Dear Shareholders,
We have pleasure in presenting you the thirty third Annual Report of
your Company for the year ended 31 March 2024.
FINANCIAL PERFORMANCE
Key aspects of the financial performance of the Company are as follows:
|
CONSOLIDATED |
STANDALONE |
Particulars |
Year ended 31 March 2024 |
Year ended 31 March 2023 |
Year ended 31 March 2024 |
Year ended 31 March 2023 |
Total Income |
134,963 |
139,601 |
92,282 |
95,431 |
Expenses |
114,280 |
117,870 |
71,901 |
76,612 |
Profit before taxation |
20,683 |
21,731 |
20,381 |
18,820 |
Net Profit |
15,548 |
16,379 |
14,461 |
14,139 |
Transfer to General Reserve |
Nil |
Nil |
Nil |
Nil |
Note: The figures are rounded off to the nearest Rupee.
A detailed analysis of the performance is available in the section,
titled Management Discussion and Analysis of Financial Condition and Results of
Operations, of this Annual Report.
OUTLOOK
The IT industry continues with multifaceted challenges amidst global
uncertainty, macroeconomic fluctuations and softening of technology spends across
industries. In the face of potential economic slowdowns, firms are strategically
manoeuvring to safeguard revenue, growth and profitability. In addition, there is an
inflection point in the application of newer technologies, at scale as follows: Applying
machine learning for efficiency and rapidly processing and executing the ever-increasing
vast volumes of complex data (text as well as unstructured data, including images).
Infusion of Artificial Intelligence (AI) in business, society and
personal lives. AI is yet another inflection point in technology evolution. We expect that
over the next three to five years, every facet of the IT industry is likely to undergo AI
integration, reshaping traditional paradigms.
Governance mechanisms as we stand at a crossroads of technology and
ethics. AI is a monumental shift that demands vigilant oversight, new regulatory
frameworks and an unwavering commitment to ethical, transparent, controllable innovations
that harmonize with human values.
The 2024 Nasscom Annual Enterprise and Tech Services CXO Survey
indicates that GenAI continues to be a primary focus for over 95% of organizations in the
coming years. Technology providers are expecting a rise in investment in core areas such
as cloud computing, modernizing IT infrastructure, enhancing digital customer experiences
and advancing digital engineering projects. They continue to prioritize the development of
Generation AI technologies.
The industry has witnessed a surge in the adoption of AI and Generative
AI (GenAI), significantly influencing customer and employee experiences, both positively
and negatively. Cybercrime powered by AI is just as prolific as AI enabled chatbots. This
opens a new dimension of predictive and preventive AI driven cybercrime solutions to
quantum cryptographic to elevate security and encryption. The integration of AI, cloud
computing and data analytics is crucial across various domains, from application
development to managing infrastructure and migrating to cloud. This interconnect enhances
and spreads through every facet of the technological landscape, making AI more than just a
standalone service an integral fibre of the entire ecosystem. By using artificial
intelligence, companies have the potential to make business more efficient and profitable.
But ultimately, the value of AI isn't in the systems themselves. Rather, it's in
how companies use these systems to assist humans. A recent article from McKinsey advises
companies to remember the valuable insights gained from digital and AI transformations. It
emphasizes that competitive edge stems from developing both organizational and
technological capacities to innovate, implement and enhance solutions on a large scale.
Essentially, this entails restructuring the business to facilitate widespread digital and
AI innovation. To execute on this vision, businesses will need upskilled workforces and
must build, buy or partner with specialised AI organisations to take advantage of the
potential of the technologies. AI systems require continuous learning and updating that
can only be facilitated by human oversight. Employees must be involved in the ongoing
development and improvement of AI systems to ensure their effectiveness and relevance. It
is important to foster a corporate culture that emphasizes collaboration between AI
systems and human intelligence.
In such an environment, agile adaptation, customer centricity, right
processes, procedures and sharp decision-making are imperative. As organizations
experiment and create value with these tools, governmental agencies will keep a finger on
the pulse of regulatory and compliance risks. Slow progress towards widespread adoption is
likely due to cultural and organizational barriers. But leaders who effectively break
these barriers will be best placed to capture the opportunities of the AI era.
At Mphasis, platforms like Talent Next encourage implementation of
learning initiatives tailored for employees, nurturing and developing their capabilities
and sustaining their thinking and judgment. These programs facilitate comprehension of AI
principles, interpretation of its outcomes and enables informed decision-making.
With this foundation, your Company established archetypes through
AI-driven enhancements. Continuous investment has been a hallmark of every strategy,
ensuring the archetype approach remains at the forefront. Notably, every effort has
fostered partnerships spanning various platforms and specialized AI and data providers.
The network ecosystem boasts collaborations with hyper scalers alongside market-leading AI
platforms and solution providers like Code. AI, Work Fusion and Databricks. As these
offerings expand, your Company anticipates the emergence of additional key archetypes.
Emphasizing sustained investment in strategic areas vital to clients' transformation
and technological adoption journey, the initiatives encompass diverse forms, including
organic capability building within teams, cultivating partner-driven capabilities and
competency enhancement through strategic acquisitions in domains such as AI, cloud and
design.
At Mphasis, cloud and cognitive-led solutions have been central to our
unique Front2BackTM approach to transformation. Mphasis.ai division provides a
range of advantages to enterprise clients, encompassing solutions geared towards achieving
business objectives. This begins with the AI Advisory division, aiding in evaluating and
pinpointing crucial AI initiatives and extends to comprehensive transformations like
contact centre and customer experience enhancements. Your Company observes AI's
impact branching into new spheres like productivity enhancement and delivery optimization,
broadening the potential market within these service realms.
Your Company's pioneering launch of Mphasis.ai stands as a
testament to the strategic investments made in this capability over the past few years.
Through NEXT Labs, your Company consolidated various components to apply AI as a
horizontal in all solutions provided to the clients. Additionally, your Company observed
emergence of communities bridging the Mphasis.ai unit and tribes. Initial archetypes have
been established with a focus on AI-enabling each tribe and deal archetype, necessitating
the reskilling of available talent across diverse skill sets.
Furthermore, your Company has a robust growth in the pipeline. Both the
Banking Financial Services and non-Banking Financial Services pipelines have exhibited
strong year-on-year growth, despite the significant deal wins in the past twelve months.
Additionally, the proactive deal pipeline continues to remain strong, with approximately
81% of our deals originating from proactive pursuits.
At Mphasis, we remain steadfast in our dedication to both micro-level
intricacies and ensuring operational stability, even amid the fluctuations within the
broader macro environment. Our deal strategies are bolstered by strategic capability
acquisitions, enabling us to expand our range of services comprehensively. Your Company
maintains a proactive stance, strategically investing in areas where demand is anticipated
to materialize. With a focus on revenue growth, your Company harness strong client-mining
approach and technology-driven solutions to drive its strategic objectives forward.
Your Company is also fully committed to acknowledging the urgency of
combating climate change and its potential impacts on the environment, society and
business operations. Our dedication to achieving carbon neutrality by 2030 reflects our
deep-rooted environmental and community responsibilities. Through rigorous energy audits,
meticulous identification of savings opportunities and the adoption of cutting-edge,
efficient technologies, your Company is actively working towards reducing its carbon
footprint.
DIVIDEND
Your directors are pleased to recommend a final dividend of _55 per
equity share of _10 each for the financial year ended 31 March 2024, subject to
your approval at the ensuing Annual General Meeting.
ACQUISITION
Your Company through its wholly owned subsidiary, Mphasis Consulting
Limited, UK, acquired eBECS Limited together with its subsidiary eBECS Business Solutions
(Ireland) Limited, Ireland, on 2 June 2023. eBECS is a Microsoft Gold Partner delivering
total Microsoft Business Solutions and Managed Services that help clients digitally
transform their businesses, cut complexity and cost, improve customer service and drive
growth. eBECS offers tailored, industry-focused Microsoft Dynamics 365 solutions that
embrace Operations (AX and NAV ERP), Sales, Marketing, Customer Service (CRM), Field
Service, Project Service Automation, Analytics, BI and IoT on-premise or in the
Microsoft Azure intelligent cloud. Consequent to this acquisition, eBECS Limited, UK, is a
subsidiary of Mphasis Consulting Limited, UK.
Your Company through its wholly owned subsidiary Mphasis Corporation,
USA, acquired Sonnick Partners LLC, USA, (doing business as Silverline), together with its
subsidiaries, Shift US Holdings LLC, USA, Silverline Canada Holdings Inc, Canada and
Sonnick CRM Solutions LLP, India, on 12 October 2023. Sonnick Partners LLC is a
digital transformation consultancy and Salesforce partner headquartered in New York.
Silverline is focused on consulting and advisory services, implementation, managed
services and speciality capabilities. Consequent to this acquisition, Sonnick Partners
LLC, USA, is a subsidiary of Mphasis Corporation, USA.
ENTERPRISE RISK MANAGEMENT
A detailed analysis of risks monitored and their mitigation plans are
available in the section headed Management Discussion and Analysis of Risks and Concerns,
in this Annual Report.
CORPORATE GOVERNANCE
A report on Corporate Governance along with a certificate from the
Secretarial Auditors, confirming compliance for the year ended 31 March 2024, as required
under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is annexed
and forms part of this Report.
EMPLOYEES
Your Company considers it imperative to prepare its employees to thrive
in an ever-evolving business landscape. Your Company has taken significant initiatives to
equip them for understanding the dynamics of IT industry and to evolve beyond disruptions.
The pace of change in how customers view IT services decides what technology experts needs
to do to meet these expectations. Through our vision for enabling employability, we cater
to overarching themes of talent development, career planning, retention and employee
satisfaction. Mphasis hyperscalers-personalizes HR programs by leveraging digital tools
and technologies. Your Company is committed to tailoring HR initiatives to the individual
needs and preferences of employees, rather than adopting a one-size-fits-all contributing
to a more productive and engaged workforce. Your Company's employees rally around 5
key principles of Mphasis First (commitment to stakeholders, customers and community),
Growth Mindset, Ready-fire-aim (action orientation), Work for each other (team players)
and Disagree but commit (go beyond personal differences to meet a shared goal). These
create the base for fostering a positive and productive work environment. A skilled and
adaptable workforce is critical for staying competitive and delivering innovative
solutions. Mphasis' specialized innovation programs, like Geek Cloud, provide
hands-on approaches to problem-solving through rapid prototyping, experimentation and
iteration. Investing in top talent is a strategic approach of your Company to adapt and
stay ahead. By recruiting top talents, providing next-gen skill training programs,
enabling continuous learning and offering competitive pay and benefits, your Company
attracts and retains skilled talents. Your Company won Gold category award at the
equitable hiring awards recognizing its commitment to prioritizing equitable and inclusive
hiring practices, where job seeker from all backgrounds can thrive. In addition, your
Company also received Gold category award from Brandon Hall Group for the Hi-Tech,
Hi-Touch and Hi-Trust Candidate Experience Model.
The talent management programs implemented by your Company, such as
Talent Next and X2C2 strategy, demonstrate a proactive TM approach for engaging
with talent segments and skill communities. These initiatives promote meritocracy,
upskilling and career progression within the organization. Recognizing its robust talent
practices, your Company was awarded People First HR Excellence Award for leading practices
in Talent Management. Your Company continuously commits being an equal opportunity
employer through initiatives such as UN Women Empowerment Campaign HeForShe, a
gender equality movement. Inclusivity is at the core of all the initiatives. Your Company
not only provides excellent career opportunities but offers varied positive interventions
for talent and capability building. Professional growth is encouraged through empowerment
and decision making opportunities, resulting in improved business responsiveness.
COMMUNITY OUTREACH
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Your Company's CSR is committed to bringing social change by
applying the power of technology and disruptive solutions. Your Company believes that use
of technology, tools and resources responsibly is transformational for positive outcomes
in the areas of education, livelihood, inclusion and environmental sustainability. Our
2-pronged approach to sustainability, enables to deliver value to the community and our
stakeholders, by applying tech for the good of our business and society. This has led your
Company to undertake several CSR programs that aim to benefit socially excluded and
economically disadvantaged groups, including support for vulnerable communities,
afforestation and rainwater conservation. Your Company also focuses on larger goal to
become a corporate technology partner of choice, for certain Indian higher educational
institutions, to enable the development of demonstrable, applied research projects that
are of social relevance, thereby also bridging the gap between corporate and academia.
CSR at Mphasis is implemented through Mphasis F1 Foundation (an
independent registered Trust). During the year, the Company spent _354.65 million
on the CSR expenditure which is also the prescribed CSR spend under the law. The CSR
annual report for the year ended 31 March 2024 is annexed and forms part of this Report.
The highlights of your Company's CSR activities are described in
detail on the website of the Company at: https://www.mphasis.com/
home/corporate/community-social-responsibility.html.
PREVENTION OF SEXUAL HARASSMENT (POSH)
Your Company is committed to providing a safe and inclusive workplace
free from sexual harassment. We believe in providing a mechanism for addressing complaints
of sexual harassment by any employee, without the fear of reprisals in any form or manner.
At Mphasis, we believe that a culture of respect, understanding and inclusivity is vital
for creating a workplace where every employee thrives. Your Company has Sexual Harassment
policies covering POSH India policy which is in adherence to the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (the "POSH
Act") which is applicable for only women employees in India and a Global POSH policy
which applies to all other employees except women employees in India. Our POSH Policy is
in alignment with the laws of the land. We ensure that our policy complies with legal
requirements while adhering to our internal processes.
During FY24, 42 sexual harassment complaints were filed, out of which
40 complaints were closed as at 31 March 2024. The remaining 2 complaints, as at
the date of the report, are under progress for being resolved, which are within the
prescribed time limits.
ESTABLISHMENT OF VIGIL MECHANISM
Mphasis Code of Conduct requires directors, officers and employees to
observe high standards of business and personal ethics in the conduct of their duties and
responsibilities. As representatives of the Company, all stakeholders are expected to
conduct themselves with utmost integrity and ensure they are always compliant with all
applicable laws and regulations. The Company has a Whistleblower Policy to enable persons
who observe unethical practice (whether or not a violation of law), or violation of the
Code of Business Conduct, other than matters covered by the POSH Policy to approach the
Whistleblower Custodian without revealing their identity if they choose to do so. This
policy governs reporting and investigation of allegations of suspected improper activities
that are breach of Code of Business Conduct and violation under Code for prevention of
Insider Trading. Further the complaint can be reported to the Ombudsperson (Chairperson of
the Audit Committee) where the Complainant feels that the complaint has not been addressed
or actioned in a timely and appropriate manner. Also, if the complaint is against any
member of the Whistleblower Committee or the Executive Council or the Whistleblower
Custodian or any of the members of the Whistleblower Office, the same would be looked into
by the Ombudsperson. This Policy covers all Mphasis group companies and its affiliates,
Directors, suppliers, clients and contractors engaged in rendering the services.
DIRECTORS AND KMP
Mr. Narayanan Kumar (DIN: 00007848) retired as an Independent Director
of the Company effective closing hours of 31 March 2024 after completion of his tenure
approved by the members. The Board places on record its appreciation for the services by
Mr. Kumar during his tenure as an Independent Director of the Company. Pursuant to Section
149 of the Companies Act, 2013 and subject to approval of the members,the Board had in its
meeting held on 28 March 2024, approved appointment of Mr. Sunil Gulati (DIN:10473127) as
an Independent Director of the Company for a period of 5 years effective 1 April 2024.
Considering Mr. Sunil Gulati's experience of over 4 decades as a reputed and global
thought leader coupled with his winning mindset, diverse experience and track record of
implementing transformational strategies, the Board of Directors is of the opinion that it
is in the interest of the Company to appoint Mr. Sunil Gulati as an Independent Director
for a period of consecutive five years with effect from 1 April 2024. As required under
the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, your Company has sought approval of members for appointment of Mr.
Sunil Gulati as an independent director by means of special resolution through Postal
Ballot which was despatched to the members on 8 April 2024. The e-voting on the above
resolution will close on 8 May 2024 and the results of the postal ballot will be declared
on 9 May 2024.
In accordance with Section 152 of the Companies Act, 2013, Ms. Courtney
della Cava (DIN:09380419), Mr. Pankaj Sood (DIN:05185378) and Mr. David Lawrence Johnson
(DIN: 07593637) will retire by rotation at the ensuing Annual General Meeting and are
eligible for re-election.
The Board recommends the above appointments and re-appointments for
approval of the members. Necessary resolutions in connection with the above
appointment and re-appointments are being placed for approval of the members at the
ensuing Annual General Meeting.
STATUTORY AUDITORS
The members at the thirty second Annual General Meeting held on 20 July
2023, had approved appointment of B S R & Co. LLP, Chartered Accountants (Firm
Registration No. 101248W/W-100022), as the Statutory Auditors to hold office for the
second term of five consecutive years from the conclusion of the thirty second Annual
General Meeting till the conclusion of the thirty seventh Annual General Meeting. There
are no qualifications, reservations or adverse remarks made by the Statutory Auditors in
their audit reports on the financial statements for the year ended 31 March 2024.
SECRETARIAL AUDITOR
The Board had in its meeting held on 1 February 2024 appointed Mr. S P
Nagarajan, Practicing Company Secretary (CP No. 4738), as the Secretarial Auditor for the
financial year ended 31 March 2024. In addition, as required under the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the secretarial audit of
Msource (India) Private Limited, a material subsidiary, has also been carried out. As
required under the Section 204 of the Companies Act, 2013 and SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the secretarial audit reports of the
Company and its material subsidiary for FY24 are annexed and forms part of this Report.
The audit reports do not contain any qualification, reservations or adverse remarks.
DIRECTORS' RESPONSIBILITY STATEMENT
Information as per Section 134(5) of the Companies Act, 2013, is
annexed and forms part of the Report. Further, based on the confirmation and certificates
received, the Board confirms that the Company has complied with the Secretarial Standards
on the Board Meetings issued by the Institute of Company Secretaries of India, as
applicable to the Company, during the financial year ended 31 March 2024.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT (BRSR)
Sustainability and social responsibility have always been the
cornerstone of your Company. As a responsible and conscious corporate citizen, your
Company is committed to integrating sustainability across its operations and demonstrate
what it means to be a leader in the Industry by setting exceptional standards driven by a
purpose-led approach to solving challenges. Your Company is striving to accelerate its
commitment to tackle climate change by investing in renewable energy, efficient waste and
water management and other green initiatives. To have a long-term influence on the planet
and all its stakeholders, your Company has integrated environmental goals into the
business governance, strategy, risks and procedures. The CSR Committee of the Board
monitors the ESG initiatives of the Company on a periodic basis and provides inputs to the
management. As an organization that is fuelled by innovation, your Company places great
value on people to grow as a company and maximize positive outcomes by focusing on certain
key areas - diversity, equity and inclusion, learning and development and employee
well-being. The details of ESG initiatives are available on our website at https://www.mphasis.com/home/esg.html.
The BRSR report for FY24, detailing the business responsibility and
sustainability practices, is uploaded on the website of the Company at
https://www.mphasis.com/home/corporate/investors.html under Financial and Filing section
and forms part of the Annual Report.
OTHER DISCLOSURES SUBSIDIARIES
As on 31 March 2024, your Company has subsidiaries in Australia,
Belgium, Canada, France, Germany, India, Ireland, Mauritius, Netherlands, People's
Republic of China, Philippines, Poland, Singapore, the United Kingdom, Kingdom of Saudi
Arabia and the United States of America. In addition, the overseas subsidiaries have
branches in Argentina, Canada, Costa Rica, France, Hungary, Japan, Malaysia, Mexico,
People's Republic of China, Sweden, Switzerland and Taiwan. In accordance with
Section 129 (3) of the Companies Act, 2013 the consolidated financial statements are
attached to this Annual Report. Further, a statement containing salient features of the
financial statements of subsidiaries in the prescribed Form AOC-1 is annexed to this
Report. The statements provide the performance and financial position of each of the
subsidiaries.
The audited financial statements of the subsidiaries are available for
inspection of the members at the Registered Office of the Company and are also being
uploaded on the website of the Company,
https://www.mphasis.com/home/corporate/investors.html under Financial and Filing section.
A translated copy of the financial statements has been provided where such financial
statements are in the foreign language.
A copy of the above financial statements will be sent to the members
upon request.
EMPLOYEES STOCK OPTION PLAN AND RESTRICTED STOCK UNIT PLAN
The Company's Employee Stock Option Plans (ESOPs) are administered
through the Mphasis Employees Equity Reward Trust and the Restricted Stock Unit Plans
(RSUs) are administered through the Mphasis Employees Benefit Trust. Further, all the
plans are administered by the ESOP Compensation Committee of the Board.
Your Company currently has two stock option plans in operation, namely,
Mphasis Employees Stock Option Plan - 1998 (ESOP 1998) (Version I & II), Mphasis
Employees Stock Option Plan - 2016 (ESOP 2016) and Restricted Stock Units Plan 2021 (RSU
2021). During the year ended 31 March 2024, your Company has allotted 597,956 equity
shares pursuant to the exercise of stock options and restricted stock units. Further,
during the year ended 31 March 2024, the ESOP Compensation Committee granted 197,200 stock
options and 37,000 stock units to the eligible employees.
The information to be disclosed as per SEBI (Share Based Employee
Benefits and Sweat Equity) Regulations 2021, for the year ended 31 March 2024 is
annexed to the Board's report and is also uploaded on the website of the Company at
https://www.mphasis.com/ home/corporate/investors.html under Financial and Filing section.
The Board of Directors of the Company, in its meeting held on 25 April
2024, based on the recommendations of Nomination and Remuneration Committee and the ESOP
Compensation Committee, with a view to further increase participation of the employees in
the ownership and growth of the Company and ease the cash outflow during exercise of stock
options, considered and approved extending cashless facility at the time of exercise of
stock options by the employees. This requires approval of the members by means of a
special resolution as per the Companies Act, 2013. Necessary resolutions in connection
with the above are being placed for approval of the members at the ensuing Annual General
Meeting. The Board recommends provision of Cashless facility for ESOP 2016 for approval of
members by means of special resolutions.
DIRECTORS' INTEREST AND RELATED PARTY DISCLOSURES
No director was interested in any contracts or arrangements existing
during or at the end of the year that was significant in relation to the business of the
Company. No director holds any shares or stock options in the Company as on 31 March 2024
except Mr. Davinder Singh Brar, Chairman, who holds 28 shares and Mr. Nitin Rakesh, Chief
Executive Officer and Managing Director, who holds 149,429 shares (and holds 930,426 stock
options and 276,158 stock units). None of the directors had any other interest in the
share capital of the Company as at 31 March 2024. All the transactions entered into with
Related Parties as defined under Section 2(76) of the Companies Act, 2013 and Regulation
23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, during
the financial year were in the ordinary course of business and are at arm's length
basis. The Company has a policy for dealing with Related Party Transactions which has been
uploaded on the Company's website at www.mphasis.com. The particulars of the
contract or arrangements with the Related Parties in form AOC-2 is annexed and forms part
of this Report.
The related party disclosures are being made to the Stock Exchanges on
a half yearly basis as required under Regulation 23(9) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
SHARE CAPITAL
During the year under review, your Company allotted, on various dates,
597,956 equity shares pursuant to the exercise of stock options and restricted stock
units. The Issued Share Capital of the Company as on 31 March 2024 stood at _1,890 million
and Reserves and Surplus stood at _86,056 million (consolidated basis) and _55,320 million
(standalone basis) respectively.
PARTICULARS OF EMPLOYEES' REMUNERATION
The statement containing particulars of employees as required under
Section 197(12) of the Companies Act, 2013 read with Rule 5(2) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, is given in an
annexure and forms part of this report. However, in terms of Section 136(1) of the
Companies Act, 2013, the report is being sent to the Members excluding the aforesaid
annexure and shall be available for inspection of the members, till the date of the Annual
General Meeting, at the registered office of the Company during working hours. Any Member
interested in obtaining a copy of the annexure may write to the Company Secretary at the
Registered Office of the Company.
In terms of proviso to Rule 5(2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, particulars of the employees posted and
working in a country outside India is not circulated to the members, but the same shall be
filed with the Registrar of Companies while filing the Financial Statements and
Board's Report.
ANNUAL RETURN
The Annual Return of the Company as at 31 March 2024 in Form MGT-7 is
uploaded on the website of the Company under financials and filings section at Annual
Return. The Annual Return will be filed with the Registrar of Companies, after the Annual
General Meeting, within the prescribed time.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
The particulars of Loans, Guarantees and Investments under Section 186
of the Companies Act, 2013 are disclosed in the financial statements of the Company.
DEPOSITS
Your Company has not accepted any deposits from the public and as such
no principal or interest was outstanding as on the date of the Balance Sheet.
PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
FOREIGN EXCHANGE EARNINGS AND OUTGO A. CONSERVATION OF ENERGY:
Your Company is focused on reducing energy consumption and carbon
emissions through effective energy management and sustainable initiatives like
Light-Emitting Diode (LED) light fixtures, occupancy sensors at office premises, state of
art energy efficient variable refrigerant volume AC units, Precision Air Conditioning
(PAC) units and Variable Refrigerant Volume (VRV) units, which replaced the inefficient AC
units. The AC distributions are zone wise which are controlled and monitored by Variable
Air Volume (VAV) controls through the Building Management System (BMS). The new AC units
are incorporated with environmentally friendly refrigerants.
Your Company has been one of the early adopters of renewable energy and
strives to move towards the same. In FY24, 49% of the total energy consumption was sourced
through renewable energy. The Company has installed solar panels with a capacity of 10KW
at Mangalore facility to promote sustainable energy usage. Year on year target has been
set for reduction of energy consumption by 5% and carbon footprint by 1%. The energy and
carbon footprints are monitored through inhouse developed Energy Management System
application.
Mphasis facilities at World Technology Centre and GTP Tower at
Bengaluru have been certified LEED (Leadership in Energy and Environmental Design)
Platinum by UGBC (United States Green Building Council). The Key facilities at
Bengaluru and Pune have been awarded with (5 star) rating by Bureau of Energy Efficiency,
Government of India (BEE). These ratings are Nationally accepted Industrial benchmark in
India. Mphasis facilities in Bengaluru, Pune and Chennai are certified for ISO 14001:2015
by British Standard Institute (BSI) showcasing the demonstration and competence towards
the Environment Management System (EMS).
B. TECHNOLOGY ABSORPTION:
Particulars relating to technology absorption are not applicable.
C. FOREIGN EXCHANGE EARNINGS OR OUTGO: |
(_ million) |
(a) Foreign Exchange earned in terms of actual inflows during
the year |
83,749 |
(b) Foreign Exchange outgo in terms of actual outflows during
the year |
34,584 |
D. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS:
During the year under review, there were no significant material orders
passed by the Regulators or the Courts, Tribunals impacting the going concern status and
your Company's operations in future.
ACKNOWLEDGMENT
Your directors acknowledge with thanks the continued support and
valuable co-operation extended by the business constituents, investors, vendors, bankers
and shareholders of the Company. The directors place on record their appreciation for the
support from the Software Technology Parks of India, the Department of Communication and
Information Technology, the Government of India, Government of Karnataka, Telangana,
Maharashtra, Tamil Nadu, Reserve Bank of India, other governmental agencies, Trade
Associations and NASSCOM. We also thank the government agencies of various other countries
where your Company has operations.
Your directors would like to place on record their appreciation for the
Employees of the Company and its subsidiaries, at all levels, for their hard work and
commitment. Their dedication and competence have ensured that the Company continues to be
a significant and leading player in the Industry.
|
For and on behalf of the Board of Directors |
New Delhi, India |
D S Brar |
25 April 2024 |
CHAIRMAN |
|