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Persistent Systems Ltd.

BSE: 533179 Sector: IT
NSE: PERSISTENT ISIN Code: INE262H01013
BSE 00:00 | 05 Dec 4265.00 -80.10
(-1.84%)
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4327.05

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NSE 00:00 | 05 Dec 4263.70 -81.55
(-1.88%)
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OPEN 4327.05
PREVIOUS CLOSE 4345.10
VOLUME 7787
52-Week high 4986.85
52-Week low 3091.65
P/E 45.44
Mkt Cap.(Rs cr) 32,597
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 4327.05
CLOSE 4345.10
VOLUME 7787
52-Week high 4986.85
52-Week low 3091.65
P/E 45.44
Mkt Cap.(Rs cr) 32,597
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Persistent Systems Ltd. (PERSISTENT) - Director Report

Company director report

Your Directors are pleased to present the Thirty-First Annual Report of your Companyalong with the Audited Financial Statements for the financial year ended March 31 2021.

Business Update

This financial year was one of your Company's strongest performance over the lastdecade and one that demonstrates the unquestionable value and dedication that your Companybrings to clients every day. With the uncertainty of the pandemic front and centre yourCompany came together like no other to ensure the safety and well-being of all employeesto maintain strong business continuity for all clients and to contribute to globalCOVID-19 relief in the markets we operate.

Through Persistent Foundation your Company committed to donate $3.3M ($300 peremployee) to COVID-19 relief efforts globally. This funding went to various highlyregarded organizations working on the front lines to provide critical medical equipmentPPE kits food to affected families and more. In addition to the funding the Foundationlogged over 5000 volunteer hours with more each day as the second wave bears down hardin India.

Despite the many challenges brought on by the pandemic your Company ended the year atUS $566.08M representing year on year growth of 12.9%. In addition improved operationalrigour and optimization across all units and enabling functions delivered significantimprovements in EBIT ending 55.2% year on year. This performance and market momentumenabled record-high stock performance driving our market capitalization beyond $2.0B.

Your Company proudly welcomed over 3000 new team members to support this growthbringing the total strength to 13680 employees globally. This infusion of talent includedthe acquisition of CAPIOT bolstering our expertise in the fastgrowing enterpriseintegration market. In addition Persistent continues to strengthen our leadership teamfor the future including the promotion of Mr. Sandeep Kalra previously President of TSUto the Chief Executive Officer of your Company on October 23 2020.

At the same time your Company executed industry-leading delivery excellence andcustomer satisfaction. Competing against 4000 other companies in the IT industry yourCompany won the prestigious ISG 2020 Star of Excellence Award™ for core technologiesglobally as well as for North America APAC BFSI and HCLS. These coveted awards aresignificant because they result from direct feedback which ISG received from over 100Persistent clients - more than any provider.

Delivering this strong performance during such uncertain and challenging times was noteasy. Reflecting upon the year gone by the following three key pillars were fundamentalto your Company's success:

1Resilience

Despite many pressures and unique challenges each of our employees faced during thepandemic they remained focused on delivering robust performance and consistent businesscontinuity for the Company and more importantly for the clients.

2Relationships

Our teams carefully listened to their clients' needs and proactively partnered withthem as they charted their path to digital acceleration providing differentiated highervalue and outcome-based engagement models to strengthen our relationships for the longterm.

3Reinvention

With 30+ years of digital engineering DNA and deep expertise in the latest cloudtechnology your Company worked diligently with its clients to quickly reimagine developintegrate and manage the new software required to run their now fully digital business.

We will continue to put great focus on these dimensions in the coming year as theywill no doubt be the bedrock of Persistent's growth in the future. Your Company has theteam to make it happen - it is now all about disciplined execution.

A. Financial Section

Financial Results

The highlights of the financial performance on a consolidated basis for the year endedMarch 31 2021 are as under:

(Amount in USD million except EPS and Book Value)

(Amount in ^ million except EPS and Book Value)

% Change (based on amounts in ^)
Particulars 2020-21 2019-20 2020-21 2019-20
Revenue from Operations 566.08 501.61 41878.88 35658.08 17.45%
Earnings before interest depreciation amortization and taxes 92.32 69.34 6830.15 4929.54 38.56%
Finance Cost* 0.78 0.89 57.94 63.32 (8.50%)
Depreciation and amortization 23.73 23.35 1755.50 1659.62 5.78%
Other income 14.57 18.53 1077.72 1316.82 (18.16%)
Tax expense 21.46 15.76 1587.66 1120.53 41.69%
Net profit 60.92 47.87 4506.77 3402.89 32.44%
Transfer to general reserve 27.31 22.94 2020.34 1630.89 23.88%
Net worth** 381.61 314.56 27899.35 23799.84 17.22%
Earnings per share (EPS) (Basic) 0.80 0.62 58.97 44.38 32.88%
Earnings per share (EPS) (Diluted) 0.80 0.62 58.97 44.38 32.88%
Book value per equity share 4.99 4.12 365.06 311.41 17.22%
Market value per equity share as on March 31
BSE Limited - - 1918.75 551.00 248.23
National Stock Exchange of India Limited - - 1922.05 550.95 248.86

[Conversion Rate USD 1 = Rs.73.98 for Profit and Loss items; USD 1 = Rs.73.11 forBalance Sheet items (Financial Year 2020-21) and USD 1 = Rs.71.09 for Profit and Lossitems; USD 1 = Rs.75.66 for Balance Sheet items (Financial Year 2019-20)]

*Includes notional interest on lease liability Rs.57.53 million recognized inaccordance with IND AS - 116 on Leases for the year ended March 31 2021. (Financial Year2019-20: Rs.61.22 million)

**Net worth = Equity Share Capital + Reserves and Surplus (excluding Gain on bargainpurchase) + Other Comprehensive Income

The highlights of the financial performance on an unconsolidated basis for the yearended March 31 2021 are as under:

(Amount in USD million except EPS and Book Value)

(Amount in Rs. million except EPS and Book Value)

% Change (based on amounts in Rs.)
Particulars 2020-21 2019-20 2020-21 2019-20
Revenue from Operations 335.17 296.54 24796.08 21081.22 17.62%
Earnings before interest depreciation amortization and taxes 82.58 60.90 6109.04 4329.65 41.10%
Finance Cost* 0.52 0.63 38.21 44.51 (14.15%)
Depreciation and amortization 7.66 7.81 566.79 555.12 2.10%
Other income 15.90 22.49 1176.16 1599.04 (26.45%)
Tax expense 22.02 17.61 1629.34 1251.83 30.16%
Net profit 68.27 57.35 5050.86 4077.23 23.88%
Transfer to general reserve 27.31 22.94 2020.34 1630.89 23.88%
Net worth** 378.27 303.80 27655.24 22985.38 20.32%
Earnings per share (EPS) (Basic) 0.89 0.75 66.09 53.17 24.30%
Earnings per share (EPS) (Diluted) 0.89 0.75 66.09 53.17 24.30%
Book value per equity share 4.95 3.98 361.86 300.76 20.32%
Market value per equity share as on March 31
BSE Limited - - 1918.75 551.00 248.23
National Stock Exchange of India Limited - - 1922.05 550.95 248.86

[Conversion Rate USD 1 = Rs.73.98 for Profit and Loss items; USD 1 = Rs.73.11 forBalance Sheet items (Financial Year 2020-21) and USD 1 = Rs.71.09 for Profit and Lossitems; USD 1 = Rs.75.66 for Balance Sheet items (Financial Year 2019-20)]

*Includes notional interest on lease liability Rs.38.09 million recognised inaccordance with IND AS - 116 on Leases for the year ended March 31 2021. (Financial Year2019-20: Rs.43.86 million)

**Net worth = Equity Share Capital + Reserves and Surplus + Other Comprehensive Income

Material Events Occurring after Balance Sheet Date

There were no material changes and commitments affecting the financial position of yourCompany between the end of the financial year 2020-21 and the date of this report.

Particulars required as per Section 134 of the Companies Act 2013

As per Section 134 of the Companies Act 2013 (the ‘Act') your Company hasprovided the Consolidated financial statements as on March 31 2021. Your Directorsbelieve that the consolidated financial statements present a more comprehensive picture ascompared to standalone financial statements. These documents are available for inspectionduring the business hours at the Registered Office of your Company and the respectivesubsidiary companies. A statement showing financial highlights of the subsidiary companiesis enclosed to the consolidated financial statements.

The Annual Report of your Company does not contain full financial statements of thesubsidiary companies however your Company will make available the audited annualaccounts and related information of the subsidiary companies in soft copy in line with theMinistry of Corporate Affair (MCA) Circular dated May 5 2020 and its extentions from timeto time upon request by any Member of your Company.

Consolidated financial statements

Consolidated financial statements of your Company and its subsidiaries as at March 312021 are prepared in accordance with the Indian Accounting Standard (Ind AS) 110 on‘Consolidated Financial Statements' notified by the MCA and forms part of this AnnualReport.

Auditors

Appointment of Statutory Auditors

The Members of your Company at the 30th Annual General Meeting (AGM) held onJuly 24 2020 appointed M/s. Walker Chandiok & Co LLP Chartered Accountants (FirmRegistration No. 001076N/N500013) as the Statutory Auditors of your Company to hold suchoffice for a period of 5 (Five) years i.e. up to the conclusion of the 35th AGMto be held in the calendar year 2025; on or before September 30 2025.

Further in terms of the Regulation 33(1)(d) of the SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 (the ‘Listing Regulations') the StatutoryAuditors of your Company are subjected to the Peer Review Process of the Institute ofChartered Accountants of India (ICAI). M/s. Walker Chandiok & Co LLP have confirmedthat they hold a valid certificate issued by ‘Peer Review Board' of ICAI and haveprovided a copy of the said certificate to your Company for reference and records.

Secretarial Audit Report

Pursuant to Section 204 of the Act the Board of Directors had appointed M/s. PVS andAssociates Practicing Company Secretary as the Secretarial Auditors of your Company forthe financial year 2020-21.

Accordingly the Secretarial Auditors have given their report which is annexed heretoas Annexure A. A single observation mentioned therein by the Secretarial Auditors is selfexplanatory in nature.

Reporting of frauds by auditors

During the year under review neither the statutory auditors nor the secretarialauditor has reported to the Audit Committee under Section 143(12) of the Companies Act2013 any instances of fraud committed against the Company by its officers or employeesthe details of which would need to be mentioned in the Board's report.

Adequacy of Internal Financial Controls

Your Board is responsible for establishing and maintaining adequate internal financialcontrol as per Section 134 of the Act.

Your Board has laid down policies and processes in respect of internal financialcontrols and such internal financial controls were adequate and were operatingeffectively. The internal financial controls covered the policies and procedures adoptedby your Company for ensuring orderly and efficient conduct of business including adherenceto your Company's policies safeguarding of the assets of your Company prevention anddetection of fraud and errors accuracy and completeness of accounting records and timelypreparation of reliable financial information.

Internal Audit

The details of the internal audit team and its functions are given in the ManagementDiscussion and Analysis Report forming part of this Annual Report.

Disclosure of Cost Audit

Your Company had filed Form 23C for appointment of Cost Auditor relating to itsactivities of generation of electricity from windmill turbine under the Companies (CostAudit Report) Rules 2011. However based on another Circular dated November 30 2011issued by the MCA your Company claimed exemptions from the requirement of the CostAuditor for the said purposes and accordingly had written a letter dated December 192012 to the MCA Cost Audit Branch for withdrawal of the appointment of the said CostAuditor as well as cancellation of the Form 23C so filed. Reply to the said letter isawaited from the MCA.

Particulars of Loans and Guarantees given and Investments made

Loans guarantees and investments covered under Section 186 of the Act form part of thenotes to the financial statements provided in this Annual Report. (Refer notes 6. 15. 16.34 and 43 of the Standalone Financial Statements)

Transfer to reserves

As per the policy of your Company on transfer of surplus profit to reserves an amountof Rs.2020.34 million has been transferred to the General Reserve and an amount ofRs.2026.45 million will be retained in the Statement of Profit and Loss after payment ofdividend. The balance in Profit and Loss Account as on March 31 2021 is Rs.11888.23million.

Fixed Deposits

In terms of the provision of Sections 73 and 74 of the Act read with the relevantRules your Company has not accepted any fixed deposits during the year under report.

Liquidity

Your Company continues to maintain adequate amount of liquidity to meet the necessarystrategic and growth objectives. Your Company aims to balance between earning adequatereturns on liquid assets and the need to cover financial and business risks. As at March31 2021 your Company on an unconsolidated basis had cash and cash equivalents(including investments) amounting to Rs.17711.05 million as against Rs.12687.08 millionas at March 31 2020.

The details of cash and cash equivalents (including investments) are as below:

(In Rs.million)
Particulars As on March 31 2021 As on March 31 2020
Investment in Mutual Funds at fair value 7181.94 7339.28
Fixed Deposits with scheduled banks 7108.47 2643.65
Bonds (quoted) 2557.92 2171.52
Cash and Bank balances 862.72 532.63
Total 17711.05 12687.08

The particulars of expenditure on Research and Development on accrual basis are asfollows:

(In Rs.million)

Year ended on March 31

Particulars 2021 2020
Capital expenditure - 1.04
Revenue expenditure 196.72 243.05
Total research and development expenditure 196.72 244.09
As a percentage of total income 0.76% 1.08%

The particulars of foreign exchange earnings and outgo based on actual inflows andoutflows are as follows:

(In Rs.million)

Year ended on March 31

Particulars 2021 2020
Earnings 21209.15 19207.33
Outgo 3770.79 5241.20

Update on Fixed Deposits with IL&FS

One of the investments in your Company's treasury portfolio is in the form of fixeddeposits with Infrastructure Leasing and Financial Services Limited (IL&FS) andIL&FS Financial Services Limited (IL&FS Group) to the extent of Rs.430 million.These were due for maturity from January 2019 to June 2019. In view of the uncertaintyprevailing with respect to recovery of outstanding balances from IL&FS Group yourCompany has fully provided for these deposits along with interest accrued thereon till thedate as the deposits had become doubtful of recovery. Your Company continues to behopeful of recovery though with a time lag and continues to monitor developments in thematter and is committed to take steps including legal action that may be necessary toensure full recovery of the said deposits.

Related Party Transactions

The Policy to determine materiality of related party transactions and dealing withrelated party transactions as approved by the Board of Directors is available on yourCompany's website at https://www.persistent.com/investors/related-party-transactions-policy/

During the year under report your Company did not enter into any material transactionwith any party who is related to it as per the Act. There were certain transactionsentered into by your Company with its foreign subsidiaries and other parties who arerelated within the meaning of Indian Accounting Standard (Ind AS) 24. Attention of Membersis drawn to the disclosure of transactions with such related parties set out in Note No.34 of the Standalone Financial Statements forming part of this Annual Report. The Boardof Directors confirms that none of the transactions with any of related parties were inconflict with your Company's interest. The list of Related Party Transactions entered intoby your Company for FY 2020-21 (on consolidated basis) are available onhttps://www.persistent.com/investors/related-partv-transactions-policv/

The related party transactions are entered into based on considerations of variousbusiness requirements such as synergy in operations sectoral specialization and yourCompany's long-term strategy for sectoral investments optimization of market shareprofitability legal requirements liquidity and capital resources of subsidiaries.

All related party transactions are entered into on an arm's length basis are in theordinary course of business and are intended to further your Company's interests.

The information on transactions with related parties pursuant to Section 134(3)(h) ofthe Act read with Rule 8(2) of the Companies (Accounts) Rules 2014 are given in AnnexureB in Form No. AOC-2 and the same forms an integral part of this report.

B. Board and its Committees

Board Meetings

The details pertaining to the composition terms of reference and other details of theBoard of Directors of your Company and the meetings thereof held during the Financial Year2020-21 are given in the Report on Corporate Governance forming part of this AnnualReport.

Directors and Key Managerial Personnel

During the year under report the Members of your Company in 30th AGMconfirmed the appointment/re-appointment as follows:

a. Re-appointment of Dr. Anand Deshpande (DIN: 00005721) Chairman and ManagingDirector of your Company as the Managing Director of the Company liable to retire byrotation to hold office for a period of 5 (Five) years i.e. up to the conclusion of the35th Annual General Meeting of the your Company to be held on or beforeSeptember 30 2025.

b. Confirmation of appointment of Mr. Praveen Kadle (DIN: 00016814) as an IndependentDirector of your Company not liable to retire by rotation to hold office for 5 (Five)consecutive years i.e. up to April 22 2025.

Further Mr. Prakash Telang and Mr. Kiran Umrootkar Independent Directors of yourCompany retired at the conclusion of the 30th AGM of your Company held on July24 2020.

During the year under report Mr. Christopher O'Connor Executive Director and ChiefExecutive Officer resigned effective from August 9 2020 due to his personal reasons. Hehas confirmed that there were no material reasons for his resignation other than thereason mentioned above.

Subsequently the Board of Directors at its meeting held in October 2020 appointedMr. Sandeep Kalra Executive Director and President as the Chief Executive Officer of yourCompany with effect from October 23 2020. Accordingly his designation changed to‘Executive Director and Chief Executive Officer'.

Also Mr. Sunil Sapre Executive Director and Chief Financial Officer was appointed asthe Executive Director of your Company for a period of 3 (Three) consecutive years for aterm up to January 26 2021. Accordingly his term of appointment ended on January 262021.

During the year under report your Board has appointed Mr. Sunil Sapre as an AdditionalDirector (Executive Member) with effect from January 27 2021 till September 30 2024subject to the approval of the Members at the ensuing AGM.

The Board of Directors of your Company at the meeting held on June 10 2021 recommendedMr. Sapre's appointment as an Executive Director for the term up to September 30 2024.Your Board considered his expertise wide industry experience and financial acumen forrecommending his appointment. Pursuant to the provisions of the Act he is liable toretire by rotation.

Mr. Sapre has confirmed his eligibility and willingness to accept the office of theDirector of your Company if confirmed by the Members at the ensuing AGM. In the opinionof your Directors Mr. Sapre has requisite qualifications and experience and thereforeyour Directors recommend that the proposed resolution relating to the appointment of Mr.Sapre be passed with the requisite majority. Mr. Sapre's profile forms part of this AnnualReport and has also been provided in the Notice of the 31st AGM.

In terms of Section 152(6) of the Act and Article 137 of the Articles of Association ofyour Company Mr. Sandeep Kalra Executive Director and Chief Executive Officer is liableto retire by rotation at the ensuing AGM as he is the Non-Independent Director who isholding office for the longest period among the Non-Independent Directors on the currentBoard.

Mr. Kalra has confirmed his eligibility and willingness to accept the office of theDirector of your Company if confirmed by the Members at the ensuing AGM. In the opinionof your Directors Mr. Kalra possess requisite qualifications and experience andtherefore your Directors recommend that the proposed resolution relating to there-appointment of Mr. Kalra be passed with the requisite majority.

At present your Company has 6 (Six) Non-Executive Directors who are IndependentDirectors. Pursuant to the Regulation 17(1)(b) of the Listing Regulations every listedcompany shall have at least half of its total strength of the Board of Directors asIndependent Directors where Chairman is an Executive Director. Your Company complies withthis requirement.

There is no inter-se relationship between the Directors.

In terms of the Listing Regulations your Company conducts the Familiarization Programfor Independent Directors about their roles rights and responsibilities in your Companynature of the industry in which your Company operates business model of your Companyetc. through various initiatives. The details of the same can be found at:https://www.persistent.com/investors/familiarisation-programme/

Declaration of Independence by Independent Directors

The Board confirms that all Independent Directors of your Company have given adeclaration to the Board that they meet the criteria of independence as prescribed underSection 149(6) of the Act along with Rules framed thereunder and Regulation 16 of theListing Regulations.

They have been already registered with MCA Databank of Independent Directors.

During the Financial Year 2020-21 a separate meeting exclusively of the IndependentDirectors was held on April 25 2020 in which the Independent Directors have transactedthe following businesses along with few other important strategic and policy relatedmatters:

1Reviewed performance of the Executive Directors and Management of the Company

2Discussed the quality quantity and timeliness of the flow of information between theDirectors and the Management of the Company

3Discussed the strategic matters of the Company and current state of the global ITindustry

4Discussed the role of the Executive Management in the recent COVID-19 outbreak andbusiness continuity plan in the organization

Committees of the Board

The details of the powers functions composition and meetings of all the Committees ofthe Board held during the year under report are given in the Report on CorporateGovernance forming part of this Annual Report.

Audit Committee

The details pertaining to the composition terms of reference and other details of theAudit Committee of the Board of Directors of your Company and the meetings thereof heldduring the financial year are given in the Report on Corporate Governance forming part ofthis Annual Report. The recommendations of the Audit Committee in terms of its Charterwere considered positively by the Board of Directors of your Company from time to timeduring the year under Report.

Nomination and Remuneration Committee

The details including the composition and terms of reference of the Nomination andRemuneration Committee and the meetings thereof held during the financial year and theRemuneration Policy of the Company and other matters provided in Section 178(3) of the Actare given in the Report on Corporate Governance section forming part of this AnnualReport.

The policy for appointment of a new director on the Board is as follows:

The Board of Directors decides the criteria for the appointment of a new director onthe Board from time to time depending on dates of retirement of existing Directors and thestrategic needs of the Company. The criteria include expertise area industry experienceprofessional background association with other companies and such other importantparameters.

Once the criteria is determined the Board directs the Nomination and RemunerationCommittee to compile profiles of suitable candidates through networking industryassociations and business connects. The Nomination and Remuneration Committee considerseach and every profile on the decided parameters and shortlists the candidates.Shortlisted candidates are then interviewed personally or through tele-conference by theMembers of this Committee.

Once the Committee is convinced about a candidate's competency his/her businessacumen commitment towards his/her association with your Company disclosure of his/herinterest in other entities and his/her availability for your Company on various matters asand when they arise it recommends the candidate to the Board of Directors for its furtherconsideration. Generally the Board accepts the recommendation by consensus.

Performance Evaluation of the Board its Committees and Directors

Your Company conducted the annual performance evaluation of the Board the Chairmanits various Committees and the Directors individually including Independent Directors. Theperformance evaluation was done by an external management consultant who specialized inBoard evaluations. The performance of the Board was evaluated by seeking inputs from allthe directors and senior management. The evaluation criteria include aspects such as theboard composition and structure effectiveness of board processes information andfunctioning etc. The evaluation was conducted in March and April 2021 and the findings ofthe evaluation were presented at the meetings of the Nomination and Remuneration Committeeand the Board of Directors held in April 2021.

Extract of the qualitative comments received during the Board evaluation for the yearunder report were as follows:

1Improvements have been made in focusing Board discussion on strategic issues. Thisneeds further improvement. This may be due to the new management team that has notadequately interacted with the Board and with the fact that meetings have not been held inperson and have been only online.

2The risks are changing very fast. More work needs to be done to ensure that we aremanaging risks adequately.

3The Investment Committee is a welcome new group which could be leveraged more by theManagement.

Proposed actions based on current year's comments:

1The impact assessment of risks in Risk Repository is a regular activity and is beingconducted on quarter to quarter basis. This activity will be conducted more rigorouslyhenceforth.

2The Investment Committee of the Company was reconstituted in July 2020 to focus andparticularly assess the investment opportunities through acquisitions mergers and jointventures. The Committee also reviews the previous investments made by your Company duringits periodic meetings.

Previous year's observations (For FY 2019-20) and actions taken are as follows:

For the previous year the comments received from the external management consultantwere generic in nature and hence there were no specific actions required.

Employees' remuneration

In terms of the provisions of Section 197(12) of the Act read with Rule 5 of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 a statementshowing the names and other particulars of the employees drawing remuneration in excess ofthe limits set out in the said rules are provided as Annexure C to the Report.

Employee stock option plans

Your Company has various stock option plans for its employees. Details of the stockoptions granted under various employee stock option schemes are provided as Annexure D tothe Report.

During the year under report no employee has been granted stock options equal to orexceeding 1% of the issued capital (excluding outstanding warrants and conversions) ofyour Company at the time of grant.

In line with the Ind AS 102 - "Share Based Payments" your Company hascomputed the cost of equity-settled transactions by using the fair value of the options atthe date of the grant and recognized as employee compensation cost over the vestingperiod.

During the year under report 187 employees were granted 1832500 options under theEmployee Stock Option Plan 2017. No new options or shares were granted to the IndependentDirectors of your Company during the year under report.

Shares held by the Independent Directors and Non-Executive Non-Independent Director ason March 31 2021 are as under:

Name of the Director Shares held (through exercise of vested stock options) Shares held (through allotment under a pre IPO scheme) Shares held (through market purchase/IPO) Total Shares held
Roshini Bakshi NIL NIL NIL NIL
Pradeep Bhargava 12000* NIL NIL 12000
Guy Eiferman NIL NIL NIL NIL
Dr. Anant Jhingran NIL NIL NIL NIL
Praveen Kadle NIL NIL NIL NIL
Thomas Kendra NIL NIL NIL NIL
Prof. Deepak Phatak NIL NIL NIL NIL

* Granted before April 1 2014.

During the year under report the Nomination and Remuneration Committee have grantedRSU's to the following Director and senior executive of your Company:

Name of the RSU Grantee Designation Date of Grant No. of RSU's
Sandeep Kalra Executive Director and Chief Executive Officer November 1 2020 50000
Charles Owen Chief Corporate Development Officer February 1 2021 15000

During the year under report pursuant to the resolutions passed by the Nomination andRemuneration Committee of the Board of Directors by way of circulation employeesincluding ex-employees exercised their stock options for shares which were already vestedin their name. During this year 391382 (Three Hundred Ninety-One Thousand Three Hundredand Eighty-Two) i.e. 0.51% Equity Shares of the total Paid-up Capital were transferred byPSPL ESOP Management Trust to the eligible employees including ex-employees at anaggregate value of Rs.66.56 million under various ESOP Schemes of your Company.

Your Company has 13 (Thirteen) ESOP Schemes as on March 31 2021 under which optionswere granted to various Independent Directors employees of the Company and itssubsidiaries details of which are given elsewhere in this Annual Report.

Corporate Social Responsibility

Your Company formed a Public Charitable Trust — ‘Persistent Foundation' inthe Financial Year 2008-09 to institutionalize your Company's CSR initiatives and todevelop a systematic approach to administer the process of grant of donations.

Last year Persistent Foundation (the ‘Foundation') celebrated its eleventh yearof establishment. During these 12 years the Foundation has contributed to many projectsspread across different geographies in association with well-known NGOs to reach out tolarge number of beneficiaries.

Your Company acknowledges the contribution made by the Foundation in coordinating andensuring that the CSR donations made by your Company are being effectively deployed asproposed and have an impact on the society

During the year under report the Foundation was able to continue to create excitementamong employees to participate in socially relevant causes With cooperation of theemployees of your Company the Foundation has set up several well-defined programs andactivities for the promotion of education health community development and assistance innatural calamities These activities are carried out through projects undertaken by theFoundation with the support of the employees and through the Government authoritiesreputed social organizations and institutions

In addition to contributing Rs.140 million to the Foundation your Company made adonation of Rs.10 million to PM CARES Fund directly Thus during the year under reportyour Company donated Rs.150 million ie more than 2% of the Average Net Profits of yourCompany made during three immediately preceding financial years The Company has alsodonated Rs.10 million to Chief Minister's Relief Fund (COVID-19) Maharashtra which is notconsidered as CSR Activity in terms of Sch VII of the Act.

In the growing concern of COVID-19 pandemic your Company has taken a decision to makeworldwide donations and has allocated USD 330 million towards the same Details of thesedonations form an integral part of Report on CSR activities

Report on CSR activities of your Company under the provisions of the Act during theFinancial Year 2020-21 is annexed hereto as Annexure E

A detailed Report on the activities of the Foundation forms an integral part of this asReport on CSR activities

CSR Committee and CSR Policy

The Board of Directors of your Company has constituted the CSR Committee to help yourCompany frame monitor and execute the Company's CSR activities under its CSR scope TheCommittee defines the parameters and observes them for effective discharge of theCompany's social responsibility

The Board of Directors of your Company has further approved the CSR Policy of yourCompany to provide a guideline for the Company's CSR activities The CSR Policy is alsouploaded on your Company's website athttps://wwwpersistentcom/investors/csr-at-persistent/

The Company's CSR Policy highlights that the need for contributing to the society isvery large and your Company can make a more significant contribution by staying focused onfew areas through its social initiatives The CSR policy recommends that your Companyshould encourage Persistent Foundation to contribute in the following focus areas:

1Health 2Education

3Community Development 4Assistance in Natural Calamities

The constitution of the CSR Committee is provided in the Report on Corporate Governancesection forming part of this Annual Report

C. Equity and Related Information

Listing with the stock exchanges

The Equity Shares of your Company are listed on BSE Limited (BSE) and the NationalStock Exchange of India Limited (NSE) since April 6 2010 Listing fees for the FinancialYear 2020-21 have been paid to both BSE and NSE

Institutional Holding

As on March 31 2021 the total institutional holding in your Company stood at 4885%of the total share capital

Dividend for the Financial Year 2020-21

The details of the Dividend for the Financial Year 2020-21 and 2019-20 are as follows:

Financial Year 2020-21

Financial Year 2019-20

Type of Dividend Interim Final Interim 1 Interim 2
Month of Declaration/recommendation Jan-21 Apr-21 Jan-20 Mar-20
Amount of Dividend Per Equity Share of Rs.10 each (In f) 14 6 9 3
% of Dividend 140% 60% 90% 30%
Total Dividend (Amt. in Rs.million) 1069.95 458.55 687.83 229.28
Dividend Distribution Tax (Amt. in Rs.million)* - - 87.47 18.67
Total Outflow (Including Dividend Distribution Tax) 1069.95 458.55 775.30 247.95
(Amt. in Rs.million)
Total Dividend Outflow for the year (Amt. in ^ million)

1528.50

1023.25

*The Finance Act 2020 in India has repealed Dividend Distribution Tax (DDT). Thedividend income is taxable in the hands of shareholders w.e.f. April 1 2020.

The payment of final dividend of Rs.6 per share is subject to your approval during the31st AGM of your Company. The Dividend will be paid out of profits of yourCompany.

Out of the interim dividend declared in January 2021 Rs.0.19 million remainedunclaimed as on March 31 2021.

Your Company has Dividend Distribution Policy and the same has been uploaded on thewebsite at

https://www.persistent.com/wp-content/uploads/2016/09/Dividend-Distribution-Policy.pdf.As per the policy the dividend pay-out ratio shall be maintained up to 40% of theConsolidated Profit After Tax. The above dividend is in compliance with the DividendDistribution Policy of the Company and the pay-out ration for the Financial Year 2020-21is 33.92% subject to approval by the shareholders for the proposed final dividend.

Pursuant to the Finance Act 2020 dividend income will be taxable in the hands ofshareholders w.e.f. April 1 2020 and your connect this paragraph for various categoriesthe shareholders are requested to refer to the Finance Act 2020 and amendments thereof.

In this regard your Company has availed the facility for online submission of TaxExemption forms from M/s. Link Intime India Private Limited (‘Link Intime') whereinthe shareholders can submit their tax-exemption forms along with other required documents.

The requisite form for claiming tax exemption can be downloaded from Link Intime'swebsite. The URL for the same is as under:https://www.linkintime.co.in/client-downloads.html — On this page select the Generaltab. All the forms are available under the head "Form 15G/15H/10F".

The aforementioned documents (duly completed and signed) are required to be uploaded onthe URL mentioned below: https://linkintime.co.in/formsreg/submission-of-form-15g-15h.html— On this page the user shall be prompted to select/ share the following informationto register their request.

1Select the company (Dropdown)

2Folio/DP-Client ID 3PAN

4Financial year (Dropdown)

5Form selection

a. Document attachment - 1 (PAN)

b. Document attachment - 2 (Forms)

c. Document attachment - 3 (Any other supporting document)

Please note that the documents (duly completed and signed) should be uploaded on thewebsite of Link Intime in order to enable the Company to determine and deduct appropriateTDS/Withholding Tax.

Incomplete and/or unsigned forms and declarations will not be considered by theCompany.

The Members may note that in case the tax on said interim/final dividend is deducted ata higher rate in absence of receipt of the aforementioned details/documents option isavailable to the Members to file the return of income as per the Income Tax Act 1961 andclaim an appropriate refund if eligible.

Transfer of Unclaimed Dividend and corresponding shares to the IEPF Authority

During the year under report your Company has transferred the unclaimed and unpaiddividend of Rs.209720 to the IEPF Authority. Further 210 corresponding shares on whichthe dividend was unclaimed for seven consecutive years have been transferred as per therequirement of the IEPF Rules. The details are provided in the shareholder informationsection of this Annual Report and also available on the website:https://www.persistent.com/investors/unclaimed-dividend/

The Board has appointed Mr. Amit Atre Company Secretary as the Nodal Officer toensure compliance with the IEPF rules.

Shares Suspense Account

Your Company operates an ‘Unclaimed Securities Suspense Account' on behalf of theallottees who were entitled to the Equity Shares under the initial public offering. Someof the Equity Shares could not be transferred to the respective allottees due to technicalreasons. Such shares are held in ‘Unclaimed Securities Suspense Account' to betransferred to allottees as and when they approach your Company. Your Company regularlyuploads details of such unpaid/unclaimed shares on your Company's website and on thewebsite of the MCA as well.

The current balance in the above-mentioned Suspense Account as on March 31 2021 is 140Equity Shares owned by 7 allottees. The details of equity shares held in an‘Unclaimed Securities Suspense Account' are as follows:

S. No. Particulars Details
1\ Aggregate number of allottees in the Unclaimed Securities Suspense Account lying at the beginning of the Financial Year 2020-21 7 allottees
2\ Aggregate number of the outstanding equity shares in the Unclaimed Securities Suspense Account lying at the beginning of the Financial Year 2020-21 140 Equity shares
3\ Number of allottees who approached issuer for transfer of shares from Unclaimed Securities Suspense Account during the Financial Year 2020-21 Nil
4\ Number of shares transferred from Unclaimed Securities Suspense Account during the Financial Year 2020-21 Nil
5\ Aggregate number of allottees in the Unclaimed Securities Suspense Account lying at the end of the Financial Year 2020-21 7 allottees
6\ Aggregate number of outstanding equity shares in the Unclaimed Securities Suspense Account lying at the end of the Financial Year 2020-21 140 Equity shares

Note: Voting rights on the above-mentioned equity shares are kept frozen till therightful owner of such equity shares claim these shares. Once the rightful owner claimsthese shares the shares along with accumulated dividend will be transferred to therightful owner.

D. ESG

Conservation of energy and technology absorption

Your Company believes that conservation of energy is essential and as a responsiblecorporate citizen your Company must encourage all employees vendors and otherstakeholders to act on ensuring reduced usage of energy on a perpetual basis.

Your Company has procured various energy saving devices and systems which help inconserving energy and has resulted into a significant savings in the energy cost.

Your Company has made the necessary disclosures in this Report in terms of Section134(3) of the Act read with Rule 8 of the Companies (Accounts) Rules 2014.

Carbon management and sustainable development provide business with some of thegreatest opportunities towards sustainability. Your Company reduced carbon footprints bytaking energy conservation measures. Thanks to the reduced travel both because of localcommuting and air travel the carbon footprint this year is lower. Your Company continuesto take various measures on energy saving and sustainability as follows:

Energy Efficiency Activities

1Upgradation of ACs: Existing AC's based on R-22 gas replaced with energy efficientInverter based ACs based on environment friendly gases R-32/R-410 /R 407 C

2Regulated & optimized the schedules of lifts vending machines ventilationsystem HVAC system etc. as per occupancy 3Great emphasis on Energy Conservation with anin-house team of experts:

a. LEDs in place of CFLs

b. Ozonators in ACs (which also disinfects the air and makes the air healthier)

c. Setting optimum temp settings for ACs as a SOP

d. Upgradation of ACs to better VRV technology on an ongoing basis

e. Culture of ‘switching off when not in use' actually practiced

4Thermal Solar water heaters for our cafeterias and Gym saved 44352 kWh per annum

5Energy saving measures are taken right from design stage like double wallconstruction low-e glass for facades and windows with DGUs maximum use of natural lightand ventilation underdeck insulation etc.

6Updated EHS (Environment Health and Safety) Policy

7Usage of Renewable energy for self-use 54% Units Generated of total requirementthrough Rooftop Solar powerplants and owned two Windmills

8Your Company is an ISO 14064: 2018 [Green House Gases (GHGs) Monitoring and Reduction]certified company for India operations and facilities but including global travel

a. Only IT Company in India to be certified to this standard (latest version)

b. Yearly Target is 3% reduction which we have been surpassing each year

c. We have reduced over 27% of our carbon footprint in last 5 FYs

9All the facilities of your Company in India are ISO certified by DNVGL for EnvironmentManagement Systems ISO

14001:2015 and Occupational Health and Safety Management System Standard by ISO45001:2018 certifications after surveillance audit (January 2021)

Renewable Energy Initiatives Water Management and Waste Management Initiatives of theCompany for the FY 2020-21 are given in the Business Responsibility Report forming part ofthis Annual Report.

Customer experience operational excellence on Green activities

1Employees feel proud of belonging to a green company and volunteer more for greeninitiatives like tree plantation tree maintenance & society awareness related tosustainability. Employees contributing regularly for Tree Plantation

2LED lighting has improved the ambience and freshness of workplace

3Customers appreciate our initiatives and sense of Social Responsibility during theirvisits including our ISO 14001 and ISO 14064 certification

4Ozonates improved indoor air quality and higher oxygen levels clearly felt by inmatesas well as visitors.

We are the very few IT companies to have this feature installed in our AC systems

5We are the very few IT companies to have solar panels on almost all our rooftops andto own two 2.1 MW windmills

6In addition also installed Solar panels on Pune and Hyderabad Railway Stations and atTarachand Hospital Pune under CSR activity

7Appreciation from NASSCOM for Green IT Initiatives in Pune city

8Insistence on ecofriendly & high efficiency products is promoting vendors withsuch products 9Impact caused by the implementation of Green initiatives on‘employee/end user satisfaction'

10Better healthy and working environment with freshness greenery and brighterworkspaces

11Greater bonding with local community and environmental groups 12Zero Accidents tilldate in our entire Organization

13Best practices to preserve the environment/health and safety are undertaken by yourCompany even during constructing its various premises by using crush sand fly ash bricksand double glass unit use of gypsum and recycled wood to protect the environment

14It is your Company's constant endeavor to conserve and save the Environment and henceyour Company has launched the ‘Green Persistent Movement' to support the same. Thisis aimed at encouraging employees to save energy at their homes. Though power costconstitutes an insignificant part of the total expenses the financial impact of thesemeasures may not be material but it brings in considerable awareness in the employees andtheir families

15Lower insurance premiums as risks and liabilities are reduced

16Building corporate image of organization globally

17Reducing Operation and maintenance costs

18Star Rating Scheme by BEE for two commercial buildings of your Company

ESG Journey at Persistent

Our vision goes beyond business and compliance. We acknowledge that success is not astand-alone concept rather it is an intricate combination of many factors includingenvironmental and social responsibility and corporate governance (ESG).

We recognize that a strong ESG proposition can create long lasting value for all ourdirect and indirect stakeholders. Our core values- Ingenious Responsible Persistent andConfident are all about ‘transforming new ideas while optimizing our resourceutilization' ‘Be responsible and communicate with clarity' and our global practicedemands ‘Respect and openness towards each other the communities around us andglobal society at large' ‘Stay determined in our activities to help our customersand people around the world to succeed'. We are constantly on a journey of findinginnovative ways to improvise our business conduct.

For this we understand that it is crucial to identify and assess how we mitigate ournon-financial risks and take steps in the right direction accordingly.

Our Environmental commitment

‘Ingenious' - one of our core values is all about doing more with less. In doingso we believe in being versatile in action and agile in thought. Our Environment Healthand Safety (EHS) Policy provides guidelines on conserving environment and continuallyimproving our EHS performance. It has been our constant endeavor to ensure that we reducethe carbon footprint of our business activities. We continue to monitor and work towardsreducing our carbon footprint by sourcing energy from renewable sources like solar andwind energy and improving energy efficiency. Similarly as part of our efforts tosafeguard the environment we have undertaken watershed and rainwater harvesting projectsin rural Maharasthra regular tree plantation drives and plastic free campuses. During FY2020-21 we planted 10000+ saplings to celebrate increase in the headcount beyond 10000mark. Our efforts were recognized with the "Excellence in Sustainability" awardby iNFHRA for the year 2020-21.

All the facilities of your Company in India are certified to the internationalenvironment health and safety standards namely ISO 14001:2015 and ISO 45001:2018. Alsoall the facilities of your Company in India are certified by AGS for ISO 14064-1:2006 isupgraded to ISO 14064-1:2018 for greenhouse gas inventory.

Our Social Commitment

As a responsible organization it is central to our values to give back to thecommunity and the environment in which we operate. Our CSR Policy guides us for our CSRactivities. Through Persistent Foundation we continue to support CSR initiatives focusingon the three pillars viz. Education Health and Community Development. In the FinancialYear 2020-21 we supported 14 centers for facial cleft and cleft palate. Out of 14centers 12 centers have served COVID-19 patients.

Your Company equally pays attention on the social hygiene among the employees.

Corporate Governance

We believe in exceeding the highest standards of corporate governance as it enhancesthe long-term value of the company for its stakeholders. The Management at Persistent isfully committed to implementing best practices in corporate governance to ensuretransparency accountability and integrity. All the regulatory compliances applicable toyour Company's operations globally are monitored and tracked through a web-basedCompliance Management Tool. We have established policies and committees to deal withdifferent corporate governance issues. The Company's Ethics Policy Code of Conduct forDirector and Employees Vendor Code of Conduct Code of Conduct for prevention of insidertrading Anti-Corruption Fraud Risk Management Policy Anti-human trafficking policy andWhistle Blower Policy provide guidance for the highest standards of business ethics andcorporate governance.

ESG — Way Forward

Year 2021 marks a milestone year for us as we undertake a review of the progress wehave made so far in our sustainability journey and chart our future path and ambitions.

As the demand and expectations from the larger society Governments regulators andvarious other stakeholders for transparent and responsible business conduct keep risingwe see integration of ESG in our business as a business imperative. ESG analysis andtransparent reporting can provide valuable insights and help create long-term value forour stakeholders.

We are also aware that ESG is linked directly to facilitating top-line growth reducingcosts. This will also relate to minimizing regulatory and legal interventions increasingemployee productivity optimizing investment and capital expenditures.

We will engage more with our stakeholders

We look forward to understanding our stakeholders better by identifying them andengaging with them more comprehensively. Our objective would be to identify priority areasfor our stakeholders under the broad domains of environment social and governance. Thiswill help us to broaden our ESG focus and rank our priorities in consultation with ourstakeholders. Through stakeholder consultations we would identify the topics material toout stakeholders. The material topics will be shortlisted and prioritized based on theirimpact on our stakeholder and business and initiating actions.

We will establish an ESG strategy and roadmap

The materiality assessment would form the first step towards developing a long term ESGstrategy and goals for Persistent.

We intend to establish clear ESG targets as our "ESG Ambition - 2030" byfocusing on the right issues where we want to create the most impact over long term. Adetailed road map to achieve these strategic ESG goals will be charted with clearmilestones action plans and responsibilities. The status of our commitment to the ESGAmbition - 2030 will be communicated in the annual Sustainability Reporting.

We will communicate more comprehensively

Your Company has been communicating its performance on the various ESG aspects throughits Annual Report and the Business Responsibility Report (BRR). We are looking forward tostrengthening our communication on ESG by aligning it with global sustainability goals andESG reporting frameworks such as the UN sustainable development goals and the GRIsustainability reporting standards. The report will set out a structured process forreviewing and updating our priorities focus areas and goals measuring reporting andaccountability and will also help us and our stakeholders to benchmark our ESGperformance and practices. We are working towards coming out with our first stand-aloneESG report based on the GRI standards by early next year.

E. Other Disclosures

Corporate Governance

A separate Report on Corporate Governance with a detailed compliance report asstipulated under the Listing Regulations and any other applicable law for the time beingin force forms an integral part of this Report.

Compliance Certificate from the Practicing Company Secretary regarding compliance ofconditions of Corporate Governance as stipulated in the Listing Regulations forms anintegral part of this Annual Report.

Management Discussion and Analysis

Report on Management Discussion and Analysis as stipulated under the ListingRegulations and any other applicable laws for the time being in force based on auditedconsolidated financial statements for the Financial Year 2020-21 forms an integral part ofthis Annual Report.

Business Responsibility Report

Report on Business Responsibility as stipulated under the Listing Regulations and anyother applicable law for the time being in force describing the initiatives taken by theManagement from an environmental social and governance perspective forms an integral partof this Annual Report.

Risk Management Policy

Report on Risk Management based on the risk management policy developed and implementedat your Company for the Financial Year 2020-21 forms an integral part of this AnnualReport.

Vigil Mechanism (Whistle Blower Policy)

The details of the vigil mechanism (whistle blower policy) are given in the Report onCorporate Governance forming part of this Annual Report. Your Company has uploaded thepolicy on its website at https://www.persistent.com/ethical-practices-at-persistent-svstems/whistle-blower-policv/

Disclosure under the Sexual Harassment of Women at Workplace (Prevention Prohibitionand Redressal) Act 2013

Your Company has an Anti-Harassment Policy in place which is in line with requirementsof the Sexual Harassment of Women at Workplace (Prevention Prohibition and Redressal)Act 2013 (the ‘Act' for this section). All employees (permanent contractualtemporary and trainees) are covered under this policy.

Your Company has constituted an Internal Complaints Committee(s) (ICC) across allCompany locations in India and abroad to consider and resolve all sexual harassmentcomplaints reported to this Committee. The constitution of the ICC is as per the Act andthe Committee includes an external member from NGOs with relevant experience at Indialocations. The Ethics Committee at the global locations acts in the capacity of InternalComplaints Committee where the local laws over there do not enforce constitution of suchcommittee.

During the year under report your Company has received one complaint of harassment ofnon-sexual nature which was immediately disposed by following the due process. As on March31 2021 there were no pending cases of sexual harassment in your Company.

Secretarial Standards

The Ministry of Corporate Affairs notified the Secretarial Standard on Meetings of theBoard of Directors (SS— 1) Secretarial Standard on General Meetings (SS-2)Secretarial Standard on Dividend (SS-3) and Secretarial Standard on Report of the Board ofDirectors (SS-4).

The Company complies with Secretarial Standards and guidelines issued by the Instituteof Company Secretaries of India (ICSI).

Other Certifications

The details about the other ISO and Partnership certifications for technical processesand systems are provided in Annexure Rs.to this Report and which forms an integral part ofthis report.

Information Security

Your Company maintains a matured Information Security Management System with PoliciesProcesses and Controls to minimize the Cyber Security Risks. The governance and managementof security compliance and risk is reviewed periodically.

Amid the pandemic and complete lockdown across cities where your Company's offices arelocated most employees are required to work from their respective homes. Thisunprecedented situation has increased the security risks due to the expansion of thesecurity perimeter from office premises to individual homes.

Your Company's internal team has taken a holistic and comprehensive approach to addressthe need of securing the employees' laptops their smartphones the corporate network andthe confidential data against inadvertent and malicious attacks including the customerspecific security requirements. Specific steps include allocation of laptops to everyemployee installation of disk encryption and next generation antivirus solution enhanceddata leakage prevention solutions covering laptops and cloud assets and security controlson personal smartphones. The team has also provisioned critical data backup improvedincoming email scanning and enhanced the security and network monitoring solutions.Periodic external security assessments and proactive security drills help us stay vigilantto security threats. Mandatory annual employee awareness training to reinforce thesecurity imperatives is key to keeping your Company safe.

Subsidiary Companies Associate Companies and Joint Ventures

During the year under Report Valista Limited Ireland step down subsidiary of yourCompany was dissolved w.e.f. June 24 2020 as a part of your Company's corporaterestructuring.

Further your Company acquired 100% shares of Capiot Software Private Limited India(‘Capiot India') in October 2020. Consequently Capiot India has become wholly ownedsubsidiary of your Company. Additionally Persistent Systems Inc.

USA (PSI) wholly owned subsidiary of your Company acquired 100% shares of CapiotSoftware Inc. USA ("Capiot US") in November 2020. Consequent to the aboveCapiot US has become a wholly owned subsidiary of PSI and Capiot Software Pte LtdSingapore and Capiot Software Pty Ltd Australia which are the subsidiary companies ofCapiot US have become step- down subsidiary companies of PSI.

On March 23 2021 Persistent Systems Inc. USA wholly owned subsidiary of yourCompany incorporated Persistent Systems S.R.L Italy.

The details of the subsidiaries and associates of your Company as on March 31 2021 areas under:

Total Income

Net Profit/(Loss)

Name of the Entity and Country of incorporation Status Period of Establishment/ Acquisition* For the period/year ended March 31 2021 (Amount in ^ million) For the period/year ended March 31 2020 (Amount in ^ million) For the period/year ended March 31 2021 (Amount in ^ million) For the period/year ended March 31 2020 (Amount in ^ million)
Persistent Systems Inc. USA (PSI) Wholly Owned Subsidiary October 2001 24243.90 21359.80 (167.87) (320.62)
Persistent Systems Pte. Ltd. Singapore (Co. Reg. No. 200706736G) Wholly Owned Subsidiary April 2007 9.96 24.66 (8.59) 8.55
Persistent Systems France S.A.S. France Wholly Owned Subsidiary April 2011 911.80 950.48 11.51 (11.02)
Persistent Systems Malaysia Sdn. Bhd. Malaysia Wholly Owned Subsidiary September 2013 376.16 419.34 40.80 56.29
Persistent Systems Germany GmbH Germany Wholly Owned Subsidiary December 2016 185.45 85.63 (5.02) (55.87)
Persistent Telecom Solutions Inc. USA Step-down Subsidiary (Wholly Owned Subsidiary of PSI) January 2012 758.90 1001.84 59.96 167.32
Persistent Systems Mexico S.A. de C.V. Mexico Step-down Subsidiary (Wholly Owned Subsidiary of PSI) March 2016 286.43 251.29 (10.35) 23.05
Persistent Systems Israel Ltd Israel Step-down Subsidiary (Wholly Owned Subsidiary of PSI) February 2016 257.64 504.06 29.29 (3.09)
Aepona Group Limited Ireland Step-down Subsidiary (Wholly Owned Subsidiary of PSI) October 2015 44.84 8.3 33.73 (122.16)
Valista Limited Ireland (Dissolved with effect from June 24 2020) Step-down Subsidiary (Wholly Owned Subsidiary of Aepona Group Limited) October 2015 0.10 0.89 (1.08) 0.23
Aepona Limited United Kingdom Step-down Subsidiary (Wholly Owned Subsidiary of Aepona Group Limited) October 2015 364.20 332.74 115.93 71.99
Persistent Systems Lanka (Private) Limited Sri Lanka Step-down Subsidiary (Wholly Owned Subsidiary of Aepona Group Limited) October 2015 221.01 215.66 32.46 33.04
PARX Werk AG Switzerland Step-down Subsidiary (Wholly Owned Subsidiary of Persistent Systems Germany GmbH) August 2017 655.85 527.33 11.50 (2.72)
PARX Consulting GmbH Germany Step-down Subsidiary (Wholly Owned Subsidiary of PARX Werk AG) August 2017 495.38 551.02 17.62 (48.85)
Youperience GmbH Germany Step-down Subsidiary (Wholly Owned Subsidiary of Persistent Systems Germany GmbH) July 2019 539.36 223.01 (44.45) (83.36)

 

Total Income

Net Profit/(Loss)

Name of the Entity and Country of incorporation Status Period of Establishment/ Acquisition* For the period/year ended March 31 2021 (Amount in ^ million) For the period/year ended March 31 2020 (Amount in ^ million) For the period/year ended March 31 2021 (Amount in ^ million) For the period/year ended March 31 2020 (Amount in ^ million)
Youperience Limited United Kingdom Step-down Subsidiary (Wholly Owned Subsidiary of Youperience GmbH) July 2019 93.84 101.11 (9.29) 2.33
Capiot Software Private Limited India** Wholly Owned Subsidiary October 2020 136.47 NA 2.30 NA
Capiot Software Inc. USA** Step-down Subsidiary (wholly owned subsidiary of PSI) November 2020 17.81 NA (1.54) NA
Capiot Software Pty Limited Australia** Step-down Subsidiary (Wholly Owned Subsidiary of Capiot Software Inc.) November 2020 8.53 NA 2.92 NA
Capiot Software Pte Limited Singapore** Step-down Subsidiary (Wholly Owned Subsidiary of Capiot Software Inc.) November 2020 NA 1.97 NA
Persistent Systems S.R.L. Italy** Step-down Subsidiary (Wholly Owned Subsidiary of PSI) March 2021 NA (0.05) NA
Klisma e-Services Private Limited IndiaA Associate Company March 2012 - - - -

* Period of Establishment/Acquisition mentioned above is the period in which theentities are acquired by your Company directly or through its subsidiaries.

** Acquired/incorporated during FY 2020-21. a Under Corporate Insolvency ResolutionProcess for liquidation.

The Policy for determining material subsidiaries of your Company is available on yourCompany's website at https://www.persistent.com/investors/policv-on-material-subsidiarv/.According to the said Policy Persistent Systems Inc. USA is the material subsidiary ofyour Company.

Infrastructure

During the Financial Year 2020-21 the total built-up capacity owned by your Company inIndia and abroad was 115478 m2 which is adequate for 8800+ employees.

The details of owned facilities of your Company are as follows:

Location Year of Acquisition/Completion Total Built-up Area (m2) Total Seating Capacity (Nos)
Pune
1Kapilvastu 1994 202 35
2Panini 1998 929 80
3Bhageerath 2002 12170 596
4Aryabhata - Pingala 2007 31680 2644
5Hinjawadi 2012 41446 3197
Goa
1Charak 1997* 3280 313
2Bhaskar 2014 3762 411

 

Location Year of Acquisition/Completion Total Built-up Area (m2) Total Seating Capacity (Nos)
Nagpur
1IT Tower 2003 3708 352
2Gargi and Maitreyi 2011 17279 1183
Grenoble France 2000** 1022 50
Total 115478 8861

* Company occupied this premises in October 2005 as a part of local entity acquisition.

** Company occupied this premises in August 2011 as part of acquisition of the Grenobleteam.

Along with the Company owned premises your Company also operates from leasedfacilities at Canada France Germany India Israel Ireland Malaysia Mexico ScotlandSri Lanka Switzerland USA and UK.

During the financial year 2020-21 due to the pandemic the majority of employees weregiven an option to work from home and only the employees working in essential categorysuch as Administration and Information Technology attended the office in person.

Annual Return

In accordance with the Companies Act 2013 the annual return in the prescribed format(MGT-7) for the Financial Year 2020-21 is available athttps://www.persistent.com/wp-content/uploads/2021/06/annual-return-2021.pdf

Other matters

Your Directors state that no disclosure or reporting is required in respect of thefollowing items as there were no transactions on these items during the year under report:

1Dr. Anand Deshpande Chairman and Managing Director and Mr. Sunil Sapre ExecutiveDirector and Chief Financial Officer of your Company have not received any remuneration orcommission from any of its subsidiaries. However

Mr. Christopher O'Connor Executive Director and Chief Executive Director (resignedw.e.f. August 9 2020) and Mr. Sandeep Kalra Executive Director and Chief ExecutiveOfficer have received remuneration from Persistent Systems Inc. USA in addition toremuneration received from your Company.

2No significant or material orders were passed by the Regulators or Courts or Tribunalswhich impact the going concern status and your Company's operations in future.

Awards and recognitions during the Financial Year 2020-21

1‘Recognition Award' among 200+ companies in India for "Excellence inSustainability" by iNFHRA for the year 2020-21.

iNFHRA is an industry body & member-based organization representing InfrastructureFacility Management Human Resource & Realty industry. This an annual award and isawarded after rigorous scrutiny by a Juries from the Industry from all over India.

The award categories include:

i. Excellence in Best Project — Architecture & Corporate

ii. Excellence in BCP for Corporates Excellence in Corporate Social Responsibility

iii. Excellence in Sustainability

iv. Excellence in Employee Wellness & Health program for remote workers

v. Excellence in Logistics movement

vi. Excellence in CRE (negotiations rental space and consolidation)

vii. Excellence in Return to work strategy/new normal

viii. Excellence in Technology/Transport Management

ix. Excellence in Use of Space Planning & Facility Reservation Systems during &post COVID-19 crisis

2Named among the top service providers in two Zinnov Zones categories — consumerand enterprise software engineering — and recognized as a leader across digitalengineering AI engineering cybersecurity and platform engineering

3Golden Peacock Award by Institute of Directors (IOD) for Excellence in CorporateGovernance 2020 in a national category of IT Sector

4Technology Wizards 2020 award — Persistent IT team won the prestigious TechnologyWizards Award 2020

5Training Top 125 (T125) 2018 Award (International) from Training magazine

6Named a Top 15 Sourcing Standout for Managed Services in the Q1 2021 ISG GlobalIndex™ "Booming 15" category for the 5th consecutive quarter

7Recognized as a Star Performer in Everest Group Software Product Engineering ServicesPEAK Matrix Assessment 2021

8Persistent cited as ‘Leader' in ISG's Salesforce Ecosystem Partners 2021 Reportfor Salesforce Services in U.S. & Germany

9ISG names Persistent a "Rising Star" for Digital Transformation in its 2020ISG Provider Lens™ — Healthcare Digital Services U.S. report

10Training Top 100 has honored Persistent for the 4th year for demonstratingsuccessful & creative learning and development program

11Won the third annual ISG Star of Excellence™ Award 2020 for the quality of itscore technology services based on direct feedback from more than 100 enterprisecustomers. In addition ISG also named Persistent as a winner in BFSI and Healthcare andLife Sciences industries and in North America and APAC region

12Named to ISG's Booming 15 list (service providers with under US $1 billion inrevenue) globally as well as in the Americas and EMEA regions as part of thesecond-quarter ISG Index™. This is the first time the company has been recognized forits success in the EMEA region

13Winner of the 2020 Workato Partner Awards in the category of Innovation acrossOutSystems Banking and Snowflake. The award was announced at Workato's recent 2020Partner Summit held virtually on June 10th and attended by over 600 registeredpartners

14Cyber Sentinel Award 2020 was presented to Mr. Avinash Dharmadhikari CISO PersistentSystems in December 2020

15Resilient CISO Award was presented to Mr. Avinash Dharmadhikari CISO PersistentSystems as part of the 7th Annual Dynamic CISO Excellence Awards 2021

Directors' Responsibility Statement

Your Directors state that:

1In the preparation of the annual accounts the applicable Accounting Standards havebeen followed and there is no material departure;

2Your Directors have selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of your Company as at March 31 2021 and of the profitof your Company for that year;

3Your Directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of your Company and for preventing and detecting fraud and otherirregularities if any;

4The annual accounts have been prepared on a going concern basis;

5Your Directors had laid down internal financial controls to be followed by yourCompany and that such internal financial controls are adequate and were operatingeffectively;

6Your Directors had devised proper systems to ensure compliance with the provisions ofall applicable laws and that such systems are adequate and operating effectively.

Future Outlook

While brighter days are ahead thanks to the rollout of vaccinations the pandemic hascaused a permanent and long-lasting impact on each of us as individuals and society.What's more every single industry sector was disrupted - forcing a reset for manybusinesses in terms of the fundamentals of their operations business model and valuechain. While certainly this last year was one of the most challenging in recent times wewill hopefully all be better prepared for similar events and circumstances in the future.Thanks to substantial technology innovation and adoption and greater confidence in ourresilience as a society for this preparedness.

Organizations that survived and thrived during this challenging period were those thatquickly understood the power of cloud and data as well as the role both would need toplay in enabling rapid digital acceleration. If organizations did not fully comprehendthat software was the foundation of the business before the pandemic they most certainlyrealize it today. This realization puts Persistent in an advantageous position in themarket as we look ahead. Fundamentally our client's most pressing needs have come into agreater phase with our core strengths in digital engineering CX transformation cloud andmany other domains.

Today your Company creates value along a continuum of client needs pervasive acrossindustries.

Imagine — We design and deliver new digital experiences revenue streams andbusiness models to meet rising customer expectations and accelerate growth.

Engineer — We streamline software engineering to drive greater innovationefficiency and resiliency across your products and platforms.

Modernize — We reinvent applications infrastructure and processes forgreater agility by taking full advantage of automation intelligence and cloud.

Manage — We transform and optimize operations systems and productdevelopment to reduce costs and facilitate growth.

Your Company will continue to work aggressively to bolster capabilities in these areasboth organically and inorganically -extending the value we bring to existing clients andsupporting the development of new client relationships. In addition we will continue toenhance our partner ecosystem to complement our expertise open up new channels anddeliver innovation.

During this period of rapid change we bring to our clients the depth of expertisedelivered with speed flexibility accountability and a sense of urgency unmatched in themarket - truly boutique with scale. As a result we see our growth momentum continuing asour clients entrust us with more and more critical aspects of their digitaltransformation.

As we continue our path to becoming a $1B Company by FY25 we have established severalkey initiatives designed to accelerate our pace with a focus on enhancing our valuepropositions partner ecosystem operations account excellence as well as talentacquisition and development.

In summary we are optimistic about your Company's future - as the alignment betweenclient need and our capabilities are fully aligned and our ability to execute on thisdemand has dramatically enhanced.

Acknowledgments and appreciation

Your Board places on record the support and wise counsel received from the Governmentof India particularly the Department of Electronics and Information Technology theMinistry of Corporate Affairs the Ministry of Finance the Ministry of Commerce andIndustry the Reserve Bank of India and the Securities and Exchange Board of Indiathroughout the financial year.

Your Board extends its sincere thanks to the officers and staff of the SoftwareTechnology Parks of India - Pune Nagpur Goa and Mumbai Visakhapatnam Special EconomicZone - Andhra Pradesh SEEPZ Special Economic Zone - Mumbai Cochin Special Economic ZoneCentral Tax and Customs Department Department of Revenue Income Tax DepartmentDepartment of Electronics Director General of Foreign Trade Industry Ministry of GoMDirector of Industries Maharashtra Pollution Control Board Department of Shops andEstablishments Department of Telecommunication Department of Commerce (SEZ Section)Regional Director of Western Region Registrar of Companies Maharashtra Pune Goods andService Tax Department Infotech Corporation of Goa Limited Goa Industrial DevelopmentCorporation National Stock Exchange of India Limited BSE Limited Central DepositoryServices (India) Limited National Securities Depository Limited Local MunicipalCorporations and Gram Panchayats where Company operates Maharashtra State ElectricityDistribution Company

Limited Telangana (erstwhile Andhra Pradesh) State Electricity Board Telangana StateIndustrial Infrastructure Corporation Maharashtra Industrial Development CorporationBengaluru Municipal Corporation Karnataka Industrial Development Corporation BSNL andInternet Service Providers District Administration and State Police departments ExportPromotion Councils Maharashtra Airport Development Corporation MIHAN AuthorityHinjawadi Industries Association (HIA).

Your Board also extends its sincere thanks to M/s. Walker Chandiok & Co LLPChartered Accountants Statutory Auditors M/s. Joshi Apte & Co. CharteredAccountants Tax Auditors M/s. PVS and Associates Company Secretaries SecretarialAuditors Trustees of Persistent Foundation wing of Ernst & Young LLP providers ofCompliance Manager Tool and investor relations services and related advisory for theirservices to your Company.

Your Board also extends its thanks to ABSA Capital Bank Axis Bank Bank of BarodaBank of India Barclays Bank Banco Nacional de Mexico S. A. BNP Paribas Bank ofTokyo-Mitsubishi Citibank NA CommonWealth Bank DBS Bank HDFC Bank Limited Hongkongand Shanghai Banking Corporation ICICI Bank Limited Kotak Mahindra Bank Limited SiliconValley Bank State Bank of India Standard Chartered Bank Syndicate Bank Union Bank ofIndia VR-Bank Ismaning Hallbergmoos Neufahrn eG Wells Fargo Bank and their officials forextending excellent support in all banking related activities.

Your Board places on record its deep sense of appreciation for the committed servicesof the associates of your Company at all levels.

Your Board thanks the investors and shareholders for placing immense faith in them.

Your Board takes this opportunity to express its sincere appreciation for thecontribution made by the employees at all levels in your Company. The consistent growthwas made possible by their hard work solidarity cooperation and support.

For and on behalf of the Board of Directors
Dr. Anand Deshpande
Chairman and Managing Director
Pune June 10 2021 DIN:00005721

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