred tax assets (Net)
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405,183
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165,870
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Total non- current assets
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1,238,860
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1,064,812
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Current assets
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Inventories
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9,805
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20,481
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Trade receivables
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4,557,232
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3,690,329
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Other current assets
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384,628
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663,901
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Related party receivables
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1,896,319
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330,211
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Cash and cash equivalents
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4,055,614
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390,420
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Total current assets
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10,903,598
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5,095,342
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Total assets
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12,142,458
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6,160,154
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EQUITY AND LIABILITIES
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Equity
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Equity attributable to equity holders of the Company
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Share capital
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9,558,455
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400,001
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Retained earnings/ (Accumulated losses)
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(1,225,230)
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632,641
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Stock compensation reserve
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23,608
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-
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Currency translation reserve
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(693,192)
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(15,281)
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Minority interest
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922
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2,494
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Total equity
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7,664,563
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1,019,855
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Liabilities
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Non-current liabilities
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Retirement benefit obligations
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117,657
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92,916
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Finance lease obligations, excluding current portion
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94,684
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97,271
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Long-term borrowings, excluding current portion
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181,759
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237,883
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Total non-current liabilities
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394,100
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428,070
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Current liabilities
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Trade payables and other payables
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2,864,456
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2,816,512
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Bank overdraft
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-
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200,390
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Related party payables (short-term)
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1,046,445
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1,246,821
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Current portion of finance lease obligations
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53,221
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43,029
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Current portion of long term borrowings
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82,575
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369,052
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Tax payable
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37,098
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36,425
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Total current liabilities
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4,083,795
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4,712,229
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Total liabilities
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4,477,895
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5,140,299
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Total equity and liabilities
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12,142,458
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6,160,154
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(The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements)
Unaudited Condensed Consolidated Income statement
(All amounts in United States Dollars, unless otherwise stated)
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For six months ended
30 September 2008
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Revenues
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Services income
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11,620,473
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Other income
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71,701
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Total
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11,692,174
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Expenses
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Services consumed
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9,464,019
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Depreciation of property, plant and equipment
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75,467
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Staff and related costs
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1,507,927
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Operating expenses
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1,016,836
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Listing expenses
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1,428,393
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Finance costs
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71,700
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Total
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13,564,342
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Loss before tax
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1,872,168
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Taxation
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(12,725)
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Loss for the period
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1,859,443
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Loss attributable to
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- Minority share in losses
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1,572
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- Equity holders of the Company
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1,857,871
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Loss per share
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Basic and diluted
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0.04
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(The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements)
Unaudited Condensed Consolidated Statement of Changes in Equity
(All amounts in United States Dollars, unless otherwise stated)
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Equity attributable to shareholders of the Company
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Total stockholders' equity
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|||||
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Share Capital
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Stock compensation Reserve
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Currency Translation reserve
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Retained earning/ (accumulated losses)
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Minority interest
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No. of shares
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Amount
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Balance as at 1 April 2008
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40,000,001
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400,001
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(15,281)
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632,641
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2,494
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1,019,855
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Currency translation adjustment
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(677,911)
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(677,911)
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Income recognized directly in equity
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-
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-
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-
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(677,911)
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-
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-
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(677,911)
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Loss for the period
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(1,857,871)
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(1,572)
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(1,859,443)
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Total income and expense recognized for the period
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-
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-
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(677,911)
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(1,857,871)
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(1,572)
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(2,537,354)
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New shares issued
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7,700,000
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9,730,120
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9,730,120
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Costs of new shares issued
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(571,666)
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(571,666)
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Stock compensation reserve
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23,608
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23,608
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Balance as at 30 September 2008
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47,700,001
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9,558,455
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23,608
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(693,192)
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(1,225,230)
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922
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7,664,563
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(The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements)
Unaudited Condensed Consolidated Statement of Cash Flows
(All amounts in United States Dollars, unless otherwise stated)
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For six months ended
30 September 2008
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(A) Cash flow from operating activities
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Loss before tax
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(1,872,168)
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Adjustments:
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Depreciation and amortization
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75,467
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Employee stock option
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23,608
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Interest expenses
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71,700
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Provision for doubtful debts
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45,214
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(1,656,179)
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Changes in operating assets and liabilities
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Restricted cash
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(8,696)
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Trade receivable, other assets and related party receivables
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(2,054,194)
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Inventory
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10,676
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Trade Payables, other liabilities and related party payables
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(127,113)
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(3,835,506)
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Direct Tax paid
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(245,230)
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Net cash used in operating activities
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(4,080,736)
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(B) Cash flow from investing activities
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Payments for purchase of property, plant and equipment
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(201,807)
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Proceeds from sale of property, plant and equipment
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28,318
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Net cash used in investing activities
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(173,489)
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(C ) Cash flows from financing activities
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Proceeds from issue of share capital
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9,158,454
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Proceeds from long term borrowings
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73,339
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Repayment of long term borrowings
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(408,335)
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Repayment of bank overdraft
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(200,389)
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Interest paid
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(72,278)
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Net cash provided by financing activities
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8,550,791
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Net increase in cash and cash equivalents
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4,296,556
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Cash and cash equivalents at the beginning of the period
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390,420
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Effect of change in exchange rate on cash
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(631,372)
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Cash and cash equivalents at the end of the period
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4,055,614
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(The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements)
Notes to Unaudited Condensed Consolidated Interim Financial Statements
(All amounts in United States Dollars, unless otherwise stated)
1. INTRODUCTION
Mortice Limited (‘the Company’ or ‘Mortice’) was incorporated on 9 January 2008 as a public limited company in the Republic of Singapore. The Company’s registered office is situated at 36 Robinson Road, #17-01 City House, Singapore 068877.
The Company was listed on the Alternative Investment Market (AIM) of the London Stock Exchange on 15 May 2008. The Company along with its subsidiaries (hereinafter, together referred to as ‘the Group’) are engaged in providing guarding services, facilities management services, fleet management and sale of safety equipment and their installation. The Group’s operations are spread across India. The various entities comprising the Group have been defined in Note 3 below.
2. GENERAL INFORMATION
The unaudited condensed consolidated interim financial statements of the Group for the six months ended 30 September 2008 and the relevant comparatives have been prepared in accordance with IAS 34 – Interim Financial Reporting as developed and published by the International Accounting Standards Board (‘IASB’), on a going concern basis. In accordance with IAS 34, the Group has presented on a consolidated basis, a condensed balance sheet, a condensed income statement, a condensed statement of changes in equity, a condensed cash flow statement along with select explanatory notes. The comparative balance sheet has been presented as at 31 March 2008, being the end of the immediately preceding financial year of the Group. However, no comparative information has been presented for the income statement, statement of changes in equity and cash flow statement as the Company was incorporated on 9 January 2008.
The functional currency of the entities within the Group (other than the Company) is Indian Rupees (INR). The Company has a functional currency of United States Dollars (‘USD’). The group’s management has chosen to present the consolidated financial information in USD, the functional currency of the Company.
3. BASIS OF CONSOLIDATION
The subsidiaries which consolidate under Mortice comprise the entities listed below:
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Name of the Entity
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Country of Incorporation
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Effective Group Shareholding (%)
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Tenon Property Services Private Limited (‘Tenon Property’)
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India
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99.36
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Peregrine Guarding Private Limited (‘PGPL’)
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India
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99.36
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Tenon Support Services Private Limited (‘Tenon Support’)
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India
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99.36
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Tenon Project Services Private Limited (‘Tenon Project’)
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India
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99.36
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Two new entities, Tenon Support and Tenon Project have been added to the Group during the six months ended 30 September 2008.
All of the above entities follow uniform accounting policies The purchase method involves the recognition at fair value of all identifiable assets and liabilities, including contingent liabilities of the acquired business, at the acquisition date, regardless of whether or not they were recorded in the financial statements of the subsidiary prior to acquisition. On initial recognition, the assets and liabilities of the acquired subsidiary are included in the unaudited condensed consolidated interim financial statements at their fair values, which are also used as the basis for subsequent measurement in accordance with the group accounting policies. All inter-company transactions and balances are eliminated on consolidation and the unaudited condensed consolidated interim financial statements reflect external transactions only. The accounting periods of the subsidiaries are coterminous with that of the company.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
These unaudited condensed consolidated interim financial statements have been prepared in accordance with the International Financial Reporting Standards (‘IFRS’) as issued by IASB, using the same accounting policies that were applied in the preparation of the annual consolidated financial statements of Mortice Limited and its subsidiaries for the year ended 31 March 2008 and accordingly should be read in conjunction with those.
5. STANDARDS AND INTERPRETATIONS ISSUED BY IASB BUT NOT YET APPLIED BY THE GROUP
The following standards or interpretations have been issued by IASB till the date of approval of these unaudited condensed consolidated interim financial statements but are not yet effective. These have not been adopted early by the Group and accordingly have not been considered in the preparation of the unaudited condensed consolidated interim financial statements of the Group.
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Standard or Interpretation
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Effective dates
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IAS 1: Presentation of Financial Statements: A Revised Presentation (Issued September 2007)
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Annual periods beginning on or after 1 January 2009
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IAS 23: Borrowing costs (Revised)
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Annual periods beginning on or after 1 January 2009
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IAS 27: Consolidated and Separate Financial Statements (Amendment January 2008)
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Annual periods beginning on or after 1 July 2009
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IAS 32 Financial Instruments: Presentation- and IAS 1 Presentation of Financial Statements: Puttable Financial Instruments and Obligations Arising on Liquidation Amendment (Issued 14 February 2008)
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Annual periods beginning on or after 1 January 2009
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IFRS 1 First Time Adoption of IFRS Revised (Issued 27 November 2008)
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Periods beginning on or after 1 January 2009
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IFRS 2: Share- based Payment (Amendment- January 2008)
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Annual periods beginning on or after 1 January 2009
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IFRS 3: Business Combinations (January 2008)
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For acquisition dated on or after the beginning of the first annual reporting period beginning on or after 1 July 2009
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IFRS 8: Operating Segments
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Annual periods beginning on or after 1 January 2009
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IFRIC 13: Customer Loyalty Programmes
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Annual periods beginning on or after 1 July 2008
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IFRIC 14: IAS 19—The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction
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Annual periods beginning on or after 1 January 2008
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IFRIC 15: Agreements for the Construction of Real Estate
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Annual periods commencing on or after 1 January 2009
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IFRIC 16: Hedges of a Net Investment in a Foreign Operation issued
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Annual periods commencing on or after 1 October 2008
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IFRIC 17: Distributions of Non-cash Assets to Owners
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Annual periods beginning on or after 1 July 2009
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Improvements to IFRS (Issued 22 May 2008)
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Annual periods beginning on or after 1 January 2009
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Amendments to IFRS 1 and IAS 27 Cost of an Investment in a subsidiary, jointly-controlled entity or associate (Issued May 2008)
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Annual periods beginning on or after 1 January 2009
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Amendment to IAS 39 Financial Instruments: Recognition and Measurement: Eligible Hedged Items (Issued July 2008)
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Annual periods beginning on or after
1 July 2009
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Management anticipates that all of the above pronouncements will be adopted by the Group in the first accounting period beginning after the effective date of each of the pronouncements. Based on the Group’s current business model and accounting policies, management does not expect material changes to the recognition and measurement principles on Group’s financial statements when these Standards/ Interpretations become effective. However, the directors are aware that the application of the above standards and interpretations will require certain additional disclosures to be included in the Group’s subsequent financial statements.
6. COST OF RAISING EQUITY
Incremental direct costs incurred in relation to issue of shares classified as equity, such as underwriting, accounting and legal fees, printing costs, and taxes, are treated as a reduction of the proceeds. Costs associated with listing of the Company’s shares are expensed off as Listing Expenses. Common cost relating to issue of new equity and listing of Company’s shares are allocated on rational basis.
7. LOSS PER SHARE
The basic and diluted loss per share for six months ended 30 September 2008 have been calculated using the net results attributable to shareholders of Mortice Limited as the numerator. None of the dilutive shares relate to interest or similar expense recognisable in the income statement for six months ended 30 September 2008.
Calculation of basic and diluted loss per share are as follows:
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Six months ended 30 September 2008
|
|
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Loss attributable to shareholders of Mortice Limited, for basic and dilutive
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(1,857,871)
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Weighted average numbers shares outstanding during the period for Basic
|
45,806,558
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Effect of dilutive potential ordinary shares:
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2,800,000
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Employee stock options
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Weighted average numbers shares outstanding during the period for Basic
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45,806,558
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Basic and Diluted loss per share (in USD)
|
0.04
|
|
|
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8. SHARE BASED EMPLOYEE REMUNERATION
On 15 May 2008, the Company has adopted a share option scheme for 2,800,000 ordinary shares of the Company, of which 1,600,000 options (3.4 per cent of the Ordinary Shares at Admission) are allotted and granted to Andrew Barker and 1,200,000 options (2.5 per cent of the Ordinary Shares at Admission) are allotted and granted to Vijayendra Babji, both of which are performance related and exercisable after three years and up to ten years from the grant date. The exercise price is the placement price on Admission to AIM.
During the period to 30 September 2008, these share options have been accounted for in accordance with the principles set out under IFRS 2: Share based payments.
9. RELATED PARTY TRANSACTIONS
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Nature of the relationship
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Related Party’s Name
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I. Entities having control over the Group
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Mancom Holdings Limited (Holding company)
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II. Key management personnel (“KMP”) and significant shareholders :
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Mr. Manjit Rajain
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Mr. Andrew Barker
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Mr. V. V. Babji
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|
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|
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III Relatives of KMP
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Ms. Urvashi Rajain (wife of Mr. Manjit Rajain)
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|
|
|
|
|
|
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IV. Other Enterprises over which KMP’s are able to exercise significant influence
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ADL Management Consultants Private Limited (ADL)
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Micro Azure Computers Private Limited
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Eastern Star Hotels & Resorts Private Limited
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Peregrine Security Private Limited (PSPL)
|
|
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Peregrine Facilities Management Systems Private Limited (PFMSPL)
|
|
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Peregrine Fleet Management Private Limited (PFMPL)
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Peregrine Safety Systems Private Limited (PSSPL)
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Disclosure of transactions between the Group and related parties and the status of outstanding balances as on 30 September 2008 and 31 March 2008 is as under:
Transactions with KMP and their relatives
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Particulars
|
30 September 2008
|
|
|
|
|
Remuneration
|
474,763
|
|
Additional loans given to Ms. Urvashi Rajain
|
4,520
|
|
Costs relating to stock options issued
|
23,608
|
|
|
|
The outstanding balance receivable from related parties under the category KMP and their relatives as at 30 September 2008 and 31 March 2008 is US$ 4,520 and US$ 12,038 respectively.
In addition to the above, the key management personnel participate in the gratuity plan of the Companies.
Transactions with Enterprises over which KMP’S are able to exercise significant influence
|
Particulars
|
30 September 2008
|
|
|
|
|
Rent paid to Micro Azure Computers Private Limited on account of property rented
|
58,520
|
|
|
|
|
Inter- Company Loans taken/ (repaid) during the period
|
|
|
PSPL
|
(205,680)
|
|
PFMPL
|
5,305
|
|
|
|
|
Inter-Company loans given/ (repaid) during the period
|
|
|
PFMPL
|
4,897
|
|
PSPL
|
1,624,698
|
|
PSSPL
|
(23,057)
|
|
ADL
|
822
|
|
Eastern Star Hotels & Resorts Private Limited
|
2,112
|
|
|
|
|
|
|
Outstanding balance payable/ receivables with related parties under this category as at 30 September 2008 and 31 March 2008 is as under:
|
|
30 September 2008
|
31 March 2008
|
|
|
|
|
|
Total receivables
|
1,896,319
|
330,211
|
|
Total payables
|
1,046,445
|
1,246,821
|
10. DEFERRED TAX ASSET ON UNBSORBED LOSSES AND DEPRECIATION
During the period ended 30 September 2008 the company has created a deferred tax asset on unabsorbed losses in Tenon Property Services Private Limited. The total unabsorbed loss of the Company was $1,165,470 (including unabsorbed depreciation of $ 11,316) and a deferred tax asset has been created for $ 357,432 on the same. In the period to 30 September, 2008 management has incurred the necessary expenses to support the servicing of contracts expected to be generated in future periods. Accordingly, the management expects to utilize these amounts in the future years through generation of sufficient taxable profits.
11. COMMITMENTS AND CONTINGENCIES
A summary of the contingencies existing as at the balance sheet date are as follows:
|
Nature of the contingency/ commitments
|
30 September 2008
|
31 March 2008
|
|
|
|
|
|
Bank guarantee secured by fixed deposits
|
96,970
|
67,382
|
|
Total
|
96,970
|
67,382
|
This information is provided by RNS
The company news service from the London Stock Exchange
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