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Saksoft Ltd.

BSE: 590051 Sector: IT
NSE: SAKSOFT ISIN Code: INE667G01023
BSE 00:00 | 30 Jan 135.60 -1.25
(-0.91%)
OPEN

134.05

HIGH

141.35

LOW

134.05

NSE 00:00 | 30 Jan 135.65 -1.10
(-0.80%)
OPEN

137.90

HIGH

141.20

LOW

134.75

OPEN 134.05
PREVIOUS CLOSE 136.85
VOLUME 81554
52-Week high 155.50
52-Week low 68.25
P/E 51.36
Mkt Cap.(Rs cr) 1,433
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 134.05
CLOSE 136.85
VOLUME 81554
52-Week high 155.50
52-Week low 68.25
P/E 51.36
Mkt Cap.(Rs cr) 1,433
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Saksoft Ltd. (SAKSOFT) - Director Report

Company director report

Your Directors take immense pleasure in presenting the Twenty Third(23rd) Annual Report together with the Audited Accounts of the Company forthe FinancialYear ended March 31 2022.

1. BUSINESS OPERATIONS AND STATE OF AFFAIRS

a. Business Operations - A Detailed overview

Saksoft has performed consistently over the past few years reportingmeasured growth and withstood the market upswings caused by various moving parts rangingfrom pandemic to political potboilers. It has shown commitment and resolve to staytechnologically relevant and ahead of the Covid curve by working closely with itscustomers than ever before by supporting their change process and new initiatives to adaptto the challenges arising out of the recent happenings worldwide. Technology sector hasshown the way that it can quickly gather itself to transform its methods to face any newtransitional requirements and remain insulated to tide over game changing elements. TheCompany has a refined and customer-oriented approach to align and map market factors todevelop bespoke solutions to suit and facilitate better business management for itsclientele. The Company also has good skills development practice to improve and enhancethe capabilities of its resources to meet technological demands and upgrades of existingcustomer applications. The Company is looking to capitalize on the potential of remoteworking model which has gained prominence ever since the pandemic. Customers are now moreopen than before to re-arrange their team structures and work with service partners whoare able to leverage on offshore facilities and teams to manage their services stack andhelp achieve economies. As the word in the industry circles go there is a skill war ortalent war that is brewing at the moment. There is a sudden upsurge in the technologyskills market given the customer urge to accelerate spend on digital projects and upgradeof technology based services and platforms. Whilst the renewed focus on remote servicespost pandemic is gaining momentum by the day it also brings in competitive challengesaround consolidation and retention of talent.

We are also witnessing a talent resurgence and interest from clients inthe European region to expand the set of service roles and putting up Europe as apreferred destination on the Technology & Services map. The Company is keen to expandits presence in the European region and help its clients and potential prospects to builddedicated long term teams both at site and nearshore to support their deliveryrestructuring plans. The company is focused on deepening relationships and build preferredpartner frameworks to widen the volumes and team size on multiple engagements with itstrusted clients.

"Data" still continues to hold sway with its explicit andimplicit values. Insightful information management leading to decision management is thekey to unlock values for organisations. Data will continue to be an asset and movingfactor in the days to come as its potential seems unending. We are hearing about newconcepts built around Data management like Data Mesh and there are many more to come. Themore granular you go into data we are likely to witness a big bang in the digital world.Patterns and analytics drawn from data study have transformed into sell stories that helpsto build service models and launch of new lines of business. The group has been a trustedentity in the Data & Information management space for more than 2 decades and isvastly equipped to provide consulting and advisory services to target decision points fororganisations to go beyond the grind.

Cloud capabilities and associated services seems to be an everexpanding platform that is growing in size and potential with each introspection of itsmagnitude to connect various scattered dots within an organisation's infrastructure estateand operational routines. Corporates are scrambling to ward off premises based set up andcontinue their journey with a light baggage opting for Cloud based services and focus onkey growth areas . The advancements in Cloud capabilities offer scope for completeautomation and help companies to manage and tighten their IT security. With datasignificance assuming huge proportions the related data security and regulatory risksalso becomes a question. Cloud model helps to diversify and manage the risks better andoptimize user or usage based controls on activities and spend. The company is a seasonedcloud services partner with top players in the industry and has emphasized on its clientsto build applications and solutions factoring Cloud based platforms as part of the serviceelements to realize and secure the benefits and potential of shifting to Cloud.

The group being a listed entity in India with its subsidiaries havinglong standing footprints across geographies is a talentverse by itself. It is keen onre-drawing and shaping its vision to grow twofold in terms of size and value in theforthcoming years. It will continue to engage with Customers and Resources to design valuepropositions that creates a sustainable growth system to achieve its goals

 

Testing - Our lifeline in Testing times

Saksoft's Testing practice is one of its strongholds and mostprofitable business unit. Our QA capacity has doubled in the last year riding on the goodwork and co-ordinated efforts bytheTestingteam.TheCompany'sTestingteamis a tested unit byitself engaged in continuous research and improvements. We have developed Maturityassessment frameworks test solution tool-kits test automation tools and test Integrationmodels over the years to help our Customers stabilize and optimize the performance oftheir production and decision management processes. Our custom framework build brings inease of use and reliability which supports the technology demands of our Customers andaids to achieve efficiency gains in their operations support systems. The key to therobustness and reliance of our solution stack comprising of UNITE STAQK & SAQAMA isthe constant innovation that goes into it to enhance their features and capabilities ateach inflex point. Our technology roadmap is aimed at continued initiatives to stayresponsive to the technology trends and pack in additional enhancements to blend withupgraded technical solutions in the industry. We keep strengthening our operatingprocedures to manage end to end testing needs which is the core focus of the deliverymechanism. We have helped our Customers to achieve close to complete test automation byimplementing single common test frameworks and enabling Dev- ops practices to support realtime test execution. Our integrated framework solution enables wider regression coverageand helps to reduce the overall regression cycle turnaround timelines. We keep refiningour delivery methodologies to provide add-on test services to our Customers and expand ourservice touchpoints to non- testing arena namely Performance and Accessibility. We areplanning for a composite automation tool-based solution that paves the way forimplementing security testing toolset within our Customer premises. The success of ourTesting practice is the result of best practices around employee support skill up andtraining initiatives that enables them to meettechnical challenges stay focused ondelivery and provide dynamic account management.

 

Data Engineering and Analytics.

This year many of our clients counted on us to design and createrobust analytics solutions for their critical business challenges. Our Core Data Servicesand Al services team helped solve a wide range of client challenges and requirements. Ourdeep talent was deployed all over the world with our Data Scientists domain expertsdata architects design specialists and visualization experts working across the UK USIndia and APAC regions to cater to the analytics needs of our clients. Al and Core DataService specialists leveraged the most-modern technologies like Computer VisionConversational Al and Aspect-based Sentiment Analysis to deploy advanced analyticssolutions specific to domains including Healthcare Public Services Telecom FinancialServices and Retail.

The Core Data Services (CDS) team scripted noteworthy client successstories encompassing Greenfield and Brownfield projects. With more project under theirbelt the team went through expansion and the team size has witnessed 200% growth thisyear. The team's success is attributed to our Practice with over 15 years of success inthe Data engineering domain technology agnostic and solution-oriented group. Dataarchitects and data engineers leveraged their proficiency in the most-modern techcomponents including Snowflake Azure and Visualization tools such as Sisense and Talendto solve some of our clients' business problems.

The CDS team also provided thrust to prospect-hunting by creatingready-reckoners in the form of Power Bl decks for easy sales reference which helped cutdown pre-sales cycle time and which reflected in the way our data visualizationengagements have travelled the rapid growth path.

 

Al Services & Solutions

At the core of our Al solutions is a winning combination of domainexpertise twinned with machine-human collaboration. The team's proficiency to use leadingAnalytics Cloud services was brought out in the way tech components like Azure SynapseAzure Data Lake Azure Data Factory AWS tech components and Snowflake were leveraged todevelop analytics solutions. Our Architects have also put emphasis on Cloud DataArchitecture for robust & scalable solution design.

Our analytics solutions caught on to the trend earlier that the marketis envisioning at the moment. Having designed and built the Analytics Framework forvarious Customers of ours Big data and machine learning specialists packed more moderntech components into the Framework by building additional capabilities supporting modernanalytics solutions such as Facial Analytics Footfall Analytics Aspect based SentimentAnalysis and Conversational Al. This has widened the scope of and reach of the solutionbuild to enable greater inclusivity from a user experience perspective.

We have designed and developed cloud-based Analytics Platforms on Azurepowered by Synapse to help address key business challenges for our Healthcare clients. Inthe Financial services vertical our big data specialists and Al solution architectsteamed together to build a cloud- based Analytics Platform on AWS and created a FintechMarketplace to foster a community and augment network benefits

Our Al practitioners have piloted a proof-of-concept usingConversational Al working along with a partner for a Telecom major which has laid thebasis for brainstorming production of the Conversational Al solution. Our ML architectshave built a system powered by aspect-based sentiment analysis that captured customersentiments and extended recommendation & remedial measures to establish successfulcustomer outcomes in the Retail sector. The Al team also forayed into designing andbuilding unique Al solutions addressing specific business problems with the result that afootfall analytics proof-of- concept was developed to track user footprints at a retailoutlet.

The cumulative experience working across varied client engagements hasgiven our data scientists data engineers analytics executives and visualizationspecialists the wherewithal to work from a hub and build Al spokes that address specificbusiness functions and complexities of business models.

2. FINANCIAL AND RELATED DISCLOSURES

a. Financial Summary

The abridged comparative results of Audited Standalone and ConsolidatedFinancial Statements for the Financial Year ended March 312022 and March 312021 are asfollows:

INR MN

Standalone Consolidated
2021-22 2020-21 2021-22 2020-21
Total Revenue 1598.75 1255.98 4804.3 3858.07
Other Income 127.68 7.29 110.72 40.9
Total Income 1726.43 1263.27 36.66% 4915.02 3898.97 26.06%
Operating expenses 1318.05 944.87 4014.04 3213.93
Operating Profits 408.38 318.40 28.26% 900.98 685.04 31.52%
Depreciation 42.42 39.34 69.38 66.7
Interest and Finance Charges 20.72 27.06 27.77 34.41
Net Profit before Tax 345.24 252.00 803.83 583.93
Current Tax 74.15 72.05 172.79 144.82
Deferred Tax -1.14 -8.1 -1.58 -15.33
Net Profit after Tax 272.23 188.05 44.76% 632.62 454.44 39.21%

b. Results at a glance INR MN

Standalone Consolidated
FY 21-22 FY 20-21 FY 21 -22
FY 20-21
Total Income 1726.43 1263.27 4915.02 3898.97
Operating expenses 1318.05 944.87 4014.04 3213.93
Net Profit after Tax 272.23 188.05 632.62 454.44
Basic EPS 25.89 17.94 63.37 45.68

c . Transfer to Reserves:

The Company has not made any transfer of amounts to general reserveduring the year.

d. Dividend

The Company recommended/declared dividend as under:

FY 21-22 FY 20-21
Dividend per share Dividend per share
Interim Dividend* 3 2.5
Final Dividend 3 2.5

*The Board of Directors had approved Interim Dividend during November2021 of FY 2021 -22.

e. Share Capital

The paid up Equity Capital of the Company as on March 312022 stood atRs. 105390000/-.

f. Particulars of Loans Guarantees or Investments

Loans guarantees and investments covered under Section 186 of theCompanies Act 2013 form part of the Notes to the Financial Statements provided in thisAnnual Report.

g. Public Deposits

There are no details to report on deposits covered under Chapter V ofthe Companies Act 2013 ("the Act") during the year 2021 -22 which are requiredto be furnished.

h. Particulars of contracts/arrangements made with Related Parties

In line with the requirements of the Companies Act 2013 and theListing Regulations your Company has formulated a Policy on Related Party Transactionswhich is also available on the Company's website at www. saksoft.com.

The Policy intends to ensure that proper reporting approval anddisclosure processes are in place for all transactions between the Company and RelatedParties. All Related Party Transactions are placed before the Audit Committee for reviewand approval. Prior omnibus approval is obtained for Related Party Transactions on aquarterly basis for transactions which are of repetitive nature and/or entered in theOrdinary Course of Business and are at Arm's Length. All Related Party Transactions aresubjected to independent review by a reputed accounting firm to establish compliance withthe requirements of Related Party Transactions under the Companies Act 2013 and ListingRegulations. All Related Party Transactions entered during the year were in OrdinaryCourse of the Business and at Arm's Length basis.

No Material Related Party Transactions exceeding 10% of the annualconsolidated turnover as per the last audited financial statement were entered during theyear by your Company.

Accordingly the disclosure of Related Party Transactions as requiredunder Section 134(3)(h) of the Companies Act 2013 in Form AOC-2 is not applicable.

3. PERFORMANCE OF SUBSIDIARY COMPANIES

Subsidiaries of the company are engaged in the business of providing ITServices allied business solutions and strategic consulting services encompassing DigitalTransformation for its customers.

The details of Subsidiary Companies are given as Annexure 5 to thisReport.

There has been no material change in the nature of the business of theSubsidiaries.

a. Financial Performance of Subsidiaries - At a glance

Foreign/lndian Subsidiary Name of the Subsidiary Particulars FY 21-22 FY 20-21 Increase
US Subsidiary Saksoft Inc Revenue 22.61 Million USD 16.57 Million USD 36%
Profit Before tax 1.98 Million USD 0.26 Million USD 661 %
Singapore Subsidiary Saksoft Pte Ltd Revenue 4.47 Million SGD 3.52 Million SGD 27%
Profit before tax 0.08 Million SGD 0.24 Million SGD (65%)
UK Subsidiary Saksoft Solutions Limited Revenue 14.33 Million GBP 12.22 Million GBP 17%
Profit Before Tax 1.17 Million GBP 1.09 Million GBP 8%
Indian Subsidiaries Three Sixty Revenue 425.42 Million INR 284.98 Million INR 49%
Logica Testing Services Private Limited Profit Before Tax 156.31 Million INR 73.6 Million INR 112%
DreamOrbit Revenue 718.42 Million INR 556.37 Million INR 29%
Softech Private Limited Profit Before Tax 154.89 Million INR 121.7 Million INR 27%

b. Statutory disclosures with respect to Subsidiary Companies

Pursuantto provisions of Section 129(3) of the Companies Act 2013 aStatement containing key results and indicators of the Financial Statements ofSubsidiaries is attached to the Consolidated Financial Statements under Form AOC-1.

Pursuant to the provisions of Section 136 of the Companies Act 2013the Financial Statement of the Company Consolidated Financial Statements along withrelevant documents and separate Audited Accounts in respect of Subsidiaries are availablefor public view on the website of the Company https://www.saksoft.com/investor/

In addition these documents will be available for inspection duringbusiness hours at the registered office of the Company.

4. HUMAN RESOURCE MANAGEMENT

During the Financial Year under review Human Resources functioncontinued its global transformation initiatives in a volatile and complex businessenvironment to cater to the evolving organizational requirements.

HR continued its catalyst role and enabled the process of change overto focus on resource planning for mid and long term.

HR continued their support to protect the employees and employersinterest by providing the Work from Home option to its employees on account of thecontinuing Pandemic situation.

a. Particulars of Employees

During the financial year under review the details of Employees whodrew remuneration of Rs. 10.2 million or more per annum or Rs. 0.85 million or more permonth with respect to information required pursuant to Section 197(12) of the Act readwith Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 of the Companies Act 2013 is provided in Annexure-2

b. Employees Stock Option Scheme

The Company currently administers ESOP Scheme 2009. During the yearunder review there are no changes in the above said scheme.

Summary information of these stock option schemes grant and allotmentsunder these schemes are provided under Note No. 22(e) forming part of standalone financialstatements. The details of the Options granted up to March 31 2022 and other disclosuresas required under SEBI (Share Based Employee Benefits) Regulations 2014 is available forview on the Company's website at https://www.saksoft.com/investor/

c. Policy on sexual harassment of women at workplace (PreventionProhibition and Redressal) Act 2013

The Company always endeavours to create and provide an environment thatis free from discrimination and harassment including sexual harassment. The Company haszero tolerance for Sexual harassment at workplace and has adopted a policy on preventionprohibition and redressal of Sexual Harassment at work place in line with the requirementsof the Sexual Harassment of women at Workplace (Prevention Prohibition and Redressal)Act 2013 and rules framed thereunder.

Internal Complaints Committee (ICC) has been set up to redresscomplaints received regarding sexual harassment. All employees (permanent contractualtemporary trainees) are covered under this Policy. The constitution of the ICC isdisplayed through Notice Boards at conspicuous places in all the office locations of theCompany.

Disclosure in terms of the Sexual Harassment of Women at Workplace(Prevention Prohibition and Redressal) Act 2013.

During the year under review

Number of complaints received in the year: Nil

Number of complaints disposed off during the year: NA

Number of cases pending for more than 90 days: Nil

Number of Workshop or awareness Program: Nil

Nature of Action taken by the employer or District Officer: Nil

5. CORPORATE GOVERNANCE

a. Directors & Key Managerial Personnel

Disclosures with respect to the composition of the Board Directors andBoard meetings held during the Financial Year are covered under the Corporate Governancereport forming part of this Report as per the provisions of the Companies Act 2013.

Ms. Kanika Krishna retires by rotation and being eligible offersherself for re- appointment. A resolution seeking shareholders approval for her re-appointment forms part of the Notice to the Annual General Meeting.

Pursuant to the provisions of Section 149 of the Act IndependentDirectors have submitted declarations to the effect that each of them meet the criteria ofindependence as laid down in Section 149(6) of the Act along with Rules framed thereunderand Regulation 16(1)(b) of the Securities and Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations 2015 ("SEBI Listing Regulations").There has been no change in the circumstances affecting their status as IndependentDirectors of the Company.

During the year under review Non-Executive Directors of the Companyhad no pecuniary relationship or transactions with the Company other than sitting feescommission and reimbursement of expenses incurred by them for attending Meetings of theBoard/Committee of the Company.

Pursuant to the provisions of Section 203 of the Act the KeyManagerial Personnel of the Company as on March 31 2022 are: Aditya Krishna Chairman andManaging Director Niraj Kumar Ganeriwala COO & CFO and Meera Venkatramanan CompanySecretary.

The disclosures required under Section 197(12) of the Companies Act2013 are provided in Annexure 2 to this

Report.

b. Number of meetings of the Board

Four Meetings of the Board were held during the year under review.

Details of Meetings of the Board is provided in the CorporateGovernance Report which is a part of this Report.

c. Board Evaluation

The Companies Act 2013 and SEBI Listing Regulations contains broadprovisions on Board Evaluation i.e. evaluation of the performance of (i) the Board as awhole (ii) individual Directors (including Independent Directors and Chairperson) and(iii) various Committees of the Board. Pursuant to the said provisions the Board ofDirectors has carried out an annual evaluation of its own performance board committeesand individual directors.

The Board evaluation framework has been designed in compliance with therequirements under the Companies Act 2013 and the Listing Regulations and in accordancewith the Guidance Note on Board Evaluation issued by SEBI in January 2017.

The Board evaluation was conducted through questionnaire designed withqualitative parameters and feedback based on ratings.

• Evaluation of the Board was based on criteria such ascomposition and role of the Board Board communication and relationships functioning ofBoard Committees review of performance of Executive Directors succession planningstrategic planning etc.

• Evaluation of Committees was based on criteria such as adequateindependence of each Committee frequency of meetings and time allocated for discussionsat meetings functioning of Board Committees and effectiveness of its advice/recommendation to the Board etc.

• Evaluation of Directors was based on criteria such asparticipation and contribution in Board and Committee meetings proper representation ofshareholder interest and protecting shareholder value industry experience and expertiseto provide feedback and guidance to top management on business strategy governance riskand understanding of the organization's strategy etc.

In the Board Meeting that followed the Meeting of the IndependentDirectors and Meeting of Nomination and Remuneration Committee the performance of theBoard its Committees and individual Directors was also discussed.

The Board noted the actions taken in improving Board effectivenessbased on feedback given in the previous year. Further the Board also noted areasrequiring more focus in the future which include spending more time on industry trendslong-term business threats and opportunities.

Performance evaluation of Independent Directors was done by the entireBoard excluding the Independent Director being evaluated.

d. Policy on directors' appointment remuneration and otherdisclosures under Section 178(3) of the Companies Act 2013

The Company's policy on directors' appointment and remuneration andother matters provided in Section 178(3) of the Act has been disclosed in the CorporateGovernance Report which is a part of this report and is also available on the Company'swebsite-https://www.sakso ft.com/investor/corporate- governance/

e. Board diversity

The Company recognizes that building a Board of diverse and inclusiveculture is integral to its success. Ethnicity age and gender diversity are areas ofstrategic focus to the composition of our Board.

The Board considers that its diversity including gender diversity isa vital asset to the business. The Board has adopted the Board Diversity policy whichsets out the approach to diversity of the Board of Directors.

Web link to view the Board Diversity Policy is given under point 15 ofthe Corporate Governance report.

f. Committees of the Board

The details pertaining to the composition of the various Committees ofthe Board of Directors are included in the Corporate Governance Report which forms partof this report.

g. Corporate Governance and Management Discussion and Analysis

The Corporate Governance Report with the Auditors' Certificate thereonand the Management Discussion and Analysis are attached in Annexure 6 7 and Annexure 8which forms part of this Report. The Company has devised proper systems to ensurecompliance with the provisions of all applicable Secretarial Standards issued by theInstitute of Company Secretaries of India and is of the view that such systems areadequate and operating effectively.

h. Risk Management

Risk Management is an integral part of the business process. Pursuantto Section 134(3)(n) of the Companies Act 2013 the Company has developed and implementeda Risk Management Policy. The Policy envisages identification of risk and procedures forassessment and minimization of risk. The Statement of Risk indicating development andimplementation of risk management policy is annexed to and forms part of this Report underAnnexure 9. At present the Company after a considered review has not found any element orperceived threat that could pose a risk to the existence of the company.

i. Nomination and Remuneration Policy

The Company has a Nomination and Remuneration Policy for appointmentand remuneration of the Directors Key Managerial Personnel and Senior Executives of theCompany including criteria for determining qualifications positive attributesIndependence of a Director and other related matters as required under Section 178(3) ofthe Act and SEBI Listing Regulations.

The key requirements of the policy can be found in Annexure 3 to thisReport.

j. Vigil Mechanism/ Whistle Blower Policy:

Details of the Vigil Mechanism are covered under the CorporateGovernance Report which forms part of this Annual Report.

k. Internal financial control systems and their adequacy

The Company has formulated a Framework on Internal Financial Controlsand laid down Policies and procedures commensurate with the Size and nature of itsoperations pertaining to financial reporting. In accordance with Rule 8 (5) (viii) ofCompanies (Accounts) Rules 2014 the Company has adequate internal control systems tomonitor business processes financial reporting and compliance with applicable regulationsand they are operating effectively. The systems are periodically reviewed by the AuditCommittee of the Board for identification of deficiencies and necessary time boundactions are taken to improve efficiency at all the levels. The Committee also reviews theobservations forming part of internal auditors' report key issues and areas ofimprovement significant processes and accounting policies.

l. Annual Return

As per the requirements of Section 92(3) of the Act and Rules framedthereunder the Annual Return for the Financial Year ended March 2022 is given in Annexure5 in the prescribed Report MGT-9 which is a part of this report. The same is availablefor view on the Company's website -https://www.saksoft.com/investor/

m. Significant and material orders:

There are no significant and material orders passed by the regulatorsor courts or tribunals impacting the going concern status and the Company's operations infuture.

n. Material Changes after 31st March 2022

The Company has evaluated the impact of COVID pandemic on Its businessoperations and based on its review and current indicators off future economic conditionsthere is no significant impact on its year end financial results.

o. Details of utilization of funds raised through preferentialallotment or qualified institutions placement as specified under Regulation 32 (7A).

The Company has not raised funds through preferential allotment orqualified institutions placement during the financial year 2021-2022.

p. Secretarial Standards

The Company has complied with the applicable Secretarial Standardsissued by Institute of Company Secretaries of India ("ICSI").

q. Insolvency Proceedings pending if any under the Insolvency andBankruptcy Code 2016

During the year no application has been made and there are noproceeding pending as per Insolvency and Bankruptcy Code 2016

6. AUDIT REPORT AND AUDITORS

Statutory Auditors

At the eighteenth Annual General Meeting (AGM) held on August 07 2017the Members approved appointment of Messrs. R. G. N. Price & Co. CharteredAccountants (Firm Registration No. 0042785S) as Statutory Auditors of the Company to holdoffice for a period of five years which ends at the conclusion of AGM for the FY 2021 -22.

The Company has received an eligibility letter from M/s R.G.N Price& Co in line with the requirement under Section 139 of the Companies Act 2013.

The Audit Committee and the Board of Directors recommend theappointment of M/s R.G. N Price & Co as Statutory Auditors of the Company for a periodof five years from 2022-23 till 2026-27 on such remuneration as may be determined by theAudit Committee in consultation with the Statutory Auditors and that such remunerationmay be paid on a progressive billing basis as may be agreed upon between the StatutoryAuditors and the Board of Directors.

Internal Auditors

M/s Finstein Advizory LLP are Independent Internal Auditors of theCompany. The Audit Committee determines the scope of internal Audit in line withregulatory and business requirements.

Secretarial Auditors

Pursuanttothe provisions ofSection 204 ofthe Companies Act 2013 andthe Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 theCompany has appointed M/s. Lakshmmi Subramanian & Associates Practising CompanySecretaries to undertake the Secretarial Audit ofthe Company.

Auditor's report and secretarial audit report

The Statutory Auditor's Report and the Secretarial Audit Report do notcontain any qualifications reservations adverse remarks or disclaimers.

Secretarial Audit Report of Saksoft Limited and its Indian Materialsubsidiary is attached to this report as Annexure 4A and 4B respectively to this Report.

Reporting of frauds by auditors

During the year under review neither the statutory auditors nor thesecretarial auditor has reported to the audit committee under Section 143 (12) oftheCompanies Act 2013 any instances of fraud committed against the Company by its officersor employees the details of which would need to be mentioned in the Board's report.

7. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The brief outline of the Corporate Social Responsibility (CSR) policyof the Company and the social initiatives undertaken by the Company on CSR activitiesduring the year under review are set out in Annexure 1 of this report in the formatprescribed in the Companies (Corporate Social Responsibility Policy) Rules 2014.

For other details regarding the CSR Committee please refer to theCorporate Governance Report which is a part of this report. The CSR policy is availablefor view on the Company's website- https://www.saksoft.com/investor/

8. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

Since the Company is one among the top 1000 Listed entities as perMarket Capitalization it is required to provide Business Responsibility Report as part ofthe Annual Report as required under Regulation 34(2)(f) of SEBI Listing Regulations.

The Business Responsibility Report is replaced with BusinessResponsibility and Sustainability Report which is mandatory from FY 2022-23. However theCompany has opted to submit Business Responsibility and Sustainability Report on avoluntary basis for FY 2021-22 as part the Annual Report in Annexure 9.

9. CONSERVATION OF ENERGY RESEARCH AND DEVELOPMENT TECHNOLOGYABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO

a. Conservation of Energy

The Company is a Software Company and hence the operations of theCompany are not energy intensive. The Company employs energy efficient computers andoffice equipment. The Company is conscious about environment protection and energyconservation and strives to evolve new technologies to see to that the infrastructure ismore energy efficient. The Chennai delivery center is situated in the LED pre certifiedgold rated green building. In addition the Company has made a conscious shift to LEDlights across all its locations against the traditional lights to reduce the electricityconsumption. These LED lights also generate lesser heat resulting in faster cooling atlower electricity consumption.

b. Technology Absorption

Saksoft having been in existence fortwo decades has been a front runnerin adopting latest trends in Technology. The infrastructure is regularly upgraded toensure scalability and round the clock availability in all circumstances. Right frommigrating critical applications to the cloud and ensuring adequate business continuitythe company has used technology to improve the work experience of the resources and ensureefficient delivery to the customers. The Company's operations do not require significantimport of technology.

c. Research and Development (R&D)

As mentioned above the Company is constantly involved in developingsolutions for its customers using the emerging technologies which involve considerableresearch and development efforts on the part of the employees. The efforts and costsincurred in such research are integral to the operations of the Company and are notsegregated and identified separately.

d. Foreign Exchange Earnings and Outgo

Particulars (Rs in million) (Rs in million)
Foreign exchange earnings and Outgo 2021-22 2020-21
Foreign Exchange earnings 817.79 505.00
Expenditure in Foreign Currency 28.3 37.97

10. ACKNOWLEDGMENT

The Company takes this opportunity to thank its customers vendorsinvestors business associates and bankers for their support extended during the year tothe Company.

The Management also likes to thank the Government of India theGovernments of various countries the concerned State Governments Government Departmentsand Governmental Agencies for their co- operation. The Management would also wish to placetheir appreciation to the employees of the Company for the excellent contributionsextended at all levels in achieving growth and results.

For and on behalf of the Board
Place: Chennai Aditya Krishna
Date: May 26 2022 Chairman & Managing Director

.