Dear Shareholders

We are pleased to present the financial statements for the fiscal year ended March 312020.

Consolidated Revenue stood at Rs. 276.13 crores and Standalone Revenue stood at Rs.92.31 crores as against Rs. 299.41 crores and Rs. 107.63 crores respectively for theprevious year ended March 31 2019.

During the year ended March 31 2020 the Company made an impairment provision of Rs.59.42 crores towards the carrying value of investment in Mindteck Inc. and MindteckSingapore Pte. Ltd. and one provision which is of exceptional nature on receivables andintangible assets under a service concession arrangement amounting to Rs. 1.59 crores.Additionally there was a provision on Input Credit of Service Tax amounting to Rs. 1.80crores.

As a result Consolidated Net Loss of Rs. 64.80 crores and Standalone Net Loss of Rs.59.24 crores included exceptional non-cash items of Rs. 59.42 crores and Rs. 56.66 croresprimarily attributable to the goodwill impairment respectively.

Standalone Profits Before Taxes and Exceptional Items stood at Rs. 1.12 crores.

An Exceptionally Challenging Year

During 2019-20 continued industry disruption a ruthlessly competitive market andincreased margin compression were key deterrents to making progress. Our growth wasfurther hindered towards the end of the year when the COVID-19 pandemic spread throughoutthe world. All of us witnessed how it brought the entire world to a standstill –several companies were forced to furlough their employees and project deliverables wereput on hold due to economic constraints – and overall progress stagnated paving wayfor unprecedented levels of uncertainty.

Like everyone around the world we too experienced the initial shock. We are very proudto report however that the well-coordinated and determined effort on the part of manyMindteckers helped stabilise matters in a relatively short span of time. We prioritisedthe health and safety of our employees and activated existing risk measures to safeguardour systems minimise operational disruption and continue delivering upon our clients'requirements in the manner which they have come to expect.

Specifically we took several steps to support our employees and customers alike:

We built a sustainable remote work infrastructure to ensure employee safety andproductivity. IT systems were strengthened for seamless and sustained project delivery.

Internal and external communications were facilitated by means of secure videoconferencing. Top management communicated continually with clients. firs led to theimplementation of many employee engagement initiatives Ouremployees-which were conductedby Human Resources Department Managers and the Leadership Team. As an extension of ourLearning and Development program we curated a wide variety of online training and webinarsessions.

A Strong Foundation for ‘Recovery and Restart'

Unfortunately as we write this letter the great uncertainty surrounding COIVD-19 hasnot abated. Amidst all of the unknowns one can surmise that its subsequent impact to theworld at large will be lasting. Consequently we will need to stay highly pro-active inaddressing the volatile situation all the while remaining resolute in pursuit of a futureof predictable profitable and sustainable growth. Despite underperforming this year theCompany has a sound capital structure with a robust zero-debt balance sheet supported bya healthy liquidity position. We are also fortunate to have cultivated advocacy and trustfrom an enviable roster of top-tier customers over the years. A less obvious strength butparticularly noteworthy during this time is the durability of our highly coveted nicheknowledge. We have been and will continue to be thankful that we have had theopportunity to have engaged with an aggregate of 19 top leaders in the analyticalinstrument medical device semiconductor and data storage industries around the globe.These industries will serve as underpinning to our focus during what has been coined the‘recovery and restart' phase.

Anchored by driving revenue in these industries our efforts during this phase will befocused on leveraging our strong track record in embedded systems enterprise applicationsand testing as well as meeting increased demand for digital technologies. We also intendto make significant strides on other priorities including improving delivery quality andrecruiting efficiencies as well as transitioning to a culture of performance.

The road ahead will require bold action urgency and rigor. We stand single-mindedlycommitted to meet the challenges of this new environment until such time the new normal isestablished.

Key Project Highlights for 2019-20

We are pleased to report that over the course of the year multiple deals were won withboth existing and new customers around the globe and across several industries. Thirtynew logos in all were added to our roster including educational and financialinstitutions top semiconductor manufacturers and technology companies.

In the IMEA region we continued managing the smart classroom project we implemented inIndia in 2018 and added an entertainment conglomerate and a home automation solutionscompany to our customer roster. Furthermore we:

Won business from a leading governmental financial institution in India. The projectencompasses application enhancement of a web-based annual performance appraisal to improveperformance usability and maintenance.

In the APAC region we won more business from our existing customers ranging from aleading automation company and a semiconductor company to a storage consulting firm and aleading technology solutions provider. Other highlights for the region include: Newclients – including a Singapore-based company specialising in IoT products and theSingaporean subsidiary of a leading multinational conglomerate.

Deepened our relationships with the world's leading semiconductor company as well aswith a leading medical and vision care company.

Associated with the information security division of a leading Singapore-basedInformation Communications Technologies (ICT) provider encompassing design functionaltesting and prototyping of a portable USB 2.0 pluggable Wi-Fi device.

In the European region we won new business with a leading German multinationalconglomerate as well as with the IT Services division of an international financialservices institution in Switzerland.

In addition to this we also:

Set up a software support offshore team for a UK/Dubai-based Solar PV client. Our teamis involved in the design development and maintenance of a set of telemetry services forreading remote generation/export meters and pyranometers a back-end server component afront-end web-based GUI and a set of hybrid mobile applications for Android iOS andWindows platforms. Obtained project extensions with a Fortune 500 technology company intheir Romanian and German centres of excellence.

Extended partnership with a client a large semiconductor organisation for whom ourservices include wireless stack development and testing. Secured multiple extensions fromour existing clients based in Germany.

Expanded our 5-plus year partnership with a leading UK-based medical device companyspecialised in radiation therapy.

In the United States we added a semiconductor equipment manufacturing innovator as ourclient and also deepened our relationships with existing data storage customers bysupporting them on emerging areas of hyper converged infrastructure and multi-cloudstorage. Other highlights for the region include: Added two new data storage companies toour existing customer portfolio.

Extended our multiple-year engagement with a Fortune 500 storage technology company formanual automation and cloud testing.

For a life sciences compliance client we migrated a manual test environment toscript-based automation which is helping to scale development and lower costs.

We are developing and testing embedded system drivers for a leading life sciencesclient. Engaged with a large system integrator for a cloud application migration factory.Deepened relationship with three new groups of a leading existing storage customer.

Started a multi-year cloud transition-based engagement with a leader in workforcemanagement solutions.

Adding Value to our Solutions Portfolio

During 2019-20 we began several important initiatives to add value to our solutionsportfolio.

We enhanced our monitoring and sensing solutions to improve productivity efficiencyand cost-optimisation as well as to meet Industry 4.0 requirements. An IoT Gateway oneof the key components for connecting data streaming edge devices to cloud is now offeredas a solution component.

More IoT-based smart solutions were developed including Bluetooth Low Energy AssetTracking for productivity enhancement as well as Wireless and Digital AddressableLighting Interface (DALI) controller solutions for smart lighting product manufacturers.We developed a consulting-led end-to-end automated storage testing framework developmentmethodology which provides our data storage clients with a customised project executionroadmap and an accurate budget forecast. For our data storage clients outcome-based proofof concept projects in the AI/ML space have been identified and are likely to be executednext year. e and trust. We are

Improvement Steps

Over the course of the year we took significant steps to improve our service deliverybuild knowledge and foster learning throughout Mindteck.

Increased delivery capacity: With the opening of our new office amidst the growinglandscape of Global In-house Centres (GICs) and several MNCs in Whitefield Bengaluru wesubstantially increased our delivery capacity. The facility has state-of-the-artinfrastructure with seating for ambitious and talented application support testing anddevelopment teams working primarily in storage and cloud technology. The office alsoaccommodates the growing overflow of staff working on the data services and IoT teams.

Quality Assurance: In a time when quality is more imperative than ever before weare pleased to have had high and stable customer satisfaction reported from acrossgeographies. Furthermore in February 2020 we successfully completed recertificationaudits for ISO 27001:2013 (Information Security Standard) and ISO 13485:2016 (MedicalDevices). This also included successful completion of surveillance audits for ISO9001:2015 (Quality Management System) and ISO/IEC 20000-1:2011 (Information TechnologyService Management System).

Realignment of teams: Apart from strengthening our top leadership in the past yearwe realigned certain teams to improve transparency productive dialogue cross-pollinationof ideas and collaboration. Along with new technologies the Practices Group currentlyfocuses on: Medical Devices and Analytical Instruments Semiconductor and Storage IoT andElectronic Design Services.

Employee upskilling and cross-skilling: Since a learning culture is crucial indriving business impact we ramped up continuous training for our technical teams inAdvanced Python DevOps Azure and other technologies.

Corporate Social Responsibility

We fulfilled our commitment to social responsibility this year by funding the purchaseand installation of solar transformers and panels for uninterrupted power supply to GandhiOld Age Home residents. We also contributed to the School Readiness Program for EarlyChildhood Education through Mantra Social Services.

In Appreciation

On behalf of our fellow board members we would like to pay a special tribute to ouremployees who are continuing to exhibit extraordinary commitment teamwork and goodwillduring this historic time. They have inspired us to grow and thrive in unity in spite ofthe challenges that have and will come our way. We would also like to express our mostsincere thanks to our valued customers for their enduring their loyalty and contributionto our longevity.patience Last but not least we appreciate all of our shareholders fortheir continuing commitment and interest in our success.

We look forward to better reporting next year and thank all of you for your continuedsupport as we navigate together during this difficult period.