Being Resilient.
That’s Live Enterprise.
Annual Report 2019–20
Resilience: What differentiates
the Live Enterprise
Large incumbent companies are well-prepared for
running their business at current course. They are
also well-geared to respond to a very immediate and
tangible crisis. But the nature of disruption is such that
it plays out in the middle of this spectrum, peaking
in the post-crisis weeks and months, sometimes
stretching longer. It is hard for enterprises to respond
to this not only because it’s uncertain, but also because
they are mired in the pressures of the short term
that are so all-consuming that the disruption gets
underplayed, even misjudged.
Being resilient means being able to respond to the
disruption, and other market signals, effectively
without stepping off the treadmill of continually
escalating core business performance expectations.
At Infosys, when we took on the challenge of bringing
the benefits of resilience for ourselves and our clients,
we looked to natural life for inspiration. Living beings
are often seen quickly recognizing situations that need
their response, responding to these situations with
precision, and also going further to evolve and build
new capabilities that better position them to thrive.
This is a combination of evolutionary, historic and real-
time information processing, relying on best practices
while also recognizing exceptions.
We have validated our hypothesis that companies can
be life-like, responsive, evolving beings at enterprise
scale – and any company, however large and complex,
can transform to be adaptive and resilient. They can
gain startup-like agility of response to disruption and
dynamic market needs, simultaneously developing
velocity of adaptation to match, by nurturing the
following key enterprise capabilities :
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Driving intuitive decisions : The ability to sense and
respond leveraging data-led insights. This serves to
automate routine, frequently-made decisions and
responses so little or no human intervention is needed
to drive these tasks.
Building responsive value chains : The flexibility to
repurpose people productivity into reimagining and
reengineering the company’s value chain – see what
is not there, what needs to be made better and what
can be eliminated to deliver more value. This will drive
continuous, agile cycles of rapid adaptation.
Nurturing creative talent : A pool of problem-finders
to find the right problems that must be solved for
our future. After all, if a task – however complex
– can be mechanically defined, we can build AI
systems to execute it. But problem-finding remains a
human frontier.
Delivering perceptive experiences : Responding
quickly, yet thoughtfully to opportunities to create
valuable new experiences. This comes from learning to
spot emerging and unmet needs.
This annual report gives you a ringside view of how we
are using these levers to become resilient ourselves
and then applying that learning to work for our clients,
as we continue to help them navigate their next.
Resilience: What differentiates the Live Enterprise | 1
Infosys Annual Report 2019-20 Next-level instincts,
intelligence, and intuition.
That’s
Live Enterprise.
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2 | Intuitive Decisions
Infosys Annual Report 2019-20
Infosys Annual Report 2019-20
Intuitive Decisions | 3
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Reimagining everyday decisions at Infosys
Early in our journey to becoming an always resilient,
evolving live enterprise, we recognized the need to
build intuitive decision-making capabilities within
a landscape of reimagined processes,
experiences and digital infrastructure. This,
we knew, would be vital for automating
routine and deterministic decisions,
while at the same time providing
instant simulation capabilities for
users to experiment and test in, before
making more complex decisions about
what and how to adapt in response
to disruption.
To facilitate this, we developed the
Infosys Knowledge Graph that links
employees, through a network of
information, with a view into
their skills sets, expertise,
projects, innovations,
industry solutions, IP and
even relevant client associations. This is
set within the larger context of near-real-
time information of all interactions and
business operations active within the
Infosys ecosystem. We are working on
overlaying this network with the Infosys
Digital Brain so it can continuously
read the Graph to determine trends
and signals, and recommend responses
that enable us to make critical adaptive
decisions intuitively.
This is making us more relevant to
our clients.
Leveraging the Infosys Knowledge
Graph, our project teams now find the right fit
talent for their project needs in real time. The AI-
based talent-matching service considers multiple
factors like skills, adjacent skills, proficiency levels,
prior experience working with a given client, talent
connections with project team members and their
readiness to start. If the best fit is not readily available,
the Infosys Digital Brain,
constantly monitoring the
Infosys talent pipeline,
alerts the project team
automatically when the
right fit is found. We are
now extending this capability
to our recruitment platform so we are able
to quickly spot the availability of right fit
talent pools outside of Infosys and bring
them into our fold intuitively.
For our employees, based on their professional
career and learning aspirations, the Infosys Digital
Brain automatically recommends the right courses
and learning paths while connecting them to
experts and communities that can support their
upskilling journey and improve their relevance
to clients.
Perhaps the most empowering of them all, we are
now using these capabilities to sense the changing
needs of our clients in a post-COVID-19 world, based
on their multichannel interactions with us. We relay
this intelligence to our client partners in near real time
along with recommendations for useful responses.
Not surprisingly, our clients have expressed great
interest in building similar capabilities to serve their
own business contexts.
Mohammed Rafee Tarafdar
SVP – Unit Technology Officer
Letting intuition run their business
The human mind is wired to see patterns. It processes
information in conjunction with insights from past
experiences to create intuition. Intuition informs much
of our decisions. Today, we are helping organizations
develop a similar intuition to drive decisions swiftly,
accurately and to act with resilience in the face of
disruption. AI and automation lie at the core of
this endeavor.
For us, this manifests in an ecosystem of tools that
captures and maps out complex and vast process
environments. There begins our effort to reimagine
and improve the way it all works. We rely on historical
data, both qualitative and quantitative, to learn from
and then guide the formation of patterns that help
us to automatically detect, validate, classify and
resolve problems. These patterns also help us see
opportunities to get better at the things we already
do. Our Bot Factory, with its repository of reusable
microbots, helps us to quickly stitch together and
automate the reengineered process landscape while
bringing in self-service capabilities.
We also partner with our clients to bring to them the
advantages of AI and automation and build intuitive
decisions and agile-action environments for their
businesses.
For one client, in the heavy engineering industry, we
leveraged machine learning techniques including
Deep Learning Neural Networks to help their experts
improve underwater corrosion detection and
assessment. We instituted data patterns and made it
possible to predict leakages thereby ensuring a high
degree of asset integrity and standards of safety.
For a telecom client, we deployed AI techniques
of prediction, time-series based event stitching,
correlation analysis, text analysis and state transition
models to improve order activation predictability.
This greatly improved their customer experience,
while lowering operational costs and accelerating
revenue realization.
We optimized plant scheduling for a manufacturer,
reducing costs and increasing throughput, by
predicting the optimal sequence of work orders,
eliminating human error, reducing idle time of
assembly lines and streamlining delivery.
In the enterprise context, there is sometimes the
need to respond to disruption that emanates after a
crisis. Our clients today need to chart a meaningful
way forward in the new normal post COVID-19. We
are working to build machine learning algorithms
and automation as potential solutions to the recent
disruptions in their workflows and other processes that
rely primarily on human interventions. Our research in
areas like Explainable AI, Transfer Learning, Generative
AI and Capsule Networks are great resources that
enrich this journey.
Balakrishna D.R.
SVP – Head, AI &
Automation Services
“At K+S, we’re excited to work with Infosys to accomplish our key business goals, transform the
current IT infrastructure, and future-proof our digital workplace. Infosys’ expertise in the next-gen
hybrid cloud will enable us to streamline our operations across data centers, global networks,
workplaces and end-user support services. This partnership will help us cope with the evolving
times by transforming our IT infrastructure with new-age technology adoption for flexible service
delivery in a cost-effective and timely fashion.”
– Dr. Berthold Kröger, Head of IT, K+S
4 | Reimagining everyday decisions at Infosys
Infosys Annual Report 2019-20
Letting intuition run their business | 5
Infosys Annual Report 2019-20 Responding to
opportunities with
lightning-quick reflexes.
That’s
Live Enterprise.
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6 | Responsive Value Chains
Infosys Annual Report 2019-20
Infosys Annual Report 2019-20
Responsive Value Chains | 7
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For us, responsive value chains
on the outside begin inside
If our employees must be the most resilient, most
responsive versions of themselves, their needs, very
much like the needs of our clients, must be actively
anticipated and met. Our operating environment
must be geared to support this. We need to find ways,
powered by smart technologies, to sense bottlenecks,
inefficiencies and deviations, and put in place
mechanisms to self-heal. The value chains that our
workforce participates in, as they go about their work
routines, had to be reimagined to yield exponential
results – both in terms of adaptability and efficiencies.
We have embarked on this journey to rewire and
modernize our landscapes, and the early results are
very promising.
Take for instance Sheila, who received an offer of
employment from us, along with an invitation to
register on Launchpad – our onboarding app for
paperless induction. Once on Launchpad, Sheila
popped a couple of questions, which were
answered almost immediately. She was
delighted, of course, on discovering that now
she could also access and leverage Lex – our
learning platform. And all of this before Sheila
even reported to work! When Sheila started to
work remotely, although keen to download InfyMe
– our employee productivity app – she forgot all about
it. But we did not. Automated texts and mails gently
prodded her with reminders to act. Because at Infosys,
we want to make sure nobody is left behind on our
journey to greater resilience and efficiency.
In fact, this capability served us well in
recent times when COVID-19 made physical
distancing a necessary part of our work lives.
Then there’s the case of Courtney, one of our
most effective sales leaders. The Infosys Live Enterprise
Store, with its wealth of insightful resources that
correspond with client interests, is her go-to resource
to prepare for important discussions and negotiations
with clients. New sales recruits often mention to her
the Store’s other benefits – pointers that make travel
bookings and expense reimbursement so much
simpler. Naturally, Courtney is a fan.
In an entirely different department and context,
delivery project managers, constantly on the lookout
for specialist skills, are now nudged by automated
systems that find and match available talent from the
larger pool with specific project demands. This means
more time and resources freed and redirected
towards creating more client value. After
all, building better, more responsive value
chains begins right here at home base,
for Infosys.
Narendra Sonawane
VP – Head, Information Systems
Helping them disrupt their
business, and delight customers
What can make what we offer more valuable to our
customers? What else can we do that more accurately
captures the exact things our customers want, especially
right now? And how do we nurture the flexibility to
repurpose saved people productivity into reimagining our
customer value chains?
We asked ourselves these questions
day after day in the stressful weeks
that just went by as we all
dealt with the COVID-19
situation. In many ways,
this came naturally to us,
because very often we
find ourselves in the position
of trusted navigators to our
clients who are often seeking answers
to tough business challenges. They are
looking to chart a path to understanding
what is viable in their positioning mix,
within the value chain, what additional
capabilities they might need and what
can be eliminated within their existing
portfolio, resulting in solutions that make them
better at what they do. They also appreciate the vital
importance of driving higher performance consistently
and learning lifelong to drive continuous agile cycles
of make-deliver-improve-remake. This they know will
help them accelerate innovation and then successfully
scale it with the right operations strategies.
We partner with them on that journey.
For example, we are now providing a full spectrum
of services to clients such as major 5G enablers,
who are no longer just in the business of providing
infrastructure, service plan and content delivery.
They are creating smart cities. They are building
edge computing cloud solutions which will reclassify
their business models. This is earning them a place
alongside leaders across diverse categories, who are
reimagining the services landscape ranging from
healthcare to energy production to banking and more.
For another client seeking to modernize their
pharmaceutical discovery and production processes,
we are implementing a digital strategy that meets
Industry 4.0 standards that will vault them into
the position of a sector-leading player. This will
significantly and positively impact their technical and
R&D capabilities while driving the reshaping of their
workforce skill set.
We are also rewiring old-line manufacturing industries
into becoming factories of the future through
blockchain, automation and condition-based sourcing
capabilities, empowering them with what they need to
succeed in an ever-changing landscape.
We have stepped up our own digital services and
products portfolio, bringing to our clients the leverage
of a spread of offerings for them to build their winning
strategies with and become continuously relevant
contributors to an exciting future.
Corey Glickman
VP – Partner, Business Consulting
“GE Appliances is on an ambitious multi-year journey to transform our information technology
landscape as well as to reimagine the way we work. We believe that this transformation will
help us innovate better and faster for our end-users and we are looking forward to working with
Infosys as one of our key partners in this journey.”
– Viren Shah, Chief Digital Officer, GE Appliances
8 | For us, responsive value chains on the outside begin inside
Helping them disrupt their business, and delight customers | 9
Infosys Annual Report 2019-20Infosys Annual Report 2019-20 The talent to dream it,
and the tech skills to do it.
That’s
Live Enterprise.
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10 | Creative Talent
Infosys Annual Report 2019-20
Infosys Annual Report 2019-20
Creative Talent | 11
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Lifelong learning meets
problem-finding at Infosys
At the heart of problem-finding lies the motivation to
spot hidden opportunities and to redefine business
problems in a way that makes new, innovative
responses possible. Never before have we been so
severely tested on this front than recently when we
were ourselves coping and helping our clients cope
with the COVID-19 outbreak. This was hard because
the process of problem-finding is experimental and
educational – an antithesis to the conventional ‘Get it
right the first time, then repeat’ approach.
Typically, companies are quite resistant to steering
away from the status quo. What if the reverse were
true? What if people were truly invested in finding
new ideas or ways to improve something? This is
what drives the problem-finder workforce. At Infosys,
lifelong learning and learning by failing in a fail-
safe environment, integrated effectively into our
workday, is our instrument of choice to empower our
problem-finders.
Our workforce leverages Infosys Lex digital learning
platform, averaging 35 minutes per person per day
on it every day. Delivering on the principles of just-in-
time and bite-sized learning, it allows us to ease them
into course material that span from one hour to over
244 hours as in the case of full stack specializations.
Through Lex, our problem-finders have access to a
library of over 2,70,000 assets created and curated
by subject matter experts including the best from
institutions such as Purdue University, Rhode Island
School of Design (RISD) and Cornell University
(through eCornell, the university’s online program).
Their learning journeys are tailored to suit individual
personas. The personalized sandbox learning
environment, gamification, learning playlist,
handpicked co-learner cohorts and adaptive course
curriculum challenge our people to expand the scope
of their capabilities on their own terms. Not just in the
STEM subjects, but also in non-STEM spaces like user
experience and design. Zoiee, our personalized, 24x7
AI-powered learning assistant expertly multitasks as
personal coach, quiz master, makes smart suggestions
for better knowledge retention and even
proposes adjacent learning opportunities.
Rewards come in the form of skill tags, which
set apart those who master new skills.
We also widely share the
creative power that
knowledge brings with
engineering students in
India, through InfyTQ – the
Infosys learning
app, and plan
to extend the
empowerment
to the markets in
which we serve.
Infosys Foundation USA
opened up their digital
learning platform for
teachers, so they could
continue to school
their students from
home during the recent
lockdown. After all, when
it comes to nurturing problem-finders, the earlier
the better.
Building talent for our
clients’ transformation
Our clients often ask us what exactly disruptive
companies do that enables them to zero in on
emerging customer needs before anybody else. How
do they always come up with winning moves? Over
time, and over several conversations with both digital
natives and incumbent leaders, we have started to see
a pattern emerge. A pattern marked by the people
choices that companies make.
With the growing maturity of software intelligence,
problem-solving is going to increasingly become a task
for software-powered machines.
But that is not true of problem-
finding. Every disruption begins
with reimagining the customer
value chain, and disruptor firms
must find, nurture and retain a
talent pool of problem-finders to
uncover the right problems that
must be spotted and then solved to
ensure continued relevance for their businesses.
We help our clients build and leverage sustainable
talent pools of problem-finders. We have
institutionalized a talent value chain that nurtures local
and diverse talent by offering learning and growth
opportunities – not just for those with advanced
degrees, but also others including our own legacy
workforce, blue collar workers and even displaced
workers, so they can then serve our clients. We chart
for these workers a continuum of lifelong learning so
they develop a mix of functional hard skills (process
engineering, data science, etc.), soft skills (strong work
ethic, high cognitive ability, leadership skills, etc.) and
holistic skills like approaching solutions with empathy
for users. As machines take on the more analytical
tasks, attributes like creativity, multidimensional
perspectives that are associated with the liberal arts,
and design sensibilities are what will differentiate
our best people. For example, when we hire and train
students from design schools, they bring with them
the skills to leverage design in creating form. We
show them how to leverage that, for our clients, to
think through structures and designs for systems. This
also means learning by questioning the assumptions
held by our clients or their customers. For instance, a
retailer client approached us to help make their online
presence more robust because they believed that was
key to customer retention, but our own investigation
revealed that more human experiences would better
benefit them.
We believe that each of us can train to be effective
problem-finders. Recently, as COVID-19 circled the
globe, our employees world-wide tapped their
imaginations along with their learning to challenge the
status quo and find bold unconventional responses to
serve our clients.
Lara Salamano
AVP – Senior Digital Strategist
Thirumala Arohi M.
VP – Head – Education, Training and Assessment
"Digitalization is at the core of our strategy for the future. We are excited to have found an
effective partner in Infosys who can support us to further improve our employees' growth
journeys with My Learning World. This is an important partnership for Siemens, and we look
forward to a new learning experience for our employees.”
– Thomas Leubner, Chief Learning Officer, Siemens AG
12 | Lifelong learning meets problem-finding at Infosys
Building talent for our clients’ transformation | 13
Infosys Annual Report 2019-20Infosys Annual Report 2019-20 Staying ten steps ahead
of demanding consumers.
Checkmating competitors.
That’s
Live Enterprise.
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14 | Perceptive Experience
Infosys Annual Report 2019-20
Infosys Annual Report 2019-20
Perceptive Experience | 15
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Our experience being resilient
Employees across organizations have a similar tale to
tell: In their lives outside work, they can ask Alexa for
anything, enjoy the conveniences of smart homes,
count on perceptive customer experiences and use a
variety of communication apps without having to type
out emails. Then they come
deal with a torrent of emails,
archaic tools and processes,
creating cumbersome manual
workarounds to get to answers
that they can’t otherwise access.
struggle with
while
to work and
We want to change this for our
people and are now starting
to bring consumer-
grade experiences to
Infosys. With people
spending their whole
work week engaging
with these experiences as
they go about their tasks,
there is a rich set of data
generated. We leverage our
own computational design
SaaS platform to reimagine and
design experiences based on each
employee’s motivations, psychological
traits and context. After all, better employee
experience leads to better customer experience
because an engaged workforce, freed up from the
mundane aspects of their jobs, can bring greater focus
to creating more value.
On first examining our app landscape, we discovered
that it is peppered with over a hundred entities
serving various needs and delivering varying grades
of experience. We brought to this context an intense
focus on personal productivity, interconnected work
efficiencies and learning enablement. As a result,
today, 45% of our operations are directly positively
impacted with mobile-first convenience.
We employ automated smart nudges, strategically-
timed messages, and tailored interfaces to encourage
healthy routines like performing business critical
operations ahead of time. We accelerate each
employee’s learning journey continuously, by
re-evaluating learning styles, motivation type
and psychometrics, such as cognition. Asking
the right questions is a big part of this
exercise: Does an individual retain
knowledge better with video,
text or audio course material?
Is social interaction a distraction
or a support for learning?
We continuously test and optimize
every aspect of the experiences
we deliver.
Perceptive experiences must be live
and evolving with the dynamic needs
of the people that engage with them.
These needs can change dramatically with
disruption caused by a pervasive market
trend or even events like the recent COVID-19
pandemic. That’s why it’s key to deeply
personalize these experiences while allowing for
flexibility to develop them in varying directions.
With this as our north star, Infosys journeys towards
building the next generation of experiences that will
make us all more effective, agile and resilient.
Ralf Gehrig
Co-Founder & Chief Experience Officer – Brilliant Basics
Because human experience
is perceptive too
What's a service you once didn’t know you needed and
now can’t imagine living without? Voice assistants?
One-click shopping with next-day delivery? Mobile
check deposits, perhaps? Buy online and pick up in-
store? Or is it chatbots? Depending on how old you
are, you might remember a time when these customer
experiences didn’t exist, even in science fiction.
Which brings us to a rather interesting question : How
do we build the next generation of experiences, the
ones people will reference when they answer this
question in the future? And their responses will change
when the status quo is punctuated by a momentous
event that causes their frame of reference to shift. One
can expect such a shift as a post-COVID-19 reality.
In response, at Infosys, we are helping our clients
renew their focus on elevating their customer
experience to human experience by employing a few
key strategies.
Ask the end user. Our client, a global telecom
company, wanted to update an outdated and
inefficient sales portal. We surveyed its users and
then built a B2B site that replicated
the kinds of digital experiences
that they have come to expect
as consumers from consumer
brands. Human experience does
not divide people into B2C or B2B
targets because that’s not how
human beings experience technology.
Anticipate their wants. Big Data is
vital, but Thick Data, the qualitative,
human-centered information, is
where we find insights that
lead to true innovation. We
use Thick Data to get
insights quickly and iterate
to anticipate consumer
needs. One of our clients, an
American bank, wanted to build
stronger relationships with
their millennial customers.
By conducting qualitative
research, we discovered that millennial customers
love online banking but still want person-to-person
financial advice. We helped our client reimagine the
entire bank branch experience as an opportunity for
customers to get tailored financial advice built on trust
and not transactions.
Don’t lose the human touch. To deliver perceptive
experiences and continuously iterate and learn, we
need to keep our focus on the human needs of our
end-users as well as the human intuition and insights
of our strategists, designers and developers. Humans
are best at discovering problems and creatively solving
them, that’s why we use technology to amplify the
genius of human perception.
Now, our client’s vendors can navigate
through the sales cycle in a way that’s more intuitive
and designed with their needs at the core.
Skyler Mattson
President – WONGDOODY
“At Roland-Garros, we believe innovation, social technology and analytics-based experiences
have a key role to play in making tennis more accessible and more engaging to the existing and
new generations of tennis fans, and our partnership with Infosys will ensure the Roland-Garros
DNA remains true to our roots but can also evolve and be future-ready.”
– Michael Tonge, Director of Sponsorship, Hospitality and Ticketing, FFT
16 | Our experience being resilient
Infosys Annual Report 2019-20
Infosys Annual Report 2019-20
Because human experience is perceptive too | 17
Contents
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34
Thinking Resilience. Thinking Scale.
46
Annexures to the Board’s report
• Annexure 1 –
Statement containing the salient features
of the financial statements of subsidiaries /
associate companies / joint ventures
• Annexure 2 –
Particulars of contracts /arrangements made
with related parties
• Annexure 3 –
Particulars of employees
• Annexure 4 –
Corporate governance compliance certificate
• Annexure 5 –
Secretarial audit report for the financial year
ended March 31, 2020
• Annexure 6 –
Extract of annual return
• Annexure 7 –
Annual report on CSR activities
• Annexure 8 –
Conservation of energy, research and
development, technology absorption, foreign
exchange earnings and outgo
• Annexure 9 –
Corporate policies
Letter to the shareholder
The Infosys Board of Directors
The Infosys leadership team
Awards and recognition
Key trends
The year at a glance
Board’s report
• Results of our operations and state of affairs
• Business description
• Human resources management
• Corporate governance
• Audit reports and auditors
• Corporate social responsibility
• Acknowledgments
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Management’s discussion and analysis
•
Industry structure and developments
• Opportunities and threats
• Financial condition
• Results of our operations
• Outlook, risks and concerns
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161
•
•
CEO and CFO certification
Standalone financial statements
Index
Independent Auditors’ Report
• Annexure A to the Independent Auditors’
•
Internal control systems and their adequacy
Report
• Material developments in human resources
/ industrial relations, including number of
people employed
• Other details
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Corporate governance report
• Our corporate governance philosophy
• Board composition
• Board of Directors
• Board and executive leadership compensation
• Board meetings
• Board committees
• Corporate social responsibility initiatives
• Risk management report
• Shareholder information
• Annexure A : Certificate from Company
Secretary in Practice
• Annexure B : Independent Auditors’ certificate
on corporate governance
• Annexure B to the Independent Auditors’
Report
• Balance Sheet
• Statement of Profit and Loss
• Statement of Changes in Equity
• Statement of Cash Flows
• Overview and notes to the financial
statements
223
•
•
Consolidated financial statements
Index
Independent Auditors’ Report
• Annexure A to the Independent Auditors’
Report
• Consolidated Balance Sheet
• Consolidated Statement of Profit and Loss
• Consolidated Statement of Changes in Equity
• Consolidated Statement of Cash Flows
• Overview and notes to the consolidated
financial statements
296
309
Business responsibility report
Investor contacts
Infosys Annual Report 2019-20Infosys Annual Report 2019-20 We’ve often heard it said that
disruption creeps up on us
gradually, then suddenly. But
disruption can also play out
suddenly, then gradually. Many
companies, even in the face of
operational challenges through
the sudden recent crisis, stepped
up with relative ease to manage
continuity of business. How
Infosys, led by our CEO, Salil
Parekh, our COO, U.B. Pravin Rao,
and the global senior leadership,
enabled 93% of its 2,40,000+
employees, across 46 countries,
to work from home offers a fine
illustration of this. Our remote
access infrastructure was expanded
10x for virtual private network
bandwidth and backend capacity
scaled by 4x to support the
increase in concurrent connected
remote users. As many as 35,000
assets were moved to employee
residences, and several more
personal devices were enabled
with wireless connectivity to
securely connect with enterprise
networks. Cloud-based remote
audio, video and content
collaboration platforms are integral
to this landscape. With over 85% of
our workforce already enabled for
distributed agile working and with
over 10,000 scrum masters in the
Company, remote development
work proved less of a challenge for
us. The InfyMe app continues to
connect all Infosys employees to
the latest updates from advisories,
to company policies and other
benefits on offer, while allowing
them to self-declare their health
status. Meanwhile, over 9,000
trainees and interns relocated to
their homes from our residential
Global Education Center in Mysuru,
India. They are all enabled to
continue training on our digital
learning platform, Lex. In addition
to bite-sized content from the
Foundation Program, Lex brings
trainer-led lessons, a hands-on lab
environment and even proctored
internal certifications – all virtually
– to the homes of learners. Much of
this has been made possible by our
digital transformation in the past
two years – enabled by our virtual
workspaces, secure polycloud
environment, micro-survey services
for our digital platforms, services
curated in our service store and
tools for remote collaboration.
But the real test will come in the
following months when we must
find ways to understand and
respond to the gradually evolving
dynamics of the new normal.
Technology will prove an ally here.
That said, building systems and
operating models at enterprise-
scale is an exercise in factoring
scale intrinsically into the design of
solutions. For example, our systems
were severely tested in their ability
to scale when for a multinational
telecommunications company, we
leveraged Launchpad, our remote
employee onboarding platform,
to include their employees, spread
across three countries, into a
new project environment with
access to over 200 IT applications,
network operations and six large
data centers connecting ~16,000
servers. For another American
multinational in the food business,
we are now leveraging our Live
Enterprise Application Platform
to enable remote knowledge
transfer for their global project
teams while digitizing all their
standard operating procedures.
The task then is to build systems
that can quickly scale and evolve
to serve the changing needs of the
enterprise and its workforce. That
is the thinking that guides us as
we navigate our clients to respond
intuitively to opportunities, and
help build value chains that are
both efficient and robust to deal
with unexpected challenges. That is
the resilience our clients seek. That
is Live Enterprise.
The post-cloud era – characterized
by increasingly intelligent,
autonomous and self-healing
digital infrastructure – is bringing
our industry the opportunity to do
so much more. Our strong balance
sheet, great growth momentum,
scaled digital systems for our
people to deliver collaboratively
and an executive management
team relentlessly focused on
executing our digital strategy,
uniquely position Infosys to deal
with the unprecedented challenges
of these times and help our clients
navigate to the next normal.
Nandan M. Nilekani
Chairman
Thinking Resilience. Thinking Scale.
The task is to build systems that can quickly scale and evolve to serve the changing needs of the
enterprise and its workforce. That is the thinking that guides us as we navigate our clients to
respond intuitively to opportunities, and help build value chains that are both efficient and robust
to deal with unexpected challenges. That is the resilience our clients seek. That is Live Enterprise.
20 | Thinking Resilience. Thinking Scale.
Thinking Resilience. Thinking Scale. | 21
Infosys Annual Report 2019-20Infosys Annual Report 2019-20 In addition, I want to thank
our Board members for their
unwavering support and personal
guidance and coaching during the
past year.
While we are extremely focused
on our clients, employees, and
shareholders, we have continued to
support our communities around
the world. In India the Infosys
Foundation continues to make
tangible and lasting impact across
a number of areas. We are also
expanding our community work in
the US now.
While we are not out of the medical
crisis, it is clear to me that the way
we behave in a crisis is in many
ways more reflective of who we
are. I hope the actions we are
taking today will make future
Infosys stakeholders look back at us
with pride.
Looking ahead, I am optimistic
of the opportunities of the work
we are doing for our clients and
the approach we have put in
place with respect to digital and
cloud services.
With my warmest regards,
Sd/-
Salil Parekh
Chief Executive Officer
and Managing Director
Bengaluru
May 24, 2020
increasingly resilient and efficient
business model.
Several of our segments,
geographies, service lines, and
businesses were performing
well. For example, our
Telecommunications business grew
by 16%, our Energy, Utilities, and
Services business grew by 13%, our
High Technology business by 11%,
our Europe business by 12%, and
our US business by 10%.
During the last few weeks in March
we started to see the impact of
COVID-19. Our team mobilized
with extreme speed and incredible
dedication. Our focus has been
and remains the safety of our
employees, the delivery of service
to our clients, and the financial
well-being of the Company.
Very quickly we had 93% of our
employees working from home
or remote working. I have talked
with and received numerous notes
from our clients on the highest-
quality delivery of our work during
the transition. This demonstrated
our operational rigor across the
Company. In a large part, this was
a result of an incredibly robust
infrastructure we had built over
the years in terms of networks,
telecommunications, cybersecurity,
and remote access. It is also a
result of the social capital we had
built by having a stable executive
management team where leaders
know each other well and are able
to work with each other remotely
with the trust built over time.
We pivoted our attention to the
new needs of our clients – cloud,
workplace transformation, cost
efficiency and automation,
and today, we see our pipeline
expanding in these areas. In
many ways the recent crisis has
accelerated our clients’ move
along the direction of digital
and especially related to cloud
activities. As a consequence of
our service delivery and our pivot,
we are also seeing a move from
several of our clients to trust us
with greater responsibilities and
consolidate their work with us.
We look forward to continuing to
build on the trust of our clients in
these areas.
We launched a program to be
especially more conscious of our
costs and maintain a strong focus
on conserving cash. A strong
balance sheet, with US$ 3.6 billion
of cash and no debt, puts us in an
excellent position.
As we see the evolution of the
market and client activity, we will
closely monitor the impact of the
pandemic. We can already see
several European countries and US
states starting to re-open. We see
stability and expansion in our work
in the global Telecommunications,
High Technology, and Life Sciences
industries. While there is now more
understanding of mechanical
methods of increasing individual
safety via wearing masks, regular
hand washing, and keeping safe
distance, the critical medical
milestones of therapeutic and
vaccine solutions are in the future.
We remain extremely focused on
the needs of our clients in this
environment and even more ready
to expand our support of our
clients as the world collectively
emerges from the unprecedented
situation.
I want to especially thank our
leadership team for demonstrating
incredible ability to execute
throughout the last financial year
and for their stellar performance
and real test of resilience under
a difficult situation in the past
few weeks.
Letter to the
Shareholder
Salil Parekh
Chief Executive Officer
and Managing Director
Dear Shareholder,
The financial year ending March
31, 2020 was an exceptional
year for Infosys. The trust of our
clients and the dedication of our
employees helped us achieve
extraordinary results.
Our revenues grew by 9.8% in
constant currency. Our digital work
grew by 38%. And it comprises 42%
of our overall revenue in Q4. Our
large transformation deals were
at US$ 9 billion. Our earnings per
share grew by 8.3% in US dollar
terms. We had operating cash flow
of US$ 2.6 billion, which grew at
15.4% for the year. And we ended
the year with US$ 3.6 billion in
cash on our balance sheet. The
Company announced dividend
payout of US$ 1.1 billion for the
year. At the end of the year we had
over 2,42,000 employees.
The transformation and digital
strategy we launched in January
2018 has been well received by our
clients and our leadership team has
executed it well. I want to especially
thank all our employees for their
immense hard work and thank
all our clients for the continued
long-standing relationships.
The primary contributors to such
a year were our continued focus
on digital capabilities – especially
Cloud, Data, and Experience,
and our ability to work with our
clients on large transformation
programs in a consistent manner.
These large programs highlight
the integral partnerships we
have with our clients on their
digital journeys. In addition, we
paid relentless attention to our
operating discipline, delivering an
22 | Letter to the Shareholder
Letter to the Shareholder | 23
Infosys Annual Report 2019-20Infosys Annual Report 2019-20 The Infosys
Board of Directors
1
2
3
4
Nandan M. Nilekani
Chairman
Salil Parekh
Chief Executive Officer and Managing Director
U.B. Pravin Rao
Chief Operating Officer and Whole-time Director
Kiran Mazumdar-Shaw
Lead Independent Director
5 Michael Gibbs
Independent Director
6
7
8
9
D.N. Prahlad (1)
Independent Director
D. Sundaram
Independent Director
Dr. Punita Kumar-Sinha
Independent Director
Uri Levine (2)
Additional and Independent Director
(1) Resigned on April 20, 2020
(2) Appointed on April 20, 2020
24 | The Infosys Board of Directors
24 | Section Name
The Infosys Board Of Directors | 25
Infosys Annual Report 2019-20Infosys Annual Report 2019-20178254369 The Infosys Leadership Team
Executive Vice Presidents
Anand Swaminathan
Segment Head –
Communication, Media and
Technology
Anantharaman
Radhakrishnan
Chief Executive Officer &
Managing Director – BPM
Binod R. Hampapur
Global Head – Talent &
Technology Operations
Deepak Padaki
Group Head – Corporate
Strategy, and Chief Risk Officer
Dinesh R.
Head Global Services –
Enterprise Package
Application Services
Salil Parekh
Chief Executive Officer and Managing Director
U.B. Pravin Rao
Chief Operating Officer and Whole-time Director
Nilanjan Roy
Chief Financial Officer
Inderpreet Sawhney
Group General Counsel and
Chief Compliance Officer
Jayesh Sanghrajka
Deputy Chief Financial Officer
Jasmeet Singh
Segment Head –
Manufacturing
Karmesh Vaswani
Segment Head – CPG,
Logistics & Retail
Koushik R.N.
Group Head – Procurement &
Global Immigration
Presidents
Krishnamurthy Shankar
Group Head – Human
Resources and Infosys
Leadership Institute
Narsimha Rao M.
Head, Global Services – Cloud,
Infrastructure and Security
Solutions & Independent
Validation Solutions
Ramadas Kamath U.
Head – Administration,
Facilities, Infrastructure and
Security & Sustainability
Richard Lobo
Head, HR – Infosys Limited
Satish H.C.
Head, Global Services –
Data & Analytics
Ravi Kumar S.
President and Deputy Chief Operating Officer
Mohit Joshi
President
Shaji Mathew
Service Offering Head –
Financial Services,
Healthcare, Insurance &
Life Sciences
Srikantan Moorthy
Head – US Operations and
Global Head – Education,
Training and Assessment
26 | The Infosys Leadership Team
The Infosys Leadership Team | 27
Infosys Annual Report 2019-20Infosys Annual Report 2019-20 Awards and recognition
Sustainability
In fiscal 2020, we won multiple awards and honors, both international and national. The significant ones among them are as follows :
United Nations
Global Climate Action Award
in the "Climate Neutral Now" category
Business and management
IR Magazine Awards – India 2019
Won two awards :
– Best Investor Relations Team (Large Cap)
– Best Use of Media and Technology
Asia’s best
in-house tax team
of the year
by Euromoney
International Tax Review,
a leading publisher in the field of
business and finance
2019 Asia IP Elite Award
for developing innovative
Intellectual Property (IP) functions
and creating IP value
3rd Best Regarded Company in the World
in the Forbes annual list of top 250
best-regarded companies
in the world
Stars of the
Industry awards
by CMO Global and BTVI
in Bengaluru
Best
• Finance Team,
• Automation in Finance
• Financial Planning and Analysis
•
Cash Management
All-Asia Executive Team Rankings 2019
by Institutional Investor
Among “Most honored” companies for receiving multiple awards,
including Best CEO, Best CFO, and Best Investment Relations Program
IT Legal Team of the Year Award
at the annual flagship event of Legal Era
Gennext Business & Law Congress 2020
Best Investor
Relations
in the FinanceAsia
Best Managed
Companies poll, 2020
Leader for the
fourth consecutive time
in The Indian Corporate Governance Scorecard,
a joint study by the International Finance Corporation
and BSE Limited.
ET Now Business Leader
of the Year Award
for Finance Transformation and
Best Financial Reporting
Human resources
The Company’s
global internship program,
InStep
Ranked
Number One
in the Best Overall Internship category
at the 2020 Internship Rankings by Vault.com,
a career intelligence organization
Recognized as
Top Employer in 2020
in Australia, Singapore
and Japan
Among the Best 100 Companies
for Women in India
By Working Mother and AVTAR
Champion of Inclusion
In the “Most Inclusive Companies in India
2019” index
Ranked
4th
Among Best Companies for Technology Jobs
in Cupertino, California
Role Model Corporate award
at the National Centre for Promotion of
Employment for Disabled People
Enabler: Employer of Persons with
Disabilities award
at the Nipman Foundation – Microsoft
Equal Opportunity Awards
Featured among
The top 5 companies
in TalentDesk’s 2019 Best
Companies to Work for
rankings announced
in July 2019
5th
Among Best Companies for
Computer Information Systems Jobs
in Long Beach, California
5th
Among Best Companies for
Management Consulting Jobs
in Baltimore, Maryland
Golden Peacock
Environment Management
Award – 2019
Odisha State Energy
Conservation Award
for Infosys’ Bhubaneswar campus
in December 2019
Banking (for Finacle®)
Juniper Research
Future Digital Awards
in the Banking Innovation for Best Banking
Platform category 2019
Banking Technology Awards
for Best Use of Emerging or
Innovative Technology
IBS Global
FinTech Innovation
Awards 2019
for Best Payments System implementation
Digital services and technology innovation
Recognized as a Leader
Enterprise Platform IT Services
in BFS PEAK Matrix™ Assessment 2019
IDC MarketScape
• Worldwide Microsoft Implementation Services
Enterprise Blockchain Services
PEAK Matrix™ Assessment 2020
by Everest Group
Application and Digital Banking
PEAK Matrix™ Vendor Assessment 2020
by Everest Group
Healthcare Payer Digital Services
PEAK Matrix™ 2020 by Everest Group
Recognized
• NEAT on IoT in Digital Transformation
• 2019 Global Alliance SI Partner of the Year
by Microsoft
• MuleSoft Americas Growth &
Emerging Partner of the Year 2019
by MuleSoft
Most Valuable Partner –
Commercial Cloud
by Oracle
2019 Vendor Assessment
Gartner Magic Quadrant
• for Public Cloud Infrastructure Managed Service Providers
• for IT Services for Communications Service Providers,
Worldwide
Pega Partner
Excellence Award
in recognition of innovative practice develop-
ment and continued investment in the growth
of a strong delivery practice
Global Partner
of the Year Award
for driving customer success at TIBCO NOW
System Integrator Partner of
the year 2019
for Hybrid Cloud Solutions by HPE
at HPE Discover 2019
For the complete list of awards and recognition, refer to https://www.infosys.com/about/awards.
28 | Awards and recognition
Awards and recognition | 29
Infosys Annual Report 2019-20Infosys Annual Report 2019-20 Key trends
Revenues(1)
(in ` crore)
Revenues(1)
(in US$ million)
1
9
7
,
0
9
5
7
6
,
2
8
0
8
7
,
2
1
9
9
7
,
1
1
9
3
9
,
0
1
8
0
2
,
0
1
1
0
5
,
9
4
8
4
,
8
6
2
2
5
,
0
7
1
4
4
,
2
6
2016
2017
2018
2019
2020
2016
2017
2018
2019
2020
Net profit(1)(2)(3)(4)
(in ` crore)
4
9
5
,
6
1
9
2
0
,
6
1
4
0
4
,
5
1
3
5
3
,
4
1
1
9
4
,
3
1
Net profit(1)(2)(3)(4)
(in US$ million)
6
8
4
,
2
0
4
1
,
2
2
5
0
,
2
1
3
3
,
2
9
9
1
,
2
2016
2017
2018
2019
2020
2016
2017
2018
2019
2020
Free cash flow(5)
(in ` crore)
0
5
2
,
5
1
9
9
3
,
3
1
1
6
5
,
2
1
3
0
3
,
1
1
0
2
5
,
9
Operating margin(1)
(in % )
0
.
5
2
7
.
4
2
3
.
4
2
8
.
2
2
3
.
1
2
2016
2017
2018
2019
2020
2016
2017
2018
2019
2020
Basic earnings per share(1)(2)(3)6)
(in `)
Dividend per share(7)
(in `)
7
9
.
8
3
3
5
.
5
3
4
4
.
5
3
5
7
.
1
2
0
5
.
1
2
0
5
.
7
1
0
4
.
1
3
1
5
.
9
2
3
1
.
2
1
8
8
.
2
1
2016
2017
2018
2019
2020
2016
2017
2018
2019
2020
Interim dividend of ` 8.00 and final dividend of ` 9.50
Special dividend of ` 4.00 declared in fiscal 2019
and ` 5.00 declared in fiscal 2018
30 | Key trends
(1) Based on IFRS consolidated financial
statements
(2) During the year ended March 31, 2019
and 2018, on account of the conclusion of
advance pricing arrangements in overseas
jurisdictions, the Company had reversed
income tax expense provision of ` 94
crore (US$ 14 million) and ` 1,432 crore
(US$ 225 million) respectively, which
pertained to previous periods.
(3) During the year ended March 31,
2018, the Company’s wholly-owned
subsidiaries, Kallidus and Skava (together
referred to as “Skava”) and Panaya, were
classified as “Held for Sale”, resulting in
a reduction of fair value in respect of
Panaya amounting to ` 118 crore (US$ 18
million). During the year ended March
31, 2019, a further reduction of ` 270
crore (US$ 39 million) was recorded in
respect of Panaya. On reclassification of
Panaya and Skava from “Held for Sale”
during the year ended March 31, 2019,
the Company recognized an adjustment
in respect of excess of carrying amount
over recoverable amount of ` 451 crore
(US$ 65 million) in respect of Skava.
(4) Attributable to owners of the Company
(5) Free cash flow is defined as net cash
provided by operating activities
less capital expenditure as per the
Consolidated Statement of Cash Flows
prepared under IFRS.
(6) During the buyback period that
commenced on March 20, 2019 and was
completed on August 26, 2019 under the
open market route through the Indian
stock exchanges, the Company had
purchased and extinguished a total of
11,05,19,266 equity shares from the stock
exchanges at an average buyback price of
` 747 per equity share, comprising 2.53%
of the pre-buyback paid-up equity share
capital of the Company.
During fiscal 2018, 11,30,43,478 equity
shares (not adjusted for the September
2018 bonus issue), aggregating to 4.92%
of the paid-up capital of the Company,
were bought back by the Company for a
total amount of ` 13,000 crore under the
“Tender offer” route.
(7) Based on dividend declared. Adjusted for
bonus issue, wherever applicable
Infosys Annual Report 2019-20 Digital revenues(1)
(in %)
2
.
9
3
2
.
1
3
5
.
5
2
Market capitalization(2)(3)
(in ` crore)
8
4
4
,
4
2
,
3
4
1
2
,
3
7
,
2
7
3
8
,
9
7
,
2
8
9
1
,
7
4
,
2
5
0
8
,
4
3
,
2
2018
2019
2020
2016
2017
2018
2019
2020
Return on Equity (RoE)(3)(4)(5)(6)
(in %)
8
.
5
2
1
.
4
2
7
.
2
2
7
.
2
2
4
.
1
2
Number of employees(2)
1
7
3
,
2
4
,
2
3
2
1
,
8
2
,
2
4
6
3
,
0
0
,
2
7
0
1
,
4
0
,
2
4
4
0
,
4
9
,
1
2016
2017
2018
2019
2020
2016
2017
2018
2019
2020
Number of clients(2)
Number of US$100 million+ clients(2)
1
1
4
,
1
9
7
2
,
1
8
2
5
2
9
1
0
2
4
1
4
0
2
,
1
2
6
1
,
1
2
9
0
,
1
2016
2017
2018
2019
2020
2016
2017
2018
2019
2020
Utilization (excluding trainees)
(in %)
6
.
4
8
3
.
4
8
0
.
4
8
Revenue per employee(4)
(in US$)
2
0
6
,
4
5
8
3
0
,
4
5
2
4
1
,
4
5
7
.
1
8
6
.
0
8
5
7
3
,
1
5
5
4
7
,
0
5
2016
2017
2018
2019
2020
2016
2017
2018
2019
2020
(1) Data prior to fiscal 2018 is not available,
since we are reporting digital revenues
from fiscal 2018.
(2) At the end of the respective fiscal years
(3) During the buyback period that
commenced on March 20, 2019 and was
completed on August 26, 2019 under the
open market route through the Indian
stock exchanges, the Company had
purchased and extinguished a total of
11,05,19,266 equity shares from the stock
exchanges at an average buyback price of
` 747 per equity share, comprising 2.53%
of the pre-buyback paid-up equity share
capital of the Company.
During fiscal 2018, 11,30,43,478 equity
shares (not adjusted for the September
2018 bonus issue), aggregating to 4.92%
of the paid-up capital of the Company,
were bought back by the Company for a
total amount of ` 13,000 crore under the
“Tender offer” route.
(4) Based on IFRS consolidated financial
statements
(5) During the year ended March 31, 2019
and 2018, on account of the conclusion of
advance pricing arrangements in overseas
jurisdictions, the Company had reversed
income tax expense provision of ` 94
crore (US$ 14 million) and ` 1,432 crore
(US$ 225 million) respectively which
pertained to previous periods.
(6) During the year ended March 31,
2018, the company’s wholly-owned
subsidiaries, Kallidus and Skava (together
referred to as “Skava”) and Panaya, were
classified as “Held for Sale”, resulting in
a reduction of fair value in respect of
Panaya amounting to ` 118 crore (US$ 18
million). During the year ended March
31, 2019, a further reduction of ` 270
crore (US$ 39 million) was recorded in
respect of Panaya. On reclassification of
Panaya and Skava from “Held for Sale”’
during the year ended March 31, 2019,
the Company recognized an adjustment
in respect of excess of carrying amount
over recoverable amount of ` 451 crore
(US$ 65 million) in respect of Skava.
Key trends | 31
Infosys Annual Report 2019-20 The year at a glance
Based on Ind AS consolidated financial statements
Financial performance
Revenues
Gross profit
Operating profit
Profit after tax(1)(2)
Profit attributable to owners of the Company(1)(2)
Earnings per share (par value of ` 5 each) : Basic(4)(5)
Diluted(4)(5)
Financial position
Cash and cash equivalents(4)
Current investments
Net current assets
Property, plant and equipment (including capital work-in-progress)
Goodwill and intangible assets(2)
Right-of-use asset(3)
Other non-current assets
Total assets
Lease liabilities(3)
Other non-current liabilities
Total equity attributable to equity holders of the Company(4)
Non-controlling interests
Total equity and liabilities(4)
in ` crore, except per equity share data
2020
2019 Growth (%)
90,791
30,059
19,374
16,639
16,594
38.97
38.91
18,649
4,655
33,720
13,389
7,186
4,168
13,449
92,768
4,014
2,054
65,450
394
82,675
28,808
18,880
15,410
15,404
35.44
35.38
19,568
6,627
34,240
12,867
4,231
–
14,762
84,738
–
1,094
64,948
58
92,768
84,738
9.8
4.3
2.6
8.0
7.7
10.0
10.0
(4.7)
(29.8)
(1.5)
4.1
69.8
–
(8.9)
9.5
–
87.8
0.8
579.3
9.5
(1) Includes ` 259 crore and ` 51 crore for the years ended March 31,2020 and March 31,2019, respectively, towards interest on income tax refund
(2) During the year ended March 31, 2018, Kallidus and Skava (together referred to as Skava) and Panaya were classified as “Held for Sale”. During the
year ended March 31, 2019, on remeasurement, the Company recorded a reduction in the fair value of the disposal group amounting to ` 270 crore
(US$ 39 million) in respect of Panaya. Further, based on the evaluation of proposals received and progress of negotiations with the buyers, the Company
concluded that the disposal group did not meet the criteria for “Held for Sale” and accordingly, assets and liabilities of Panaya and Skava have been
included on a line-by-line basis in the Consolidated financial statements as at March 31, 2019. In accordance with Ind AS 105, Non current Assets Held for
Sale and Discontinued Operations, on reclassification, the Company recorded an adjustment of ` 451 crore (US$ 65 million) in respect of Skava on account
of adjustment in respect of excess of carrying value over recoverable amount.
(3) Effective April 1, 2019, the Group has adopted Ind AS 116, Leases and applied it to all lease contracts existing on April 1, 2019, using the modified
retrospective method, and has taken the cumulative adjustment to retained earnings on the date of initial application.
(4) In line with the Capital Allocation Policy announced in April 2018, shareholders approved the buyback of equity shares under the open market route
through the Indian stock exchanges of up to ` 8,260 crore (maximum buyback size) at a price not exceeding ` 800 per equity share (maximum buyback
price). The buyback of equity shares through the stock exchanges commenced on March 20, 2019 and was completed on August 26, 2019. During this
buyback period, the Company had purchased and extinguished a total of 11,05,19,266 equity shares from the stock exchanges at an average buyback
price of ` 747 per equity share, comprising 2.53% of the pre-buyback paid-up equity share capital of the Company. The buyback was funded out of the
free reserves of the Company.
(5) EPS is adjusted for the September 2018 bonus issue.
32 | The year at a glance
Infosys Annual Report 2019-20
Based on IFRS US$ consolidated financial statements
Financial performance
Revenues
Gross profit
Operating profit
Net profit(1)(2)
Net profit attributable to owners of the Company(1)(2)
Earnings per share (par value of ` 5 (US$ 0.16) each) : Basic (4)(5)
Diluted(4)(5)
Financial position
Cash and cash equivalents(4)
Current investments
Net current assets
Property, plant and equipment
Goodwill and intangible assets(2)
Right-of-use asset(3)
Other non-current assets(3)
Total assets
Lease liabilities(3)
Other non-current liabilities
Total equity attributable to equity holders of the Company(4)
Non-controlling interests
Total equity and liabilities(4)
in US$ million, except per equity share data
2020
2019 Growth (%)
12,780
11,799
4,228
2,724
2,338
2,331
0.55
0.55
2,465
615
4,455
1,810
950
551
1,737
12,260
530
272
8,646
55
4,112
2,696
2,200
2,199
0.51
0.51
2,829
958
4,951
1,931
612
–
2,065
12,252
–
159
9,391
9
12,260
12,252
8.3
2.8
1.0
6.3
6.0
7.8
7.8
(12.9)
(35.8)
(10.0)
(6.3)
55.2
–
(15.9)
0.1
–
71.1
(7.9)
511.1
0.1
(1) Includes US$ 37 million and US$ 7 million for the years ended March 31,2020 and March 31,2019, respectively, towards interest on income tax refund
(2) During the year ended March 31, 2018, Kallidus and Skava (together referred to as Skava) and Panaya were classified as “Held for Sale”. During the
year ended March 31, 2019, on remeasurement, the Company recorded a reduction in the fair value of the disposal group amounting to US$ 39 million
(` 270 crore) in respect of Panaya. Further, based on the evaluation of proposals received and progress of negotiations with the buyers, the Company
concluded that the disposal group did not meet the criteria for “Held for Sale” and accordingly, assets and liabilities of Panaya and Skava have been
included on a line-by-line basis in the Consolidated financial statements as at March 31, 2019. In accordance with IFRS 5, Non current Assets Held for Sale
and Discontinued Operations, on reclassification, the Company recorded an adjustment of US$ 65 million (` 451 crore) in respect of Skava on account of
adjustment in respect of excess of carrying value over recoverable amount.
(3) Effective April 1, 2019, the Group has adopted IFRS 16, Leases and applied it to all lease contracts existing on April 1, 2019, using the modified
retrospective method, and has taken the cumulative adjustment to retained earnings on the date of initial application.
(4) In line with the Capital Allocation Policy announced in April 2018, shareholders approved the buyback of equity shares from the open market route
through the Indian stock exchanges of up to ` 8,260 crore (maximum buyback size) at a price not exceeding ` 800 per equity share (maximum buyback
price). The buyback of equity shares through the stock exchanges commenced on March 20, 2019 and was completed on August 26, 2019. During this
buyback period, the Company had purchased and extinguished a total of 11,05,19,266 equity shares from the stock exchanges at an average buyback
price of ` 747 per equity share, comprising 2.53% of the pre-buyback paid-up equity share capital of the Company. The buyback was funded out of the
free reserves of the Company.
(5) EPS is adjusted for the September 2018 bonus issue.
The year at a glance | 33
Infosys Annual Report 2019-20
Board’s report
Dear members,
The Board of Directors hereby submits the report of the business and operations of your Company (“the Company” or “Infosys”),
along with the audited financial statements, for the financial year ended March 31, 2020. The consolidated performance of the
Company and its subsidiaries has been referred to wherever required.
1. Results of our operations and state of affairs
Particulars
Revenue from operations
Cost of sales
Gross profit
Operating expenses
Selling and marketing expenses
General and administration expenses
Total operating expenses
Operating profit
Reduction in fair value of assets held for sale / disposal group held for sale(1)
Adjustment in respect of excess of carrying amount over recoverable amount
on reclassification from “Held for Sale”(1)
Finance cost
Other income, net(2)
Profit before tax
Tax expense(3)
Profit after tax
Profit attributable to owners of the Company
Non-controlling interests
Other comprehensive income
Items that will not be reclassified subsequently to profit or loss
Items that will be reclassified subsequently to profit or loss
Total other comprehensive income / (loss), net of tax
Total comprehensive income for the year attributable to the owners
of the Company
Non-controlling interest
Earnings per share (EPS)(4)(5)
Basic
Diluted
in ` crore, except per equity share data
Standalone
For the
year ended March 31,
2019
73,107
47,412
25,695
2020
79,047
52,816
26,231
Consolidated
For the
year ended March 31,
2019
82,675
53,867
28,808
2020
90,791
60,732
30,059
3,814
4,526
8,340
17,891
–
3,661
4,225
7,886
17,809
(265)
4,711
5,974
10,685
19,374
–
4,473
5,455
9,928
18,880
(270)
–
(469)
–
(451)
114
2,700
20,477
4,934
15,543
15,543
–
(215)
(19)
(234)
–
2,852
19,927
5,225
14,702
14,702
–
57
22
79
170
2,803
22,007
5,368
16,639
16,594
45
(213)
364
151
–
2,882
21,041
5,631
15,410
15,404
6
48
86
134
15,309
14,781
16,732
15,538
–
–
58
6
36.34
36.32
33.66
33.64
38.97
38.91
35.44
35.38
1 crore = 10 million
Notes : The above figures are extracted from the audited standalone and consolidated financial statements as per Indian Accounting Standards (Ind AS).
(1)
During the year ended March 31, 2018, the Company’s wholly-owned subsidiaries, Kallidus and Skava (together referred to as “Skava”) and
Panaya, were classified as “Held for Sale”. During the year ended March 31, 2019, a further reduction of ` 270 crore was recorded in respect
of Panaya. On reclassification of Panaya and Skava from “Held for Sale” during the year ended March 31, 2019, the Company recognized an
adjustment in respect of excess of carrying amount over recoverable amount of ` 451 crore in respect of Skava.
In the Standalone financial statements of the Company, during the year ended March 31, 2018, investments in respect of these subsidiaries were
reclassified under “Held for Sale”. During the year ended March 31, 2019, a further reduction of ` 265 crore was recorded in respect of Panaya
and on reclassification of these investments from “Held for Sale”, the Company recognized an adjustment in respect of excess of carrying amount
over recoverable amount of ` 469 crore in respect of Skava.
Other income includes ` 259 crore and ` 51 crore for the years ended March 31, 2020 and March 31, 2019, respectively, in the Consolidated
financial statements of the Company towards interest on income tax refund.
Other income includes ` 250 crore and ` 50 crore for the years ended March 31, 2020 and March 31, 2019, respectively, in the Standalone
financial statements of the Company towards interest on income tax refund.
During the year ended March 31, 2019, on account of the conclusion of an Advance Pricing Agreement (APA) in an overseas jurisdiction, the
Company had reversed income tax expense provision of ` 94 crore, which pertains to previous periods in the consolidated and standalone
financial statements.
Equity shares are at par value of ` 5 per share and adjusted for the September 2018 bonus issue as necessary.
During the buyback period that commenced on March 20, 2019 and was completed on August 26, 2019 under the open market route through
the Indian stock exchanges, the Company purchased and extinguished a total of 11,05,19,266 equity shares from the stock exchanges at an
average buyback price of ` 747 per equity share, comprising 2.53% of the pre-buyback paid-up equity share capital of the Company.
(2)
(3)
(4)
(5)
34 | Board’s report
Infosys Annual Report 2019-20
Financial position
Particulars
Cash and cash equivalents
Current investments
Net current assets
Property, plant and equipment
(including capital work-in-progress)
Right-of-use assets(3)
Goodwill
Other intangible assets
Other non-current assets
Total assets
Lease liabilities(3)
Other non-current liabilities
Retained earnings – opening balance
Add :
Profit for the year
Transfer from Special Economic Zone Re-investment
Reserve on utilization(2)
Less :
Impact of adoption of Ind AS 116(3)
Dividends including dividend distribution tax
Buyback of equity shares(1)
Effect of modification of equity-settled share-based
payment awards to cash-settled awards
Transfer to general reserve
Transfer to Special Economic Zone Re-investment
Reserve(2)
Transferred to other reserves
Financial liability under option arrangements(4)
Retained earnings – closing balance
Equity share capital(1)
Other reserves and surplus(5)
Other comprehensive income
Non-controlling interest
Total equity(1)
Total equity and liabilities
Number of equity shares(1)
in ` crore, except equity share data
Standalone
As at March 31,
Consolidated
As at March 31,
2020
13,562
4,006
28,600
12,037
2,805
29
48
22,302
81,041
2,775
812
54,070
2019
15,551
6,077
30,793
11,606
–
29
74
20,998
78,930
–
789
55,671
2020
18,649
4,655
33,720
13,389
4,168
5,286
1,900
13,449
92,768
4,014
2,054
57,566
2019
19,568
6,627
34,240
12,867
–
3,540
691
14,762
84,738
–
1,094
58,477
15,543
14,702
16,594
15,404
1,036
1,386
1,080
1,430
(17)
(9,553)
(4,717)
(9)
(1,470)
–
(13,768)
–
–
(1,615)
(40)
(9,517)
(4,717)
(9)
(1,470)
–
(13,712)
–
–
(1,615)
(2,464)
–
–
52,419
2,129
7,825
(139)
–
62,234
81,041
(2,417)
(1)
–
57,566
2,170
4,309
903
58
65,006
84,738
425,89,92,566 435,62,79,444 424,07,53,210 433,59,54,462
(2,306)
–
–
54,070
2,178
6,368
95
–
62,711
78,930
(2,580)
–
(598)
56,309
2,122
5,978
1,041
394
65,844
92,768
(1)
(2)
(3)
(4)
(5)
During the buyback period that commenced on March 20, 2019 and was completed on August 26, 2019 under the open market route through
the Indian stock exchanges, the Company purchased and extinguished a total of 11,05,19,266 equity shares from the stock exchanges at an
average buyback price of ` 747 per equity share, comprising 2.53% of the pre-buyback paid-up equity share capital of the Company.
The Special Economic Zone (SEZ) Re-investment Reserve has been created out of the profit of eligible SEZ units in terms of the provisions of
Section 10AA(1)(ii) of the Income-tax Act, 1961. The reserve should be utilized by the Company for acquiring new plant and machinery for
the purpose of its business in the terms of Section 10AA(2) of the Income-tax Act, 1961.
Effective April 1, 2019, the Group adopted Ind AS 116, Leases and applied the standard to all lease contracts existing on April 1, 2019 using
the modified retrospective method and has taken the cumulative adjustment to retained earnings, on the date of initial application.
Financial liability for the estimated present value of gross obligation to purchase the non-controlling interest of HIPUS Co. Ltd and Stater N.V.
as of the acquisition date in accordance with the share purchase agreement.
Excluding retained earnings
Board’s report | 35
Infosys Annual Report 2019-20 Summary Profit and Loss – standalone
Particulars
Year ended March 31,
in ` crore, except per equity share data
Revenue from operations
Gross profit
Selling and marketing expenses
General and administration expenses
Operating profit
Profit before tax
Net profit(1)
Earnings per equity share(1)
Basic
Summary Profit and Loss – consolidated
2020 % of revenue
100.0
33.2
4.8
5.7
22.6
25.9
19.7
79,047
26,231
3,814
4,526
17,891
20,477
15,543
2019 % of revenue YoY growth (%)
8.1
2.1
4.2
7.1
0.5
2.8
5.7
100.0
35.2
5.0
5.8
24.4
27.3
20.1
73,107
25,695
3,661
4,225
17,809
19,927
14,702
36.34
–
33.66
–
8.0
Particulars
Year ended March 31,
in ` crore, except per equity share data
Revenue from operations
Gross profit
Selling and marketing expenses
General and administration expenses
Operating profit
Profit before tax
Net profit(1)
Profit attributable to owners of the Company
Earnings per equity share(1)
Basic
2020 % of revenue
100.0
33.1
5.2
6.6
21.3
24.2
18.3
18.3
90,791
30,059
4,711
5,974
19,374
22,007
16,639
16,594
2019 % of revenue YoY growth (%)
9.8
4.3
5.3
9.5
2.6
4.6
8.0
7.7
100.0
34.8
5.4
6.6
22.8
25.5
18.6
18.6
82,675
28,808
4,473
5,455
18,880
21,041
15,410
15,404
38.97
–
35.44
–
10.0
(1) Refer to the notes under the table, ‘Results of our operations and state of affairs’, for factors impacting the net profit and basic EPS.
Based on Ind AS consolidated financial statements
Revenue distribution by geography (in %)
Revenue distribution by offerings (in %)
60.5
61.5
68.8
60.8
24.1
24.1
12.9
11.8
2.5
2.6
39.2
31.2
2019 2020
North America
2019 2020
Europe
2019 2020
2019 2020
Rest of the World
India
2019 2020
Digital
2019 2020
Core
32.0
31.5
Revenue distribution by business segments (in %)
16.4
15.5
12.6
13.2
12.5
12.9
9.9
10.1
7.5
7.7
6.3
6.4
2.8
2.7
2019 2020
2019 2020
2019 2020
2019 2020
2019 2020
2019 2020
2019 2020
2019 2020
FS(1)
Retail(2)
COM(3)
EURS(4)
MFG(5)
Hi-Tech(6)
LS(7)
Others(8)
(1)
(2)
(3)
FS – Includes enterprises in Financial Services and Insurance
Retail – Includes enterprises in Retail, Consumer Packaged Goods and Logistics
COM – Includes enterprises in Communication, Telecom OEM and Media
36 | Board’s report
Infosys Annual Report 2019-20 EURS – Includes enterprises in the Energy, Utilities, Resources and Services
(4)
(5) MFG – Includes enterprises in Manufacturing
(6) Hi-Tech – Includes enterprises in Hi-Tech
(7)
LS – Includes enterprises in Life Sciences and Healthcare
(8) Others – Includes segments of businesses in India, Japan, China, Infosys Public Services and other enterprises in public services.
Global health pandemic from COVID-19
The World Health Organization declared a global pandemic
of the Novel Coronavirus disease (COVID-19) on February
11, 2020. In enforcing social distancing to contain the spread
of the disease, our offices and client offices all over the world
have been operating with minimal or no staff for extended
periods of time. To effectively respond to and manage our
operations through this crisis, the Company triggered its
business continuity management program, chaired by the
Chief Operating Officer. In keeping with its employee-safety-
first approach, the Company quickly instituted measures
to trace all employees and be assured of their well-being.
Our teams reacted with speed and efficiency, and quickly
leveraged technology to shift the workforce to an entirely
new ‘work-from-home’ model. Proactive preparations were
done in our work locations during this transition to ensure
our offices and training centers were safe. Approximately
93% of the production workforce were enabled in a rapid
manner to work remotely and securely, thus ensuring that
client commitments were not materially compromised.
Our online learning platform, Lex, and virtual classes were
used effectively to allow our training programs to continue
unaffected. Travel, immigration and insurance-related
challenges faced by our employees were swiftly handled, in
line with the guidelines issued by the local authorities. Policy
changes related to working from home and IT infrastructure
support were rolled out overnight to help our employees shift
to this new work paradigm. Continuous communication on
the latest updates played a key role in enabling our employees
to stay on top of the evolving situation.
Several initiatives were rolled out to make teams and managers
effective while working from different locations. Our Health
Assessment & Lifestyle Enrichment program (HALE) has also
launched a series of initiatives related to COVID-19 awareness
and the new remote way of working, with a focus on the
health and wellness of employees. We have extended support
to the employees impacted by this pandemic, including those
who tested positive for COVID-19. The Company would
implement a phased and safe return-to-work plan as and
when lockdown restrictions are relaxed.
As a responsible member of the communities that it operates
in, the Company has contributed to various COVID-19
relief and monitoring programs in India and the US. A
contribution fund was also established for employees to
extend their support towards COVID-19 relief efforts.
Contributions made here will be channelized through suitable
government agencies / NGOs.
The Company’s focus on liquidity, supported by a strong
balance sheet and acceleration in cost optimization initiatives,
would help in navigating any near-term challenges in
the demand environment.
Capital Allocation Policy
In line with the Capital Allocation Policy announced in April
2018, the Board, at its meeting on January 11, 2019, approved
the buyback of equity shares under the open market route
through the Indian stock exchanges, amounting to ` 8,260
crore (maximum buyback size) at a price not exceeding ` 800
per share (maximum buyback price), subject to shareholders’
approval by way of a postal ballot.
The shareholders approved the proposal of buyback of
equity shares through the postal ballot that concluded on
March 12, 2019. The buyback was offered to all eligible
equity shareholders of the Company (other than the
Promoters, the Promoter Group and Persons in Control of the
Company) under the open market route through the Indian
stock exchanges. The buyback of equity shares through
the stock exchanges commenced on March 20, 2019 and
was completed on August 26, 2019. During this buyback
period, the Company purchased and extinguished a total of
11,05,19,266 equity shares from the stock exchanges at an
average buyback price of ` 747 per equity share, comprising
2.53% of the pre-buyback paid-up equity share capital of the
Company. The buyback resulted in a cash outflow of ` 8,260
crore (excluding transaction costs). The Company funded the
buyback from its free reserves.
In accordance with Section 69 of the Companies Act, 2013,
as at March 31, 2020, the Company has created a Capital
Redemption Reserve of ` 55 crore equal to the nominal value
of the above shares bought back as an appropriation from
the general reserve.
The Board, at its meeting on July 12, 2019, reviewed and
approved the Capital Allocation Policy of the Company after
taking into consideration the strategic and operational cash
requirements of the Company in the medium term. The Board
decided to return approximately 85% of the free cash flow
cumulatively over a five-year period through a combination of
semi-annual dividends and / or share buyback and / or special
dividends, subject to applicable laws and requisite approvals,
if any. Free cash flow is defined as net cash provided by
operating activities less capital expenditure as per the
Consolidated Statement of Cash Flows prepared under IFRS.
Dividend and buyback payout includes applicable taxes.
The Capital Allocation Policy is available on our website, at
https://www.infosys.com/investors/corporate-governance/
documents/capitalallocation-policy.pdf.
Liquidity
Our principal sources of liquidity are cash and cash
equivalents, current investments and the cash flow that we
generate from our operations. We continue to be debt-free and
maintain sufficient cash to meet our strategic and operational
requirements. We understand that liquidity in the Balance
Sheet has to balance between earning adequate returns
and the need to cover financial and business requirements.
Liquidity enables us to be agile and ready for meeting
Board’s report | 37
Infosys Annual Report 2019-20 unforeseen strategic and business needs. We believe that our
working capital is sufficient to meet our current requirements.
As of March 31, 2020, we had ` 28,600 crore in working
capital (working capital defined as current assets minus
current liabilities) on a standalone basis, and ` 33,720 crore
on a consolidated basis.
Liquid assets stand at ` 21,321 crore on a standalone basis
and ` 27,276 crore on a consolidated basis as at March 31,
2020, as against ` 25,790 crore on a standalone basis, and
` 30,690 crore on a consolidated basis as on March 31, 2019.
Liquid assets, on both standalone and consolidated basis,
include deposits with banks and financial institutions rated
highly by international and domestic credit rating agencies.
As a result, risk of cash and cash equivalents is limited.
Ratings are monitored periodically, and we have considered
the latest available credit information to the extent available
in view of COVID-19 as at the date of approval of the financial
statements. Liquid assets also include investments in liquid
mutual fund units, fixed maturity plan securities, certificates
of deposit (CDs), commercial paper, quoted bonds issued by
government and quasi-government organizations and non-
convertible debentures. CDs represent marketable securities
of banks and eligible financial institutions for a specified time
period with high credit rating given by domestic credit rating
agencies. Investments made in non-convertible debentures
are issued by government-owned institutions and financial
institutions with high credit rating. The details of these
investments are disclosed under the ‘non-current and current
investments’ section in the standalone and consolidated
financial statements in this Annual Report.
We invest after considering counterparty risks based on
multiple criteria including Tier I capital, capital adequacy
ratio, credit rating, profitability, NPA levels and deposit base
of banks and financial institutions.
Capital expenditure on tangible assets –
standalone
This year, on a standalone basis, additions to tangible
assets was ` 3,035 crore. This comprises ` 2,263 crore in
Dividend
The Company recommended / declared dividend as under :
infrastructure, ` 765 crore for investment in computer
equipment, and ` 7 crore in vehicles.
In the previous year, we had additions to tangible assets of
` 3,040 crore. This comprised ` 2,008 crore in infrastructure,
` 1,023 crore for investment in computer equipment, and
` 9 crore in vehicles.
Capital expenditure on tangible assets –
consolidated
This year, on a consolidated basis, additions to tangible
assets was ` 3,437 crore. This comprises ` 2,500 crore in
infrastructure, ` 930 crore in computer equipment and
` 7 crore in vehicles.
In the previous year, we had additions to tangible assets of
` 3,193 crore. This comprised ` 2,055 crore in infrastructure,
` 1,129 crore for investment in computer equipment and
` 9 crore in vehicles.
Leases
The Group’s lease asset classes primarily consist of leases
for land and buildings. Effective April 1, 2019, the Group
adopted Ind AS 116, Leases and applied the standard to all
lease contracts existing on April 1, 2019 using the modified
retrospective method and has taken the cumulative adjustment
to retained earnings, on the date of initial application.
On transition, the adoption of the new standard resulted in
the recognition of right-of-use (ROU) asset of ` 2,907 crore,
net investment in sublease of ROU assets of ` 430 crore and
a lease liabilities of ` 3,598 crore at a consolidated level,
and recognition of ROU asset of ` 1,861 crore, net investment
in sublease of ROU assets of ` 430 crore and a lease liabilities
of ` 2,491 crore at a standalone level. The cumulative effect
of applying the standard, amounting to ` 40 crore at a
consolidated level and ` 17 crore at a standalone level, was
debited to retained earnings, net of taxes. The effect of this
adoption is insignificant on the operating profit, net profit
for the period and earnings per share. Ind AS 116 resulted
in an increase in cash inflows from operating activities and
an increase in cash outflows from financing activities on
account of lease payments.
Interim dividend
Final dividend
Special dividend
Total dividend
Payout ratio (interim and final dividend)
Fiscal 2020
Fiscal 2019
Dividend payout
(in ` crore)
4,107
4,046
–
Dividend per
share (in `)
8.00
(1) 9.50
–
17.50
(2) 53.5%
Dividend per
share (in `)
7.00
10.50
4.00
21.50
(3) 68.1%
Dividend payout
(in ` crore)
3,680
5,446
2,107
Note : Dividend payout includes dividend distribution tax.
(1) Recommended by the Board of Directors at its meeting held on April 20, 2020. The payment is subject to the approval of the shareholders at the ensuing
Annual General Meeting (AGM) of the Company to be held on June 27, 2020. The record date for the purposes of the final dividend will be June 1,
2020 and will be paid on July 3, 2020.
(2) Our present capital allocation policy is to pay approximately 85% of the free cash flow cumulatively over a five-year period through a combination of
semi-annual dividends and / or share buyback and / or special dividends, subject to applicable laws and requisite approvals, if any. Free cash flow is
defined as net cash provided by operating activities less capital expenditure as per the Consolidated Statement of Cash Flows prepared under IFRS.
(3) Our past capital allocation policy was to pay up to 70% of free cash flow.
38 | Board’s report
Infosys Annual Report 2019-20 Particulars of loans, guarantees or investments
Loans, guarantees and investments covered under Section
186 of the Companies Act, 2013 form part of the Notes to the
financial statements provided in this Annual Report.
Transfer to reserves
We propose to transfer ` 1,554 crore to the general reserve on
account of the declaration of dividend.
Fixed deposits
We have not accepted any fixed deposits, including from the
public, and, as such, no amount of principal or interest was
outstanding as of the Balance Sheet date.
Particulars of contracts or arrangements made with
related parties
Particulars of contracts or arrangements with related parties
referred to in Section 188(1) of the Companies Act, 2013,
in the prescribed Form AOC-2, is appended as Annexure 2
to the Board’s report.
Management’s discussion and analysis
In terms of the provisions of Regulation 34 of the Listing
Regulations, the Management’s discussion and analysis is set
out in this Annual Report.
Risk management report
In terms of the provisions of Section 134 of the Companies Act,
2013, a Risk management report is set out in this Annual Report.
Board policies
The details of the policies approved and adopted by the Board
are provided in Annexure 9 to the Board’s report.
Material changes and commitments affecting
financial position between the end of the financial
year and date of the report
There have been no material changes and commitments,
which affect the financial position of the Company, that have
occurred between the end of the financial year to which the
financial statements relate and the date of this report.
2. Business description
Strategy
Our strategic objective is to build a sustainable and
resilient organization that remains relevant to the agenda
of our clients, while creating growth opportunities for our
employees, generating profitable returns for our investors and
contributing to the communities that we operate in.
Our clients and prospective clients are faced with
transformative business opportunities due to advances in
software and computing technology. These organizations
are dealing with the challenge of having to reinvent their
core offerings, processes and systems rapidly and position
themselves as ‘digitally enabled’. The journey to the digital
future requires not just an understanding of new technologies
and new ways of working, but a deep appreciation of existing
technology landscapes, business processes and practices. Our
strategy is to be a navigator for our clients as they ideate, plan
and execute on their journey to a digital future.
In fiscal 2020, we continued to execute our four-pronged
strategy to strengthen our relevance to clients and drive
accelerated value creation.
Scale Agile Digital
Energize the core
Reskill our people
Expand localization
For details of our continued investments and outcomes of our
strategic initiatives, please refer to the Management’s Discussion
and Analysis section of this Annual Report.
For fiscal 2021, we will continue to execute our strategy along
the same dimensions. The client market segments we serve
are faced with challenges and opportunities arising from the
COVID-19 pandemic and its resulting impact on the economy.
We believe the investments we have made, and continue to
make, in our strategy will enable us to advise and help our
clients as they tackle these market conditions, especially in
the areas of digitization of processes, migration to cloud-
based technologies, workplace transformation, business
model transformation, enhanced cybersecurity controls
and cost structure optimization in IT. Further, we have
successfully enabled most of our employees worldwide to
work remotely and securely – thus achieving the operational
stability to deliver on client commitments and ensuring our
own business continuity.
Organization
Our go-to-market business units are organized as :
• Financial Services and Insurance
• Life Sciences and Healthcare
• Retail, Consumer Packaged Goods and Logistics
• Communications, Telecom OEM and Media
• Energy, Utilities, Resources and Services
• Manufacturing
• Hi-tech
• Others, which includes India, Japan, China, Infosys Public
Services and other Public Service enterprises
Our solutions have been primarily classified as digital
and core.
Digital :
• Experience
• Insight
• Innovate
• Accelerate
• Assure
Core :
• Application management services
• Proprietary application development services
• Independent validation solutions
• Product engineering and management
Board’s report | 39
Infosys Annual Report 2019-20 • Infrastructure management services
• Traditional enterprise application implementation
• Support and integration services
Our products and platforms include :
• Finacle®
• Edge Suite
• Infosys NIA®
• Infosys McCamish
• Panaya®
• Skava®
• Stater Mortgage Servicing Platform
• Wingspan
Infrastructure
We added 2.66 million sq. ft. of physical infrastructure space
during the year. The total available space as on March 31,
2020 stands at 51.97 million sq. ft. We have presence in 46
countries across 220 locations as on March 31, 2020.
Subsidiaries
We, along with our subsidiaries, provide consulting,
technology, outsourcing and next-generation digital services.
At the beginning of the year, we had 25 direct subsidiaries
and 34 step-down subsidiaries. As on March 31, 2020, we
have 23 direct subsidiaries and 52 step-down subsidiaries.
The following are the changes in subsidiaries during the year :
On April 1, 2019, Infosys Consulting Pte Ltd. acquired 81%
of voting interests in HIPUS Co., Ltd. (HIPUS), a wholly-
owned subsidiary of Hitachi Ltd, Japan, for a total cash
consideration of JPY 3.29 billion (approximately ` 206 crore).
HIPUS handles indirect materials purchasing functions
for the Hitachi Group.
On May 23, 2019, Infosys Consulting Pte Ltd., a wholly-
owned subsidiary of Infosys Limited, acquired 75% of voting
interests in Stater N.V. (Stater), a wholly-owned subsidiary
of ABN AMRO Bank N.V., Netherlands, for a total cash
consideration of € 154 million (approximately ` 1,195 crore).
Stater brings European mortgage expertise and a robust digital
platform to drive superior customer experience.
Infosys Tecnologia do Brasil Ltda, a wholly-owned subsidiary
of Infosys Limited, merged into Infosys Consulting
Ltda, a wholly-owned subsidiary of Infosys Limited,
effective October 1, 2019.
Panaya Japan Co. Ltd, a wholly-owned subsidiary of Panaya
Inc., has been liquidated effective October 31, 2019.
Infosys Technologies (Australia) Pty. Limited (Infosys
Australia) has been liquidated effective November 17, 2019.
On February 20, 2020, Infosys Poland, Sp z.o.o, a wholly-
owned subsidiary of Infosys BPM Limited, acquired 100% of
the voting interests in Infosys Consulting Sp. z.o.o, a wholly-
owned subsidiary of Infosys Consulting Holding AG.
On March 13, 2020, Infosys Nova Holdings LLC, a wholly-
owned subsidiary of Infosys Limited, acquired 100% of voting
interests in Outbox Systems Inc. dba Simplus, a US-based
Salesforce advisor and consulting partner in cloud consulting,
40 | Board’s report
implementation and training services for a total consideration
of up to US$ 250 million (approximately ` 1,892 crore).
On October 11, 2019, the Board of Directors of Infosys
Limited authorized the Company to execute a business
transfer agreement and related documents with its wholly-
owned subsidiaries, Kallidus Inc and Skava Systems Private
Limited (together referred to as “Skava”), to transfer the
business of Skava to Infosys Limited, subject to securing
the requisite regulatory approvals for a consideration based
on an independent valuation. The transfer between entities
under common control would be accounted for at carrying
value and would not have any impact on the Consolidated
financial statements.
During the year, the Board of Directors reviewed the affairs
of the subsidiaries. In accordance with Section 129(3) of the
Companies Act, 2013, we have prepared the Consolidated
financial statements of the Company, which form part of this
Annual Report. Further, a statement containing the salient
features of the financial statements of our subsidiaries in
the prescribed format AOC-1 is appended as Annexure 1 to
the Board’s report. The statement also provides details of the
performance and financial position of each of the subsidiaries.
In accordance with Section 136 of the Companies Act, 2013,
the audited financial statements, including the consolidated
financial statements and related information of the Company
and audited accounts of each of its subsidiaries, are available
on our website, www.infosys.com.
3. Human resources management
Our professionals are our most important assets. We are
committed to hiring and retaining the best talent and being
among the industry’s leading employers. For this, we focus
on promoting a collaborative, transparent and participative
organization culture, and rewarding individual contribution
and innovation. The focus of our human resources
management is to enable our employees to navigate their
next, not just for clients, but also for themselves.
Internal complaints committee
At Infosys, our goal has been to create an open and safe
workplace where each and every employee feels empowered
to contribute to the best of their abilities, irrespective of
gender, sexual preferences or any other classification that
has no bearing on the employee’s work output. Towards this,
our flagship offering, the Anti-Sexual Harassment Initiative
(ASHI), has created its own brand as it proudly completes
20 years of enabling a positive and safe work environment
for our employees. Our ASHI practices have set an industry
benchmark as it ranked first among 350+ companies that
participated in an external survey on the best anti-sexual
harassment initiatives in 2017 and 2019.
Infosys has constituted an Internal Committee (IC) in all
the development centers of the Company across India to
consider and resolve all sexual harassment complaints
reported by women. The constitution of the IC is as per the
Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013, and the committee
includes external members from NGOs or with relevant
experience. Investigations are conducted and decisions made
Infosys Annual Report 2019-20 by the IC at the respective location, and a senior woman
employee is the presiding officer over every case. Half of the
total members of the IC are women. The details of complaints
pertaining to sexual harassment that were filed, disposed of
and pending during the financial year are provided in the
Business responsibility report of this Annual report.
Particulars of employees
The Company had 1,89,640 employees (on a standalone
basis) as of March 31, 2020. The percentage increase
in remuneration, ratio of remuneration of each director
and key managerial personnel (KMP) (as required under
the Companies Act, 2013) to the median of employees’
remuneration, and the list of top 10 employees in terms of
remuneration drawn, as required under Section 197(12) of
the Companies Act, 2013, read with Rule 5 of the Companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014, form part of Annexure 3 to this Board’s report.
The statement containing particulars of employees employed
throughout the year and in receipt of remuneration of ` 1.02
crore or more per annum and employees employed for part of
the year and in receipt of remuneration of ` 8.5 lakh or more per
month, as required under Section 197(12) of the Companies
Act, 2013, read with Rule 5 of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, is
provided in a separate exhibit forming part of this report and
is available on the website of the Company at https://www.
infosys.com/investors/reports-filings/Documents/exhibit-
boards-report2020.pdf. The Annual Report and accounts are
being sent to the shareholders excluding the aforesaid exhibit.
Shareholders interested in obtaining this information may
access the same from the Company website.
In accordance with Section 136 of the Companies Act,
2013, this exhibit is available for inspection by shareholders
through electronic mode.
Notes :
1
The employees mentioned in the aforesaid exhibit have / had
permanent employment contracts with the Company.
The employees are neither relatives of any directors of the
Company, nor hold 2% or more of the paid-up equity share capital
of the Company as per Rule 5 of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014.
The details of employees posted outside India and in receipt of a
remuneration of ` 60 lakh or more per annum or ` 5 lakh or more
a month can be made available on specific request.
2.
3.
Employee stock options / Restricted Stock Units
(RSUs)
The Company grants share-based benefits to eligible employees
with a view to attracting and retaining the best talent,
encouraging employees to align individual performances with
Company objectives, and promoting increased participation
by them in the growth of the Company.
Infosys Expanded Stock Ownership Program 2019 (“the
2019 Plan”)
On June 22, 2019, pursuant to approval by the shareholders
in the AGM, the Board has been authorized to introduce,
offer, issue and provide share-based incentives to eligible
employees of the Company and its subsidiaries under the
2019 Plan. The maximum number of shares under the
2019 Plan shall not exceed 5,00,00,000 equity shares. To
implement the 2019 Plan, up to 4,50,00,000 equity shares
may be issued by way of secondary acquisition of shares by the
Infosys Expanded Stock Ownership Trust. The RSUs granted
under the 2019 Plan shall vest based on the achievement of
defined annual performance parameters as determined by the
administrator (the nomination and remuneration committee).
The performance parameters will be based on a combination
of relative Total Shareholder Return (TSR) against selected
industry peers and certain broader market domestic and global
indices and operating performance metrics of the Company as
decided by the administrator. Each of the above performance
parameters will be distinct for the purposes of calculation of
the quantity of shares to vest based on performance. These
instruments will generally vest between a minimum of one to
a maximum of three years from the grant date.
2015 Stock Incentive Compensation Plan
(“the 2015 Plan”)
On March 31, 2016, pursuant to the approval by the
shareholders through postal ballot, the Board was authorized
to introduce, offer, issue and allot share-based incentives to
eligible employees of the Company and its subsidiaries under
the 2015 Plan. The maximum number of shares under the
2015 Plan shall not exceed 2,40,38,883 equity shares (not
adjusted for bonus issue) These instruments will generally
vest over a period of four years and the Company expects to
grant the instruments under the 2015 Plan over the period
of four to seven years. These RSUs and stock options shall be
exercisable within the period as approved by the nomination
and remuneration committee. The exercise price of the RSUs
will be equal to the par value of the shares and the exercise
price of the stock options would be the market price as
on the date of grant.
Consequent to the September 2018 bonus issue, all the then
outstanding options granted under the stock option plan have
been adjusted for bonus shares.
The total number of equity shares and American Depositary
Receipts (ADRs) to be allotted to the employees of the
Company and its subsidiaries under the 2015 Plan does
not cumulatively exceed 1% of the issued capital. For the
shares and ADRs issued under the 2019 Plan, the cumulative
amount does not exceed 1.15% of the issued capital. The
2019 Plan and 2015 Plan are in compliance with SEBI (Share
Based Employee Benefits) Regulations, 2014, as amended
from time to time, and there has been no material change to
the plans during the fiscal.
The details of the 2019 Plan and 2015 Plan, including terms
of reference, and the requirement specified under Regulation
14 of the SEBI (Share Based Employee Benefits) Regulations,
2014, are available on the Company’s website, at https://www.
infosys.com/investors/reports-filings/Documents/disclosures-
pursuant-SEBI-regulations2020.pdf.
The details of the 2019 Plan and 2015 Plan form part
of the Notes to accounts of the financial statements
in this Annual Report.
Board’s report | 41
Infosys Annual Report 2019-20 Declaration by independent directors
The Company has received necessary declaration from each
independent director under Section 149(7) of the Companies
Act, 2013, that he / she meets the criteria of independence
laid down in Section 149(6) of the Companies Act, 2013 and
Regulation 25 of the Listing Regulations.
Board evaluation
The nomination and remuneration committee engaged Egon
Zehnder, external consultants, to conduct Board evaluation
for the year. The evaluation of all the directors, committees,
Chairman of the Board, and the Board as a whole was
conducted based on the criteria and framework adopted by
the Board. The evaluation parameters and the process have
been explained in the Corporate governance report.
Familiarization program for independent directors
All new independent directors inducted into the Board
attend an orientation program. The details of the training
and familiarization program are provided in the Corporate
governance report. Further, at the time of the appointment of
an independent director, the Company issues a formal letter
of appointment outlining his / her role, function, duties and
responsibilities. The format of the letter of appointment
is available on our website, at https://www.infosys.com/
investors/corporate-governance/Documents/appointment-
independent-director.pdf.
Directors and KMP
Inductions, retirements and resignations
Roopa Kudva, an independent director, on completion of her
tenure, retired as a member of the Board effective February 3,
2020. The disclosure in this regard is available at https://www.
infosys.com/investors/documents/retirement-independent-
director-3feb2020.pdf.
D.N. Prahlad, an independent director, resigned as a member
of the Board effective April 20, 2020 to devote more time
to his other business commitments. The disclosure in this
regard is available at https://www.infosys.com/newsroom/
press-releases/2020/independent-director-stepping-
down-20april2020.html.
Uri Levine was appointed to the Board as an additional and
independent director considering his integrity, expertise
and experience effective April 20, 2020 for a period of
three years subject to the approval of shareholders at the
39th AGM. The notice convening the meeting sets out the
details of his appointment.
Reappointments
As per the provisions of the Companies Act, 2013, Salil Parekh,
retires by rotation at the ensuing AGM and, being eligible,
seeks reappointment. Based on the performance evaluation
and recommendation of the nomination and remuneration
committee, the Board recommends his reappointment.
4. Corporate governance
Our corporate governance philosophy
Our corporate governance practices are a reflection of our value
system encompassing our culture, policies, and relationships
with our stakeholders. Integrity and transparency are key
to our corporate governance practices to ensure that we
gain and retain the trust of our stakeholders at all times.
Corporate governance is about maximizing shareholder
value legally, ethically and sustainably. At Infosys, the Board
exercises its fiduciary responsibilities in the widest sense of
the term. Our disclosures seek to attain the best practices
in international corporate governance. We also endeavor to
enhance long-term shareholder value and respect minority
rights in all our business decisions.
Our Corporate governance report for fiscal 2020 forms part
of this Annual Report.
Board diversity
The Company recognizes and embraces the importance of a
diverse board in its success. We believe that a truly diverse
board will leverage differences in thought, perspective,
knowledge, skill, regional and industry experience, cultural
and geographical backgrounds, age, ethnicity, race and
gender, that will help us retain our competitive advantage.
The Board Diversity Policy adopted by the Board sets out its
approach to diversity. The policy is available on our website,
at https://www.infosys.com/investors/corporate-governance/
documents/board-diversity-policy.pdf.
Additional details on Board diversity are available
in the Corporate governance report that forms part of
this Annual Report.
Number of meetings of the Board
The Board met eight times during the financial year. The
meeting details are provided in the Corporate governance
report that forms part of this Annual Report. The maximum
interval between any two meetings did not exceed 120 days,
as prescribed by the Companies Act, 2013.
Policy on directors’ appointment and remuneration
The current policy is to have an appropriate mix of executive,
non-executive and independent directors to maintain the
independence of the Board, and separate its functions of
governance and management. As of March 31, 2020, the
Board had eight members, two of whom are executive
directors, a non-executive and non-independent member and
five independent directors. Two of the independent directors
of the Board are women.
The policy of the Company on directors’ appointment
and remuneration, including the criteria for determining
qualifications, positive attributes, independence of a director
and other matters, as required under Sub-section (3) of
Section 178 of the Companies Act, 2013, is available on our
website, at https://www.infosys.com/investors/corporate-
governance/documents/nomination-remuneration-policy.pdf.
We affirm that the remuneration paid to the directors is as
per the terms laid out in the Nomination and Remuneration
Policy of the Company.
42 | Board’s report
Infosys Annual Report 2019-20 Committees of the Board
As on March 31, 2020, the Board had five committees :
the audit committee, the corporate social responsibility
committee, the nomination and remuneration committee,
the risk management committee, and the stakeholders
relationship committee. A majority of the committees consists
entirely of independent directors.
During the year, all recommendations made by the committees
were approved by the Board.
A detailed note on the composition of the Board and its
committees is provided in the Corporate governance report.
Internal financial control and its adequacy
The Board has adopted policies and procedures for ensuring
the orderly and efficient conduct of its business, including
adherence to the Company’s policies, safeguarding of its
assets, prevention and detection of fraud, error reporting
mechanisms, accuracy and completeness of the accounting
records, and timely preparation of reliable financial
disclosures. For more details, refer to the ‘Internal control
systems and their adequacy’ section in Management’s discussion
and analysis, which forms part of this Annual Report.
Cybersecurity
We continue to be certified against the ISO 27001:2013
Information Security Management System (ISMS) Standard.
We have implemented advanced security controls and threat
analytics by leveraging industry-leading technologies to
help identify and mitigate internal and external threats to
the organization. We ensure our cybersecurity staff are up
to speed by providing them with avenues for continuous
learning, and making internal training forums available as
well as courses through external academic institutions, to
keep them enriched and in turn, help protect the organization
from cyber-threats on a day-to-day basis.
Significant and material orders
There are no significant and material orders passed by the
regulators or courts or tribunals impacting the going concern
status and the Company’s operations in future.
MCA compounding order
The Company (along with certain current and former KMP)
submitted applications with the Registrar of Companies,
Karnataka, Bengaluru for the compounding of certain alleged
offences that related to the execution of severance agreement
with a former Chief Financial Officer in October 2015 (“the
Agreement”). The alleged offences pertained to the Company
not seeking approvals from the Board, the audit committee,
and the nomination and remuneration committee with regard
to the Agreement and not making requisite disclosures.
The Regional Director (South East Region), vide its orders
dated February 25, 2020, has compounded the alleged
offences, and the payment of compounding fees is complete.
The compounding fee was ` 6,00,000 for the Company, and
` 25,000 for each of the current and former KMP for each
alleged offence. These fees have been paid.
Reporting of frauds by auditors
During the year under review, neither the statutory auditors
nor the secretarial auditor has reported to the audit committee,
under Section 143 (12) of the Companies Act, 2013, any
instances of fraud committed against the Company by its
officers or employees, the details of which would need to be
mentioned in the Board’s report.
Annual return
In accordance with the Companies Act, 2013, an extract of
the annual return in the prescribed format is appended as
Annexure 6 to the Board’s report.
Secretarial standards
The Company complies with all applicable mandatory
secretarial standards issued by the Institute of Company
Secretaries of India.
Listing on stock exchanges
The Company’s shares are listed on BSE Limited and the
National Stock Exchange of India Limited, and its ADSs are
listed on the New York Stock Exchange (NYSE).
Investor Education and Protection Fund (IEPF)
Pursuant to the applicable provisions of the Companies
Act, 2013, read with the IEPF Authority (Accounting,
Audit, Transfer and Refund) Rules, 2016 (“the IEPF Rules”),
all unpaid or unclaimed dividends are required to be
transferred by the Company to the IEPF, established by the
Government of India, after the completion of seven years.
Further, according to the IEPF Rules, the shares on which
dividend has not been paid or claimed by the shareholders
for seven consecutive years or more shall also be transferred
to the demat account of the IEPF Authority. During the year,
the Company has transferred the unclaimed and unpaid
dividends of ` 1,90,79,239. Further, 8,424 corresponding
shares on which dividends were unclaimed for seven
consecutive years were transferred as per the requirements
of the IEPF Rules. Year-wise amounts of unpaid / unclaimed
dividends lying in the unpaid account up to the year, and the
corresponding shares, which are liable to be transferred are
provided in the Shareholder Information section of Corporate
governance report and are also available on our website, at
www.infosys.com/IEPF.
Directors’ responsibility statement
The financial statements are prepared in accordance with
the Indian Accounting Standards (Ind AS) under the
historical cost convention on accrual basis except for certain
financial instruments, which are measured at fair values, the
provisions of the Companies Act, 2013 (to the extent notified)
and guidelines issued by SEBI. The Ind AS are prescribed
under Section 133 of the Companies Act, 2013, read with
Rule 3 of the Companies (Indian Accounting Standards)
Rules, 2015 and Companies (Indian Accounting Standards)
Amendment Rules, 2016. Accounting policies have been
consistently applied except where a newly-issued accounting
standard is initially adopted or a revision to an existing
accounting standard requires a change in the accounting
policy hitherto in use.
Board’s report | 43
Infosys Annual Report 2019-20 The directors confirm that :
• In preparation of the annual accounts for the financial
year ended March 31, 2020, the applicable accounting
standards have been followed and there are no material
departures.
• They have selected such accounting policies and applied
them consistently and made judgments and estimates that
are reasonable and prudent so as to give a true and fair
view of the state of affairs of the Company at the end of
the financial year and of the profit of the Company for
that period.
• They have taken proper and sufficient care towards the
maintenance of adequate accounting records in accordance
with the provisions of the Companies Act, 2013 for
safeguarding the assets of the Company and for preventing
and detecting fraud and other irregularities.
• They have prepared the annual accounts on a going
concern basis.
• They have laid down internal financial controls, which are
adequate and are operating effectively.
• They have devised proper systems to ensure compliance
with the provisions of all applicable laws, and such systems
are adequate and operating effectively.
5. Audit reports and auditors
Audit reports
• The Auditors’ Report for fiscal 2020 does not contain any
qualification, reservation or adverse remark. The Report is
enclosed with the financial statements in this Annual Report.
• As required by the Listing Regulations, the Practicing
Company Secretary’s certificate on corporate governance
for fiscal 2020 is enclosed as Annexure 4 to the Board’s
report. The certificate does not contain any qualification,
reservation or adverse remark.
• The Secretarial Auditors’ Report for fiscal 2020 does not
contain any qualification, reservation or adverse remark.
The Secretarial Auditors’ Report is enclosed as Annexure 5
to the Board’s report in this Annual Report.
• As required under SEBI (Share Based Employee Benefits)
Regulations, 2014, the auditor’s certificate on the
implementation of share-based schemes in accordance
with these regulations will be made available at the AGM.
Auditors
Statutory auditors
Under Section 139 of the Companies Act, 2013 and the Rules
made thereunder, it is mandatory to rotate the statutory
auditors on completion of the maximum term permitted
under the provisions of Companies Act, 2013. In line with the
requirements of the Companies Act, 2013, Deloitte Haskins &
Sells LLP, Chartered Accountants (Firm registration number
117366 W/W 100018) (“Deloitte”) was appointed as the
statutory auditors of the Company to hold office for a period
of five consecutive years from the conclusion of the 36th AGM
of the Company held on June 24, 2017, till the conclusion of
the 41st AGM to be held in the year 2022. The requirement
for the annual ratification of auditors’ appointment at the
AGM has been omitted pursuant to Companies (Amendment)
Act, 2017 notified on May 7, 2018.
44 | Board’s report
During the year, the statutory auditors have confirmed
that they satisfy the independence criteria required under
the Companies Act, 2013, the Code of Ethics issued by
the Institute of Chartered Accountants of India and the
U.S. Securities and Exchange Commission and the Public
Company Accounting Oversight Board.
Secretarial auditor
As required under Section 204 of the Companies Act, 2013
and Rules thereunder, the Board appointed Parameshwar G.
Hegde of Hegde & Hegde, Practicing Company Secretaries,
as secretarial auditor of the Company for fiscal 2021.
Cost records and cost audit
Maintenance of cost records and requirement of cost audit
as prescribed under the provisions of Section 148(1) of the
Companies Act, 2013 are not applicable for the business
activities carried out by the Company.
6. Corporate social responsibility (CSR)
Infosys has been an early adopter of CSR initiatives.
The Company works primarily through the Infosys
Foundation, towards supporting projects in the areas of
protection of national heritage, restoration of historical
sites, and promotion of art and culture; destitute care and
rehabilitation; environmental sustainability and ecological
balance; promoting education, and enhancing vocational
skills; promoting healthcare including preventive health care,
and rural development. In fiscal 2020, the Company’s CSR
efforts included COVID-19 relief in multiple states.
The Company’s CSR Policy is available on our website, at
https://www.infosys.com/investors/corporate-governance/
Documents/corporate-social-responsibility-policy.pdf. The
annual report on our CSR activities is appended as Annexure
7 to the Board’s report. Infosys Foundation USA undertakes
CSR initiatives outside of India. The said initiative is over and
above the statutory requirement.
The highlights of the initiatives undertaken by the Company,
the Infosys Foundation, and Infosys Foundation USA form
part of this Annual report.
7. Conservation of energy, research and
development, technology absorption,
foreign exchange earnings and outgo
The particulars, as prescribed under Sub-section (3)(m)
of Section 134 of the Companies Act, 2013, read with the
Companies (Accounts) Rules, 2014, are enclosed as Annexure
8 to the Board’s report.
Business Responsibility Report (BRR)
The Listing Regulations mandate the inclusion of the BRR
as part of the Annual Report for the top 1,000 listed entities
based on market capitalization. In compliance with the
Listing Regulations, we have integrated BRR disclosures
into our Annual Report.
We also publish a GRI Standards-based Sustainability Report
annually. The report is independently assured by DNV GL. For
more details, visit https://www.infosys.com/sustainability/.
Infosys Annual Report 2019-20 Acknowledgments
We thank our customers, vendors, investors, bankers, employee volunteers and trustees of Infosys Foundation, Infosys
Foundation USA and Infosys Science Foundation for their continued support during the year. We place on record our
appreciation of the contribution made by our employees at all levels. Our consistent growth was made possible by their hard
work, solidarity, cooperation and support.
We thank the governments of various countries where we have our operations. We thank the Government of India, particularly
the Ministry of Labour and Employment, the Ministry of Environment and Forests, the Ministry of New and Renewable Energy
(MNRE), Ministry of Communications, Ministry of Electronics and Information Technology, the Ministry of Commerce and
Industry, the Ministry of Finance, the Ministry of Corporate Affairs, the Central Board of Direct Taxes, the Central Board of
Indirect Taxes and Customs, GST authorities, the Reserve Bank of India, Securities and Exchange Board of India (SEBI), various
departments under the state governments and union territories, the Software Technology Parks (STPs) / Special Economic Zones
(SEZs) – Bengaluru, Bhubaneswar, Chandigarh, Chennai, Gurugram, Hubballi, Hyderabad, Indore, Jaipur, Kolkata, Mangaluru,
Mysuru, Nagpur, Noida, Pune, Mumbai, Kochi and Thiruvananthapuram – and other government agencies for their support,
and look forward to their continued support in the future. We also thank the US federal government, the U.S. Securities and
Exchange Commission, the Internal Revenue Service, and various state governments, especially those of Indiana, Rhode Island,
Connecticut, Texas and North Carolina.
Bengaluru
April 20, 2020
Nandan M. Nilekani
Chairman
Salil Parekh
Chief Executive Officer and Managing Director
for and on behalf of the Board of Directors
Sd/-
Sd/-
Board’s report | 45
Infosys Annual Report 2019-20 4
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Annexures to the Board’s report
Annexure I – Statement containing the salient features of the financial statements of subsidiaries / associate companies / joint ventures
[Pursuant to first proviso to sub-section (3) of Section 129 of the Companies Act, 2013, read with Rule 5 of the Companies (Accounts) Rules, 2014 - AOC -1]
Total liabilities
(excluding share
capital and reserves
and surplus)
1,502
Investments
849
Turnover(1)
(includes
inter-company
transactions)
4,595
34
4,632 6,168
1,312
(1,919) 1,004
1,611
11
2,497
List of subsidiaries
Name of the subsidiary
Sl.
No.
Financial period
ended
Date of
acquisition
Exchange rate /
reporting currency
Share
capital
Reserves
and surplus
Total
assets
INR
INR
Dec 4,
2009
5
7
6
3
4
1
2
Dec 31, 2019
Mar 31, 2020 NA
Mar 31, 2020 NA
Dec 31, 2019 NA
Infosys BPM Limited Mar 31, 2020 NA
EdgeVerve Systems
Limited
Infosys McCamish
Systems LLC(2)
Infosys Public
Services, Inc.
Infy Consulting
Company Limited(3)
Infosys Technologies
(China) Co. Limited Dec 31, 2019 NA
Stater Nederland
B.V.(15)
Infosys Poland Sp.
z o.o.(2)
Infosys Consulting
GmbH(3)
Infosys Compaz Pte
Ltd(5)
Infosys Technologies
(Shanghai) Co.
Limited
Infosys Consulting
AG(3)
Infosys Technologies
S. de R. L. de C. V.
14 HIPUS Co., Ltd(10)
Dec 31, 2019 NA
Dec 31, 2019 NA
Dec 31, 2019 NA
Dec 31, 2019 NA
Dec 31, 2019 NA
Mar 31, 2020
Mar 31, 2020
13
11
10
12
8
9
Oct 1,
2007
Nov 16,
2018
Apr 1,
2019
Mar 31, 2020
Dec 31, 2019 NA
Panaya Ltd.(4)
15
16 Fluido Oy(7)
1 USD = ` 71.39
175
201 1,289
1 USD = ` 75.67
98
483
840
1 GBP = ` 94.19
–
33
235
1 RMB = ` 10.26
331
(178)
444
1 EUR = ` 80.10
1 PLN = ` 18.26
1 EUR = ` 80.10
1 SGD = ` 53.03
8
4
17
13
367
615
596
942
12
148
151
333
1 RMB = ` 10.26
895
(262)
962
1 CHF = ` 73.84
1
116
274
1 MXN = ` 3.70
65
163
339
913
259
202
291
240
342
119
169
329
157
111
1 JPY = ` 0.6963
1 USD = ` 71.39
32
256
30 1,466
342
(866)
1,404
952
Dec 31, 2019
Oct 11,
2018
1 EUR = ` 80.10
5
43
115
67
in ` crore, except % of shareholding and exchange rate
Profit /
(Loss) before
taxation(1)
Provision
for taxation
(1)
Profit /
(Loss) after
taxation(1)
% of
shareholding
858
528
171
57
37
1
213
14
37
57
1,575
1,111
1,080
734
689
516
510
455
402
(102)
395
316
232
203
184
57
56
25
(49)
7
–
–
–
–
–
33
–
–
–
–
–
–
–
–
210
648
99.99
149
379
100.00
36
135
99.99
(23)
80
100.00
7
–
54
11
(2)
3
–
7
16
8
13
3
30
100.00
1
100.00
159
75.00
3
99.99
39
100.00
54
60.00
(102)
100.00
50
100.00
40
100.00
17
(62)
81.00
100.00
4
100.00
Infosys Annual Report 2019-20
Name of the subsidiary
Sl.
No.
Financial period
ended
Date of
acquisition
Exchange rate /
reporting currency
Share
capital
Reserves
and surplus
Total
assets
Investments
Total liabilities
(excluding share
capital and reserves
and surplus)
Turnover(1)
(includes
inter-company
transactions)
Profit /
(Loss) before
taxation(1)
Provision
for taxation
(1)
Profit /
(Loss) after
taxation(1)
% of
shareholding
17
20
Infosys (Czech
Republic)
Limited s.r.o(2)
18 WongDoody, Inc.(9)
Infosys Consulting
19
Ltda.(6)
Infosys Consulting
Sp. Z o.o.(2)(18)
Infosys Management
Consulting Pty.
Limited(3)
Stater Belgium N.V. /
S.A.(17)
23 Kallidus Inc.
21
22
25
24 Brilliant Basics
Limited(8)
Infosys Consulting
S.R.L.
Portland Group Pty.
Limited(2)
26
27 WDW
Communications,
Inc(9)
Infosys Middle East
FZ LLC(7)
28
29 Fluido Sweden AB
30
(Extero)(12)
Infosys Consulting
Pte Ltd.
31 HypoCasso B.V.(15)
Panaya Inc.
32
Mar 31, 2020 NA
Dec 31, 2019 NA
1 CZK = ` 3.04
1 USD = ` 71.39
3
1
69
246
220
297
Dec 31, 2019 NA
1 BRL = ` 16.99
277
(325)
300
Dec 31, 2019 NA
1 PLN = ` 18.76
2
9
52
Dec 31, 2019 NA
1 AUD = ` 50.05
Dec 31, 2019 NA
1 EUR = ` 80.10
Dec 31, 2019
June 2,
2015
1 USD = ` 71.39
Mar 31, 2020 NA
1 GBP = ` 93.5
Dec 31, 2019 NA
1 RON = ` 16.49
Mar 31, 2020
Jan 4,
2012
1 AUD = ` 46.08
Dec 31, 2019 NA
1 USD = ` 71.39
Dec 31, 2019
Jan 1,
2018
1 AED = ` 19.44
Dec 31, 2019 NA
1 SEK = ` 7.68
17
54
15
–
17
18
–
1
4
5
41
15
129
8
9
24
46
94
191
(167)
(16)
(4)
24
37
45
Dec 31, 2019 NA
Dec 31, 2019 NA
1 SGD = ` 53.05 1,374
8
1 EUR = ` 80.10
(90) 1,991
47
15
Dec 31, 2019
March 5,
2015
1 USD = ` 71.39
33
34
Infosys Technologies
Dec 31, 2019 NA
(Sweden) AB
Infy Consulting B.V.(3) Dec 31, 2019 NA
1 SEK = ` 7.68
1 EUR = ` 80.10
–
2
1
382
671
27
12
50
28
(65)
146
196
148
50
348
41
19
60
16
20
79
191
52
45
707
24
289
21
15
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
158
146
140
132
118
117
105
104
102
99
98
89
64
61
61
59
55
53
12
37
–
–
12
37
99.99
100.00
(64)
11
(75)
100.00
16
8
6
3
2
3
13
99.99
6
3
100.00
53.99
(79)
(30)
(49)
100.00
11
6
8
(15)
10
(2)
51
15
2
5
10
2
2
3
–
–
1
(1)
4
–
–
3
9
4
5
100.00
100.00
99.99
(15)
100.00
10
100.00
(3)
100.00
52
11
100.00
75.00
2
5
7
100.00
100.00
100.00
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4
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Infosys Annual Report 2019-20
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Name of the subsidiary
Sl.
No.
Financial period
ended
Date of
acquisition
Exchange rate /
reporting currency
Share
capital
Reserves
and surplus
Total
assets
Investments
Total liabilities
(excluding share
capital and reserves
and surplus)
Turnover(1)
(includes
inter-company
transactions)
Profit /
(Loss) before
taxation(1)
Provision
for taxation
(1)
Profit /
(Loss) after
taxation(1)
% of
shareholding
35
36
Infosys Consulting
(Shanghai) Co Ltd(3) Dec 31, 2019 NA
Skava Systems Private
Limited
Infosys Consulting
(Belgium) NV(11)
38 Fluido Denmark
Dec 31, 2019 NA
Mar 31, 2020
37
June 2,
2015
A/S(12)
Dec 31, 2019 NA
39 Fluido Norway A/S(12) Dec 31, 2019 NA
40 Outbox Systems Inc.
Jan 31, 2020
Mar 13,
2020
1 RMB = ` 10.26
43
(227)
12
195
INR
1 EUR = ` 80.10
1 DKK = ` 10.72
1 NOK = ` 8.12
–
3
3
–
45
63
(22)
(3)
3
10
22
30
18
29
22
27
1 USD = ` 71.35
263
(230)
137
104
dba Simplus (US)(19)
Infosys Consulting
SAS(3)
Infosys BPO
Americas LLC(2)
Infosys Consulting
S.R.L.(3)
Infosys Chile SpA
Panaya GmbH(4)
Stater N.V.(14)
41
42
43
44
45
46
47 Fluido Slovakia
s.r.o(12)
Infosys Austria
GmbH
Simplus Australia Pty
Ltd(22)
Infosys Consulting
s.r.o.(3)
Simplus Philippines,
Inc.(20)
Simplus U.K., Ltd.(21)
48
49
50
51
52
Dec 31, 2019 NA
1 EUR = ` 80.10
Mar 31, 2020 NA
1 USD = ` 75.67
Dec 31, 2019 NA
Dec 31, 2019 NA
Dec 31, 2019 NA
Dec 31, 2019
May 23,
2019
1 ARS = ` 1.20
1 CLP = ` 0.09
1 EUR = ` 80.10
29
20
9
7
–
(20)
(12)
(7)
(2)
(2)
14
16
19
6
66
5
8
17
1
68
1 EUR = ` 80.10
38
672 1,088
378
Dec 31, 2019 NA
1 EUR = ` 80.10
Dec 31, 2019 NA
1 EUR = ` 80.10
1
1
3
3
4
10
Jan 31, 2020 NA
1 AUD = ` 47.75
18
(33)
23
Dec 31, 2019 NA
1 CZK = ` 3.13
Jan 31, 2020 NA
Jan 31, 2020 NA
1 PHP = ` 1.41
1 EUR = ` 78.69
–
1
4
1
2
4
(3)
10
5
–
6
38
1
5
4
–
8
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
47
47
36
31
30
26
23
22
21
14
12
11
5
5
4
3
2
1
(14)
(1)
(13)
100.00
7
3
2
–
1
2
(2)
2
–
–
8
–
(2)
(2)
–
1
–
(1)
–
–
(1)
100.00
3
4
2
1
1
99.90
100.00
100.00
100.00
100.00
(2)
99.99
3
–
–
100.00
100.00
100.00
(93)
(29)
(64)
75.00
1
4
–
–
–
–
–
–
–
–
–
–
1
4
–
–
–
–
100.00
100.00
100.00
100.00
100.00
100.00
Infosys Annual Report 2019-20
Name of the subsidiary
Financial period
ended
Date of
acquisition
Exchange rate /
reporting currency
Share
capital
Reserves
and surplus
Total
assets
Investments
Total liabilities
(excluding share
capital and reserves
and surplus)
Turnover(1)
(includes
inter-company
transactions)
Profit /
(Loss) before
taxation(1)
Provision
for taxation
(1)
Profit /
(Loss) after
taxation(1)
% of
shareholding
Lodestone
Management
Consultants Portugal,
Unipessoal, Lda(3)
Dec 31, 2019 NA
54 Fluido Newco AB(12) Dec 31, 2019 NA
55 WongDoody Holding
Company Inc.
56 Brilliant Basics
Dec 31, 2019
May 22,
2018
Sep 8,
2017
Oct 22,
2012
Dec 31, 2019
Mar 31, 2020
Mar 31, 2020 NA
Dec 31, 2019 NA
Dec 31, 2019 NA
Dec 31, 2019 NA
Dec 31, 2019 NA
Holdings Limited
Infosys Americas Inc. Mar 31, 2020 NA
Infosys Luxembourg
S.à.r.l
Infosys Nova
Holdings LLC
Infosys Consulting
Holding AG
Infosys Arabia
Limited(13)
Stater Duitsland
B.V.(15)
Stater XXL B.V.(15)
Stater Participations
B.V.(15)
Stater Deutschland
Verwaltungs-
GmbH(16)
Stater Deutschland
GmbH & Co. KG(16)
Infosys South Africa
(Pty) Ltd
Sqware Peg Digital
Pty Ltd(22)
Simplus Ireland,
Ltd.(21)
Simplus North
America Inc.(20)
Jan 31, 2020 NA
Dec 31, 2019 NA
Mar 31, 2020 NA
Dec 31, 2019 NA
Dec 31, 2019 NA
Dec 31, 2019 NA
Jan 31, 2020 NA
Sl.
No.
53
57
58
59
60
61
62
63
64
65
66
67
68
69
70
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4
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1 EUR = ` 80.10
1 SEK = ` 7.68
11
–
(6)
–
8
–
3
–
(4)
101
104
1 USD = ` 71.39
1 GBP = ` 93.5
1 USD = ` 75.67
1 EUR = ` 82.77
1
–
1
4
12
–
(1)
12
1
5
–
1 USD = ` 71.39
93
(93)
1 CHF = ` 73.84
162
197
364
1 SAR = ` 19.03
1 EUR = ` 80.10
1 EUR = ` 80.10
1 EUR = ` 80.10
1 EUR = ` 80.10
3
–
–
–
–
–
3
(139)
1
294
2
(233)
67
–
–
1 EUR = ` 80.10
264
(239)
27
1 ZAR = ` 5.10
1 AUD = ` 46.08
1 EUR = ` 78.69
1 USD = ` 71.35
–
–
1
–
–
–
(3)
–
–
–
1
–
–
–
2
–
5
–
433
1
300
–
2
–
–
3
–
–
–
–
–
–
–
–
4
–
–
–
–
–
–
–
–
–
–
1
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
1
1
(1)
–
(1)
–
105
–
–
(1)
–
–
1
–
–
–
–
(1)
–
1
1
100.00
100.00
3
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(2)
100.00
(1)
–
100.00
100.00
(1)
100.00
–
100.00
105
100.00
–
70.00
–
(1)
75.00
75.00
–
75.00
–
1
–
–
–
–
75.00
75.00
100.00
100.00
100.00
100.00
Infosys Annual Report 2019-20
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Name of the subsidiary
Financial period
ended
Date of
acquisition
Exchange rate /
reporting currency
Share
capital
Reserves
and surplus
Total
assets
Investments
Total liabilities
(excluding share
capital and reserves
and surplus)
Turnover(1)
(includes
inter-company
transactions)
Profit /
(Loss) before
taxation(1)
Provision
for taxation
(1)
Profit /
(Loss) after
taxation(1)
% of
shareholding
Simplus ANZ Pty
Ltd.(20)
Simplus Europe,
Ltd.(20)
Jan 31, 2020 NA
1 AUD = ` 47.75
Jan 31, 2020 NA
1 EUR = ` 78.69
73 Brilliant Basics
(MENA) DMCC(8)(23) Dec 31, 2019 NA
1 AED = ` 19.44
–
–
–
–
–
1
–
–
1
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
100.00
100.00
100.00
Notes :
1. Investments exclude investments in subsidiaries.
2. Proposed dividend from any of the subsidiaries is nil.
3. Infosys CIS LLC, a wholly-owned subsidiary of Infosys Limited has been incorporated on November 29, 2018,
and is under liquidation.
4. Infosys Canada Public Services Inc, incorporated effective November 27, 2018, a wholly-owned subsidiary of
Infosys Public Services, Inc., and is yet to commence operations
5. Reserve and surplus includes other comprehensive income and securities premium.
6. Simplus North America Inc., Simplus ANZ Pty Ltd. and Simplus Europe Ltd. had no transactions.
7. Panaya Japan Co. Ltd was liquidated on October 31, 2019.
(1) Converted at monthly average exchange rates
(2) Wholly-owned subsidiary of Infosys BPM Limited
(3) Wholly-owned subsidiary of Infosys Consulting Holding AG
(4) Wholly-owned subsidiary of Panaya Inc.
(5) Majority-owned and controlled subsidiary of Infosys Consulting Pte Ltd.
(6) Effective October 1, 2019, Infosys Tecnologia do Brasil Ltda merged into Infosys Consulting Ltda,
a wholly-owned subsidiary of Infosys Limited.
(7) Wholly-owned subsidiary of Infosys Consulting Pte Ltd.
(8) Wholly-owned subsidiary of Brilliant Basics Holdings Limited
(9) Wholly-owned subsidiary of WongDoody Holding Company Inc.
(10) On April 1, 2019, Infosys Consulting Pte Ltd. acquired 81% voting interests in HIPUS Co., Ltd.
(11) Majority-owned and controlled subsidiaries of Infosys Consulting Holding AG
(12) Wholly-owned subsidiary of Fluido Oy
(13) Majority-owned and controlled subsidiary of Infosys Limited
(14) On May 23, 2019, Infosys Consulting Pte Ltd. acquired 75% voting interests in Stater N.V.
(15) Majority-owned and controlled subsidiary of Stater N.V.
(16) Majority-owned and controlled subsidiary of Stater Duitsland B.V.
(17) Majority-owned and controlled subsidiary of Stater Participations B.V.
(18) On February 20, 2020, Infosys Poland Sp. z o.o. acquired 100% voting interests in Infosys Consulting
Sp. z.o.o from Infosys Consulting Holding AG.
(19) On March 13, 2020, Infosys Nova Holdings LLC acquired 100% voting interests of Outbox Systems Inc.
(20) Wholly-owned subsidiary of Outbox Systems Inc.
(21) Wholly-owned subsidiary of Simplus Europe, Ltd.
(22) Wholly-owned subsidiary of Simplus ANZ Pty Ltd.
(23) Under liquidation
Bengaluru
April 20, 2020
for and on behalf of the Board of Directors of Infosys Limited
Nandan M. Nilekani
Chairman
Salil Parekh
Chief Executive Officer and
Managing Director
U.B. Pravin Rao
Chief Operating Officer and
Whole-time Director
D. Sundaram
Director
Nilanjan Roy
Chief Financial Officer
A.G.S. Manikantha
Company Secretary
Infosys Annual Report 2019-20
Annexure 2 – Particulars of contracts / arrangements made with related parties
[Pursuant to Clause (h) of sub-section (3) of Section 134 of the Companies Act, 2013, and Rule 8(2) of the Companies (Accounts) Rules, 2014 – AOC-2]
This Form pertains to the disclosure of particulars of contracts / arrangements entered into by the Company with related
parties referred to in sub-section (1) of Section 188 of the Companies Act, 2013, including certain arm’s length transactions
under third proviso thereto.
According to the Companies Act, 2013, whenever a company avails or renders any service directly or through agents amounting
to 10% or more of the turnover of the company or ` 50 crore, whichever is lower, prior approval of the shareholders is required.
Effective November 18, 2019, the threshold of ` 50 crore has been omitted in the Act. Therefore, the transactions reported in
this annexure are till such date of amendment. There are no transactions that meet the threshold criteria post the amendment.
However, shareholders’ approval for such transactions need not be sought if the transactions are between the holding
company and its wholly-owned subsidiaries whose accounts are consolidated with the holding company and placed for
shareholders’ approval.
Details of contracts or arrangements or transactions not at arm’s length basis
There were no contracts or arrangements or transactions entered into during the year ended March 31, 2020, which were not
at arm’s length basis.
Details of material contracts or arrangement or transactions at arm’s length basis
The details of material contracts or arrangement or transactions at arm’s length basis from April 1, 2019 to November 17,
2019 are as follows :
Nature of
relationship
Duration of contract
Salient terms(1)
Amount
(in ` crore)
Name of related party
Nature of contract
Investment in equity instruments
Infosys Consulting Ltda
Infosys BPM Limited(2)
Purchase of services
Subsidiary Not applicable
Subsidiary Not applicable
Not applicable
Not applicable
Infy Consulting Company Limited
Subsidiary Apr 1, 2017 – ongoing
Infosys BPM Limited
Subsidiary Apr 1, 2012 – ongoing
Infosys Management Consulting Pty. Limited Subsidiary Apr 1, 2017 – ongoing
Infosys Technologies (China) Co. Limited
Subsidiary Apr 1, 2011 – ongoing
Panaya Ltd.
Subsidiary Apr 1, 2015 – ongoing
Infosys Technologies S. de R. L. de C. V.
Subsidiary Apr 1, 2011 – ongoing
Infosys Public Services, Inc.
Subsidiary Apr 1, 2014 – ongoing
Infosys McCamish Systems LLC
Subsidiary Apr 1, 2012 – ongoing
Brilliant Basics Limited
Subsidiary Sep 1, 2017 – ongoing
Based on transfer
pricing guidelines
Based on transfer
pricing guidelines
Based on transfer
pricing guidelines
Based on transfer
pricing guidelines
Based on transfer
pricing guidelines
Based on transfer
pricing guidelines
Based on transfer
pricing guidelines
Based on transfer
pricing guidelines
Based on transfer
pricing guidelines
Purchase of shared services including facilities and personnel
Infosys BPM Limited
Brilliant Basics Limited
Sale of services
Subsidiary Apr 1, 2014 – ongoing
Based on transfer
pricing guidelines
Subsidiary Mar 1, 2018 – ongoing Based on transfer
pricing guidelines
Infosys Public Services, Inc.
Subsidiary Apr 1, 2013 – ongoing
EdgeVerve Systems Limited
Subsidiary
Jul 1, 2014 – ongoing
Based on transfer
pricing guidelines
Based on transfer
pricing guidelines
140
1
141
552
422
61
46
54
45
21
4
62
1,267
2
4
6
409
347
Annexures to the Board’s report | 51
Infosys Annual Report 2019-20 Name of related party
Infosys McCamish Systems LLC
Infosys BPM Limited
Infy Consulting Company Limited
Infosys Technologies (China) Co. Limited
Infosys Technologies S. de R. L. de C. V.
Salient terms(1)
Duration of contract
Subsidiary Apr 1, 2012 – ongoing
Nature of
relationship
Subsidiary Apr 1, 2013 – ongoing Based on transfer
pricing guidelines
Based on transfer
pricing guidelines
Subsidiary Nov 1, 2012 – ongoing Based on transfer
pricing guidelines
Based on transfer
pricing guidelines
Based on transfer
pricing guidelines
Subsidiary Apr 1, 2013 – ongoing
Subsidiary Apr 1, 2013 – ongoing
Sale of shared services including facilities and personnel
Infosys BPM Limited
Subsidiary Apr 1, 2014 – ongoing
Panaya Ltd.
Subsidiary Apr 1, 2016 – ongoing
EdgeVerve Systems Limited
Subsidiary
Jul 1, 2014 – ongoing
Based on transfer
pricing guidelines
Based on transfer
pricing guidelines
Based on transfer
pricing guidelines
Amount
(in ` crore)
192
72
27
13
18
1,078
15
18
21
54
(1) Appropriate approvals have been taken for related party transactions. Advances paid have been adjusted against billings, wherever applicable.
(2) Represents purchase of non-controlling interest
Bengaluru
April 20, 2020
for and on behalf of the Board of Directors
Sd/-
Nandan M. Nilekani
Chairman
Sd/-
Salil Parekh
Chief Executive Officer and
Managing Director
52 | Annexures to the Board’s report
Infosys Annual Report 2019-20 Annexure 3 – Particulars of employees
We are a leading provider of consulting, technology, outsourcing and next-generation digital services. We enable clients across 46 countries to outperform their competition and
stay ahead of the innovation curve. The remuneration and perquisites provided to our employees, including that of the Management, are on par with industry benchmarks. The
nomination and remuneration committee continuously reviews the compensation of our CEO, COO and other Key Managerial Personnel (KMP) to align both the short-term and
long-term business objectives of the Company and to link compensation with the achievement of goals.
The details of remuneration to directors, KMP and other employees are in compliance with Rule 5 of Chapter XIII, the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014. In accordance with the requirements, tables 3(a) and 3(b) include the perquisite value of stock incentives at the time of their exercise and do not include
the value of the stock incentives at the time of grant.
Significant part of the increase in remuneration for the below-mentioned directors, KMP and other employees in fiscal 2020 as compared to fiscal 2019 is on account of increase
in perquisite value of stock incentives previously granted and exercised during the year.
Information as per Rule 5 of Chapter XIII, the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
3(a) Remuneration details of directors and KMP
Name
Title
Nandan M. Nilekani(2)
Director Identification
Number (DIN)
00041245
Kiran Mazumdar-Shaw
00347229
Roopa Kudva(3)
00001766
Dr. Punita Kumar-Sinha 05229262
D.N. Prahlad(4)
00504146
00016304
D. Sundaram
Michael Gibbs(5)
08177291
Salil Parekh(6)
01876159
U.B. Pravin Rao(7)
06782450
Nilanjan Roy(8)
A.G.S. Manikantha(9)
NA
NA
MRE – Median Remuneration of Employees
Non-executive and Non-
independent Chairman
Lead Independent Director
Independent Director
Independent Director
Independent Director
Independent Director
Independent Director
Chief Executive Officer and
Managing Director
Chief Operating Officer and
Whole-time Director
Chief Financial Officer
Company Secretary
% increase of remuneration in fiscal 2020
as compared to fiscal 2019(1)
–
Ratio of remuneration
to MRE(1)
–
9
NA
16
10
9
NA
39
17
NA
10
17
NA
25
16
17
20
502
155
79
13
No. of RSUs granted in fiscal 2020
–
–
–
–
–
–
–
3,53,807
1,12,305
76,707
5,370
Notes : The remuneration details in the above table pertain to directors and KMP as required under the Companies Act, 2013.
The details in the above table are on accrual basis.
The % increase of remuneration is provided only for those directors and KMP who have drawn remuneration from the Company for the full fiscal 2020 and full fiscal 2019. The ratio of remuneration to MRE is
provided only for those directors and KMP who have drawn remuneration from the Company for the full fiscal 2020.
(1) Remuneration to KMP includes fixed pay, variable pay, retiral benefits and the perquisite value of stock incentives exercised during the period, determined in accordance with the provisions of the Income-tax
Act, 1961. Accordingly, the value of stock incentives granted during the period is not included. The number of stock incentives granted in fiscal 2020 is mentioned in the above table. Independent directors are
not entitled to any stock incentives.
(2) Nandan M. Nilekani voluntarily chose not to receive any remuneration for his services rendered to the Company.
(3) Roopa Kudva retired as a member of the Board effective February 3, 2020.
(4) D.N. Prahlad resigned as Independent Director effective April 20, 2020.
(5) Michael Gibbs was appointed as Independent Director effective July 13, 2018.
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(6) a) There has been no change in the annual compensation in fiscal 2020 as compared to fiscal 2019. Remuneration includes ` 17.04 crore on account of exercise of 2,31,510 Restricted Stock Units (RSUs) during
fiscal 2020.
b) On the recommendation of the nomination and remuneration committee, in accordance with the terms of his employment agreement, the Board approved
i) the grant of 1,77,887 performance-based RSUs under the 2015 Plan with an effective date of May 2, 2019
ii) the grant of 41,782 annual time-based RSUs for fiscal 2020 under the 2015 Plan with an effective date of February 27, 2020
iii) the grant of 1,34,138 performance-based RSUs for fiscal 2020 under the 2019 Plan with an effective date of June 22, 2019. These will vest based on the Company’s achievement of certain performance
criteria as laid out in the 2019 Plan.
These RSUs will vest in line with the current employment agreement.
c) The Board, on April 20, 2020, based on the recommendations of the nomination and remuneration committee, in accordance with the terms of his employment agreement, approved the grant of
performance-based RSUs of fair value of ` 13 crore for fiscal 2021 under the 2015 Plan. The committee also approved an annual grant of performance-based RSUs of fair value of ` 10 crore under the 2019
Plan. The RSUs under both the Plans will be granted effective May 2, 2020 and the number of RSUs will be calculated based on the market price at the close of trading on May 2, 2020.
(7) a) There has been no change in the annual compensation in fiscal 2020 as compared to fiscal 2019. The increase in remuneration is on account of inclusion of ` 2.32 crore pertaining to exercise of 30,688 RSUs
during fiscal 2020.
b) On the recommendations of the nomination and remuneration committee, in accordance with the terms of his employment agreement, the Board approved
i) the grant of 58,650 RSUs under the 2015 Plan with an effective date of February 27, 2020
ii) the grant of 53,655 performance-based RSUs for fiscal 2020 under the 2019 Plan with an effective date of June 22, 2019. These will vest based on the Company’s achievement of certain performance
criteria as laid out in the 2019 Plan.
These RSUs will vest in line with the current employment agreement.
c) The Board, on April 20, 2020, based on the recommendations of the nomination and remuneration committee, in accordance with the terms of his employment agreement, approved the grant of annual
performance-based RSUs of fair value of ` 4 crore for fiscal 2021 under the 2019 Plan. The RSUs will be granted effective May 2, 2020 and the number of RSUs will be calculated based on the market price
at the close of trading on May 2, 2020.
(8) a) On the recommendations of the nomination and remuneration committee, in accordance with the terms of his employment agreement, the Board approved
i) the grant of 23,946 annual time-based RSUs under the 2015 Plan with an effective date of May 2, 2019
ii) the grant of 10,263 performance-based RSUs under the 2015 Plan with an effective date of May 2, 2019
iii) the grant of 22,498 annual time-based RSUs under the 2015 Plan with an effective date of February 27, 2020
iv) the grant of 20,000 performance-based RSUs under the 2019 Plan with an effective date of February 27, 2020. These will vest based on the Company’s achievement of certain performance criteria as laid
out in the 2019 Plan.
These RSUs will vest in line with the current employment agreement.
b) The Board, on April 20, 2020, based on the recommendations of the nomination and remuneration committee, in accordance with the terms of his employment agreement, approved the grant of annual
performance-based RSUs of fair value of ` 0.75 crore under the 2015 Plan. The RSUs will be granted effective May 2, 2020 and the number of RSUs will be calculated based on the market price at the close
of trading on May 2, 2020.
(9) a) Remuneration includes ` 0.19 crore on account of exercise of 2,500 RSUs during fiscal 2020.
b) On the recommendations of the nomination and remuneration committee, in accordance with the terms of his employment agreement, the Board approved
i) the grant of 1,370 annual time-based RSUs under the 2015 Plan with an effective date of February 27, 2020
ii) the grant of 4,000 performance-based RSUs under the 2019 Plan with an effective date of February 27, 2020. These will vest based on the Company’s achievement of certain performance criteria as laid
out in the 2019 Plan.
These RSUs will vest in line with the current employment agreement.
The MRE was ` 6,82,906 and ` 6,23,413 in fiscal 2020 and fiscal 2019, respectively. The increase in MRE in fiscal 2020, as compared to fiscal 2019, is 10%.
The average annual increase in the salaries of employees was 7.3% in India, after accounting for promotions and other event-based compensation revisions. Employees outside
India received a wage increase in line with the market trends in the respective countries.
The overall wages at leadership levels remained constant or lower and there were no promotions during fiscal 2020 at leadership level. A majority of the KMP have not gone
through the increment cycle in fiscal 2020. However, the KMP remuneration presented in this report shows a higher remuneration for fiscal 2020 as compared to fiscal 2019 on
account of the increase in perquisite value of stock incentives granted previously but exercised during the year.
Infosys Annual Report 2019-20
3(b) Information as per Rule 5 of Chapter XIII, the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
Top 10 employees in terms of remuneration drawn during the year
Employee name
Designation
Salil Parekh
Ravi Kumar S.
CEO & MD
President and Deputy
Chief Operating Officer
President
Mohit Joshi
Inderpreet Sawhney Group General Counsel
Educational
qualification
B.Tech, ME
BE, PGD
BA(H), MBA
BA LLB,
LLM
U.B. Pravin Rao
Mark Livingston
Scott Sorokin
Karmesh Gul
Vaswani
Charles Salameh
David Wilson
BE
BS
and Chief Compliance
Officer
COO & WTD
Global Head –
Management Consulting
Services
Head, Global Services –
Digital Experience
Segment Head – CPG,
Logistics & Retail
Head – Account
Expansion
Head – Partner Ecosystem BS
BE
BS
BS, MBA
55
48
45
55
58
64
58
48
55
52
Age
Experience
(in years)
Date of joining
Location
32 Jan 2, 2018
26 Nov 8, 2002
India
US
Remuneration in
fiscal 2020 (in `)(1)
34,26,78,621(3)
17,52,59,254(4)
23 Dec 7, 2000
29 Jul 3, 2017
UK
US
15,15,13,536(5)
10,61,90,781(6)
35 Aug 4, 1986
34 Dec 17, 2018 US
India
10,59,57,408(7)
8,82,37,646(8)
34 Feb 1, 2016
US
7,64,35,823(9)
No. of RSUs granted
in fiscal 2020(2)
Previous employment and
designation
3,53,807 Capgemini, Director General
1,85,200 Sapient Corporation,
Director
1,95,900 ABN AMRO Bank, Manager
70,200 Wipro, Senior Vice President
and General Counsel
1,12,305 IISC, Trainee
54,750 EVP and Global Consulting
Leader, Cognizant
– Razorfish Global, Chief
Strategy Officer
27 Mar 3, 2003
UK
7,25,99,379(10)
69,450 Accenture, Senior Manager
31 Sep 17, 2018 Canada
6,64,06,126(11)
21 July 30, 2018 US
6,07,07,524(12)
40,350 DXC Technology, VP GM
Global Strategic Pursuits
36,850 IBM, Vice President –
Business Partner
Notes : The details in the above table are on accrual basis for better comparability with the KMP remuneration disclosures included in other sections of this Annual Report.
The aforementioned employees have / had permanent employment contracts with the Company.
Employees mentioned above are neither relatives of any directors of the Company, nor hold 2% or more of the paid-up equity share capital of the Company as per Clause (iii) of sub-rule (2) of Rule 5 of
the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
For employees based overseas, average exchange rates have been used for conversion to INR.
(1) Includes fixed pay, variable pay, retiral benefits and the perquisite value of stock incentives exercised during the period, determined in accordance with the provisions of the Income-tax Act, 1961. Accordingly,
the value of stock incentives granted during the period is not included. The number of stock incentives granted in fiscal 2020 is included in the table above.
(2) Includes equity-settled and cash-settled RSUs under the 2015 and 2019 Plans
(3) Remuneration includes ` 17.04 crore on account of the exercise of 2,31,510 RSUs during fiscal 2020.
(4) Remuneration includes ` 8.59 crore on account of exercise of 94,975 cash-settled RSUs and 56,374 cash-settled ESOPs during fiscal 2020.
(5) Remuneration includes ` 4.51 crore on account of exercise of 59,586 RSUs during fiscal 2020.
(6) Remuneration includes ` 3.61 crore on account of exercise of 51,586 cash-settled RSUs during fiscal 2020.
(7) Remuneration includes ` 2.32 crore on account of exercise of 30,688 RSUs during fiscal 2020.
(8) Remuneration includes ` 1.85 crore on account of exercise of 22,650 RSUs during fiscal 2020.
(9) Remuneration includes ` 0.59 crore on account of exercise of 7,287 RSUs during fiscal 2020.
(10) Remuneration includes ` 1.34 crore on account of exercise of 17,537 RSUs during fiscal 2020.
(11) Remuneration includes ` 1.49 crore on account of exercise of 18,337 RSUs during fiscal 2020.
(12) Remuneration includes ` 0.71 crore on account of exercise of 8,662 RSUs during fiscal 2020.
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Infosys Annual Report 2019-20
Annexure 4 – Corporate governance compliance certificate
To,
The Members
Infosys Limited,
Electronics City, Hosur Road
Bengaluru–560100
Karnataka, India
We have examined the compliance of conditions of Corporate Governance by Infosys Limited (CIN :L85110KA1981PLC013115)
(the Company), as stipulated under Regulations 17 to 27, clauses (b) to (i) of sub regulation (2) of Regulation 46 and para
C, D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (“SEBI Listing Regulations”) for the financial year ended March 31, 2020.
The compliance of the conditions of Corporate Governance is the responsibility of the management. Our examination was limited
to the review of procedures and implementation thereof adopted by the Company for ensuring compliance of the conditions
of Corporate Governance as stipulated in the said Regulations. This certificate is neither an assurance as to the future viability
of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.
On the basis of our findings from the examination of the records produced and explanations and information furnished to us
and the representation made by the Management, we certify that the Company has complied with the conditions of Corporate
Governance as stipulated in the SEBI Listing Regulations for the financial year ended March 31, 2020.
Place : Bengaluru
Date : April 20, 2020
P.G. Hegde
Hegde & Hegde
Company Secretaries
C.P.No.640
UDIN : F001325B000187104
56 | Annexures to the Board’s report
Infosys Annual Report 2019-20 Annexure 5 – Secretarial audit report for the financial year ended March 31, 2020
(Pursuant to Section 204(1) of the Companies Act, 2013 and Rule no. 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014)
To,
The Members,
Infosys Limited,
Electronics City, Hosur Road
Bengaluru–560100
Karnataka, India
I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate
practices by INFOSYS LIMITED (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided
me a reasonable basis for evaluating the corporate conducts / statutory compliances and expressing my opinion thereon.
Based on my verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained
by the Company and also the Information provided by the Company, its officers, agents and authorized representatives
during the conduct of secretarial audit, I hereby report that in my opinion, the Company has, during the audit period
covering the financial year ended on March 31, 2020 complied with the statutory provisions listed hereunder and also that
the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the
reporting made hereinafter :
I have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for
the financial year ended on March 31, 2020 and made available to me, according to the provisions of :
i. The Companies Act, 2013 (the Act) and the rules made thereunder;
ii. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
iii. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
iv. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct
Investment and Overseas Direct Investment;
v. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’) :
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
(c) The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014;
(d) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993
regarding the Companies Act and dealing with client;
(e) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015;
(f) The Securities and Exchange Board of India (Buy-back of Securities) Regulations, 2018 and
vi. Other laws applicable specifically to the Company, namely :
(a) The Information Technology Act, 2000 and the rules made thereunder;
(b) The Special Economic Zones Act, 2005 and the rules made thereunder;
Software Technology Parks of India rules and regulations;
(c)
(d) The Indian Copy Rights Act, 1957;
(e) The Patents Act, 1970; and
(f) The Trade Marks Act, 1999.
I have also examined compliance with the applicable clauses of the Secretarial Standards issued by The Institute of Company
Secretaries of India.
I report that, during the year under review, the Company has complied with the provisions of the Acts, Rules, Regulations,
Guidelines and Standards mentioned above.
I further report that, during the year under review :
In reference to the show cause notices dated December 11, 2018 and May 20, 2019 issued by the Registrar of Companies,
Karnataka (MCA) for alleged violations such as (i) the Company not seeking approvals of the Nomination and Remuneration
Committee, Audit Committee and the Board of Directors of the Company and (ii) not making requisite disclosures in the
Directors Report as required under the provisions of 1) Sec 177(4)(iv), 2) Sec 178, 3) Sec 188(1) & 4) Sec 188(2) r/w Sec 134(3)
(h) of the Companies Act, 2013 and the rules made thereunder, relating to the severance agreement executed with a former
Chief Financial Officer in October 2015, the Company and the officers in default had made applications for compounding of
offences u/s 441 of the Act to the Registrar / Regional Director, South East Region, Hyderabad (RD,SER) and the same have
Annexures to the Board’s report | 57
Infosys Annual Report 2019-20 been disposed of by RD,SER, the compounding authority, on February 25, 2020 by levying a compounding fee of ` 1,50,000
for each offence on the Company and ` 25,000 per offence on each officer in default and all the applicants have paid their
respective compounding fees.
I further report that, there were no events / actions in pursuance of :
a) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; and
b) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009
c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018,
requiring compliance thereof by the Company during the audit period.
I further report that, the compliance by the Company of applicable financial laws such as direct and indirect tax laws and
maintenance of financial records and books of accounts have not been reviewed in this Audit since the same have been subject
to review by the statutory financial auditors, tax auditors, and other designated professionals.
I further report that, the Board of Directors of the Company is duly constituted with proper balance of Executive Directors,
Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place
during the period under review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at
least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda
items before the meeting and for meaningful participation at the meeting.
As per the minutes of the meetings duly recorded and signed by the Chairman, the decisions of the Board were unanimous
and no dissenting views have been recorded.
I further report that, based on the information provided and the representation made by the Company and also on the review
of the compliance certificates / reports taken on record by the Board of Directors of the Company, in my opinion, there are
adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and
ensure compliance with applicable laws, rules, regulations and guidelines.
I report further that, during the audit period, the Company has completed the Buy-back of shares announced on March 18,
2019. Pursuant to the offer, the Company has bought back and extinguished 11,05,19,266 equity shares of ` 5 each (including
the equity shares bought back and extinguished during the previous year); and except the above there were no other specific
events / actions in pursuance of the above referred laws, rules, regulations, guidelines, etc. having a major bearing on
the Company’s affairs.
Place : Bengaluru
Date : April 20, 2020
This report is to be read with Annexure A which forms an integral part of this report.
Sd/-
P.G. Hegde
Hegde & Hegde
Company Secretaries
FCS :1325 / C.P.No : 640
UDIN : F001325B000185740
Annexure A
To,
The Members
Infosys Limited
Bengaluru
Our report of even date is to be read along with this letter.
1. Maintenance of secretarial records is the responsibility of the management of the Company. Our responsibility is to express
an opinion on these secretarial records based on our audit.
58 | Annexures to the Board’s report
Infosys Annual Report 2019-20 2. We have followed the audit practices and process as were appropriate to obtain reasonable assurance about the correctness
of the contents of the secretarial records. The verification was done on test basis to ensure that correct facts are reflected
in secretarial records. We believe that the process and practices, we followed provide a reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
4. Where ever required, we have obtained the Management Representation about the compliance of laws, rules and regulations
and happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility
of management. Our examination was limited to the verification of procedure on test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness
with which the management has conducted the affairs of the Company.
Place : Bengaluru
Date : April 20, 2020
Sd/-
P.G. Hegde
Hegde & Hegde
Company Secretaries
FCS :1325 / C.P.No : 640
UDIN : F001325B000185740
Annexures to the Board’s report | 59
Infosys Annual Report 2019-20 Annexure 6 – Extract of annual return
Form No. MGT-9
[Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014]
I. Registration and other details
Corporate Identity Number (CIN) of the company
L 8 5 1 1 0 K A 1 9 8 1 P L C 0 1 3 1 1 5
Registration date
Name of the company
July 02, 1981
Infosys Limited
Category / sub-category of the company
Company limited by shares
Public non-government company
Address of the registered office and contact details
Electronics City, Hosur Road, Bengaluru 560 100,
Karnataka, India
Tel : 91 80 2852 0261 Fax : 91 80 2852 0362
Email : investors@infosys.com website : www.infosys.com
Listed company (Yes / No)
Yes
Name, address and contact details of Registrar and
transfer agent
KFin Technologies Private Limited (formerly Karvy Fintech
Pvt. Ltd.)
Selenium Tower B, Plot No. 31 & 32,
Financial District, Nanakramguda
Serilingampally Mandal, Hyderabad – 500 032
Contact person
C. Shobha Anand
Deputy General Manager
Tel : 91 40 6716 1559
Email : shobha.anand@kfintech.com
II. Principal business activities of the Company
Name and description of main products / services
Computer programming, consultancy and related
activities
NIC code of
the product / service
% to total turnover
of the Company
620
100
60 | Annexures to the Board’s report
Infosys Annual Report 2019-20 III. Particulars of holding and subsidiary companies
Name of the parties
Country
CIN / GLN
U72200KA2014PLC073660
U72200KA2002PLC030310
Brilliant Basics (MENA) DMCC(1)
Brilliant Basics Holdings Limited
Brilliant Basics Limited
EdgeVerve Systems Limited
Fluido Denmark A/S
Fluido Newco AB
Fluido Norway A/S
Fluido Oy
Fluido Slovakia s.r.o
Fluido Sweden AB (Extero)
Infosys (Czech Republic) Limited s.r.o
Infosys Americas Inc.
Infosys Arabia Limited
Infosys Austria GmbH (formerly Lodestone Management Consultants
GmbH)
Infosys BPM Limited
Infosys BPO Americas LLC
Infosys Chile SpA
Infosys Compaz Pte Ltd (formerly Trusted Source Pte. Ltd.)
Infosys Consulting (Belgium) NV
Infosys Consulting (Shanghai) Co Ltd (formerly Lodestone Management
Consultants Co. Ltd.)
Infosys Consulting AG
Infosys Consulting GmbH
Infosys Consulting Holding AG
Infosys Consulting Ltda.
Infosys Consulting Pte Ltd.
Infosys Consulting S.R.L.
Infosys Consulting s.r.o.
Infosys Consulting SAS
Infosys Luxembourg S.à.r.l.
Infosys Management Consulting Pty. Limited
Infosys McCamish Systems LLC
Infosys Middle East FZ LLC
Infosys Nova Holdings LLC
Infosys Poland Sp. z o.o.
Dubai
UK
UK
India
Denmark
Sweden
Norway
Finland
Slovakia
Sweden
Czech Republic
US
Saudi Arabia
Austria
India
US
Chile
Singapore
Belgium
China
Switzerland
Germany
Switzerland
Brazil
Singapore
Argentina
Czech Republic
France
Luxembourg
Australia
US
Dubai
US
Poland
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Holding / Subsidiary % holding as at
March 31, 2020
100
100
100
100
100
100
100
100
100
100
99.99
100
70
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
100
99.99
99.99
100
60
99.90
100
100
100
100
100
100
100
100
100
100
100
99.99
100
100
99.99
Infosys Annual Report 2019-20
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Name of the parties
Country
CIN / GLN
Infosys Public Services, Inc. USA
Infosys Technologies (China) Co. Limited
Infosys Technologies (Shanghai) Co. Limited
Infosys Technologies (Sweden) AB
Infosys Technologies S. de R. L. de C.V.
Infy Consulting B.V.
Infy Consulting Company Limited
Kallidus Inc.
Lodestone Management Consultants Portugal, Unipessoal, Lda
Panaya GmbH
Panaya Inc.
Panaya Ltd.
Portland Group Pty. Limited
Infosys Consulting S.R.L.
Skava Systems Private Limited
WDW Communications, Inc.
WongDoody Holding Company Inc.
WongDoody, Inc.
Infosys Canada Public Services Inc.
Infosys CIS LLC(1)
Infosys South Africa (Pty) Ltd
HIPUS Co., Ltd.(2)
Stater N.V.(3)
HypoCasso B.V.(4)
Stater Duitsland B.V.(4)
Stater Nederland B.V.(4)
Stater Participations B.V.(4)
Stater XXL B.V.(4)
Stater Deutschland GmbH & Co. KG(5)
Stater Deutschland Verwaltungs-GmbH(5)
Stater Belgium N.V./S.A.(6)
Infosys Consulting Sp. z o.o.(7)
Outbox Systems Inc. dba. Simplus(8)
Simplus ANZ Pty. Ltd.(9)
Simplus Europe, Ltd.(9)
Simplus North America Inc.(9)
Simplus Philippines, Inc.(9)
US
China
China
Sweden
Mexico
The Netherlands
UK
US
Portugal
Germany
US
Israel
Australia
Romania
India
US
US
US
Canada
Russia
South Africa
Japan
The Netherlands
The Netherlands
The Netherlands
The Netherlands
The Netherlands
The Netherlands
Germany
Germany
Belgium
Poland
US
Australia
UK
Canada
Philippines
U72200TZ2003PTC010618
Holding / Subsidiary % holding as at
March 31, 2020
100
100
100
100
100
100
100
100
100
100
100
100
99.99
100
100
100
100
100
100
100
100
81
75
75
75
75
75
75
75
75
53.99
99.99
100
100
100
100
100
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Infosys Annual Report 2019-20
Name of the parties
Simplus Ireland, Ltd.(10)
Simplus U.K., Ltd.(10)
Simplus Australia Pty. Ltd.(11)
Sqware Peg Digital Pty. Ltd.(11)
CIN / GLN
Country
Ireland
UK
Australia
Australia
Holding / Subsidiary % holding as at
March 31, 2020
100
100
100
100
Subsidiary
Subsidiary
Subsidiary
Subsidiary
(1) Under liquidation
(2) Became a majority-owned and controlled subsidiary of Infosys Consulting Pte Ltd. effective April 1, 2019
(3) Became a majority-owned and controlled subsidiary of Infosys Consulting Pte Ltd. effective May 23, 2019
(4) Majority-owned and controlled subsidiary of Stater N.V.
(5) Majority-owned and controlled subsidiary of Stater Duitsland B.V.
(6) Majority-owned and controlled subsidiary of Stater Participations B.V.
(7) Became a wholly-owned subsidiary of Infosys Poland Sp. z o.o. effective February 20, 2020
(8) Became a wholly-owned subsidiary of Infosys Nova Holdings LLC effective March 13, 2020
(9) Wholly-owned subsidiary of Outbox Systems Inc. dba. Simplus
(10) Wholly-owned subsidiary of Simplus Europe, Ltd.
(11) Wholly-owned subsidiary of Simplus ANZ Pty. Ltd.
Notes : 1. All the above subsidiaries are as per Section 2(87).
2. Panaya Japan Co. Ltd., a wholly-owned subsidiary of Panaya Inc., has been liquidated effective
October 31, 2019.
3. Infosys Technologies (Australia) Pty. Limited has been liquidated effective November 17, 2019.
4. Infosys Tecnologia do Brasil Ltda, a wholly-owned subsidiary of Infosys Limited, merged into
Infosys Consulting Ltda., a wholly-owned subsidiary of Infosys Limited, effective October 1, 2019.
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IV. Shareholding pattern (Equity share capital break-up as a percentage of total equity)
(i) Category-wise shareholding
Category of shareholder
No. of shares held at the beginning of the year
Category
code
Demat
Physical
(III)
(IV)
Total % of total
shares(1)
(VI)
(V)
No. of shares held at the end of the year
Demat
Physical
(VII)
(VIII)
Total % of total
shares (2)
(X)
(IX)
(II)
(I)
(A) Promoter and promoter group
(1)
Indian
(a)
(b)
(c)
(d)
(e)
(f)
Sub-total A(1)
Individual / HUF
Central government
State government(s)
Bodies corporate
Banks / Financial institutions
Any other
(2) Foreign
Sub-total A(2)
Total shareholding of promoters A=A(1)+A(2)
(B) Public shareholding
(1)
Institutions
(a) Mutual funds
(b)
(c)
(d)
(e)
(f)
(g)
Banks and financial institutions
Central government
State government(s)
Venture capital funds
Insurance companies
Foreign institutional investors and
foreign portfolio investors
Foreign venture capital funds
Any other
(i) Alternate Investment Funds
(h)
(i)
Sub-total B(1)
(2) Non-institutions
(a)
(b)
(c)
Bodies corporate and overseas
corporate bodies
Individuals
(i) Individuals holding nominal share
capital up to ` 1 lakh
(ii) Individuals holding nominal share
capital in excess of ` 1 lakh
Any other
(i) Foreign bodies – DR
(ii) Non-banking financial companies
(iii) NRI
(iv) Trusts(3)
(v) IEPF
56,01,82,338
–
–
–
–
–
56,01,82,338
–
56,01,82,338
58,47,82,249
50,89,284
–
–
–
40,10,62,150
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
56,01,82,338
–
–
–
–
–
56,01,82,338
–
56,01,82,338
58,47,82,249
50,89,284
–
–
–
40,10,62,150
12.84
–
–
–
–
–
12.84
–
12.84
13.41
0.12
–
–
–
9.20
56,01,82,338
–
–
–
–
–
56,01,82,338
–
56,01,82,338
58,15,86,029
54,81,258
–
–
–
45,69,10,766
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
56,01,82,338
–
–
–
–
–
56,01,82,338
–
56,01,82,338
58,15,86,029
54,81,258
–
–
–
45,69,10,766
148,45,62,891
–
25,600
–
148,45,88,491
–
34.04
–
132,07,08,089
–
25,600
–
132,07,33,689
–
68,67,534
2,48,23,64,108
–
68,67,534
25,600 2,48,23,89,708
0.16
56.93
69,89,969
237,16,76,111
–
69,89,969
25,600 237,17,01,711
13.15
–
–
–
–
–
13.15
–
13.15
13.66
0.13
–
–
–
10.73
31.01
–
0.16
55.69
7,76,58,023
64,000
7,77,22,023
1.78
4,04,73,644
58,400
4,05,32,044
0.95
(0.83)
19,46,73,230
5,76,699
19,52,49,929
4.47
20,65,33,628
5,40,048
20,70,73,676
4.86
0.39
21,42,50,837 56,26,546
21,98,77,383
5.04
21,03,66,055
51,86,146
21,55,52,201
5.06
0.02
7,86,762
12,51,559
2,60,49,655
5,16,76,881
2,76,719
–
–
12,870
–
–
7,86,762
12,51,559
2,60,62,525
5,16,76,881
2,76,719
0.02
0.03
0.60
1.18
–
19,17,037
77,776
2,79,89,584
5,96,62,418
2,84,487
–
–
12,870
–
–
19,17,037
77,776
2,80,02,454
5,96,62,418
2,84,487
0.05
–
0.66
1.40
0.01
0.03
(0.03)
0.06
0.22
0.01
% change
during
the year
(XI)
0.31
–
–
–
–
–
0.31
–
0.31
0.25
0.01
–
–
–
1.53
(3.03)
–
–
(1.24)
Infosys Annual Report 2019-20
Category
code
Category of shareholder
No. of shares held at the beginning of the year
(I)
(II)
(vi) Qualified Institutional Buyer
Sub-total B(2)
Total public shareholding total B=B(1)+B(2)
Total (A+B)
(C) Shares held by custodians for ADRs
Grand total (A+B+C)
Demat
Physical
(III)
2,969
(IV)
–
56,66,26,635 62,80,115
304,89,90,743 63,05,715
360,91,73,081 63,05,715
–
74,62,54,648
435,54,27,729 63,05,715
Total % of total
shares(1)
(VI)
–
13.12
70.05
82.89
17.11
100.00
(V)
2,969
57,29,06,750
305,52,96,458
361,54,78,796
74,62,54,648
436,17,33,444
No. of shares held at the end of the year
Demat
Physical
(VII)
3,47,05,242
(VIII)
–
58,20,09,871 57,97,464
(IX)
3,47,05,242
58,78,07,335
295,36,85,982 58,23,064 295,95,09,046
351,38,68,320 58,23,064 351,96,91,384
73,93,01,182
425,31,69,502 58,23,064 425,89,92,566
73,93,01,182
–
Total % of total
shares (2)
(X)
0.81
13.80
69.49
82.64
17.36
100.00
% change
during
the year
(XI)
0.81
0.68
(0.56)
(0.25)
0.25
–
(1) Percentage calculated on the paid-up share capital 436,17,33,444 shares as at the beginning of the year
(3) Includes 2,01,24,982 shares as of March 31, 2019 and 1,80,39,356 shares as of March 31, 2020, held by Infosys Employee Benefits Trust as per SEBI (Share Based Employee Benefits) Regulations, 2014 and 2,00,000
(2) Percentage calculated on the paid-up share capital 425,89,92,566 shares as at the end of the year
shares as of March 31, 2019 and 2,00,000 shares as of March 31, 2020, held by the Infosys Employee Benefits Trust for welfare activities of employees. This is a non-promoter, non-public shareholding.
(ii)(a) Shareholding of promoters
Name of the shareholder
Shareholding at the beginning of the year
Shareholding at the end of the year
Sudha Gopalakrishnan
Rohan Murty
S. Gopalakrishnan
Nandan M. Nilekani
Akshata Murty
Asha Dinesh
Sudha N. Murty
Rohini Nilekani
Dinesh Krishnaswamy
Shreyas Shibulal
Shruti Shibulal
S.D. Shibulal
N.R. Narayana Murthy
Nihar Nilekani
Janhavi Nilekani
Kumari Shibulal
Divya Dinesh
Deeksha Dinesh
Meghana Gopalakrishnan
No. of shares % of total shares of
the Company(1)
2.19
1.39
0.96
0.94
0.89
0.88
0.79
0.79
0.74
0.64
0.06
0.04
0.38
0.29
0.29
0.24
0.18
0.18
0.11
9,53,57,000
6,08,12,892
4,18,53,808
4,07,83,162
3,89,57,096
3,85,79,304
3,45,50,626
3,43,35,092
3,24,79,590
2,80,49,350
27,37,538
17,65,768
1,66,45,638
1,26,77,752
1,26,65,162
1,04,97,930
76,46,684
76,46,684
48,34,928
% of shares pledged /
encumbered to total shares
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
No. of shares % of total shares of
the Company(2)
2.24
1.43
0.98
0.96
0.91
0.91
0.81
0.81
0.76
0.66
0.06
0.04
0.39
0.30
0.30
0.25
0.18
0.18
0.11
9,53,57,000
6,08,12,892
4,18,53,808
4,07,83,162
3,89,57,096
3,85,79,304
3,45,50,626
3,43,35,092
3,24,79,590
2,80,49,350
27,37,538
17,65,768
1,66,45,638
1,26,77,752
1,26,65,162
1,04,97,930
76,46,684
76,46,684
48,34,928
% of shares pledged /
encumbered to total shares
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
% change in
shareholding
during the year
0.05
0.04
0.02
0.02
0.02
0.03
0.02
0.02
0.02
0.02
–
–
0.01
0.01
0.01
0.01
–
–
–
(1) Percentage calculated on the paid-up share capital 436,17,33,444 shares as at the beginning of the year
(2) Percentage calculated on the paid-up share capital 425,89,92,566 shares as at the end of the year
(ii)(b) Shareholding of promoter group
Name of the shareholder
Shareholding at the beginning of the year
Shareholding at the end of the year
Gaurav Manchanda
Milan Shibulal Manchanda
Bhairavi Madhusudhan
No. of shares % of total shares of
the Company(1)
0.36
0.35
0.15
1,55,36,226
1,54,35,868
63,34,240
(1) Percentage calculated on the paid-up share capital 436,17,33,444 shares as at the beginning of the year
% of shares pledged /
encumbered to total shares
–
–
–
No. of shares % of total shares of
the Company(2)
0.36
0.36
0.15
(2) Percentage calculated on the paid-up share capital 425,89,92,566 shares as at the end of the year
% of shares pledged /
encumbered to total shares
–
–
–
1,55,36,226
1,54,35,868
63,34,240
% change in
shareholding
during the year
–
0.01
–
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Infosys Annual Report 2019-20
(iii)
(iv)
There has been no change in the promoters’ shareholding throughout the year. The change in percentage of
shareholding is due to the difference in paid-up capital at the beginning and end of the year.
There has been no change in the promoter groups’ shareholding throughout the year. The change in percentage of
shareholding is due to the difference in paid-up capital at the beginning and end of the year.
(v) Shareholding of directors and key managerial personnel (KMP)
Name of the shareholder
Shareholding at the
beginning of the year
Cumulative shareholding
during the year
No. of shares % of total shares
of the Company(1)
No. of shares % of total shares
of the Company(2)
Nandan M. Nilekani – Non-executive and Non-
independent Director
At the beginning of the year
(+) ESOPs / RSUs exercised during the year
(+) Purchase(s) during the year
(-) Sale(s) during the year
At the end of the year
Salil Parekh – CEO & MD(3)
At the beginning of the year
(+) ESOPs / RSUs exercised during the year
(+) Purchase(s) during the year
(-) Sale(s) during the year
At the end of the year
U.B. Pravin Rao – Whole-time Director(3)
At the beginning of the year
(+) ESOPs / RSUs exercised during the year
(+) Purchase(s) during the year
(-) Sale(s) during the year
At the end of the year
D.N. Prahlad – Independent Director
At the beginning of the year
(+) ESOPs / RSUs exercised during the year
(+) Purchase(s) during the year
(-) Sale(s) during the year
At the end of the year
A.G.S. Manikantha – KMP(3)
At the beginning of the year
(+) ESOPs / RSUs exercised during the year
(+) Purchase(s) during the year
(-) Sale(s) during the year
At the end of the year
Inderpreet Sawhney – KMP(4)
At the beginning of the year
(+) ESOPs / RSUs exercised during the year
(+) Purchase(s) during the year
(-) Sale(s) during the year
At the end of the year
Krishnamurthy Shankar – KMP(4)
At the beginning of the year
(+) ESOPs / RSUs exercised during the year
(+) Purchase(s) during the year
(-) Sale(s) during the year
At the end of the year
Mohit Joshi – KMP(4)
At the beginning of the year
(+) ESOPs / RSUs exercised during the year
(+) Purchase(s) during the year
(-) Sale(s) during the year
At the end of the year
66 | Annexures to the Board’s report
4,07,83,162
–
–
65,770
2,31,510
–
(94,002)
10,73,696
30,688
–
(17,062)
21,92,190
–
–
(4,75,000)
2,160
2,500
–
–
32,164
–
–
–
12,050
21,624
–
–
30,050
59,586
–
(27,419)
0.94
–
–
–
–
0.01
–
–
0.02
–
–
–
0.05
–
–
(0.01)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
4,07,83,162
4,07,83,162
4,07,83,162
4,07,83,162
2,97,280
2,97,280
2,03,278
2,03,278
11,04,384
11,04,384
10,87,322
10,87,322
21,92,190
21,92,190
17,17,190
17,17,190
4,660
4,660
4,660
4,660
32,164
32,164
32,164
32,164
33,674
33,674
33,674
33,674
89,636
89,636
62,217
62,217
0.96
0.96
0.96
0.96
0.01
0.01
–
–
0.03
0.03
0.03
0.03
0.05
0.05
0.04
0.04
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Infosys Annual Report 2019-20
(1) Percentage calculated on the paid-up share capital 436,17,33,444 shares as at the beginning of the year
(2) Percentage calculated on the paid-up share capital 425,89,92,566 shares as at the end of the year
(3) KMP as defined under Section 2(51) of the Companies Act, 2013
(4) KMP as defined under Ind AS 24, Related Party Disclosures, appointed by the Board
The following directors and KMP did not hold any shares during fiscal 2020 :
Kiran Mazumdar-Shaw – Independent Director
Michael Gibbs – Independent Director
Dr. Punita Kumar-Sinha – Independent Director
Roopa Kudva – Independent Director
D. Sundaram – Independent Director
Nilanjan Roy – Chief Financial Officer. KMP as defined under Section 2(51) of the Companies Act, 2013
Ravi Kumar S. – President and Deputy Chief Operating Officer. KMP as defined under Ind AS 24, Related Party Disclosures,
appointed by the Board
(vi) Shareholding pattern of top 10 shareholders as of March 31, 2020
Name of the shareholder(1)
Shareholding at the
beginning of the year
No. of shares % of total shares
of the Company(2)
Life Insurance Corporation of India
Cumulative shareholding
during the year
No. of shares % of total shares of
the Company(2)(3)
At the beginning of the year
Purchase(s)
Sale(s)
At the end of the year
SBI Mutual Fund
At the beginning of the year
Purchase(s)
Sale(s)
At the end of the year
HDFC Mutual Fund
At the beginning of the year
Purchase(s)
Sale(s)
At the end of the year
ICICI Prudential Mutual Fund
At the beginning of the year
Purchase(s)
Sale(s)
At the end of the year
Government of Singapore
At the beginning of the year
Purchase(s)
Sale(s)
At the end of the year
ICICI Prudential Life Insurance Company Limited
At the beginning of the year
Purchase(s)
Sale(s)
At the end of the year
Vanguard Total International Stock Index Fund
25,43,32,376
3,14,75,236
(37,98,749)
9,81,79,730
5,52,64,518
(4,42,87,347)
12,62,54,239
1,08,20,637
(3,06,59,438)
7,62,81,297
7,40,61,987
(7,12,90,066)
8,25,65,400
1,33,36,822
(2,58,55,453)
4,58,97,932
3,08,51,250
(1,09,61,305)
5.83
0.72
(0.09)
2.25
1.27
(1.02)
2.89
0.25
(0.70)
1.75
1.70
(1.63)
1.89
0.31
(0.59)
1.05
0.71
(0.25)
28,58,07,612
28,20,08,863
28,20,08,863
15,34,44,248
10,91,56,901
10,91,56,901
13,70,74,876
10,64,15,438
10,64,15,438
15,03,43,284
7,90,53,218
7,90,53,218
9,59,02,222
7,00,46,769
7,00,46,769
7,67,49,182
6,57,87,877
6,57,87,877
At the beginning of the year
Purchase(s)
Sale(s)
At the end of the year
6,83,91,880
6,48,46,292
6,48,46,292
Vanguard Emerging Markets Stock Index Fund, A Series of Vanguard International Equity Index Fund
5,87,11,707
96,80,173
(35,45,588)
1.35
0.22
(0.08)
At the beginning of the year
Purchase(s)
Sale(s)
At the end of the year
5,93,14,854
8,89,825
(59,59,061)
1.36
0.02
(0.14)
6,02,04,679
5,42,45,618
5,42,45,618
6.55
6.62
6.62
3.52
2.56
2.56
3.14
2.50
2.50
3.45
1.86
1.86
2.20
1.64
1.64
1.76
1.54
1.54
1.57
1.52
1.52
1.38
1.27
1.27
Annexures to the Board’s report | 67
Infosys Annual Report 2019-20 Name of the shareholder(1)
Government Pension Fund Global
At the beginning of the year
Purchase(s)
Sale(s)
At the end of the year
UTI Mutual Fund
At the beginning of the year
Purchase(s)
Sale(s)
At the end of the year
Shareholding at the
beginning of the year
No. of shares % of total shares
of the Company(2)
Cumulative shareholding
during the year
No. of shares % of total shares of
the Company(2)(3)
4,51,32,387
1,05,73,417
(44,25,809)
4,67,22,073
1,32,22,543
(87,21,548)
1.03
0.24
(0.10)
1.07
0.30
(0.20)
55,705,804
5,12,79,995
5,12,79,995
5,99,44,616
5,12,23,068
5,12,23,068
1.27
1.20
1.20
1.37
1.20
1.20
Note : The date-wise increase / decrease in shareholding of the top 10 shareholders is part of Additional Information, available on our website,
www.infosys.com
(1) Based on PAN
(2) Percentage calculated on the paid-up share capital 436,17,33,444 shares as at the beginning of the year
(3) Percentage calculated on the paid-up share capital 425,89,92,566 shares as at the end of the year
V. Indebtedness
The Company has not availed any loan during the year and is a debt-free company.
VI.(a) Remuneration of Managing Director (MD), whole-time directors (WTD) and / or manager
Particulars of remuneration
Gross salary
Salary as per provisions contained in Section 17(1) of the
Income-tax Act, 1961
Value of perquisites u/s 17(2) of the Income-tax Act, 1961
Profits in lieu of salary under Section 17(3) of the Income-tax Act, 1961
Stock option(1)
Sweat equity
Commission as % of profit
Others(4)
Total (A)
Ceiling as per the Act
Notes : The details in the above table are on accrual basis.
Name of MD / WTD / Manager
Salil Parekh(2)
U.B. Pravin Rao(3)
in ` crore
Total amount
16.85
–
–
17.04(2)
–
–
0.38
34.27
8.09
–
–
2.32(3)
–
–
0.19
10.60
24.94
–
–
19.36
–
–
0.57
44.87
2,065
(1) In accordance with the definition of perquisites under the Income-tax Act, 1961, the remuneration includes the value of stock incentives only
on those shares that have been exercised during the period. Accordingly, the value of stock incentives granted during the period is not included.
The number of stock incentives granted in fiscal 2020 is mentioned in the notes below.
(2) a) Perquisites value of stock incentives on account of exercise of 2,31,510 RSUs during fiscal 2020.
b) On the recommendation of the nomination and remuneration committee, in accordance with the terms of his employment agreement, the
Board approved
i) the grant of 1,77,887 performance-based RSUs under the 2015 Plan with an effective date of May 2, 2019
ii) the grant of 41,782 annual time-based RSUs for fiscal 2020 under the 2015 Plan with an effective date of February 27, 2020
iii) the grant of 1,34,138 performance-based RSUs under the 2019 Plan for fiscal 2020 with an effective date of June 22, 2019. These will vest
based on the Company’s achievement of certain performance criteria as laid out in the 2019 Plan.
These RSUs will vest in line with the current employment agreement.
c) The Board, on April 20, 2020, based on the revcommendations of the nomination and remuneration committee, in accordance with the terms
of his employment agreement, approved the grant of performance-based RSUs of fair value of ` 13 crore for fiscal 2021 under the 2015 Plan.
The committee also approved an annual grant of performance-based RSUs of fair value of ` 10 crore under the 2019 Plan. The RSUs under both
the Plans will be granted effective May 2, 2020 and the number of RSUs will be calculated based on the market price at the close of trading on
May 2, 2020.
(3) a) Perquisites value of stock incentives on account of exercise of 30,688 RSUs during fiscal 2020.
b) On the recommendations of the nomination and remuneration committee, in accordance with the terms of his employment agreement, the
Board approved
i) the grant of 58,650 RSUs under the 2015 Plan with an effective date of February 27, 2020
ii) the grant of 53,655 performance-based RSUs for fiscal 2020 under the 2019 Plan with an effective date of June 22, 2019. These will vest
based on the Company’s achievement of certain performance criteria as laid out in the 2019 Plan.
These RSUs will vest in line with the current employment agreement.
68 | Annexures to the Board’s report
Infosys Annual Report 2019-20
c) The Board, on April 20, 2020, based on the recommendations of the nomination and remuneration committee, in accordance with the terms
of his employment agreement, approved the grant of annual performance-based RSUs of fair value of ` 4 crore for fiscal 2021 under the 2019
Plan. The RSUs will be granted effective May 2, 2020 and the number of RSUs will be calculated based on the market price at the close of
trading on May 2, 2020.
(4) Includes retirals
VI.(b) Remuneration to KMP other than MD / Manager / WTD
Particulars of remuneration
Gross salary
Salary as per provisions contained in Section 17(1) of
the Income-tax Act, 1961
Value of perquisites u/s 17(2) of the
Income-tax Act, 1961
Profits in lieu of salary under Section 17(3) of the
Income-tax Act, 1961
Stock option(3)(4)
Sweat equity
Commission as % of profit
Others(5)
Total
Key managerial personnel
CFO(1) Company Secretary(2)
Others(3)
in ` crore
Total
5.18
–
–
–
–
–
0.18
5.36
0.68
28.11
33.97
–
–
0.19
–
–
0.04
0.91
–
–
17.81
–
–
2.48
48.40
–
–
18.00
–
–
2.70
54.67
Notes : The details in the above table are on accrual basis
(1) a) On the recommendations of the nomination and remuneration committee, in accordance with the terms of his employment agreement, the
Board approved
i) the grant of 23,946 annual time-based RSUs under the 2015 Plan with an effective date of May 2, 2019
ii) the grant of 10,263 performance-based RSUs under the 2015 Plan with an effective date of May 2, 2019
iii) the grant of 22,498 annual time-based RSUs under the 2015 Plan with an effective date of February 27, 2020
iv) the grant of 20,000 performance-based RSUs under the 2019 Plan with an effective date of February 27, 2020
b) The Board, on April 20, 2020, based on the recommendations of the nomination and remuneration committee, in accordance with the terms of
his employment agreement, approved the grant of annual performance-based RSUs of fair value of ` 0.75 crore under the 2015 Plan. The RSUs
will be granted effective May 2, 2020 and the number of RSUs will be calculated based on the market price at the close of trading on May 2, 2020.
(2) On the recommendations of the nomination and remuneration committee, in accordance with the terms of his employment agreement, the
Board approved
i) the grant of 1,370 annual time-based RSUs under the 2015 Plan with an effective date of February 27, 2020
ii) the grant of 4,000 performance-based RSUs under the 2019 Plan with an effective date of February 27, 2020. These will vest based on the
Company’s achievement of certain performance criteria as laid out in the 2019 Plan.
These RSUs will vest in line with the current employment agreement.
(3) The following executives were named as KMP as defined under Ind AS 24, Related Party Disclosures. Hence, the remuneration for these KMP for fiscal
2020 has been collectively disclosed under others.
• Krishnamurthy Shankar
•
Inderpreet Sawhney
• Ravi Kumar S.
• Mohit Joshi
(4) In accordance with the definition of perquisites under the Income-tax Act, 1961, the remuneration includes the value of stock incentives only on
those shares that have been exercised during the period. Accordingly, the value of stock incentives granted during the period is not included.
(5) During fiscal 2020, 2,29,577 equity-settled RSUs and 1,80,400 cash-settled RSUs under the 2015 Plan and 1,69,000 equity-settled RSUs under the
2019 Plan, were granted to KMP, excluding CEO and COO.
(6) Includes retirals
Annexures to the Board’s report | 69
Infosys Annual Report 2019-20 7
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VI.(c) Remuneration to other directors
Particulars of remuneration
Independent directors
Fee for attending Board / committee meetings
Commission
Others, please specify
Total(1)
Other non-executive directors
Fee for attending Board / committee meetings
Commission
Others, please specify
Total(2)
Total(1+2)
Total managerial remuneration
Overall ceiling as per the Act
Nandan M.
Nilekani(1)
Kiran
Mazumdar-Shaw
Name of director
Roopa
Kudva(2)
Dr. Punita
Kumar-Sinha
D.N.
Prahlad
D. Sundaram
Michael
Gibbs
–
–
–
–
–
–
–
–
–
–
–
1.13
–
1.13
–
–
–
–
1.13
1.13
–
0.99
–
0.99
–
–
–
–
0.99
0.99
–
1.74
–
1.74
–
–
–
–
1.74
1.74
–
1.06
–
1.06
–
–
–
–
1.06
1.06
–
1.13
–
1.13
–
–
–
–
1.13
1.13
–
1.36
–
1.36
–
–
–
–
1.36
1.36
in ` crore
Total
Amount
–
7.41
–
7.41
–
–
–
–
7.41
7.41
207
Notes : The details in the above table are on accrual basis. Additionally, independent directors are also reimbursed for expenses incurred in performance of official duties.
(1) Nandan M. Nilekani voluntarily chose not to receive any remuneration for his services rendered to the Company.
(2) Resigned as Member of the Board effective February 3, 2020
Penalties / Punishment / Compounding of Offences
The Company, its directors or other officers were not subject to penalties / punishment during fiscal 2020.
Details pertaining to compounding of offences :
Type
A. Company
Compounding
Section
of the Companies Act
Brief description
Details of compounding
fees imposed(1)
Authority
[RD / NCLT / COURT]
Appeal made,
if any (give details)
Section 177
Section 178
Section 188(1)
Section 188(2)
Approval of the audit committee was not obtained
for payment of severance amount to KMP
who was a related party
Approval of the nomination and remuneration
committee was not obtained for payment of
severance amount to KMP
Approval of the Board was not obtained
for payment of severance amount to KMP
who is a related party
Disclosure of payment of severance amount to
KMP was not made in the Board’s report
` 6,00,000
Regional Director
No
Infosys Annual Report 2019-20
Section
of the Companies Act
Brief description
Details of compounding
fees imposed(1)
Authority
[RD / NCLT / COURT]
Appeal made,
if any (give details)
Type
B. Directors
Compounding
Section 177
Section 178
Section 188(1)
Section 188(2)
C. Other officers in default
Compounding
Section 177
Section 178
Section 188(1)
Section 188(2)
Approval of the audit committee was not obtained
for payment of severance amount to KMP
who was a related party
Approval of the nomination and remuneration
committee was not obtained for payment of
severance amount to KMP
Approval of the Board was not obtained
for payment of severance amount to KMP
who was a related party
Disclosure of payment of severance amount to
KMP was not made in the Board’s report
Approval of the audit committee was not obtained
for payment of severance amount to KMP
who was a related party
Approval of the nomination and remuneration
committee was not obtained for payment of
severance amount to KMP
Approval of the Board was not obtained
for payment of severance amount to KMP
who was a related party
Disclosure of payment of severance amount to
KMP was not made in the Board’s report
` 2,00,000
Regional Director
No
` 2,25,000
Regional Director
No
(1) ` 6,00,000 (which comprises ` 1,50,000 in respect of each application for each alleged offence) by the Company and ` 25,000 by each of the current and former KMP for each alleged offence.
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Infosys Annual Report 2019-20
Annexure 7 – Annual report on CSR activities
[Pursuant to Section 135 of the Companies Act, 2013]
Over the years, we have been focusing on sustainable
business practices encompassing economic, environmental
and social imperatives that not only cover business, but
also the communities around us. We focus on our social
and environmental responsibilities to fulfill the needs and
expectations of the communities around us. Our Corporate
Social Responsibility (CSR) is not limited to philanthropy,
but encompasses holistic community development,
institution-building and sustainability-related initiatives.
Infosys has been an early adopter of CSR initiatives.
The Company undertakes various initiatives by itself
and through the Infosys Foundation (“the Foundation”).
The Foundation was established in 1996 with a vision to
boosting our CSR initiatives. This was long before the
Companies Act, 2013 mandated that a company should
function through a registered trust or society for any CSR
activities to be undertaken by it.
Key highlights of the activities of the Foundation during
the year are listed below, and the details of these projects
are given in the Corporate governance report that forms part
of this Annual Report.
• Supporting COVID-19 relief measures pan-India by
contributing to the PM CARES Fund, helping hospitals,
destitute, daily wage workers and underprivileged sections
of the society
• Construction of a dharmashala at AIIMS, Jhajjar
• Providing training to teachers in Andhra Pradesh and
Odisha
The detailed report is available on the Infosys Foundation
website, https://www.infosys.com/infosys-foundation.
CSR committee
The CSR committee of the Board is responsible for overseeing
the execution of the Company’s CSR Policy. The CSR
committee comprises two independent directors and the
COO and Whole-time Director.
The members of the CSR committee are :
• Kiran Mazumdar-Shaw, Chairperson
• U.B. Pravin Rao
• Dr. Punita Kumar-Sinha
Our objectives
Our broad objectives, as stated in our CSR Policy, include :
• Making a positive impact on society through economic
development and reduction of our resource footprint
• Taking responsibility for the actions of the Company while
also encouraging a positive impact through supporting
causes concerning the environment, communities and
our stakeholders
For more details on our CSR Policy, visit https://www.infosys.
com/investors/corporate-governance/Documents/corporate-
social-responsibility-policy.pdf.
Focus areas
The Foundation’s focus areas are :
• Protection of national heritage, restoration of historical
sites, promotion of art and culture
• Destitute care and rehabilitation
• Environmental sustainability and ecological balance
• Promoting education, enhancing vocational skills
• Promoting healthcare including preventive healthcare
• Rural development
Financial details
Section 135 of the Companies Act, 2013 and Rules made
under it (“the Act”) prescribe that every company having a net
worth of ` 500 crore or more, or turnover of ` 1,000 crore or
more, or a net profit of ` 5 crore or more during any financial
year shall ensure that it spends, in every financial year, at least
2% of the average net profits computed as mandated by the
Act, in pursuance of its CSR Policy.
The financial details as sought by the Companies Act, 2013 for fiscal 2020 are as follows :
Particulars
Average net profit of the Company for the last three financial years
Prescribed CSR expenditure (2% of the average net profit as computed above)
Total amount to be spent for the financial year
Amount spent
Amount unspent
in ` crore
Amount
17,978
359.56
359.94
–
72 | Annexures to the Board’s report
Infosys Annual Report 2019-20 The Foundation primarily works with non-governmental organizations as nodal agencies for implementing projects. The major
projects and heads under which the outlay amount was spent in fiscal 2020 are as follows :
Theme-based CSR project / activity / beneficiary
Location of the
project / program
Amount
outlay
(budget)
Amount
spent on the
projects or
programs in
fiscal 2020
in ` crore
Cumulative
expenditure
up to the
reporting
period
(i) Expenditure on projects / programs through Infosys
Foundation
Destitute care and rehabilitation
COVID-19 relief – PM CARES Fund
COVID-19 relief efforts(1)
Infosys Asha Nivas – Tata Memorial Center
Infosys Foundation Vishram Sadan – All India Institute of
Medical Sciences
Construction of zoo protection wall
Flood relief efforts
Smart highway project
Relief to martyrs’ families
Indian Red Cross Society
Promoting education, enhancing vocational skills
Data Security Council of India
Indian Institute of Information Technology
Ramakrishna Mission
Aarohan Social Innovation Awards
Public Health Foundation of India
Ramakrishna Mission
Parivaar Education Society
Avanti Fellows
Promoting healthcare including preventive healthcare
Kidwai Memorial Institute of Oncology
Sri Jayadeva Institute of Cardiovascular Sciences &
Research
Infant and Maternity Hospital
Vittala International Institute of Ophthalmology
Rural development projects
Road construction
Visakha Jilla Nava Nirmana Samithi
Agastya International Foundation
Sadguru Seva Sangh Trust
Saraswathi Education and Welfare Trust
Ramakrishna Mission Ashrama
Shivganga Samagra Gramvikas Parishad
Maitreyee Gurukulam
Pan-India
Pan-India
Mumbai
Jhajjar, Haryana
Cherlopalli, Andhra
Pradesh
Assam, Karnataka,
Maharashtra,
Odisha
Hyderabad
Pan-India
Tumakuru,
Karnataka
Bengaluru
Dharwad,
Karnataka
Howrah, West
Bengal
Pan-India
New Delhi
Shivanahalli,
Karnataka
Indore, Madhya
Pradesh
Bhubaneswar
50.00
50.00
48.00
50.00
22.62
17.57
50.00
22.62
24.42
76.00
13.24
13.24
16.08
8.33
13.19
10.41
7.01
5.10
10.41
6.14
5.10
10.41
7.01
5.10
8.00
1.40
1.40
20.12
8.97
20.12
21.00
17.19
19.19
5.00
4.27
4.38
5.00
4.27
1.69
6.00
1.84
1.00
1.00
1.00
1.00
5.00
4.27
3.32
3.77
1.00
1.00
Bengaluru
22.00
9.27
20.00
Bengaluru
Kanakapura,
Karnataka
Bengaluru
Mudipu, Karnataka
Narsipatnam,
Andhra Pradesh
Kuppam, Andhra
Pradesh
Satna, Madhya
Pradesh
Wapung Skur,
Meghalaya
Sohra, Meghalaya
Alirajpur, Madhya
Pradesh
Bantwal, Karnataka
45.00
13.63
13.63
26.00
2.40
10.50
2.40
10.50
2.40
33.00
8.29
31.09
6.04
1.79
6.00
2.50
5.00
2.70
2.00
1.00
2.00
8.00
1.00
1.00
1.00
1.00
6.04
2.50
5.00
2.00
1.00
1.00
1.00
Annexures to the Board’s report | 73
Infosys Annual Report 2019-20
Theme-based CSR project / activity / beneficiary
Location of the
project / program
Amount
outlay
(budget)
Amount
spent on the
projects or
programs in
fiscal 2020
Cumulative
expenditure
up to the
reporting
period
Environmental sustainability and ecological balance
Infrastructure for Bengaluru Metro
Others
(ii) Expenditure on projects / programs by Infosys
Promoting education, enhancing vocational skills
Infosys Science Foundation
Tata Institute of Fundamental Research
Environmental sustainability and ecological balance
Rejuvenation of lake(2)
Biogas Project – SKG Sangha
Biogas Project – Savayava Krushi Parivara(2)
Improved cook stove projects
(iii) Overhead
Administrative expenses
Konappana
Agrahara, Bengaluru
Various locations
180.00
14.68
30.27
14.68
41.01
14.68
Bengaluru
Mumbai
35.00
4.00
35.00
4.00
35.00
4.00
Hebbal, Mysuru
Ramanagara,
Karnataka
Various locations
Udaipur, Rajasthan
Satara, Maharashtra
Ganjam, Odisha
Bengaluru
91.10
36.76
73.24
19.66
18.32
0.80
5.05
19.66
5.05
21.62
1.38
21.62
1.15
877.34
1.15
359.94
1.15
516.63
Notes : 1. A few of the projects undertaken in the table above are multi-year projects.
2. CSR spend in Bengaluru : ` 115.35 crore
(1) An amount of ` 6.58 crore was spent by the Foundation in the first week of April 2020.
(2) Includes a sum of ` 2.62 crore which was not disbursed till March 31, 2020
Our CSR responsibilities
We hereby affirm that the CSR Policy, as approved by the
Board, has been implemented, and the CSR committee
monitors the implementation of the projects and activities in
compliance with our CSR objectives.
Global CSR activities
Over and above the requirements of the Companies Act, 2013,
Infosys has expanded its CSR footprint globally. The details
of the activities of Infosys Foundation USA in fiscal 2020 is
provided in the Corporate governance report that forms part of
this Annual Report. The expenditure made on CSR through
Infosys Foundation USA is as follows :
Focus area
Teacher training
Student education and services
Classroom aids and technology
Advocacy and awareness
Operating expenses
Total
Amount in US$
31,76,713
5,05,000
1,00,000
48,531
1,18,116
39,48,360
Bengaluru
April 20, 2020
Sd/-
Kiran Mazumdar-Shaw
Chairperson, CSR Committee
Sd/-
Salil Parekh
Chief Executive Officer and
Managing Director
74 | Annexures to the Board’s report
Infosys Annual Report 2019-20
Annexure 8 – Conservation of energy, research and development, technology absorption, foreign
exchange earnings and outgo
[Particulars pursuant to the Companies (Accounts) Rules, 2014]
Resource conservation initiatives
Conservation of resources has been a focus to be progressively
self-sustainable, to reduce operational costs, and an important
first step towards reducing our carbon footprint. Focused
efforts on reducing our carbon footprint started in 2008,
with energy efficiency as the first step, followed by renewable
energy, and implementing carbon offset projects with strong
socio-economic benefits.
In 2011, Infosys made a commitment to become carbon
neutral. Since then, we have been relentlessly working
towards this goal. This year, the United Nations recognized
our achievements under the carbon neutral program. Infosys
received the 2019 UN Global Climate Action Award under
the ‘Climate Neutral Now’ category at the UN Climate
Change Conference, COP25, in Madrid, Spain. Infosys
became the first Indian company to achieve this distinction.
We were recognized not only for our innovative solutions
to address climate change, but also for our approach of
integrating sustainable development goals such as poverty
alleviation, gender equality, and economic opportunity
with our climate action.
Energy : Our new buildings continue to push the boundaries
of innovation and efficiency, setting an example for the
industry. And our enterprise-level energy-efficiency retrofit
program transforms existing buildings into efficient ones.
Smart automation has enabled remote monitoring, control
and optimization of building operations across 30 million
sq.ft. of space. Controllers and sensors ensure buildings /
systems operate in autopilot mode with in-built scheduling
and energy-saving algorithms, providing real-time data, alerts
and diagnostics at system and equipment level.
In the current unprecedented situation caused by the
COVID-19 pandemic, smart building automation has been a
key factor in managing uninterrupted operations in buildings,
including critical infrastructure like data centers. By using
smart scheduling and intelligent algorithms, physical presence
of operations staff has been minimized, while ensuring
efficient operations through experts operating remotely.
The capital investment on energy conservation equipment
was ` 22 crore during fiscal 2020.
Retrofits : Energy-efficiency retrofits have helped us
reduce connected load by 33.5 MW across Infosys and
the number of equipment we use. Retrofit projects were
taken up for the following reasons : resource conservation,
end-of-life of equipment, indoor environment quality
improvement, and technology upgrade. In addition to these,
the agile transformation of workspaces has resulted in the
replacement of equipment or systems (lighting and AC) with
high efficiencies. Retrofits, along with high-efficiency new
buildings, have resulted in a significant reduction in per
capita energy consumption across Infosys.
Renewable energy : In fiscal 2020, we commissioned an
additional 10 MW capacity in the solar plant in Sira,
Karnataka. With this, we now have a total capacity of 60
MW of solar PV, including rooftop and ground-mounted
systems. We continue to pursue green power purchase from
third-party power producers and continue working with
governments to enable favorable policies for scaling up green
power by corporates in India.
Green buildings : In fiscal 2020, our new buildings in
Hyderabad were awarded the LEED Platinum certification
from the US Green Building Council.
We also received LEED Platinum
Existing Building certification for
our campuses in Bengaluru, Pune
Phase-1 and Bhubaneswar. With
this, we now have 34 projects
at Infosys with the highest level
of green building certification,
spanning a total area of 25.08
million sq. ft. An additional 4.3 million sq. ft. of our ongoing
projects are currently undergoing green building certification.
All our new buildings follow the highest standard of resource
efficiency resulting in minimum impact to the environment.
In the process, we also aim to achieve the highest level of
green building certification.
Water management : We believe water is a precious resource
and follow the 3 Rs strategy – Reduce, Recycle and Reuse – for
reducing our water consumption. Demand side measures and
awareness creation, smart metering to track real-time water
usage, advanced technology sewage treatment plants with
automation and effective reuse within the campuses, have
reduced our per capita water consumption significantly. In
addition to this, rainwater harvesting through lakes, recharge
wells and rooftop rainwater collection have had a positive
impact on the water table.
Waste management : We continue to
pursue our goal of minimizing waste
going to landfills. Organic waste, such
as food waste and garden waste, is
treated within our campuses. We now
have the capacity to treat 100% of
organic waste within our campuses,
enabling a circular economy.
For all other waste, proper segregation at source has
ensured effective recycling and disposal of different types
of waste generated, in adherence to applicable legislation.
Annexures to the Board’s report | 75
Infosys Annual Report 2019-20 Our commitment to reduce plastic usage has ensured a
number of alternatives to plastic in daily use. We continue to
work with different stakeholders to reduce waste generated
within our campuses.
Food court
kitchen
CIRCULAR
ECONOMY
Biogas
plant
Food
waste
Carbon offsets : Creating a positive impact in the rural
communities has continued to be our priority. This year, we
initiated one of the largest household biogas projects in India,
with dual focus – providing clean, smoke-free kitchens for
women and children, while also promoting organic farming.
We also started an efficient cook stove project that can reduce
the dependence on firewood and provide clean kitchens in
rural districts of Maharashtra. These projects are in addition
to the six projects that continue to run, in the areas of efficient
cook stoves (four projects), biogas (one project) and rural
electrification (one project). These projects together will
directly benefit over 1,25,000 families across rural India.
Our projects align to India’s
the United
to
commitment
Nations Sustainable Development
Goals (UNSDGs) by reducing
poverty, improving good health
and well-being, clean energy, and
climate action, among others.
This is in addition to generating emission reductions that help
Infosys move towards carbon neutrality.
Infosys had committed to becoming carbon neutral by this
fiscal. However, taking into account the uncertainty brought
on by COVID-19, we have now moved that to fiscal 2021.
Health, safety and environment
Health, safety and environment : One of the prerequisites
for conducting business responsibly is a safe, healthy, and
environment-friendly workplace. Ozone, the Health, Safety
and Environmental Management System (HSEMS) at Infosys,
has evolved over the years into a robust management system
guided by requirements from multiple stakeholders, including
clients, internal customers, vendor partners, law enforcement
and regulatory bodies, and the communities in which we
operate. There is an increased focus globally on the needs and
76 | Annexures to the Board’s report
expectations of stakeholders, increased public concern over
environmental issues and occupational health and safety, and
greater emphasis on compliance with legislations and other
requirements. Systems have been established in accordance
with internationally recognized standards / specifications
and Infosys is certified to ISO14001:2015 and OHSAS
18001:2007 in India locations. Protecting the environment,
providing the right workplace ambience, and safeguarding
health and safety of personnel, including employees,
contract workers and visitors, are strategic priorities for us.
The HSEMS includes well-defined policies and procedures
and also strives to keep interested parties well-informed,
trained and committed to our HSE process.
Technology absorption
Live Enterprise@Infosys : An enterprise that senses, feels
and responds in real-time. This is the theme with which we
started our transformation journey about 18 months back.
It had to be a mobile-first approach so that employees are
connected to the organization wherever they are in the world
and can access the organization assets to learn and contribute.
The response has been phenomenal with all our key processes
becoming faster and more responsive, with more than 80% of
our employees experiencing 250+ features on the InfyMe app
which is built on the latest open source stack.
To enable all of this, our core back-end infrastructure was
transformed to host modern applications, using the scalability
of cloud, security of on-premise infrastructure in a hybrid
cloud deployment using open source technologies with highly
scalable container orchestration solutions like Kubernetes for
microservices. Telemetry infrastructure using the ELK stack
provides enhanced real-time visibility and enabled proactive
error detection and correction.
Green IT : To reduce energy consumption, we have completed
technology refresh of our core in-memory databases and
storage sub-systems by adopting next-generation hardware
infrastructure. This has resulted in 77% savings in data
center rack space, and 45% reduction in power and cooling
requirements, along with scalability for future growth.
Energy-efficient IT infrastructure
We have adopted a multi-pronged strategy to make our
IT infrastructure energy-efficient and green. Some of the
measures implemented are :
Public cloud adoption : Currently, 60% of our internal
compute workload has been migrated to public cloud. More
than two lakh mailboxes have been migrated to a hosted,
cloud-based messaging solution.
Datacenter modernization : InfosysIT launched a strategic
initiative to modernize the datacenter IT landscape to make
it future-ready. Rack scale design and density-optimized
hyperscale platforms have been deployed to deliver
high-density server virtualization and consolidation across
the enterprise. The hyperscale platforms are open-driven
infrastructure innovations, which provide cloud-scale
agility and enables efficient resource pooling and utilization.
This initiative has delivered 70% power savings on green
energy-efficiency aspects and drastically reduced the total
cost of ownership for the organization.
Infosys Annual Report 2019-20 Server power management : Our automated power
management tool continuously monitors the workload on
each virtual machine (VM) on premises and on public cloud,
and manages the shutdown based on threshold. This has
yielded power savings of around 30% per VM. Terminator is
an in-house application that ensures shutdown of unattended
desktops after business hours, and has resulted in 20%
electricity savings across locations.
Enterprise storage re-architected : Infosys employees, revenue
projects and internal requirements consume IT storage.
InfosysIT provides storage capacity of around 1.8 PB of
data. We introduced All Flash storage with Fabric Pool and
Storage Grid technology which mark the data as hot and
cold data based on policy. Cold data is automatically moved
onto cheaper storage, thereby achieving tiering of data and
savings in terms of datacenter footprint, power consumption
and cooling. This resulted in CO2 reduction of 681.88 metric
ton per year and power savings of 14,32,811 kWh per year.
Cloud native development environment : As part of reimagining
our digital journey, InfosysIT started to offer an open
source-based cloud native development platform. The platform
is based on Kubernetes Container and PaaS environment with
DevOps framework for CI / CD pipelines and microservices
build. The cloud native development environment runs on
OpenStack deployed on top of Hyper Converged Infrastructure
(HCI), taking advantage of all the open source formats and
integration. The business benefit achieved is denser infra
with integrated compute, storage and network, reduced
dependencies on the IT services team by 3x, reduced footprints
in datacenters by around 80% and intangible benefits in power
and cooling consumption by around 30%.
Bengaluru
April 20, 2020
Research and development (R&D) expenditure –
standalone
Revenue expenditure
Capital expenditure
Total
R&D expenditure / revenue (%)
2020
2019
2020
2019
2020
2019
2020
2019
in ` crore
458
416
12
35
470
451
0.6
0.6
Future plan of action
We will continue to collaborate with leading national and
international universities, product vendors and technology
startup companies. We are creating an ecosystem to co-create
business solutions on client-specific business themes.
Foreign exchange earnings and outgo
We have established a substantial direct marketing network
around the world, including North America, Europe and
Asia-Pacific. These offices are staffed with sales and marketing
specialists who sell our services to large international clients.
Activity in foreign currency – standalone
Earnings
Expenditure
Net foreign exchange earnings (NFE)
NFE / earnings (%)
2020
2019
2020
2019
2020
2019
2020
2019
in ` crore
77,974
71,719
44,254
39,467
33,720
32,252
43.2
45.0
for and on behalf of the Board of Directors
Sd/-
Sd/-
Nandan M. Nilekani
Chairman
Salil Parekh
Chief Executive Officer and
Managing Director
Annexures to the Board’s report | 77
Infosys Annual Report 2019-20 7
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Annexure 9 – Corporate policies
We seek to promote and follow the highest level of ethical standards in all our business transactions guided by our value system. The SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and SEBI (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018 mandate the formulation of certain policies for all listed
companies. The corporate governance policies are available on the Company’s website, at https://www.infosys.com/investors/corporate-governance/Pages/policies.aspx. The policies
are reviewed periodically by the Board and updated as needed. During the year and at their meeting held on April 20, 2020, the Board revised and adopted some of its policies.
Key policies that have been adopted are as follows :
Name of the policy
Brief description
Web link
Summary of key changes
Whistleblower Policy
(Policy on vigil
mechanism)
Code of Conduct and
Ethics
Capital Allocation
Policy
Dividend Distribution
Policy
The Company has adopted a whistleblower mechanism for
directors and employees to report concerns about unethical
behavior, actual or suspected fraud, or violation of the
Company’s code of conduct and ethics. The policy was
revised and adopted effective April 1, 2019.
The Company has adopted the Code of Conduct and Ethics
which forms the foundation of its ethics and compliance
program. The policy was revised and adopted effective
July 12, 2019.
The Policy applies to the distribution of free cash flow as
dividend or buyback over the next five-year period ending
in fiscal 2024. The policy was revised and adopted effective
July 12, 2019.
The Company has adopted the Dividend Distribution
Policy to determine the distribution of dividends in
accordance with the provisions of applicable laws. The
policy was revised and adopted effective April 20, 2020.
https://www.infosys.com/investors/
corporate-governance/Documents/
whistleblower-policy.pdf
The Whistleblower Policy was amended in
line with SEBI (Prohibition of Insider Trading)
(Amendment) Regulations, 2018, enabling
employees to report instances of leak of
Unpublished Price Sensitive Information (UPSI).
https://www.infosys.com/investors/
corporate-governance/Documents/
CodeofConduct.pdf
The Code of Conduct and Ethics was amended
to reflect changes in the law and certain
internal policies.
https://www.infosys.com/investors/
corporate-governance/documents/
capital-allocation-policy.pdf
The Capital Allocation Policy was amended to
change the percentage of return of free cash
flow and the base period to be considered
for calculation.
https://www.infosys.com/investors/
corporate-governance/Documents/
dividend-distribution.pdf
The Dividend Distribution Policy was amended
to insert a reference to the Company's Capital
Allocation Policy.
Insider Trading Policy The policy provides the framework to deal with securities
of the Company. The policy was revised and adopted
effective October 11, 2019.
https://www.infosys.com/investors/
corporate-governance/Documents/
insider-trading-policy.pdf
Corporate Policy on
Investor Relations
The policy is aimed at providing clear guidelines and
procedures for disclosing material information outside
the Company in order to provide accurate and timely
communications to our shareholders and the financial
markets. The policy was revised and adopted effective
April 20, 2020.
https://www.infosys.com/investors/
corporate-governance/Documents/
corporate-policy-statement-investor-
relations.pdf
The Insider Trading Policy was amended in
line with SEBI (Prohibition of Insider Trading)
(Amendment) Regulations, 2019. The key
changes include, inter alia, insertion of informant
mechanism and non-applicability of trading
window restriction during certain transactions.
The Corporate Policy on Investor Relations was
amended to make generic language updates.
Infosys Annual Report 2019-20
Name of the policy
Brief description
Web link
Summary of key changes
Policy for Determining
Materiality for
Disclosures
This policy applies to disclosures of material events affecting
Infosys and its subsidiaries. This policy is in addition to the
Corporate Policy Statement on Investor Relations, which deals
with the dissemination of UPSI. The policy was revised and
adopted effective April 20, 2020.
https://www.infosys.com/investors/
corporate-governance/Documents/
policy-determining-materiality-
disclosures.pdf
The Policy for Determining Materiality for
Disclosures was amended to, inter alia,
authorize the Key Managerial Personnel (KMP)
and General Counsel to determine materiality
and Company Secretary to make the disclosure.
There has been no change to the policy.
https://www.infosys.com/investors/
corporate-governance/Documents/
recoupment-policy.pdf
Recoupment Policy
Nomination and
Remuneration Policy
Corporate Social
Responsibility Policy
Policy on Material
Subsidiaries
The policy deals with the provisions if the Company
restates its financial statements. It allows the Company
to recover any incentive-based compensation received
by an executive officer that is in excess of what would
have been payable based on the restated and corrected
financial statements. The policy was adopted effective
January 14, 2016.
This policy formulates the criteria for determining
qualifications, competencies, positive attributes and
independence for the appointment of a director (executive /
non-executive) and also the criteria for determining the
remuneration of the directors, KMP, senior management and
other employees. The policy was revised and adopted effective
April 20, 2020.
The policy outlines the Company’s strategy to bring about
a positive impact on society through programs relating to
hunger, poverty, education, healthcare, environment and
lowering its resource footprint. The policy was revised and
adopted effective April 20, 2020.
The policy is used to determine the material subsidiaries
and material unlisted Indian subsidiaries of the Company
and to provide the governance framework for them. The
policy was revised and adopted effective April 12, 2019.
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Related Party
Transaction Policy
The policy regulates all transactions between the Company
and its related parties. The policy was revised and adopted
effective April 20, 2020.
https://www.infosys.com/investors/
corporate-governance/Documents/
related-party-transaction-policy.pdf
Document Retention
and Archival Policy
The policy deals with the retention and archival of
corporate records of Infosys Limited and all its subsidiaries.
The policy was adopted effective December 1, 2015.
https://www.infosys.com/investors/
corporate-governance/Documents/
document-retention-archival-policy.pdf
Board Diversity Policy The policy sets out the approach to diversity on the Board
of the Company. The policy was adopted in 2015.
https://www.infosys.com/investors/
corporate-governance/documents/
board-diversity-policy.pdf
https://www.infosys.com/investors/
corporate-governance/Documents/
nomination-remuneration-policy.pdf
The Nomination and Remuneration Policy
was amended to revise the clause on stock
incentives and make it generic to any plan that
may be approved by shareholders and amended
from time to time.
https://www.infosys.com/investors/
corporate-governance/Documents/
corporate-social-responsibility-policy.
pdf
The Corporate Social Responsibility Policy was
amended to update the clause on committee
composition.
https://www.infosys.com/investors/
corporate-governance/Documents/
material-subsidiaries-policy.pdf
The Policy on Material Subsidiaries was
amended in line with the requirements of
SEBI (Listing Obligations and Disclosure
Requirements) (Amendment) Regulations,
2018. The key changes include, inter alia, the
definition of material subsidiary.
The Related Party Transaction Policy was
amended in line with the requirements of
SEBI (Listing Obligations and Disclosure
Requirements) (Amendment) Regulations, 2018.
There has been no change to the policy.
There has been no change to the policy.
Infosys Annual Report 2019-20
Management’s discussion and analysis
Overview
Infosys is a leading provider of consulting, technology,
outsourcing and next-generation digital services, enabling
clients in 46 countries to create and execute strategies for
their digital transformation.
Our vision is to build a globally-respected organization
delivering the best-of-breed business solutions, leveraging
technology, delivered by the best-in-class people. We are
guided by our value system which motivates our attitudes
and actions. Our core values are Client Value, Leadership
by Example, Integrity and Transparency, Fairness, and
Excellence (C-LIFE).
Our strategic objective is to build a sustainable organization
that remains relevant to the agenda of our clients, while
creating growth opportunities for our employees, generating
profitable growth for our investors and contributing to the
communities that we operate in. There are numerous risks
and challenges affecting our business. These are discussed in
the ‘Risk factors’ section in this Annual Report.
Industry structure and developments
I.
Software and computing technology is transforming
businesses in every industry around the world in a profound
and fundamental way. The continued reduction in the unit
cost of hardware, the explosion of network bandwidth,
advanced software technologies and technology-enabled
services are fueling the rapid digitization of business processes
and information. The digital revolution is cascading across
industries, redefining customer expectations, automating
core processes and enabling software-based disruptive
market offerings and business models. This disruption is
characterized by personalized user experiences, innovative
products and services, increased business agility, extreme cost
performance and a disintermediation of the supply chain.
Leveraging technologies and models of the digital era to both
extend the value of existing investments and, in parallel,
transform and future-proof businesses, is increasingly
becoming a top strategic imperative for business leaders.
From an IT perspective, the renewal translates to re-imagining
human-machine interfaces, extracting value out of digitized
data, building next-generation software applications and
platforms, harnessing the efficiency of distributed cloud
computing, modernizing legacy technology landscapes and
strengthening information security and data privacy controls.
The fast pace of technology change and the need for technology
professionals who are highly skilled in both traditional and
digital technology areas are driving businesses to rely on third
parties to realize their business transformation. Several new
technology solution and service providers have emerged over
the years, offering different models for clients to consume
their solution and service offerings such as data analytics
companies, software-as-a-service businesses, digital design
boutiques, and specialty business process management firms.
80 | Management’s discussion and analysis
While these developments present strong market
opportunities for the IT industry, there is also an imperative
need for IT services and solutions companies to transition
from fast-commoditizing traditional service offerings, to
attract and retain quality talent globally, to reimagine cost
structures and leverage automation for increased productivity.
The COVID-19 pandemic has disrupted demand and supply
chains across industries, negatively impacting the business
of companies and driving the global economy towards a
recession. Governments in several countries have imposed
stringent lockdown in a bid to contain the spread of the
disease. This in turn has forced companies to reconfigure
how their employees work and how their core business
processes are supported and delivered. These events could
cause companies to pause and reprioritize their spending
on technology and business process outsourcing. However,
it is becoming evident that companies that have previously
digitized their operations have been more resilient.
Consequently, in the medium to long term, it is very likely
that businesses will continue to spend on technology-
related initiatives with a greater focus on automation,
remote working, cloud-based applications, optimization of
legacy technology costs, etc. Several sectors are also seeking
technology-based solutions immediately to tackle the health
and economic crises – notably in healthcare, life sciences,
banking, telecommunications and essential retail.
COVID-19
“The COVID-19 pandemic has triggered all of us
to reflect on our individual lifestyles, our work
practices and the resilience of our businesses. We are
feeling reassured of the well-being of our employees
globally and take great pride in the responsiveness
of our teams that rapidly enabled us to continue
servicing our clients through these unprecedented
times. We are confident that we have the financial
strength to endure the adverse economic impact of
the current crisis. Looking ahead, we firmly believe
that innovative use of technology will be integral to
helping global businesses navigate this crisis, and
we look forward to further strengthening our client
partnerships in these times.”
– U.B. Pravin Rao
Chief Operating Officer and Whole-time Director
The World Health Organization declared a global pandemic
of the Novel Coronavirus disease (COVID-19) on February
11, 2020. To prevent the rapid rise of infections, governments
Infosys Annual Report 2019-20 of almost all countries severely restricted travel, mandated
extreme ‘social distancing’ measures and reduced demand-
supply chains to only those that are ‘essential’. Office
complexes, such as our campuses, our client offices and
supplier offices, have been asked to operate with minimal
or no staff for extended periods of time. This in turn has
caused uncertainty in near-term demand for our services from
clients and disruptions in our ability to service some of our
client engagements.
The crisis has affected, and continues to impact, our key
stakeholders – employees, clients, vendor partners and the
communities that we operate in. In responding to this crisis,
our primary objective is to ensure the safety of our employees
world-wide, to deliver our client commitments, and put in
place mechanisms to protect the financial well-being of the
Company, and protect its long-term prospects.
To effectively respond to and manage this crisis, we triggered
our business continuity management program and set up a
cross-functional core governance team, chaired by our Chief
Operating Officer, with representation from each of our global
regions and from relevant functions within the organization.
Prioritizing employees
In keeping with our employee-first approach, we quickly
instituted measures to trace all employees of the Company
and to assure ourselves of their well-being.
We set up global communication channels to ensure constant
updates of status, consistent communication of decisions and
to alleviate concerns of our employees and clients. These
included a 24x7 helpdesk, regular tele-conferences and
video-conferences with the Company leadership, employee
town halls and extensive email communication. We also
set up counselling sessions for employees to provide them
emotional support and health tips for their well-being in
the current situation.
To provide a safe work environment for our employees and
partners, the following actions have been taken :
• Established processes for reporting, quarantining and
supporting any personnel suspected of or confirmed
having tested positive for the disease.
• Established detailed protocol for evacuation and
sanitization of our office buildings in the event of a
suspected or confirmed health incident.
• Increased cadence of sanitization of our office facilities
and transport vehicles, and implemented various social
distancing measures in our campuses.
• Ensured availability of thermal scanners, masks, hygiene
products, medicines and medical facilities at our offices.
• Issued travel advisories to our employees and partners
in line with government regulations and restricted
participation in events that have large gatherings.
• Made arrangements to ensure the safety and well-being of
our employees who have travelled for business to locations
outside their home country and are currently restricted
from travelling back.
• Created detailed plans for enabling return-to-work in
a phased manner, that emphasize social distancing and
hygiene.
Business continuity
All our office locations, around the world, are currently
operating on a minimally-staffed basis or completely shut
down in compliance with local government orders. In India,
where the majority of our workforce is based, the government
has mandated a lockdown starting March 25, 2020. As on the
report date only a small percentage of employees have been
allowed to return to our office campuses in India.
To ensure continuity for our client projects, we have taken
the following actions :
• Bringing additional focus on communication, coordination
and partnership with clients
• Implemented the agreed-upon business continuity plans
in coordination with our clients.
• Enabled remote working for our employees worldwide via
secure laptop and desktops. By March 20, 2020, we had
enabled 93% of our employees, engaged in service delivery
to our clients to be able to work remotely. At the time of
this filing, 98% of our employees are enabled.
• Supported only essential and critical services for our clients
and our own operations from our campuses in India.
• Increased bandwidth capacities for our data networks and
monitoring usage.
• Enabled extensive use of collaboration platforms.
• Published guidelines for employees to work from
home, including sensitizing them about the aspects of
confidentiality, data privacy and cyber threats.
• Implemented information security controls for remote
working and activity monitoring.
• Continued to monitor the productivity of employees as
they work remotely, and assessed any impacts to client
deliverables.
Community outreach
As a responsible member of the communities we serve and
operate in, we are contributing to various COVID-19-related
programs in India and the US.
• ` 100 crore support contribution from the Infosys
Foundation in India, of which 50% is towards the Prime
Minister’s Citizen Assistance and Relief in Emergency
Situations Fund (PM CARES Fund). The remaining 50% is
being used for expanding hospital capacity for treatment,
provision of ventilators, personal protective equipment
for healthcare workers and to ensure access to food and
nutrition for migrant workers. In addition, the Infosys
Foundation in India is helping to set up a dedicated
hospital in Bengaluru for treatment of COVID-19 patients.
• Contributing in building various technology-based
solutions for local governments in India and the US for
contact tracing and follow-up.
• Infosys Foundation USA, via its Pathfinders Institute, has
made available its entire curricula of online computer
education to school teachers, educators and families.
• In the UK, our teams have been instrumental in
rapidly building an application for rapid recruitment of
professionals into the NHS.
• Several volunteers in our development centers have been
helping distribute food essentials to poorer sections of the
community with door-to-door visits.
Management’s discussion and analysis | 81
Infosys Annual Report 2019-20 • We initiated a campaign for employees to donate part of
their salary to the COVID-19 fund.
Business implications
The impact of COVID-19 in the fourth quarter of fiscal 2020
on the Company was not significant.
The Company anticipates a continued slowdown in client
technology spending in the near term, influenced by a
broader global economic recession and impact to certain
sectors. In the near term, this could result in continued
lower demand for our services and solutions, especially in
the area of discretionary technology-related spending by
our clients. However, in the longer term, we see increased
opportunity for our business as enterprises accelerate their
digital transformation initiatives.
With some impact due to project deferrals and softening of
discretionary spends, there will be some margin pressure in
the near term. In response to these new contours of projected
demand, Infosys is working to optimize its cost structure
and operational rigor to ensure execution excellence of our
operations. Some of the activities initiated are :
• Improve liquidity and cash management with a rigorous
focus on working capital cycles, including collections,
receivables and any other blocked cash. Leverage our debt-
free Balance Sheet and a superior local currency credit
rating of A3 from Moody’s if required.
• Reducing capital expenditures other than any committed
or non-discretionary expenditures.
• Accelerate operational cost optimization initiatives such as
automation, employee pyramid rationalization, controlling
onsite-offshore ratios, optimizing subcontractor and travel
costs, deferring employee compensation revisions and
promotions, delaying hiring of new employees.
A detailed description of specific risks arising from COVID-19
is available under “Outlook, risks and concerns” in this section.
II. Opportunities and threats
Our strategy
In 2018, we embraced a four-pronged strategy to strengthen
our relevance with clients and drive accelerated value creation.
In fiscal 2020, we continued to execute on this strategy and
generated significant outcomes. Specific strategic initiatives
and their outcomes are described below.
For fiscal 2021, we will continue to execute our strategy along
the same dimensions. The client market segments we serve
are faced with challenges and opportunities arising from the
COVID-19 pandemic and its resulting impact on the economy.
We believe the investments we have made, and continue to
make, in our strategy will enable us to advise and help our
clients as they tackle these market conditions. Especially in
the areas of digitization of processes, migration to cloud-
based technologies, workplace transformation, business
model transformation and enhanced cybersecurity controls.
82 | Management’s discussion and analysis
The highlights of our strategy execution in fiscal 2020 are :
Scale Agile Digital
“Over the years, global enterprises have continued
to become more digital. The recent crisis has
changed the clock-speed of enterprise digitization
from months to weeks and days, greatly reducing
the gap between velocity of experimentation and
implementation at scale. Scaling agile digital
will be the new normal.“
– Ravi Kumar S.
President and Deputy Chief Operating Officer
During fiscal 2020, we continued to invest in enhancing our
digital capabilities and offerings that enable our clients to
embrace digital technologies for their business transformation,
resulting in over 39% of our revenue coming from digital
services and solutions. We are rated as a “Leader” in 33
industry analyst ratings across digital offerings.
Our Human Experience-related services expanded with the
opening of 12 innovation experience centers around the world
and the integration of our acquisitions of WongDoody and
Brilliant Basics. We scaled our partnership with the Rhode
Island School of Design to train 1,000 creative designers.
Our Insight and Data Analytics services and solutions were
further strengthened with the Data Analytics Workbench,
that integrates capabilities of Infosys NIA®, our in-house AI
platform and various third-party big data solutions.
Our Innovate-related services and solutions are boosted by
65,027 workspaces that have been specifically redesigned
for agile software development, teams reskilled in agile
methodologies, a large number of certified scrum masters
and capabilities in emerging horizontal technologies such
as Internet of Things and blockchain. Our existing offerings
around industry specific solutions and skills were augmented
with the acquisition of Stater N.V. in the Netherlands for
mortgage services and with the integration of HIPUS in Japan
for procurement solutions. We were able to significantly
Infosys Annual Report 2019-20 expand our Finacle® core banking suite, McCamish insurance
platform, Edge software suite, Skava® ecommerce suite and
Panaya® automation suite in North American and European
markets. We launched targeted offerings around 5G and
software defined networks.
Our Accelerate-related services are aimed at rapidly
transforming our clients’ legacy technology landscapes and
processes for digital transformation – by helping them migrate
to cloud environments, modernize mainframe applications,
abstract legacy applications through APIs and embed open-
source technologies in new applications. We invested in, and
built strong partnerships with all cloud hyperscalers and SaaS
providers. We expanded our capabilities in the Salesforce
ecosystem through acquisitions of Fluido in the Nordics and
Simplus in the US. Our Automation and AI services grew
on the back of our alliances with leading Robotic Process
Automation (RPA) solution providers.
Our Assure services, in software testing and cybersecurity
continued to grow. We launched Cyber Gaze, our cybersecurity
dashboard and suite of related applications. We launched new
cybersecurity operations centers in Bucharest, Romania and
Indianapolis in the US.
“Infosys has continued on the strategy to strengthen
our relevance with clients and drive accelerated
value creation. Infosys has helped clients like
Telenet, GlobalFoundries and ABN AMRO Bank in
their digital transformation journeys and enhancing
the overall business efficiency. Our platform-based
offerings through Wingspan, Live Enterprise, HIPUS,
McCamish, Finacle®, Edge software suite, Skava®
and Panaya®, along with our existing offerings,
have supported us to provide differentiated
services and drive value for our clients. ABN AMRO
and Infosys’ recent strategic joint venture in end-
to-end mortgage administration services, Stater,
has strengthened our strategy to provide digital
platform-based services to our clients. We will
continue to leverage our investments in cloud,
digital and DevOps to help our clients achieve
agility, optimal business efficiency and continue to
set new digital benchmarks.”
– Mohit Joshi
President
Energize the core
Every enterprise that is in transformation, including ours,
needs to address the challenge of extracting higher return
on existing assets while investing into newer business
transformation initiatives. We are leveraging AI and
automation techniques to energize our client’s and our own
core technology and process landscapes.
At Infosys, we took on the challenge of breaking down nearly
two decades of technology debt in an attempt to rewire
ourselves as an agile, responsive enterprise that scales. We are
targeting increased productivity, higher cost competitiveness,
better agility and integrated systems. During fiscal 2020, we
implemented our Live Enterprise platform internally. Over
a 100 internal software applications were optimized into
three mobile applications, and currently approximately 45%
of all internal transactions are conducted on mobile-based
applications, resulting in a significant uplift in productivity.
Components of the Live Enterprise platform have been
launched for our clients to enable hyper-productivity.
We launched our Bot Factory, a repository of reusable
automation components that enable the rapid automation
of our services and our client’s business processes. We also
launched LEAP, our Live Enterprise Application Management
Platform, a comprehensive tool to manage and optimize large-
scale software application maintenance and reengineering.
Through these, and by adopting lean and agile processes,
we are positioning ourselves to be more cost-competitive
on the one hand and a better solutions-provider on the
other. This is helping us win large client engagements
involving modernization of their legacy technology
applications and infrastructure.
Reskill our people
We operate our reskilling program with the twin objectives of
increasing fulfillment of immediate digital skill requirements
for client projects and for raising the expertise of our global
workforce in next-generation technologies and methodologies.
We have invested in and scaled our digital reskilling program
globally. Continuous learning and reskilling have always
been central to our culture, as evidenced in our state-of-
the-art Global Education Center in Mysuru, India. Lex, our
anytime-anywhere learning platform developed in-house,
offers over 850 micro courses curated for easy consumption
on mobile devices with advanced telemetry, gamification and
certification features. Over 2,33,000 of our employees use
Lex and are spending approximately 35 minutes per day on
average for learning activities. With reskilling becoming an
imperative for almost everyone, we have also repurposed Lex
and made it available to over half a million college students
in India via our InfyTQ app. For our clients, we released
Wingspan, a customizable learning platform which is already
live in several global client organizations.
Expand localization
“Our clients will rewire their operating models for
greater localization by creating the landscapes
in which they can co-create and co-innovate
with global talent and technology, so they can
boost the productivity of their local talent and
regional supply chains. “
– Ravi Kumar S.
President and Deputy Chief Operating Officer
With the objective of creating differentiated talent pools and
ecosystems in our markets, we have operationalized regional
Management’s discussion and analysis | 83
Infosys Annual Report 2019-20 innovation hubs globally. In the US, these are at Indianapolis
IN, Richardson TX, Providence RI, Hartford CT, Raleigh NC
and Phoenix AZ. In Europe, we opened near-shore centers
at Dusseldorf in Germany, Brno in Czech Republic, and
Bucharest in Romania. In addition, we commissioned new
digital design hubs in London, Berlin and Amsterdam. In
Australia, we have commissioned new hubs in Melbourne,
Sydney and Adelaide. We further expanded our university
and community college partnerships in all these regions to aid
internships, recruitment, training and joint research. In fiscal
2020, we recruited 6,932 employees locally in our markets, of
which 2,035 were fresh graduates. This workforce brings us
greater diversity of skills and experience. This initiative also
significantly de-risks our operations from regulatory changes
related to immigration policies.
Our strengths
We believe that we are well-positioned for the principal
competitive factors in our business. With almost four decades
of experience in managing the systems and workings of global
enterprises, we believe we are uniquely positioned to help
them steer through their digital transformation with our
Digital Navigation Framework.
• We offer end-to-end service offering capabilities
in consulting, software application development,
integration, maintenance, validation, enterprise system
implementation, product engineering, infrastructure
management and business process management.
• We have built specific industry domain and technology
expertise, and in methodologies such as Design Thinking
and Agile software development. These give us the ability
to articulate and demonstrate long-term value to our clients
around the world, with whom we have deep, enduring and
expansive relationships.
• We have invested in building proprietary intellectual
property in software platforms and products such as
Infosys NIA®, our flagship artificial intelligence platform,
the Edge suite of products, Finacle®, McCamish and
Stater that either amplify our own services or provide
differentiated solutions for our clients’ business processes.
• We have perfected sophisticated service delivery and quality
control processes, standards and frameworks, that have
resulted in a track record of performance excellence and
client satisfaction. Our Global Delivery Model effectively
integrates global and local execution capabilities to deliver
high-quality, seamless, scalable and cost-effective services
for large-scale outsourcing of technology projects fueled by
automation, intelligence and collaboration technologies.
• We have nurtured premier ecosystem alliances with
enterprise software companies and innovative startup
companies to be able to offer holistic solutions to our
clients.
• We have the ability to attract and retain high-quality
management, technology professionals, and sales
personnel globally and at scale.
• Our internal research and development teams identify,
develop and deploy new offerings leveraging next-
generation technologies. We have invested extensively
in the infrastructure and systems to enable learning and
84 | Management’s discussion and analysis
education across the enterprise at scale. These give us the
ability to keep pace with ever-changing technology and
how they apply to customer requirements.
• We have a strong and well-recognized brand.
• We have the financial strength to be able to invest in
personnel and infrastructure to support the evolving
demands of customers.
• We maintain high ethical and corporate governance
standards to ensure honest and professional business
practices and protect the reputation of the Company and
its customers.
Our competition
We experience intense competition in traditional services and
see a rapidly-changing marketplace with new competitors
arising in new technology areas who are focused on agility,
flexibility and innovation.
We typically compete with other large, global technology
service providers in response to requests for proposals.
Clients often cite our industry expertise, comprehensive end-
to-end service capability and solutions, ability to scale, digital
capabilities, established platforms, superior quality and
process execution, distributed agile global delivery model,
experienced management team, talented professionals and
track record as reasons for awarding us contracts.
In future, we expect intensified competition. In particular, we
expect increased competition from firms that offer technology-
based solutions to business problems and from firms
incumbent in those market segments. Additionally, insourcing
of technology services by the technology departments of our
clients is another ongoing competitive threat.
III. Financial condition
Sources of funds
1. Equity share capital
We have one class of shares – equity shares of par value ` 5
each. Our authorized share capital is ` 2,400 crore, divided
into 480 crore equity shares of ` 5 each. The issued, subscribed
and paid-up capital is ` 2,129 crore as at March 31, 2020 and
` 2,178 crore as at March 31, 2019 including treasury shares
held by controlled trust. The movement in share capital is
majorly on account of buyback of equity shares.
Share buyback
In line with the Capital Allocation Policy announced in April
2018, the Board, at its meeting on January 11, 2019, approved
the buyback of equity shares under the open market route
through the Indian stock exchanges, amounting to ` 8,260
crore (maximum buyback size) at a price not exceeding ` 800
per share (maximum buyback price), subject to shareholders’
approval by way of a postal ballot. Further, the Board also
approved a special dividend of ` 4 per share which resulted
in a payout of ` 2,107 crore (including dividend distribution
tax and divided paid on treasury shares converted using
exchange rate on the date of payment).
The shareholders approved the proposal of buyback of equity
shares through the postal ballot that concluded on March
12, 2019. The buyback was offered to all eligible equity
Infosys Annual Report 2019-20 shareholders of the Company (other than the Promoters, the
Promoter Group and Persons in Control of the Company)
under the open market route through the Indian stock
exchanges. The buyback of equity shares through the stock
exchanges commenced on March 20, 2019 and was completed
on August 26, 2019. During this buyback period, the
Company purchased and extinguished a total of 11,05,19,266
equity shares from the stock exchanges at an average buyback
price of ` 747 per equity share comprising 2.53% of the pre-
buyback paid-up equity share capital of the Company. The
buyback resulted in a cash outflow of ` 8,260 crore (excluding
transaction costs). The Company funded the buyback from
its free reserves. After the execution of the buyback along
with special dividend (including DDT) of ` 2,633 crore
already paid in June 2018, the Company has completed the
distributions of ` 13,000 crore which was announced as part
of its Capital Allocation Policy in April 2018.
In accordance with Section 69 of the Companies Act, 2013,
as at March 31, 2020, the Company has created a Capital
Redemption Reserve of ` 55 crore equal to the nominal
value of the above shares bought back as an appropriation
from general reserve.
“The Company revised its Capital Allocation
Policy in fiscal 2020 and consequently expects to
return approximately 85% of the free cash flows
cumulatively over a five-year period through a
combination of semi-annual dividends and /
or share buyback and / or special dividend. This
progressive policy will further increase returns for
our shareholders and also provide them with more
predictability in returns.
Despite the current economic environment, the
Board has recommended a final dividend of ` 9.50
per share, which will result in a total dividend of
` 17.50 for fiscal 2020. A debt-free balance sheet,
with a healthy cash balance of US$ 3.6 billion,
backed by superior local currency issuer rating from
international rating agencies, gives us an enormous
advantage in these times.”
– Nilanjan Roy
Chief Financial Officer
The Board, at its meeting on July 12, 2019, reviewed and
approved the Capital Allocation Policy of the Company after
taking into consideration the strategic and operational cash
requirements of the Company in the medium term. The
Company decided to return approximately 85% of the free
cash flow cumulatively over a five-year period through a
combination of semi-annual dividends and / or share buyback
and / or special dividends, subject to applicable laws and
requisite approvals, if any. Free cash flow is defined as net cash
provided by operating activities less capital expenditure as
per the consolidated statement of cash flows prepared under
IFRS. Dividend and buyback payout includes applicable taxes.
Infosys Expanded Stock Ownership Program 2019
“The Expanded Stock Ownership Program (“the
2019 Plan”) under which grants will vest based on
performance, follows best-in-class global corporate
governance practices and is aligned to Total
Shareholder Returns (TSR). The plan builds on the
strong legacy of meritocracy that was established
by the founders, and strengthens the Company’s
efforts towards wealth creation for employees
aligned to enhanced shareholder returns.”
– Krishnamurthy Shankar
Group Head – Human Resources and
Infosys Leadership Institute
On June 22, 2019, pursuant to approval by the shareholders
at the Annual General Meeting, the Board was authorized
to introduce, offer, issue and provide share-based incentives
to eligible employees of the Company and its subsidiaries
under the Infosys Expanded Stock Ownership Program 2019
(“the 2019 Plan”). The maximum number of shares under
the 2019 Plan shall not exceed 5,00,00,000 equity shares. To
implement the 2019 Plan, up to 4,50,00,000 equity shares
may be issued by way of secondary acquisition of shares by
the Infosys Expanded Stock Ownership Trust. The Restricted
Stock Units (RSUs) granted under the 2019 Plan shall vest
based on the achievement of defined annual performance
parameters as determined by the administrator (the
nomination and remuneration committee). The performance
parameters will be based on a combination of relative Total
Shareholder Return (TSR) against selected industry peers
and certain broader market domestic and global indices and
operating performance metrics of the Company as decided by
administrator. Each of the above performance parameters will
be distinct for the purposes of calculation of the quantity of
shares to vest based on performance. These instruments will
generally vest between a minimum of one to a maximum of
three years from the grant date.
2015 Stock Incentive Compensation Plan
On March 31, 2016, pursuant to the approval by the
shareholders through a postal ballot, the Board was authorized
to introduce, offer, issue and allot share-based incentives
to eligible employees of the Company and its subsidiaries
under the 2015 Stock Incentive Compensation Plan (“the
2015 Plan”). The maximum number of shares under the
2015 Plan shall not exceed 2,40,38,883 equity shares. These
instruments will generally vest over a period of four years
and the Company expects to grant the instruments under the
2015 Plan over the period of four to seven years. These RSUs
and stock options shall be exercisable within the period as
Management’s discussion and analysis | 85
Infosys Annual Report 2019-20 approved by the nomination and remuneration committee.
The exercise price of the RSUs will be equal to the par value
of the shares and the exercise price of the stock options would
be the market price as on the date of grant.
Consequent to the September 2018 bonus issue, all the then
outstanding options granted under the stock option plan have
been adjusted for bonus shares.
A controlled trust holds 1,82,39,356 and 2,03,24,982 shares
as at March 31, 2020 and March 31, 2019, respectively, under
the 2015 Plan. Out of these, 2,00,000 equity shares have been
earmarked for welfare activities of employees as at March 31,
2020 and March 31, 2019, respectively.
The summary of grants made during fiscals 2020 and 2019
under the 2015 Plan and 2019 Plan are as follows :
2015 Plan
RSU and ESOP
KMP * (Refer to Notes 1 & 2)
Employees other than KMP
Incentive units-cash-settled
KMP
Employees other than KMP
Total grants
Fiscal 2020 Fiscal 2019
5,07,896
33,46,280
38,54,176
6,75,530
36,65,170
43,40,700
1,80,400
4,75,740
6,56,140
45,10,316
–
74,090
74,090
44,14,790
2019 Plan
Equity-settled RSU
KMP * (Refer to Notes 1 & 2)
Employees other than KMP
Total grants
Fiscal 2020 Fiscal 2019
3,56,793
17,34,500
20,91,293
–
–
*
Refer to Note 2.23, ‘Related party transactions’, in both the standalone
and consolidated financial statements for details on the appointment
and resignation of certain KMP.
Notes :
1. a) On the recommendation of the nomination and remuneration
committee, in accordance with the terms of his employment agreement,
the Board approved for Salil Parekh, CEO & MD :
(i) The grant of 1,77,887 performance-based RSUs under the 2015 Plan
with an effective date of May 2, 2019
(ii) The grant of 41,782 annual time-based RSUs under the 2015 Plan
with an effective date of February 27, 2020
(iii) The grant of 1,34,138 performance-based grant RSUs under the
2019 Plan with an effective date of June 22, 2019. These will vest
based on the Company’s achievement of certain performance criteria
as laid out in the 2019 Plan.
These RSUs will vest in line with the current employment agreement.
b) The Board, on April 20, 2020, based on the recommendations of
the nomination and remuneration committee, in accordance with
the terms of his employment agreement, approved the grant of
performance-based RSUs of fair value of ` 13 crore for fiscal 2021
under the 2015 Plan to Salil Parekh, CEO & MD. The committee
also approved an annual performance-based RSUs of fair value
of ` 10 crore under the 2019 Plan which will vest based on the
Company’s achievement of certain performance targets set in 2019
Plan. The RSUs under both the Plans will be granted effective May
2, 2020 and the number of RSUs will be calculated based on the
market price at the close of trading on May 2, 2020.
2. a) On the recommendations of the nomination and remuneration
committee, in accordance with the terms of his employment agreement,
the Board approved for U.B. Pravin Rao, COO & Whole-time Director :
(i) The grant of 58,650 RSUs under the 2015 Plan with an effective date
of February 27, 2020.
86 | Management’s discussion and analysis
(ii) The grant of 53,655 performance-based RSUs for fiscal 2020 under
the 2019 Plan with an effective date of June 22, 2019. These will
vest based on the Company’s achievement of certain performance
criteria as laid out in the 2019 Plan.
These RSUs will vest in line with the current employment agreement.
b) The Board, on April 20, 2020, based on the recommendations of the
nomination and remuneration committee, in accordance with the
terms of his employment agreement, approved the grant of annual
performance-based RSUs of fair value of ` 4 crore for fiscal 2021
under the 2019 Plan. The RSUs will be granted effective May 2, 2020
and the number of RSUs will be calculated based on the market price
at the close of trading on May 2, 2020.
3. During the years ended March 31, 2020 and March 31, 2019, the
Company recorded an aggregate employee stock compensation expense
of ` 226 crore and ` 182 crore, respectively, on a standalone basis and
` 249 crore and ` 202 crore, respectively, on a consolidated basis, in the
Statement of Profit and Loss.
For additional information on the Company’s stock incentive compensation
plans, refer to Note 2.11, Equity, of both the standalone and consolidated
financial statements in this Annual Report.
2. Other equity
A. Reserves and surplus
Securities premium
On a standalone basis, the balance as at March 31, 2020 and
March 31, 2019 amounted to ` 268 crore and ` 138 crore,
respectively. On a consolidated basis, the balance was ` 282
crore and ` 149 crore as at March 31, 2020 and March 31,
2019, respectively. Increase in securities premium on both
standalone and consolidated basis is mainly on account
of transfer of ` 119 crore from share options outstanding
account upon exercise.
Retained earnings
On a standalone basis, the balance in retained earnings as at
March 31, 2020 was ` 52,419 crore after considering ` 9,553
crore for final dividend for fiscal 2019 and interim dividend
declared in fiscal 2020, including dividend distribution
tax thereon. Also, ` 4,717 crore was utilized from retained
earnings for buyback of equity shares. Further, ` 1,428 crore
was transferred to the Special Economic Zone (SEZ) Re-
investment Reserve net of utilization out of retained earnings
during the year and ` 1,470 crore was transferred to the
general reserve on account of declaration of final dividend
for fiscal 2019. The balance in retained earnings as at March
31, 2019 was ` 54,070 crore after considering ` 13,768 crore
for final dividend for fiscal 2018, special dividend declared
in fiscal 2018, interim and special dividend declared in fiscal
2019, including dividend distribution tax thereon.
On a consolidated basis, the balance in retained earnings as at
March 31, 2020 was ` 56,309 crore, as compared to ` 57,566
crore in the previous year.
General reserve
During the year, an amount of ` 1,470 crore was transferred
to the general reserve from retained earnings on account
of dividend appropriation, as compared to ` 1,615 crore
in the previous year. Further, an amount of ` 1,494 crore
was utilized for buyback of shares, ` 11 crore was charged
as transaction costs relating to buyback and ` 50 crore was
transferred to the Capital Redemption Reserve upon buyback
in accordance with Section 69 of the Companies Act, 2013.
Infosys Annual Report 2019-20
On a standalone basis, the balance in general reserve as at
March 31, 2020 amounted to ` 106 crore (previous year ` 190
crore). On a consolidated basis, the balance as at March 31,
2020 amounted to ` 1,158 crore (previous year ` 1,242 crore).
Share options outstanding account
On a standalone and consolidated basis, the share options
outstanding account amounted to ` 297 crore as at March
31, 2020, as compared to ` 227 crore as at March 31, 2019.
The movement is mainly on account of expense related
to employee stock compensation expense, offset by the
exercise of stock options during the year and impact of
modification of equity-settled share-based payment awards
to cash-settled awards.
Special Economic Zone Re-investment Reserve
During the year, a net amount of ` 1,428 crore and ` 1,500
crore was transferred to SEZ Re-investment Reserve net
of utilization on a standalone and consolidated basis,
respectively. This reserve has been created out of the profits
of eligible SEZ units in terms of the provisions of Section
10AA(1)(ii) of the Income-tax Act, 1961. This reserve should
be utilized by the Company for acquiring new plant and
machinery for the purpose of its business in the terms of
Section 10AA(2) of the Income-tax Act, 1961.
Capital reserve
On a standalone and consolidated basis, the balance as at
March 31, 2020 amounted to ` 54 crore, which is the same
as the previous year.
Other reserves
Profit on transfer of business between entities under common
control is taken to other reserve. During the year, ` 137
crore was reduced on account of transaction under common
control. On a standalone basis, the balance as at March 31,
2020 and March 31, 2019 was ` 3,082 crore and ` 3,219
crore respectively.
Capital Redemption Reserve
As of March 31, 2020 and March 31, 2019, the balance was
` 111 crore and ` 61 crore on a standalone and consolidated
basis, respectively. A Capital Redemption Reserve was
created as a result of transfer of the nominal value of shares
upon buyback of shares, in accordance with Section 69 of
the Companies Act, 2013. During the year, ` 50 crore was
transferred from General Reserve for buyback.
B. Other comprehensive income
Equity instruments through other comprehensive
income
On a standalone basis, there was an accumulated gain of ` 49
crore and ` 80 crore as at March 31, 2020 and March 31,
2019, respectively, on the fair valuation of equity instruments
through other comprehensive income. On a consolidated
basis, there was an accumulated gain of ` 39 crore and ` 72
crore as at March 31, 2020 and March 31, 2019, respectively,
on the fair valuation of equity instruments through other
comprehensive income. The Company has made an
irrevocable election to present the subsequent changes in fair
value of those instruments in other comprehensive income.
Effective portion of cash flow hedges
The Company designates certain foreign exchange forward
and options contracts as cash flow hedges to mitigate the
risk of foreign exchange exposure on highly probable
forecast cash transactions.
When a derivative is designated as a cash flow hedge
instrument, the effective portion of changes in the fair value
of the derivative is recognized in other comprehensive income
and accumulated in the cash flow hedging reserve, and is
transferred to the Statement of Profit and Loss upon the
occurrence of the related forecast transaction.
On a standalone and consolidated basis, the balance as at
March 31, 2020 is a deficit of ` 15 crore as compared to a
surplus of ` 21 crore, net of tax in the previous year.
Exchange differences on translating the financial
statements of a foreign operation
On a consolidated basis, the balance as at March 31, 2020
amounted to ` 1,207 crore, whereas the balance as at March
31, 2019 was ` 842 crore.
Other items of other comprehensive income
Other items of other comprehensive income consist of
remeasurement gains / losses on our defined benefit plans
and fair value changes on investments, net of taxes.
On a standalone basis, there was a remeasurement loss, net
of taxes, of ` 184 crore during the current year, as compared
to a remeasurement loss, net of taxes of ` 21 crore during
the previous year. On a consolidated basis, there was a
remeasurement loss, net of taxes, of ` 180 crore during the
current year, as compared to a remeasurement loss, net of
taxes, of ` 22 crore during the previous year.
Total equity attributable to equity holders of the
Company
On a standalone basis, the total equity attributable to
equity holders of the Company has reduced to ` 62,234
crore as at March 31, 2020, compared to ` 62,711 crore
as at March 31, 2019, primarily on account of buyback of
equity shares, dividends declared, partially offset by profit
earned during the year.
On a consolidated basis, the total equity attributable to
equity holders of the Company has increased to ` 65,450
crore as at March 31, 2020 from ` 64,948 crore as at March
31, 2019. The movement was primarily on account of profit
earned during the year, offset by buyback of equity shares and
dividends declared. On a consolidated basis, the book value
per share is ` 154 as at March 31, 2020 compared to ` 150
as at March 31, 2019.
Application of funds
3. Property, plant and equipment
Additions to gross block – standalone
During the year, additions to gross block were ` 3,035
crore, comprising ` 2,263 crore on infrastructure, ` 765
crore in computer equipment and ` 7 crore on vehicles.
Our infrastructure investments comprised ` 968 crore on
buildings, ` 428 crore on plant and machinery, ` 11 crore to
Management’s discussion and analysis | 87
Infosys Annual Report 2019-20 acquire 105 acres of land primarily in the US (Indianapolis),
Mysuru, Bengaluru and Mangaluru, ` 427 crore on furniture
and fixtures, ` 159 crore on office equipment, and ` 270 crore
on leasehold improvements.
During the previous year, additions to gross block were ` 3,040
crore, comprising ` 2,008 crore on infrastructure, ` 1,023
crore in computer equipment and ` 9 crore on vehicles. Our
infrastructure investments comprised ` 915 crore on buildings,
` 460 crore on plant and machinery, ` 78 crore to acquire 367
acres of land primarily in Mangaluru, Bengaluru and Mysuru,
` 238 crore on furniture and fixtures,` 130 crore on office
equipment, and ` 187 crore on leasehold improvements.
Additions to gross block – consolidated
During the year, additions to gross block were ` 3,437
crore, comprising ` 2,500 crore on infrastructure, ` 930
crore in computer equipment and ` 7 crore on vehicles.
Our infrastructure investments comprised ` 1,056 crore on
buildings, ` 475 crore on plant and equipment, ` 11 crore to
acquire 105 acres of land primarily in the US (Indianapolis),
Mysuru, Bengaluru and Mangaluru, ` 465 crore on furniture
and fixtures, ` 169 crore on office equipment and ` 324 crore
on leasehold improvements. Additions through business
combinations during the year were ` 78 crore.
During the previous year, additions to gross block were ` 3,193
crore, comprising ` 2,055 crore on infrastructure, ` 1,129
crore in computer equipment and ` 9 crore on vehicles. Our
infrastructure investments comprised ` 916 crore on buildings,
` 462 crore on plant and equipment, ` 78 crore to acquire
367 acres of land primarily in Mangaluru, Bengaluru and
Mysuru, ` 254 crore on furniture and fixtures, ` 136 crore on
office equipment and ` 209 crore on leasehold improvements.
Additions through business combinations during the previous
year were ` 47 crore. We have reclassified various assets with
a gross block of ` 68 crore from assets held for sale during
the year ended March 31, 2019. Refer to Note 2.1.2 of the
Consolidated financial statements for further details.
Deductions to net block – standalone
During the year, we deducted ` 1 crore from the net block
on the disposal of various assets as against ` 101 crore
in the previous year.
We have reclassified land leaseholds with a gross block of ` 561
crore to Right-of-Use (ROU) assets on account of adoption
of Ind AS 116, Leases during the year ended March 31,
2020. Refer to Note 2.3 of the Standalone financial statements
for further details.
Deductions to net block – consolidated
During the year, we deducted ` 1 crore from the net block
on the disposal of various assets as against ` 111 crore
in the previous year.
We have reclassified land leaseholds with a net block of ` 572
crore to ROU assets on account of the adoption of Ind AS 116,
Leases during the year ended March 31, 2020. Refer to Note
2.19 of the Consolidated financial statements for further details.
88 | Management’s discussion and analysis
Capital expenditure commitments
On a standalone basis, we have a capital expenditure
commitment of ` 1,305 crore as at March 31, 2020, as
compared to ` 1,653 crore as at March 31, 2019. On
a consolidated basis, we have a capital expenditure
commitment of ` 1,365 crore as at March 31, 2020, as
compared to ` 1,724 crore as at March 31, 2019.
4. Goodwill and other intangible assets
On a consolidated basis, carrying value of goodwill as on
March 31, 2020 is ` 5,286 crore, which includes additions
to goodwill amounting to ` 1,490 crore on account of
acquisition of HIPUS, Stater and Simplus, and increase of
` 256 crore on account of translation. During the previous
year, the carrying value of goodwill was ` 3,540 crore (` 863
crore was reclassified as “assets held for sale”).
On a consolidated basis, the carrying value of intangible
assets as on March 31, 2020 is ` 1,900 crore whereas on
March 31, 2019, it was ` 691 crore. These primarily consist
of intangible assets acquired through business combinations,
stated at cost less accumulated amortization. Acquisition
from business combinations for the year ended March 31,
2020 is ` 1,387 crore. We have reclassified Land use – rights-
related net block of ` 62 crore to ROU assets on account of
the adoption of Ind AS 116, Leases during the year ended
March 31, 2020. Refer to Note 2.3.2 of the Consolidated
financial statements for further details.
5. Financial assets
A. Investments
Subsidiaries
During the year, we have invested additionally in our
subsidiaries, for the purpose of acquisition of entities,
operations and expansions.
Subsidiary
WongDoody Holding
Company Inc
Infosys Nova Holdings
LLC
Infosys Consulting Pte
Ltd(1)
In foreign currency In ` crore
US$ 1.3 million
9
US$ 180.0 million
1,335
SGD 249.2 million
1,318
(1) Conversion of loan to Redeemable Preference shares
Investment in equity instruments of subsidiaries are carried
at cost as per Ind AS 27, Separate Financial Statements.
During the year ended March 31, 2020, EdgeVerve repaid
debentures amounting to ` 286 crore.
Infosys Tecnologia do Brasil Ltda, a wholly-owned subsidiary
of Infosys Limited, merged into Infosys Consulting
Ltda, a wholly-owned subsidiary of Infosys Limited
effective October 1, 2019.
On October 11, 2019, the Board of Directors of Infosys
authorized the Company to execute a business transfer
agreement and related documents with its wholly-owned
subsidiaries, Kallidus Inc and Skava Systems Private
Limited (together referred to as “Skava”), to transfer the
business of Skava to Infosys Limited, subject to securing
Infosys Annual Report 2019-20 the requisite regulatory approvals for a consideration based
on an independent valuation. The transaction is between a
holding company and a wholly-owned subsidiary and the
resulting impact would be recorded in “Other Reserves” at the
time of transfer. As the transaction is between entities under
common control, there will be no impact in the Consolidated
financial statements.
Additionally, the Company has acquired the following entities
through Infosys Consulting Pte Limited (a wholly-owned
subsidiary of Infosys Ltd) and Infosys Nova Holdings LLC (a
wholly-owned subsidiary of Infosys Limited):
HIPUS Co., Ltd (formerly, Hitachi Procurement Service
Co. Ltd.) (“HIPUS”)
On April 1, 2019, Infosys Consulting Pte Limited, a wholly-
owned subsidiary of Infosys Limited, acquired 81% voting
interests in HIPUS Co., Limited, a wholly-owned subsidiary
of Hitachi Ltd, Japan, for a total cash consideration of JPY 3.29
billion (approximately ` 206 crore). HIPUS handles indirect
materials purchasing functions for the Hitachi Group. The
entity provides end-to-end procurement capabilities, through
its procurement function expertise, localized team and BPM
networks in Japan. The Company has recorded a financial
liability for the estimated present value of its gross obligation
to purchase the non-controlling interest as of the acquisition
date in accordance with the share purchase agreement with a
corresponding adjustment to equity.
Stater N.V.
On May 23, 2019, Infosys Consulting Pte Limited acquired
75% of voting interests in Stater N.V. (“Stater”), a wholly-
owned subsidiary of ABN AMRO Bank N.V., Netherlands, for
a total cash consideration of Euro 154 million (approximately
` 1,195 crore). Stater brings European mortgage expertise
and a robust digital platform to drive superior customer
experience. The Company has recorded a financial liability
for the estimated present value of its gross obligation to
purchase the non-controlling interest as of the acquisition
date in accordance with the share purchase agreement with a
corresponding adjustment to equity.
Outbox Systems Inc. dba Simplus
On March 13, 2020, Infosys Nova Holdings LLC acquired
100% of voting interests in Outbox Systems Inc. dba Simplus,
a US-based Salesforce advisor and consulting partner in
cloud consulting, implementation and training services for a
total consideration of up to US$ 250 million (approximately
` 1,892 crore), comprising of cash consideration of
US$ 180 million (approximately ` 1,362 crore), contingent
consideration of up to $20 million (approximately ` 151
crore), additional performance bonus and retention payouts
of up to US$ 50 million (approximately ` 378 crore) payable
to the employees of Simplus over the next three years, subject
to their continuous employment with the group and meeting
certain targets. Simplus brings to Infosys globally recognized
Salesforce expertise, industry knowledge, solution assets,
deep ecosystem relationships and a broad clientele, across a
variety of industries.
Refer to Annexure 1 to the Board’s report for the statement
pursuant to Section 129(3) of the Companies Act, 2013 for
the summary of the financial performance of our subsidiaries.
The audited financial statements and related information of
subsidiaries will be available on our website, www.infosys.com.
Other investments
We invest in the startup ecosystem to gain access to
innovation that, when combined with our services and
solutions, can benefit our clients. These investments are
typically minority equity positions in startup companies and
/ or venture capital funds.
We have invested US$ 69 million to date in such assets since
inception. During the year, we divested our stake in two
investments resulting in a net loss of US$ 7 million. Our
investments are fair valued in line with our accounting policies.
We have exited some of our investments either because the
investee company was sold to new shareholders or it ceased
to have any further strategic value to us. The carrying value
of investments as on March 31, 2020 is US$ 22 million (` 163
crore). As of March 31, 2020, we have an additional US$ 8
million (` 61 crore) in uncalled capital commitments.
As per Ind AS 109, Financial Instruments, all financial assets
and liabilities are recognized at fair value on initial recognition,
except for trade receivables which are initially measured at
transaction price. Financial assets are subsequently measured
at amortized cost, fair value through profit or loss or fair value
through other comprehensive income as the case may be.
For disclosures on financial assets including fair value
hierarchy and financial risk management, refer to Note 2.10
of the Standalone financial statements and the Consolidated
financial statements.
Our investments comprise mutual funds, fixed maturity
plan securities, tax-free bonds, non-convertible debentures,
certificates of deposit, commercial paper and government
securities. Certificates of deposit represent marketable
securities of banks and eligible financial institutions for
a specified time period and with a high credit rating by
domestic credit rating agencies. Investments made in non-
convertible debentures represent debt instruments issued by
government-aided institutions and financial institutions with
high credit rating. Majority of investments of the Group are
fair valued based on Level 1 or Level 2 inputs The Group
invests after considering counterparty risks based on multiple
criteria including Tier I capital, capital adequacy ratio, credit
rating, profitability, NPA levels and deposit base of banks and
financial institutions. These risks are monitored regularly as
per its risk management program.
B. Trade receivables
On a standalone basis, trade receivables amounted to ` 15,459
crore and ` 13,370 crore as of March 31, 2020 and March 31,
2019, respectively.
On a consolidated basis, trade receivables amounted to
` 18,487 crore and ` 14,827 crore as of March 31, 2020 and
March 31, 2019, respectively.
Unbilled revenues comprise costs and earnings in excess of
billings. Trade receivables and unbilled revenue are typically
unsecured and are derived from revenue earned from
customers primarily located in the US. On a consolidated
Management’s discussion and analysis | 89
Infosys Annual Report 2019-20 basis, days sales outstanding was 69 days for the year ended
March 31, 2020, compared to 66 days in the previous year.
As per Ind AS 109, the Group uses the Expected Credit
Loss (ECL) model to assess any required allowances ; and
uses a provision matrix to compute the expected credit loss
allowance for trade receivables and unbilled revenues. This
matrix takes into account credit reports and other related
credit information to the extent available.
The movement in ECL during fiscals 2020 and 2019 is as follows:
in ` crore
Particulars
Opening balance
Impairment loss
recognized
Amount written off
Translation
difference
Closing balance
Standalone
2020
521
2019
401
Consolidated
2020
627
2019
449
127
(89)
21
580
176
(67)
11
521
161
(100)
17
705
239
(73)
12
627
C. Cash and cash equivalents
On a standalone basis, balance in current and deposit accounts
stood at ` 8,048 crore as at March 31, 2020, as compared to
` 10,957 crore as at March 31, 2019. Deposits with financial
institutions stood at ` 5,514 crore as at March 31, 2020, as
compared to ` 4,594 crore as at March 31, 2019. Refer to Note
2.8 of the Standalone financial statements for further details.
On a consolidated basis, balance in current and deposit
accounts stood at ` 12,288 crore as at March 31, 2020, as
compared to ` 14,197 crore as at March 31, 2019. Deposits
with financial institutions stood at ` 6,361 crore as at March
31, 2020, as compared to ` 5,371 crore as at March 31, 2019.
Refer to Note 2.8 of the Consolidated financial statements
for further details.
Our cash and cash equivalents comprise deposits with banks
and financial institutions with high credit ratings assigned by
international and domestic credit-rating agencies which can
be withdrawn at any point of time without prior notice or
penalty on principal. Ratings are monitored periodically and
the Group has considered the latest credit rating information
to the extent available as at the date of approval of these
consolidated financial statements.
On a standalone basis, we have a restricted cash balance of
` 101 crore as at March 31, 2020 as compared to ` 143 crore
as at March 31, 2019 and on a consolidated basis, the same
was ` 396 crore as at March 31, 2020, as compared to ` 358
crore as at March 31, 2019. These restrictions are primarily
on account of bank balances held as margin money deposit
against guarantees and cash balances held by irrevocable
trusts controlled by us. The bank balances in India include
both rupee accounts and foreign currency accounts.
The bank balances in overseas accounts are maintained
to meet the expenditure of the overseas operations and
regulatory requirements.
90 | Management’s discussion and analysis
D. Loans
The details of loans are as follows :
Particulars
Non-current
Loans to subsidiaries
Loans to employees
Current
Loans to subsidiaries
Loans to employees
Total
in ` crore
Standalone
2020
2019
Consolidated
2020
2019
277
21
103
204
605
–
16
841
207
1,064
–
21
–
239
260
–
19
–
241
260
We provide personal loans and salary advances to
employees. Of the total loans and advances of ` 260 crore
given to employees on a consolidated basis, ` 239 crore is
recoverable in 12 months.
Loans to subsidiaries as at March 31, 2020, includes ` 277
crore to Infosys Consulting Pte Ltd (Non-current), ` 94 crore
to Infosys China (Current), and ` 9 crore given to Infosys
Consulting S.R.L. (Current). As at March 31, 2019, loans
to subsidiaries included ` 663 crore to Infosys Consulting
Pte Ltd, ` 89 crore to Infosys Consulting Holding AG,
` 82 crore to Infosys China, and ` 7 crore given to Brilliant
Basics Holdings Limited.
E. Other financial assets
The details of other financial assets are as follows :
Particulars
Non-current
Security deposits
Rental deposits
Net investment in
sub-lease of right-
of-use asset(1)
Restricted deposits
Others
Current
Security deposits
Rental deposits
Restricted deposits
Unbilled revenues
Interest accrued but
not due
Foreign currency
forward and options
contracts
Escrow and other
deposits pertaining
to buyback(2)
Net investment in
sub-lease of right-
of-use asset
Others(3)
Total
in ` crore
Standalone
2020
2019
Consolidated
2020
2019
46
169
398
–
–
47
149
–
–
–
50
221
398
55
13
52
193
–
67
–
1
4
1,643
1,973
1
3
1,531
1,541
8
27
1,795
2,796
4
15
1,671
2,093
441
865
474
905
19
321
62
336
–
257
–
257
35
282
5,011
–
315
5,030
35
260
6,194
–
224
5,817
(1) On account of adoption of Ind AS 116, Leases
(2) Utilized for buyback
(3) Includes intercompany receivables non-revenue of ` 93 crore and ` 127
crore for fiscal 2020 and 2019, respectively
Infosys Annual Report 2019-20 Restricted deposits represent amounts deposited with
financial institutions to settle employee-related obligations
as and when they arise during the normal course of business.
Unbilled revenues are classified as Financial assets as
right to consideration is unconditional and is due only
after passage of time.
Interest accrued but not due has decreased as compared to
previous year due to significant maturities in fixed deposits
resulting in movement from accrued interest.
Foreign currency forward and options contracts are entered
into to mitigate the risk of changes in exchange rates on
foreign currency exposures. The counterparty for these
contracts is generally a bank. These derivatives are measured
at fair value through profit or loss and the resulting exchange
gains or losses are included in other income.
On transition, the adoption of the new standard Ind AS 116,
Leases resulted in recognition of Net investment in sub-lease
of ROU asset of ` 430 crore.
6. Other assets
Particulars
Non-current
Capital advances
Prepaid gratuity
Deferred contract
cost
Prepaid expenses
Withholding taxes
and others
Advance
for business
combination
Current
Payment to vendors
for supply of goods
Deferred contract
cost
Prepaid expenses
Unbilled revenues
Withholding taxes
and others
Other receivables
Total
in ` crore
Standalone
2020
2019
Consolidated
2020
2019
310
143
10
51
759
486
25
226
95
908
310
151
101
87
777
489
42
277
162
929
–
–
–
206
129
94
145
109
11
736
3,856
1,356
–
7,361
52
580
2,904
1,290
–
6,660
33
968
4,325
1,583
28
8,508
58
751
3,281
1,488
–
7,792
Capital advances represent the amount paid in advance on
capital expenditure.
Deferred contract costs are upfront costs incurred /
payments made for the contract and are amortized over the
term of the contract.
Unbilled revenues are classified as non-financial asset where
the right to consideration is dependent on completion of
contractual milestones.
Advance for business combination : on April 01, 2019
Infosys Consulting Pte Limited (wholly-owned subsidiary
of Infosys Limited) acquired 81% of voting interests
in Hitachi Procurement Service Co., Ltd., (HIPUS),
Japan and paid an advance to Hitachi towards cash
consideration on March 29, 2019.
Withholding taxes and others represent local taxes payable in
various countries in which we operate.
7. Deferred tax assets / liabilities
Particulars
Deferred tax assets,
net
Deferred tax
liabilities, net
in ` crore
Standalone
2020
2019
Consolidated
2020
2019
1,429
1,114
1,744
1,372
556
541
968
672
Deferred tax assets primarily comprise deferred taxes on
property, plant and equipment, lease liabilities, compensated
absences, allowances for trade receivables, credits related to
branch profit taxes and derivative financial instruments.
Deferred tax liability primarily comprises branch profit taxes
and deferred tax on intangible assets.
Net deferred tax asset comprising deferred tax assets less
deferred tax liabilities has increased primarily on account of
temporary differences on derivative financial instruments,
lease liabilities, credit related to branch profit tax, intangible
assets pertaining to acquisitions, intangible assets reclassified
from “Held for Sale” partially offset by property, plant and
equipment, compensated absence and trade receivables.
8. Income tax assets / liabilities
Particulars
Income tax assets (net)
Income tax liabilities
(net)
in ` crore
Standalone
2020
4,773
2019
6,293
Consolidated
2020
5,391
2019
6,743
1,302
1,458
1,490
1,567
Our net profit earned from providing software development
and other services outside India is subject to tax in the
country where we perform the work. Most of our taxes paid in
countries other than India can be claimed as a credit against
our tax liabilities in India.
9. Financial liabilities
The details of trade payables and other financial
liabilities are as follows :
Particulars
Non-current
Accrued
compensation to
employees
Compensated
absences
Financial liability
under option
arrangements
Payable for
acquisition
of business –
Contingent
consideration
Standalone
2020
2019
Consolidated
2020
2019
in ` crore
12
32
–
–
–
38
22
38
–
621
15
44
–
41
121
88
Management’s discussion and analysis | 91
Infosys Annual Report 2019-20 Particulars
Rental deposit
Other payables
Current
Trade payables
Unpaid dividends
Accrued
compensation to
employees
Accrued expenses
Retention monies
Payable for
acquisition
of business –
Contingent
consideration
Capital creditors
Compensated
absences
Foreign currency
forward and options
contracts
Financial liability
relating to buyback
Payable by
controlled trusts
Other payables
Total
Standalone
2020
5
–
2019
–
–
Consolidated
2020
–
5
2019
–
–
1,529
30
1,604
29
2,852
30
1,655
29
2,264
2,646
30
2,006
2,310
60
2,958
3,921
72
2,572
3,319
112
151
254
75
653
219
280
102
676
1,497
1,373
1,832
1,619
461
13
491
15
–
1,202
–
1,202
–
603
9,514
–
807
10,211
188
490
14,140
168
638
12,254
Liabilities for accrued compensation to employees include the
provision for bonus, accrued salaries, incentives and retention
bonus payable to the staff.
Payable for acquisition of business represents contingent
consideration payable to the sellers of certain acquired entities
depending on the achievement of certain financial targets.
Financial liability under option arrangements represents
redemption liability towards Stater and HIPUS acquisitions
to purchase / sell the corresponding minority stake.
In accordance with Ind AS 32, Financial Instruments :
Presentation, the Company had recorded a financial liability
of ` 1,202 crore for the obligation to acquire its own equity
shares to the extent of standing instructions provided to its
registered broker for the buyback as of March 31, 2019. The
liability has been utilized towards buyback of equity shares
which was completed on August 26, 2019.
Accrued expenses represent amounts accrued for other
operational expenses. Retention monies represent
monies withheld on contractor payments, pending final
acceptance of their work.
Compensated absences are both accumulating and non-
accumulating in nature. The expected cost of accumulating
compensated absences is determined by actuarial valuation.
10. Other liabilities
Particulars
Non-current
Deferred income –
government grant on
land use rights
Deferred rent
Accrued provident
fund liability
Accrued gratuity
Deferred income
Others
Current
Unearned revenue
Client deposits
Withholding taxes
and others
Accrued provident
fund liability
Deferred income –
government grant on
land use rights
Accrued gratuity
Deferred rent
Others
Total
in ` crore
Standalone
2020
2019
Consolidated
2020
2019
–
–
185
–
22
–
–
140
–
–
29
–
43
–
185
28
21
2
42
174
–
30
29
–
2,140
9
2,094
19
2,990
18
2,809
26
1,344
1,168
1,759
1,487
64
–
64
–
–
–
(1)–
–
3,764
–
–
54
–
3,504
2
3
(1)–
6
5,121
1
2
63
–
4,663
(1) On account of adoption of Ind AS 116, Leases
Advance client billings in excess of costs and earnings are
classified as unearned revenue.
Withholding and other taxes payable represent local taxes
payable in various countries in which we operate.
Infosys has an obligation to fund any shortfall on the yield
of the trust’s investments over the administered interest rates
on an annual basis. These administered rates are determined
annually predominantly considering the social and economic
factors in the past years. The actuary has provided a valuation
for provident fund liabilities on the basis of guidance issued
by the Actuarial Society of India.
Sensitivity analysis for significant defined benefit plans
for fiscal 2020 over fiscal 2019
We provide for gratuity, a defined benefit retirement plan
(“the Gratuity Plan”) covering eligible employees. The
Gratuity Plan provides a lump-sum payment to vested
employees at retirement, death, incapacitation or termination
of employment, of an amount based on the respective
employee’s salary and the tenure of employment.
92 | Management’s discussion and analysis
Infosys Annual Report 2019-20 The following table sets forth the defined benefit relating and
fair value of plan assets as of March 31, 2020 and March 31,
2019 pertaining to our Gratuity Plan :
Particulars
Benefit obligation at the end
Fair value of plan assets at the end
Funded status
Prepaid gratuity benefit
Accrued gratuity
in ` crore
Consolidated
2020
1,402
1,522
120
151
(31)
2019
1,351
1,361
10
42
(32)
Further, we also provide for provident fund to eligible
employees of Infosys, which is a defined benefit plan as the
Company has an obligation to make good the shortfall, if any,
between the return from the investments of the trust and the
notified interest rate. As of March 31, 2020 we had a benefit
obligation of ` 7,366 crore and fair value of plan assets of
` 7,117 crore resulting in a net liability of ` 249 crore. There
is no shortfall as at March 31, 2019.
See Note 2.20.1, Gratuity, and 2.20.2, Provident Fund, of
the Consolidated financial statements in the Annual Report
for disclosures on assumptions used, basis of determination
of assumptions and sensitivity analysis for significant
actuarial assumptions.
11. Provisions
Provision for post-sales client support is towards likely
cost for providing client support to fixed-price and fixed-
timeframe contracts. On a standalone basis, these provisions
amounted to ` 506 crore as at March 31, 2020, as compared
to ` 505 crore as at March 31, 2019. On a consolidated
basis, provision for post-sales client support amounted to
` 572 crore as at March 31, 2020, as compared to ` 576 crore
as at March 31, 2019.
12. Adoption of Ind AS 116, Leases
Effective April 1, 2019, the Group adopted Ind AS 116, Leases
and applied the standard to all lease contracts existing on
April 1, 2019 using the modified retrospective method and
has taken the cumulative adjustment to retained earnings,
on the date of initial application. Consequently, the Group
recorded the lease liability at the present value of the lease
payments discounted at the incremental borrowing rate and
the ROU asset at its carrying amount as if the standard had
been applied since the commencement date of the lease, but
discounted at the lessee’s incremental borrowing rate at the
date of initial application. Comparatives as at and for the
year ended March 31, 2019 have not been retrospectively
adjusted and therefore will continue to be reported under the
accounting policies included as part of our Annual Report for
year ended March 31, 2019.
On transition, the adoption of the new standard resulted in
the recognition of ROU asset of ` 2,907 crore and ` 1,861
crore on a consolidated and standalone basis, respectively,
‘Net investment in sublease’ of ROU asset of ` 430 crore on
both standalone and consolidated basis, and a lease liability
of ` 3,598 crore and ` 2,491 crore on a consolidated and
standalone basis, respectively. The cumulative effect of
applying the standard, amounting to ` 40 crore and ` 17
crore, was debited to retained earnings, net of taxes on a
consolidated and standalone basis, respectively. The effect of
this adoption is insignificant on the profit before tax, profit for
the period and earnings per share. Ind AS 116, Leases resulted
in an increase in cash inflows from operating activities and
an increase in cash outflows from financing activities on
account of lease payments.
IV. Results of our operations
The function-wise classification of the Standalone Statement of Profit and Loss is as follows :
Particulars
Year ended March 31,
Revenue from operations
Cost of sales
Gross profit
Operating expenses
Selling and marketing expenses
General and administration expenses
Total operating expenses
Operating profit
Reduction in the fair value of assets held for sale
Adjustment in respect of excess of carrying amount over
recoverable amount on reclassification from “Held for Sale”
Finance cost
Other income, net
Profit before tax
Tax expense
Profit for the year
2020
79,047
52,816
26,231
3,814
4,526
8,340
17,891
–
–
(114)
2,700
20,477
4,934
15,543
%
100.0
66.8
33.2
4.8
5.7
10.6
22.6
–
–
(0.1)
3.4
25.9
6.2
19.7
2019
73,107
47,412
25,695
3,661
4,225
7,886
17,809
(265)
(469)
–
2,852
19,927
5,225
14,702
in ` crore
%
100.0
64.8
35.2
5.0
5.8
10.8
24.4
(0.4)
(0.6)
–
3.9
27.3
7.2
20.1
Management’s discussion and analysis | 93
Infosys Annual Report 2019-20 The function-wise classification of the Consolidated Statement of Profit and Loss is as follows :
Particulars
Year ended March 31,
Revenue from operations
Cost of sales
Gross profit
Operating expenses
Selling and marketing expenses
General and administration expenses
Total operating expenses
Operating profit
Reduction in the fair value of disposal group held for sale
Adjustment in respect of excess of carrying amount over
recoverable amount on reclassification from “Held for Sale”
Finance cost
Other income, net
Profit before tax
Tax expense
Profit after tax
Non-controlling interests
Profit attributable to the owners of the Company
2020
90,791
60,732
30,059
4,711
5,974
10,685
19,374
–
–
(170)
2,803
22,007
5,368
16,639
45
16,594
%
100.0
66.9
33.1
5.2
6.6
11.8
21.3
–
–
(0.2)
3.1
24.2
5.9
18.3
(0.1)
18.2
2019
82,675
53,867
28,808
4,473
5,455
9,928
18,880
(270)
(451)
–
2,882
21,041
5,631
15,410
6
15,404
1. Revenue
The growth in our revenues in fiscal 2020 from fiscal 2019 is as follows :
in ` crore
%
100.0
65.2
34.8
5.4
6.6
12.0
22.8
(0.3)
(0.5)
–
3.5
25.5
6.9
18.6
–
18.6
in ` crore
Particulars
Revenue
Standalone
Consolidated
2020
79,047
2019 % change
8.1
73,107
2020
90,791
2019 % change
9.8
82,675
The increase in revenues was primarily attributable to
an increase in large deal wins and the volume across
most of the segments.
The revenues from digital and core services for fiscals 2020
and 2019 are as follows :
Particulars
Digital revenue
Core revenue
Consolidated
2019
25,797
56,878
2020
35,617
55,174
in ` crore
% change
38.1
(3.0)
We have evaluated the impact of COVID-19 resulting from
(i) the possibility of constraints to render services which
may require revision of estimations of costs to complete the
contract because of additional efforts ; (ii) onerous obligations ;
(iii) penalties relating to breaches of service-level agreements,
and (iv) termination or deferment of contracts by customers.
We have concluded that the impact of COVID-19 was not
significant based on these estimates for fiscal 2020.
Revenue growth in reported terms includes impact of
currency fluctuations. We, therefore, additionally report the
revenue growth in constant currency terms, which represents
the real growth in revenue excluding the impact of currency
fluctuations. We calculate constant currency growth by
comparing current period revenues in respective local
currencies converted to INR using prior-period exchange
rates and comparing the same to our prior-period reported
revenues. Our revenues for fiscal 2020 in constant currency
grew by 9.8%. We added 376 new customers (gross) during
fiscal 2020 as compared to 345 new customers (gross) during
94 | Management’s discussion and analysis
fiscal 2019. For fiscals 2020 and 2019, 97.5% and 97.3%,
respectively, of our revenues came from repeat business, which
we define as revenues from a client that also contributed to
our revenues during the prior fiscal.
On a consolidated basis, for the year ended March 31, 2020,
approximately 97.4% were export revenues whereas 2.6%
were domestic revenues, while for the year ended March
31, 2019, 97.5% were export revenues whereas 2.5%
were domestic revenues.
The composition of currency-wise revenues for the years
ended March 31, 2020 and March 31, 2019 was as follows :
in %
Currency
US Dollar
UK Pound Sterling
Euro
Australian Dollar
Others
Total
Consolidated
2020
67.5
4.9
12.4
6.8
8.4
100.0
2019
67.3
5.0
11.9
7.9
7.9
100.0
Our revenues are generated principally from services
provided either on a time-and-materials, unit of work,
fixed-price, or fixed-timeframe basis. Revenue on time-and-
material and unit of work-based contracts, are recognized as
the related services are performed. Fixed price maintenance
revenue is recognized ratably either on a straight-line basis
when services are performed through an indefinite number
of repetitive acts over a specified period or using a percentage
of completion method when the pattern of benefits from the
Infosys Annual Report 2019-20 services rendered to the customer and our costs to fulfil the
contract is not even through the period of contract because
the services are generally discrete in nature and not repetitive.
Revenue from other fixed-price, fixed-timeframe contracts,
where the performance obligations are satisfied over time
is recognized using the percentage-of-completion method.
Revenue from licenses where the customer obtains a “right to
use” the licenses is recognized at the time the license is made
available to the customer. Revenue from licenses where the
customer obtains a “right to access” is recognized over the
access period. Where the license is required to be substantially
customized as part of the implementation service the entire
arrangement fee for license and implementation is considered
to be a single performance obligation and the revenue is
recognized using the percentage-of-completion method as
the implementation is performed. The percentage of revenue
from fixed price contracts for the years ended March 31, 2020
and March 31, 2019 is approximately 55%.
Our revenues are segmented into onsite and offshore revenues.
Onsite revenues are for those services which are performed at
client locations or at our development centers outside India,
while offshore revenues are for services which are performed
at our global development centers in India.
The percentage of our revenues by location from billable IT
services professionals for fiscals 2020 and 2019 is as follows :
in %
Particulars
Onsite revenue
Offshore revenue
Total
Consolidated
2020
54.8
45.2
100.0
2019
54.9
45.1
100.0
The proportion of work performed at our facilities and at client
sites varies from period to period. The services performed
onsite typically generate higher revenues per capita, but at
lower gross margins in percentage as compared to the services
performed at our own facilities in India. Therefore, any
increase in the onsite effort impacts our margins.
The details of billable hours expended for onsite and
offshore on our IT services professionals for fiscals 2020 and
2019 are as follows :
Particulars
Onsite effort
Offshore effort
Total
in %
Consolidated
2020
28.1
71.9
100.0
2019
28.6
71.4
100.0
Revenues and gross profits are also affected by employee
utilization rates. We define employee utilization for IT
services as the proportion of total billed person months to
total available person months, excluding sales, administrative
and support personnel.
The utilization
professionals are as follows :
rates of billable
services
IT
Particulars
Including trainees
Excluding trainees
Consolidated
2020
80.3
84.0
in %
2019
80.1
84.3
IT services, wherever mentioned above, represent services
excluding business process management services and
products and platforms business.
The break-up of revenues from software and professional
services and products and platforms is as follows :
Particulars
Software and
professional services
Software products
and platforms
Total revenue from
operations
in ` crore
Standalone
2020
2019
Consolidated
2020
2019
78,809 72,845 85,260 78,359
238
262
5,531
4,316
79,047 73,107 90,791 82,675
Refer to the ‘Segmental profitability’ section in this report for
more details on the analysis of segment revenues.
Revenue per employee has increased from US$ 54,038 in fiscal
2019 to US$ 54,142 in fiscal 2020 on a consolidated basis.
2. Expenditure
Cost of sales – standalone
Particulars
Revenues
Cost of sales
Salaries and bonus
Cost of technical sub-contractors
Travelling cost
Cost of software packages for own use
Third-party items bought for service delivery to
clients
Communication cost
Short-term leases
Operating lease payments
2020
79,047
38,277
8,446
1,726
809
842
201
34
–
%
100.0
48.4
10.7
2.2
1.0
1.1
0.3
–
–
2019
73,107
34,524
7,646
1,392
789
853
145
–
185
%
100.0
in ` crore
Growth %
8.1
47.2
10.4
1.9
1.1
1.2
0.2
–
0.3
10.9
10.5
24.0
2.5
(1.3)
38.6
–
–
Management’s discussion and analysis | 95
Infosys Annual Report 2019-20 Particulars
Provisions / (reversals) for post-sales client
support
Depreciation and amortization expenses
Repairs and maintenance
Others
Total cost of sales
Cost of sales – consolidated
Particulars
Revenues
Cost of sales
Salaries and bonus
Cost of technical sub-contractors
Travelling cost
Cost of software packages for own use
Third-party items bought for service delivery to
clients
Consultancy and professional charges
Communication cost
Short-term leases
Operating lease payments
Provisions for post-sales client support
Depreciation and amortization expenses
Repairs and maintenance
Others
Total cost of sales
2020
4
2,144
333
–
52,816
2020
90,791
45,477
6,712
2,045
1,010
1,667
50
300
65
–
–
2,893
501
12
60,732
%
2019
%
Growth %
–
2.7
0.4
–
66.8
%
100.0
50.1
7.4
2.2
1.1
1.8
0.1
0.3
0.1
–
–
3.2
0.6
–
66.9
(6)
1,599
285
–
47,412
2019
82,675
40,498
6,031
1,769
906
1,623
46
238
–
362
1
2,011
370
12
53,867
–
2.2
0.3
–
64.8
(166.67)
34.1
16.8
–
11.4
%
100.0
in ` crore
Growth %
9.8
49.0
7.3
2.1
1.1
2.0
0.1
0.3
–
0.4
–
2.4
0.5
–
65.2
12.3
11.3
15.6
11.5
2.7
8.7
26.1
–
–
–
43.9
35.4
–
12.7
On a standalone basis, cost of sales was 66.8% of revenues,
compared to 64.8% during the previous year. On a
consolidated basis, cost of sales was 66.9% of revenues,
compared to 65.2% during the previous year. The cost of
efforts, comprising employee cost and cost of technical sub
contractors, has increased as a percentage of revenue from
57.6%% in fiscal 2019 to 59.1% in fiscal 2020 on a standalone
basis and from 56.3% in fiscal 2019 to 57.5% in fiscal 2020
on a consolidated basis, on account of increase in volume,
increase in compensation, increase in usage of technical sub-
contractors to meet the talent crunch and lower utilization
partially offset by improvement in onsite mix.
On a standalone basis, the cost of technical sub-contractors
included ` 2,824 crore towards the purchase of services from
subsidiaries for the year ended March 31, 2020, as against
` 2,423 crore in the previous year. The details of such related
party transactions are available in Note 2.23 to the Standalone
financial statements in the Annual Report.
On a standalone basis, the travelling cost representing the cost
of travel included in cost of sales constituted approximately
2.2% and 1.9% of total revenue for the years ended March
31, 2020 and March 31, 2019, respectively. On a consolidated
basis, travelling cost for cost of sales constituted approximately
2.2% and 2.1% of total revenue for the years ended March
31, 2020 and March 31, 2019 respectively.
Cost of software packages primarily represents the cost of
software packages and tools procured for our internal use. On
a standalone basis, the cost of software packages was 1.0%
of revenues, compared to 1.1% during the previous year. On
96 | Management’s discussion and analysis
a consolidated basis, the cost of software packages was 1.1%
of the revenues for both the years.
Third-party items bought for service delivery to clients
include software and hardware items.
A large part of our revenues is generated from software
development centers in India. We use high-end communication
tools to establish real-time connections with our clients.
On a standalone basis, the communication costs represent
approximately 0.3% and 0.2% of the revenues for the year
ending March 31, 2020 and March 31, 2019 respectively.
On a consolidated basis, the communication costs represent
approximately 0.3% of revenues for each of the years ended
March 31, 2020 and March 31, 2019.
Under Ind AS 116, we recognized a ROU asset and a
corresponding lease liability for all lease arrangements in
which we are a lessee, except for leases with a term of 12
months or less (short-term leases). For these short-term
leases, we recognized the lease payments as an operating
expense on a straight-line basis over the term of the lease.
The Group provides its clients with a fixed-period post-sales
support on all its fixed-price, fixed-timeframe contracts. The
Group estimates such costs based on historical experience and
estimates are reviewed on a periodic basis for any material
changes in assumptions and likelihood of occurrence.
On a standalone basis, we provided ` 2,144 crore and ` 1,599
crore towards depreciation and amortization, representing
2.7% and 2.2% of total revenues for the years ended March 31,
2020 and March 31, 2019, respectively. Depreciation for the
Infosys Annual Report 2019-20 year ended March 31, 2020 includes additional amortisation
expense on account of adoption of Ind AS 116, Leases.
On a consolidated basis, we provided ` 2,893 crore and
` 2,011 crore towards depreciation and amortization,
representing 3.2% and 2.4% of total revenues for the years
ended March 31, 2020 and March 31, 2019, respectively.
Depreciation for the year ended March 31, 2020 includes
additional amortisation charge on account of adoption
of Ind AS 116, Leases.
On a standalone and consolidated basis, repairs and
maintenance represent approximately 0.4% and 0.6% of the
revenues, respectively which was 0.3% and 0.5% at standalone
and consolidated level respectively in the previous year.
Gross profit
On a standalone basis, the gross profit during the year
was ` 26,231 crore, representing 33.2% of revenues,
compared to ` 25,695 crore, representing 35.2% of revenues
in the previous year.
On a consolidated basis, the gross profit during the year
was ` 30,059 crore, representing 33.1% of revenues,
compared to ` 28,808 crore, representing 34.8% of revenues
in the previous year.
Selling and marketing expenses
On a standalone basis, we incurred selling and marketing
expenses at 4.8% of our total revenues in the year ended
March 31, 2020, compared to 5.0% of our total revenues
in the year ended March 31, 2019. Selling and marketing
expenses primarily comprise employee costs, travelling
costs and branding and marketing costs. All other expenses,
excluding employee costs, amounted to 1.1% of revenues
during the year, which is 1.4% in the previous year.
On a consolidated basis, we incurred selling and marketing
expenses at 5.2% of our total revenues in the year ended
March 31, 2020, as compared to 5.4% in the year ended March
31, 2019. All other expenses, excluding employee costs,
amounted to 1.2% and 1.5% of our total revenues in the years
ended March 31, 2020 and March 31, 2019, respectively.
The selling and marketing expenses have marginally reduced
as a percentage of revenue during fiscal 2020 from fiscal
2019, mainly on account of a decrease in consultancy and
professional charges and a reduction in operating lease
payments on adoption of Ind AS 116, Leases from fiscal
2020 resulting in amortization expense of ROU assets
considered under cost of sales partially offset by an increase
in employee benefit cost.
General and administration expenses
On a standalone basis, our general and administration
expenses amounted to 5.7% of our total revenues in the
current year and 5.8% in previous year. All other expenses,
excluding employee costs, were 4.2% of revenues during the
year and the previous year.
On a consolidated basis, our general and administration
expenses amounted to 6.6% of our total revenues in the
current year, which is the same as the previous year. All other
expenses, excluding employee costs, were 4.6% of revenues
during the year, as compared to 4.7% during the previous year.
General and administration expenses as a percentage of
revenues has remained almost the same in fiscal 2020 as
compared to fiscal 2019.
On a consolidated basis the employee benefit costs as a
percentage of revenue has marginally increased by 0.1%
in fiscal 2020 as compared to fiscal 2019 partially offset
by reduction in impairment losses on financial assets due
to specific provisions made for certain customers in the
previous fiscal and reduction in operating lease payments on
adoption of Ind AS 116, Leases from fiscal 2020 resulting in
amortization of ROU assets considered under cost of sales.
Corporate social responsibility (CSR)
As per Section 135 of the Companies Act, 2013 (“the Act”), a
company, meeting the applicability threshold, needs to spend
at least 2% of its average net profit computed as mandated by
the Act for the immediately preceding three financial years
on CSR activities. The areas of CSR activities that we have
chosen to spend on are the areas of protection of national
heritage, restoration of historical sites, and promotion of art
and culture ; destitute care and rehabilitation ; environmental
sustainability and ecological balance ; promoting education,
and enhancing vocational skills ; promoting healthcare
including preventive healthcare, and rural development
projects. A CSR committee has been formed by the Company
as per the Act. The funds were primarily allocated to a corpus
and utilized through the year on these activities which are
specified in Schedule VII of the Act.
The gross amount required to be spent by the Company
during the year is ` 360 crore and there was no amount
unspent during the year.
Amount spent during the year on :
Particulars
In cash
Yet to be
paid in cash
in ` crore
Total
1. Construction /
acquisition of any asset
2. On purposes
other than (1) above
–
357
–
3
–
360
3. Operating profits
During the year, on a standalone basis, we earned an operating
profit of ` 17,891 crore, representing 22.6% of total revenues,
compared to ` 17,809 crore, representing 24.4% of total
revenues, during the previous year.
During the year, on a consolidated basis, we earned an
operating profit of ` 19,374 crore, representing 21.3% of total
revenues, compared to ` 18,880 crore, representing 22.8% of
total revenues, during the previous year.
The decrease in operating profit as a percentage of revenue
for the current year as compared to the previous year was
primarily attributable to a decrease of gross profit as a
percentage of revenue during the same period partially
offset by decrease in selling and marketing expenses as a
percentage of revenue.
Management’s discussion and analysis | 97
Infosys Annual Report 2019-20 4. Other income, net & finance cost
The following table sets forth our other income and finance cost for fiscals 2020 and 2019 :
Particulars
Other income
Finance cost
Standalone
Consolidated
2020
2,700
114
2019 % change
(5.3)
2,852
–
–
2020
2,803
170
2019 % change
(2.7)
2,882
–
–
in ` crore
On a standalone basis, other income for fiscal 2020 primarily
includes income from investments of ` 1,731 crore, foreign
exchange gain of ` 1,056 crore on translation of other assets
and liabilities, offset by a foreign exchange loss of ` 528 crore
on forward and options contracts.
During the previous year, other income primarily included
income from investments of ` 2,171 crore, a foreign exchange
gain of ` 184 crore on forward and options contracts and
foreign exchange gain of ` 144 crore on translation of other
assets and liabilities.
On a consolidated basis, other income for fiscal 2020
primarily includes income from investments of ` 1,837 crore,
foreign exchange gain of ` 1,023 crore on translation of other
assets and liabilities, offset by a foreign exchange loss of ` 511
crore on forward and options contracts.
During the previous year, other income primarily included
income from investments of ` 2,222 crore and a foreign
exchange gain of ` 185 crore on forward and options contracts
and foreign exchange gain of ` 133 crore on translation of
other assets and liabilities.
Interest income in fiscal 2020 has declined as compared
to fiscal 2019 primarily due to a decrease in investable
base on account of the execution of the Capital Allocation
Policy of the Company.
We use foreign exchange forward and options contracts to hedge
our exposure against movements in foreign exchange rates.
Finance cost is on account of adoption of Ind AS 116,
Leases. The lease payments are discounted using the interest
rate implicit in the lease or, if not readily determinable,
using the incremental borrowing rates in the country of
domicile of these leases.
Other income includes ` 250 crore and ` 259 crore for the year
ended March 31, 2020 in the standalone and consolidated
financial statements of the Company, respectively, towards
interest on income tax refund. For the year ended March 31,
2019, the same was ` 50 crore and ` 51 crore at a standalone
and consolidated level, respectively.
Disposal group reclassified as “Held for Sale”
During the year ended March 2018, the Company initiated
identification and evaluation of potential buyers for its
subsidiaries, Kallidus and Skava (together referred to as
“Skava”) and Panaya, collectively referred to as the “disposal
group”. The disposal group was classified and presented
separately as “Held for Sale” and was carried at the lower
of carrying value and fair value. During fiscal 2019, on
remeasurement, the Company recorded a reduction in the
fair value of disposal group held for sale amounting to ` 270
crore in respect of Panaya.
98 | Management’s discussion and analysis
Further, based on evaluation of proposals received and
progress of negotiations with potential buyers, the Company
concluded that the disposal group did not meet the
criteria for “Held for Sale” classification and accordingly,
in accordance with Ind AS 105, Non-current Assets held for
Sale and Discontinued Operations, the assets and liabilities of
Panaya and Skava were included on a line by line basis in the
consolidated financial statements for the year ended and as
at March 31, 2019 and an adjustment in respect of excess of
carrying amount over recoverable amount on reclassification
from “Held for Sale” of ` 451 crore in respect of Skava was
recorded in the consolidated statement of comprehensive
income for fiscal 2019.
In the Standalone financial statements of the Company,
a further reduction of ` 265 crore was recorded in respect
of Panaya during the year ended March 31, 2019 and on
reclassification of these investments from “Held for Sale”,
the Company recognized an adjustment in respect of excess
of carrying amount over recoverable amount of ` 469 crore
in respect of Skava.
5. Provision for tax
We have provided for our tax liability both in India and overseas.
The applicable Indian corporate statutory tax rate for the
years ended March 31, 2020 and March 31, 2019 is 34.94%.
In India, we have benefitted from certain tax incentives that
the Company has received for the export of software from
units registered under the Software Technology Park (STP)
Scheme and we continue to benefit from certain tax incentives
for the units registered under the SEZ Act, 2005. However,
the income tax incentives provided by the Government of
India for STP units have expired, and the income from all
of our STP units are now taxable. SEZ units, which began
providing services on or after April 1, 2005, are eligible for a
deduction of 100% of profits or gains derived from the export
of services for the first five years from the financial year in
which the unit has commenced the provision of services and
50% of such profits or gains for further five years. Up to
50% of such profits or gains for further five years thereafter
is subject to the creation of a SEZ Re-investment Reserve
out of the profit of the eligible SEZ units and utilization of
such reserve by the Company for acquiring new plant and
machinery for the purpose of its business as per the provisions
of the Income-tax Act, 1961. In the event, the Company is
not able to utilize the SEZ reserve for investment in plant and
machinery within the timeline specified under the Income
Tax Act, Company will have to pay tax on the unutilized
reserve following the expiry of year specified. This would
result in increase in tax cost.
As a result of these tax incentives, a portion of pre-tax income
has not been subject to income tax. These tax incentives
Infosys Annual Report 2019-20 resulted in a decrease in income tax expense by ` 2,637 crore
on a standalone basis and ` 2,718 crore on a consolidated
basis for the year ended March 31, 2020, and ` 2,628 crore
on a standalone basis and ` 2,705 crore on a consolidated
basis for the year ended March 31, 2019.
Particulars
Income tax expense
(in ` crore)
Effective tax rate
(in %)
Standalone
2020
2019
Consolidated
2020
2019
4,934
5,225
5,368
5,631
24.1
26.2
24.4
26.8
On a standalone basis, the effective tax rate (based on profit
before tax) decreased to 24.1% in fiscal 2020, as compared
to 26.2% in fiscal 2019. On a consolidated basis, the effective
tax rate for fiscal 2020 and fiscal 2019 was 24.4% and
26.8%, respectively. Effective tax rate is generally influenced
by various factors, including differential tax rates, non-
deductible expenses, exempt non-operating income, overseas
taxes, benefits from SEZ units, tax reversals and provisions,
and other tax deductions. The decrease in effective tax rate
from fiscal 2019 to fiscal 2020 was mainly due to increase in
tax reversal (net of provisions), reduction in non-deductible
expenses and increase in tax benefits from SEZ units as a
percentage of profit before income tax.
During the year ended March 31, 2019, the Company entered
into an Advance Pricing Agreement in an overseas jurisdiction
resulting in a reversal of income tax expense of ` 94 crore
which pertained to prior periods.
During the current year, on a consolidated basis, the tax
expense includes reversal of provisions of ` 508 crore
made in earlier periods, partially offset by an additional tax
provision of ` 129 crore pertaining to earlier periods. For
the previous year additionally, the tax reversals comprise a
reversal of provisions of ` 299 crore made in earlier periods,
partially offset by an additional tax provision of ` 170 crore
pertaining to prior periods.
On a standalone basis, the tax expense includes reversal of
provisions of ` 368 crore made in earlier periods, partially
offset by an additional tax provision of ` 70 crore pertaining
to earlier periods. For the previous year additionally, the tax
reversals comprise a reversal of provisions of ` 266 crore
made in earlier periods, partially offset by an additional tax
provision of ` 169 crore pertaining to prior periods.
These reversals pertain to prior periods on account of
adjudication of certain disputed matters in favor of the
Company across various jurisdictions and on account of
changes to tax regulations. The additional provision pertaining
to prior periods is primarily due to audits, assessments and
filing of tax returns in various jurisdiction.
Refer to Note 2.22, ‘Contingent liabilities and commitments’,
in the consolidated and standalone financial statements in the
Annual Report for disclosures on claims against the Company
not acknowledged as debts.
6. Net profit after tax
On a standalone basis, our net profit increased by 5.7%
to ` 15,543 crore for the year ended March 31, 2020 from
` 14,702 crore in the previous year. This represents 19.7%
and 20.1% of total revenue for the years ended March 31,
2020 and March 31, 2019, respectively.
On a consolidated basis, our net profit increased by 7.7%
to ` 16,594 crore for the year ended March 31, 2020 from
` 15,404 crore in the previous year. This represents 18.3%
and 18.6% of total revenue for the years ended March 31,
2020 and March 31, 2019, respectively.
Reduction in the fair value of the disposal group held for sale
and adjustment in respect of excess of carrying amount over
recoverable amount on reclassification from “Held for Sale”
had caused a decline in net profit for fiscal 2019.
The decrease in net profit as a percentage of revenues for fiscal
2020 as compared to fiscal 2019 was primarily attributable
to decrease in operating profit by 1.5% and a decrease in
other income and finance cost by 0.6% as a percentage
of revenue offset by decrease of 0.9% in tax expense as a
percentage of revenue.
7. Earnings per share (EPS)
The details of change in EPS on standalone and consolidated basis are as follows :
Particulars
Basic
Diluted
Standalone
Consolidated
2020 (`)
36.34
36.32
2019 (`) % increase
8.0
8.0
33.66
33.64
2020 (`)
38.97
38.91
2019 (`) % increase
10.0
10.0
35.44
35.38
The weighted average equity shares used in computing earnings per equity share are as follows :
Particulars
Basic
Diluted
Standalone
2020
427,70,30,249
427,98,08,826
2019
436,82,12,119
437,04,12,348
Consolidated
2020
425,77,54,522
426,51,44,228
2019
434,71,30,157
435,34,20,772
The Company completed its share buyback on August 26, 2019.
Management’s discussion and analysis | 99
Infosys Annual Report 2019-20 8. Segmental profitability
The Group’s operations predominantly relate to providing end-to-end business solutions to enable clients to enhance performance
of their business. Business segments of the Group are primarily enterprises in Financial Services and Insurance, enterprises in
Manufacturing, enterprises in Retail, Consumer Packaged Goods and Logistics, enterprises in the Energy, Utilities, Resources
and Services, enterprises in Communication, Telecom OEM and Media, enterprises in Hi-Tech, enterprises in Life Sciences and
Healthcare and all other segments. All other segments represent the operating segments of businesses in India, Japan, China,
Infosys Public Services and other enterprises in Public Service. This is discussed in detail in Note 2.24 to the Consolidated
financial statements in this Annual Report.
Business segments – consolidated
Particulars Financial
Services
Retail Communication
Segmental revenues
2020
2019
Growth %
Segmental operating income
28,625
26,477
8.1
14,035
13,556
3.5
7,306
6,878
6.2
4,212
2020
4,034
2019
Growth %
4.4
Segmental operating margin (%)
30.0
29.8
2020
2019
25.5
26.0
11,984
10,426
14.9
2,424
2,517
(3.7)
20.2
24.1
Energy,
Utilities,
Resources
and
Services
11,736
10,390
13.0
3,216
2,542
26.5
27.4
24.5
Manufacturing Hi-Tech
Life
Sciences
All other
segments
in ` crore
Total
9,131
8,152
12.0
2,059
1,853
11.1
22.6
22.7
6,972
6,177
12.9
1,604
1,548
3.5
23.0
25.1
5,837
5,203
12.2
1,431
1,419
0.8
24.5
27.3
2,471
2,294
7.7
64
116
(44.5)
90,791
82,675
9.8
22,316
20,907
6.7
2.6
5.1
24.6
25.3
The following graph sets forth our revenue by geography :
Segmental revenues
in ` crore
50,038
10,647
2,048
19,942
55,807
10,703
2,365
21,916
2019
82,675
2020
90,791
Growth in %
North America - 11.5%
Europe - 9.9%
India - 15.5%
Rest of the World - 0.5%
Overall segment profitability has decreased primarily on
account of compensation increase, higher visa cost for H1
visas and cross currency fluctuations partially offset by benefit
on account of rupee depreciation and cost optimization
benefits. Consequent to adoption of Ind AS 116, Leases
effective April 1, 2019, lease rentals considered earlier under
segment profitability are now excluded as amortization of
ROU assets is considered unallocable expenses for the year
ended March 31, 2020.
9. Liquidity
Our principal source of liquidity are cash and cash equivalents
and cash flow that we generate from operations. We have no
outstanding borrowings. We believe our working capital is
sufficient for our requirements.
100 | Management’s discussion and analysis
Infosys Annual Report 2019-20 Our growth has been financed largely through cash generated from operations.
Particulars
Net cash generated by operating activities
Net cash (used in) / generate by investing activities
Standalone
2020
15,572
(116)
2019
13,989
(587)
Consolidated
2020
17,003
(239)
2019
14,841
(575)
Net cash used in financing activities
(17,391)
(14,571)
(17,591)
(14,512)
Our cash flows are robust and our operating cash flows have
increased from ` 14,841 crore in fiscal 2019 to ` 17,003
crore in fiscal 2020 mainly on account of lower income tax
payments and higher income tax refunds. On account of
adoption of Ind AS 116, Leases, lease payments amounting
to ` 571 crore are excluded from operating activities and
included in financing activities resulting in an increase in
cash inflow from operating activities. Our liquidity position
could be adversely affected if our ability to bill and/ or collect
from our customers on time is impacted due to COVID-19
disruptions ; either due to disruptions on Indian operations
or at the customers’ end.
Capital Allocation Policy
Refer to Board’s report in this Annual Report for details on
our Capital Allocation Policy reviewed and approved on
dated July 12, 2019.
10. Related party transactions
These have been discussed in detail in Note 2.23 to the
Standalone financial statements in this Annual Report.
11. Events occurring after Balance Sheet date
There were no significant events that occurred after the Balance
Sheet date apart from the ones mentioned in ‘Material changes
and commitments affecting financial position between the
end of the fiscal and date of the report’ in Board’s report.
12. Key financial ratios
In accordance with the SEBI (Listing Obligations and
Disclosure Requirements) (Amendment) Regulations, 2018,
the Company is required to give details of significant changes
(change of 25% or more as compared to the immediately
previous financial year) in key sector-specific financial ratios.
The Company has identified the following ratios as key financial ratios :
Particulars
Market capitalization to revenues (`)
Price / Earnings (times)
Days sales outstanding(1)
Liquid cash(2) as a % of total assets
Revenue growth (%)
Operating margin (%)
Net profit margin (%)
Basic EPS (`)
Standalone
2020
NA
NA
–
26.3
8.1
22.6
19.7
36.34
2019
NA
NA
–
32.7
18.0
24.4
20.1
33.66
Consolidated
2020
3.0
16.5
69
29.4
9.8
21.3
18.3
38.97
2019
3.9
21.0
66
36.2
17.2
22.8
18.6
35.44
(1) The Company does not track DSO at a standalone level.
(2) Includes cash and cash equivalents and investments excluding investments in equity, preference and other securities
Ratios where there has been a significant change from
fiscal 2019 to fiscal 2020
Revenue growth, operating margin, net profit margin as
well as change in basic EPS have been explained in the
relevant sections above.
The details of return on net worth at standalone and
consolidated levels are as follows :
Particulars
Return on net
worth (%)
Standalone
2020
2019
Consolidated
2020
2019
24.9
23.3
25.5
23.7
Return on net worth is computed as net profit by average
net worth. Net profit has increased from ` 15,404 crore to
` 16,594 crore on a consolidated basis and from ` 14,702
crore to ` 15,543 crore on a standalone basis for the reasons
explained above. Additionally, the buyback has resulted in an
increase in return on net worth.
V. Outlook, risks and concerns
This section lists forward-looking statements that involve risks
and uncertainties. Our actual results could differ materially
from those anticipated in these statements as a result of certain
factors. Our outlook, risks and concerns are as follows :
Global health pandemic from COVID-19
related risks
The COVID-19 pandemic is a global humanitarian and health
crisis. The actions taken by various governments to contain
the pandemic, such as closing of borders and lockdown
restrictions, resulted in significant disruption to people and
businesses. Consequently, market demand and supply chains
have been affected, significantly increasing the risk of a global
economic recession. The pandemic has impacted, and may
further impact, all of our stakeholders – employees, clients,
investors and communities we operate in. Further, due to
the uncertainty surrounding this risk and the unavailability
Management’s discussion and analysis | 101
Infosys Annual Report 2019-20 of a certified vaccine or cure to-date, we have not been able
to provide investors with any revenue or profit guidance
for fiscal 2021. COVID-19 has heightened several other
risks that are described in this section. Some of the specific
consequent risks related to the occurrence of COVID-19 that
have materialized include :
• Many of our clients’ business operations may be negatively
impacted due to the economic downturn – resulting in
postponement, termination, suspension of some ongoing
projects with us and / or reduced demand for our services
and solutions.
• Our ability to continue to deliver service delivery
obligations while our employees work from home are
sometimes constrained by contractual terms with our
clients and are therefore dependent on receiving the
requisite approvals from them in time.
• Restrictions on travel may impact our ability to assign and
deploy people at required locations and times to deliver
contracted services, thereby impacting our revenue and /
or profitability.
• A small portion of revenue could not be recognized as
we did not receive consent from clients for the work
completed by our employees remotely on their projects.
• Our profitability may be marginally impacted as some
clients have sought price reductions or discounts.
• Lower profitability and prolonged payment terms requests
from clients can impact our cash flows negatively and may
impact our ability to provide dividend to shareholders.
• Some of our clients or suppliers have invoked force majeure
clauses in our contracts with them, negatively impacting
our business with limited recourse.
• Our business continuity may be marginally impacted as
key geographies in which we operate imposed a lockdown
and / or some of our development centers may temporarily
shut down due to COVID-19 positive cases found in our
campuses or shared campuses.
• We incurred unanticipated costs in ensuring that our
offices are safe and hygienic workplaces for our employees ;
and to enable employees to work from home.
• We incurred additional costs in procuring and deploying
hardware assets and technology infrastructure and data
connectivity charges for remote working.
While the above-mentioned risks have materialized to varied
extent in the last financial year, their impact may continue in
the next financial year as well. In addition to the above, other
consequent risks related to the occurrence of COVID-19 that
may materialize in future are.
• The financial stability of our clients may get affected or
they may file for bankruptcy, jeopardizing our ability to
collect our account receivables and unbilled revenue.
• Restrictions on travel, marketing events and in-person
client meetings may result in sub-optimal branding and
delays in our sales and commercial processes, affecting
our revenue.
• Clients may invoke contractual clauses and / or levy
penalties if we are unable to meet project quality,
102 | Management’s discussion and analysis
productivity and schedule service-level agreements due
to our employees working remotely.
• Our profitability may be negatively impacted if we are
unable to eliminate fixed or committed costs in line with
reduced demand. Additionally, any sudden change in
demand may impact utilization in the short term thereby
impacting margins.
• Our profitability may be marginally impacted as some
clients may dispute some of the existing work-in-process
that has been recognized by us as unbilled revenues. This
in turn can impact our cash flows negatively.
• Our exposure to cybersecurity and data privacy breach
incidents may increase due to a large number of employees
working remotely. This in turn can hinder our ability to
continue services and / or operations, impacting revenue,
profitability and reputation.
• The productivity of our employees may be negatively
impacted due to isolated remote working from home,
quarantine requirements, negative social sentiment and
personal anxiety.
• Our operations may get disrupted after the re-opening of
our campuses and offices if any of our returning employees
test positive for COVID-19.
• We could be subject to lawsuits from our employees
alleging they are exposed to health risks as we transition
them back to working from our or our clients’ offices.
• Our ability to procure goods and services may be impacted
as some of our suppliers may not able to operate efficiently
during a lockdown.
• Unfavorable currency movements during these times may
impact our profitability.
• An increase in insurance premium on the regular policies
that we avail may adversely impact our profitable growth
or coverage.
• There could be heightened regional or macro risks such as
an increase in unemployment, protectionism, immigration
reform, extended recession in the economy, geo-political
tension and social unrest.
• We had made offers to candidates to join Infosys. Our
ability to honor these offers on a timely basis can get
impacted which can negatively influence our brand.
• The uncertainty in demand as our clients deal with a
prolonged economic impact of COVID-19 may cause
us to implement severe cost control measures including
reduction in employee bonuses. This could result
in increased attrition of employees and / or a higher
expenditure on recruitment and subcontracting services,
thereby impacting our profitability.
• If the market price of our shares / ADS remain low due to
a prolonged recession, the value of RSUs and the ability to
achieve the performance targets of the PSUs we have given
to our employees may reduce. This will impede our ability
to retain our high-performing employees.
• We have successfully invoked Business Continuity
Procedures (BCP) post-COVID-19 so far. If this remains
prolonged, our BCP may see an impact if it experiences
any breakdown.
Infosys Annual Report 2019-20 • We could experience potential impairment of acquired
entities and investments as a result of prolonged slower
economic growth which can impact business momentum
and synergies that were expected.
• We may be unable to recoup the investments that we
have made in various instruments due to the impact of
prolonged economic downturn with consequential impact
on liquidity in the sectors or the geographies in which we
have invested.
Some of the other key risks that the Company is
facing are as follows :
1. Risks related to the markets in which we and our
clients operate
• Spending on technology products and services by our
clients and prospective clients is subject to fluctuations
depending on many factors, including both the economic
and regulatory environment in the markets in which they
operate.
• Economic slowdown or other factors may affect the
economic health of the United States, the United Kingdom,
the European Union (EU), Australia or those industries
where our revenues are concentrated.
• Our clients may operate in sectors which are adversely
impacted by climate change.
• Our clients may be the subject of economic or other
sanctions by governments and regulators in key
geographies that we operate in, limiting our ability to
grow these relationships, risking increased penalties and
exposure of our business to consequential sanctions.
• A large part of our revenues are dependent on our limited
number of clients, and the loss of any one of our major
clients could significantly impact our business.
• Financial stability of our clients may fluctuate owing to
several factors such as the demand and supply challenges,
currency fluctuations and other macroeconomic condition
which may adversely impact our ability to recover fees for
the services rendered from them.
• We may not be able to provide end-to-end business
solutions for our clients, which could lead to clients
discontinuing their work with us, which in turn could
harm our business.
• Intense competition in the market for technology services
could affect our win rates and pricing, which could reduce
our market share and decrease our revenues and / or our
profits.
• Our engagements with clients are typically singular in
nature and do not necessarily provide for subsequent
engagements.
2. Risks related to the investments we make for our
growth
• Our business will suffer if we fail to anticipate and develop
new services and enhance existing services in order to
keep pace with rapid changes in technology and in the
industries on which we focus.
• We may be unable to recoup investment costs incurred in
developing our software products and platforms.
• We may engage in acquisitions, strategic investments,
strategic partnerships or alliances or other ventures that
may or may not be successful.
• Goodwill that we carry on our Balance Sheet could give
rise to significant impairment charges in the future.
3. Risks related to our cost structure
• Our expenses are difficult to predict and can vary
significantly from period to period, which could cause our
share prices to decline.
• Any inability to manage our growth could disrupt our
business, reduce our profitability and adversely impact
our ability to implement our growth strategy.
• Wage pressures in India and the hiring of employees
outside India may prevent us from sustaining some of our
competitive advantage and may reduce our profit margins.
• We are investing substantial cash assets in new facilities
and physical infrastructure, and our profitability could be
reduced if our business does not grow proportionately.
• Currency fluctuations and declining interest rates may
affect the results of our operations.
4. Risks related to our employee workforce
• Our success depends largely upon our highly skilled
technology professionals and our ability to hire, attract,
motivate, retain and train these personnel.
• Our success depends in large part upon our management
team and key personnel and our ability to attract and
retain them.
5. Risks related to our contractual obligations
• Our failure to complete fixed-price (including maintenance)
and fixed-timeframe contracts, or transaction-based pricing
contracts, within budget and on time, may negatively affect
our profitability.
• Our client contracts can typically be terminated without
cause, which could negatively impact our revenues and
profitability.
• Our client contracts are often conditioned upon our
performance, which, if unsatisfactory, could result in lower
revenues than previously anticipated.
• Some of our long-term client contracts contain
benchmarking provisions which, if triggered, could result
in lower future revenues and profitability under the
contract.
• Our work with governmental agencies may expose us to
additional risks.
6. Risks related to our operations
• Our reputation could be at risk and we may be liable to our
clients or to regulators for damages caused by inadvertent
disclosure of confidential information and sensitive data.
• Our reputation could be at risk and we may be liable to
our clients for damages caused by cybersecurity incidents.
Management’s discussion and analysis | 103
Infosys Annual Report 2019-20 • Our reputation could be at risk and we may incur financial
liabilities if privacy breach incidents under General Data
Protection Regulation (GDPR) adopted by the European
Union or other similar regulations across the globe are
attributed to us and if we are not able to take necessary
steps to report such incidents to regulators within the
stipulated time. Further, any claim from our clients for
losses suffered by them due to privacy breaches caused
by our employees may impact us financially and affect
our reputation.
• We may be the subject of litigation which, if adversely
determined, could harm our business and operating
results.
• Our insurance coverage may not be adequate to protect us
against all potential losses to which we may be subject, and
this may have a material adverse effect on our business.
• The markets in which we operate are subject to the risk
of earthquakes, floods, tsunamis, storms, pandemics and
other natural and man-made disasters.
• The safety of our employees, assets and infrastructure may
be affected by untoward incidents beyond our control,
impacting business continuity or reputation.
• Terrorist attacks or a war could adversely affect our
business, results of operations and financial condition.
• Climate change risks are increasingly manifesting in our
business operations through physical risks and transitional
(market and compliance) risks, which if not managed
adequately, can affect our operations and profitability.
• Negative media coverage and public scrutiny may divert
the time and attention of our board and management and
adversely affect our reputation and the prices of our equity
shares and ADSs.
7. Risks related to legislation and regulatory
compliance
• Due to the COVID-19 health crisis and the corresponding
substantial increases in unemployment rates across
certain countries in which we operate, including the
United States, United Kingdom, European Union and
Australia, governments have led and may in the future
lead to the enactment of restrictive legislations that could
limit companies in those countries from outsourcing work
to us, or could inhibit our ability to staff client projects
in a timely manner thereby impacting our revenue and
profitability.
• New and changing regulatory compliance, corporate
governance and public disclosure requirements add
uncertainty to our compliance policies and increase our
costs of compliance.
• The intellectual property laws of India do not give sufficient
protection to software and the related intellectual property
rights to the same extent as those in the US. We may be
unsuccessful in protecting our intellectual property rights.
We may also be subject to third-party claims of intellectual
property infringement.
• Our net income would decrease if the government of India
reduces or withdraws tax benefits and other incentives it
104 | Management’s discussion and analysis
provides to us or when our tax holidays expire, reduce or
terminate.
• In the event that the government of India or the government
of another country changes its tax policies in a manner that
is adverse to us, our tax expense may materially increase,
reducing our profitability.
• We operate in jurisdictions that impose transfer pricing
and other tax-related regulations on us, and any failure
to comply could materially and adversely affect our
profitability.
• Changes in the policies of the government of India
or political instability may adversely affect economic
conditions in India generally, which could impact our
business and prospects.
• Attempts to fully address concerns of activist shareholders
may divert the time and attention of our Management and
Board of Directors and may impact the prices of our equity
shares and ADSs.
• Our international expansion plans subject us to risks
inherent to doing business internationally.
• Our ability to acquire companies organized outside India
may depend on the approval of the RBI and / or the
Government of India and failure to obtain this approval
could negatively impact our business.
• Indian laws limit our ability to raise capital outside India
and may limit the ability of others to acquire us, which
could prevent us from operating our business or entering
into a transaction that is in the best interests of our
shareholders.
8. Risks related to the ADSs
• Historically, our ADSs have traded at a significant premium
to the trading prices of our underlying equity shares.
Currently, they do not do so, and they may not continue
to do so in the future.
• Sales of our equity shares may adversely affect the prices
of our equity shares and ADSs.
• The price of our ADSs and the US dollar value of any
dividends we declare may be negatively affected by
fluctuations in the US dollar to Indian rupee exchange rate.
• Indian law imposes certain restrictions that limit a
holder’s ability to transfer the equity shares obtained upon
conversion of ADSs and repatriate the proceeds of such
transfer which may cause our ADSs to trade at a premium
or discount to the market price of our equity shares.
• An investor in our ADSs may not be able to exercise
preemptive rights for additional shares and may thereby
suffer dilution of such investor’s equity interest in us.
• ADS holders may be restricted in their ability to exercise
voting rights.
• ADS holders may be restricted in their ability to participate
in a buyback of shares offered by us.
• It may be difficult for holders of our ADSs to enforce any
judgment obtained in the US against us.
• Holders of ADSs are subject to the Securities and Exchange
Board of India’s Takeover Code with respect to their
Infosys Annual Report 2019-20 acquisitions of ADSs or the underlying equity shares,
and this may impose requirements on such holders with
respect to disclosure and offers to purchase additional
ADSs or equity shares.
• The reintroduction of dividend distribution tax rate or
introduction of new forms of taxes on distribution of
profits or changes to the basis of application of these taxes
could materially affect the returns to our shareholders.
VI. Internal control systems and their adequacy
The CEO and CFO certification provided in the CEO and
CFO Certification section of the Annual Report discusses the
adequacy of our internal control systems and procedures.
VII. Material developments in human
resources / industrial relations, including
number of people employed
Our culture and reputation as a leader in consulting,
technology, outsourcing and next-generation digital services
enable us to attract and retain some of the best talent.
Human resources management
At Infosys, we focus on the workplace of tomorrow that
promotes a collaborative, transparent and participative
organization culture, innovation, and rewards individual
contribution. The focus of human resources management at
Infosys is to ensure that we enable each and every employee to
navigate the next, not just for clients, but also for themselves.
The three key strategic pillars of our Employee
Value Proposition are :
• Inspiring them to build what’s next
• Making sure their career never stands still
• Navigating further, together
Here are the key initiatives of this year :
• Be the Navigator : An empowerment program to encourage
purposeful innovation for clients. Impetus is given in
the form of hackathons, makeathons, ideathons and
knowledge-sharing sessions.
• Awards for Excellence : The Awards for Excellence
remains our largest rewards and recognition platform for
employees. This year it celebrates 25 years, we received
the highest number of nominations across geographies,
covering over 20 categories.
• HALE : Our Health Assessment & Lifestyle Enrichment
program helps build and sustain a healthy and productive
workforce by promoting health and well-being, ensuring
safety, and encouraging work-life balance.
• Building the talent of tomorrow : Keeping a strong focus on
Talent Development, Infosys has embarked on a ‘Reskilling’
journey with the objective of enabling a powerful talent
ecosystem that helps build and scale capabilities of the
future. We are building a new construct of ‘hybrid jobs’
that combine technology, domain and industry experience.
We are also retraining our workforce through structured
learning paths and offering them a new-age skill identity
through ‘Skill Tags’ aligned to our digital and niche service
offerings. Talent redeployment has been encouraged by
providing avenues for internal mobility through talent
rotation and structured bridge programs.
• Revamped rewards philosophy : At Infosys, rewards
are considered a total experience – the organization, its
people, its workplaces, practices, and values all come
together to give its employees a rewarding experience of
working and contributing here. In addition to the standard
compensation and benefits, we have made rewards available
through learning, through diverse career experiences and
through platforms for creative contributions as well.
• Total rewards center : A dynamic technology platform was
created where managers can get a comprehensive view
of their total rewards. Employees can view their total
rewards statement and all the information about Infosys’
investment in them, including compensation, benefits and
other tangible / intangible reward elements.
• Stock incentive rewards program : Infosys launched the
Expanded Stock Ownership Program 2019 that links long-
term employee incentives with shareholder value creation.
Under this program, grants will vest based on performance
and it aims to align employee interest with shareholder
value creation, incentivize, attract and retain key talent,
and reward employee performance with ownership.
• Infosys launched the InStep program : In Romania,
providing opportunities to interns from major technical
universities.
• Infosys inaugurated its new state-of-the-art Digital
Innovation Centre : In Dusseldorf, Germany with the first
batch of graduate hires strengthening our localization
commitment in Europe. Infosys also inaugurated its new
strategic Center of Excellence in Baden, Switzerland,
serving its Turbomachinery and Propulsion practice. In the
US, the Arizona Technology and Innovation Center was
launched with a special focus on autonomous technologies,
Internet of Things (IoT), full-stack engineering, data
science and cybersecurity.
• Petit Infoscion Day : An eagerly awaited family-day event
for employees. Children are engaged through fun and
educational activities and their academic and co-curricular
achievements rewarded.
• Digital transformation :
– Launchpad app : This platform has been designed to
cater to new joiners across the globe. It helps engage
with employees even before they join the Company.
Being mobile-based, it provides a guided flow that
helps employees throughout the onboarding process,
making the entire process paperless and faster which
has resulted in employees joining projects earlier.
– InfyMe app : A self-service platform for employees to
conduct all transactions and obtain all the Company
information on the go, anywhere, anytime. It has brought
the world of Infosys at the fingertips of the employees.
All the isolated applications and automations that were
built over the years have been enabled as services on
this app.
– Compass is our internal job marketplace : Compass
has been a trendsetter, first put into place in 2016
Management’s discussion and analysis | 105
Infosys Annual Report 2019-20 and has now become a platform through which job
creators make opportunities available to employees and
employees can express interest in the opportunities.
Compass drives all internal career movements within
Infosys, instances of which have increased manifold in
recent times.
– MAQ (Manager Quotient) : Supports managers
with insights that are curated from information and
transactions / behavior demonstrated by managers –
performance evaluation closures, goal setting, employee
satisfaction score, exit interviews and so on. MAQ
drives right behavior by evaluating managers on an
ongoing basis on various managerial competencies
and provides developmental suggestions to managers
to improve workplace behavior.
– iEngage : Is the latest addition to the arsenal of our
platform journey. iEngage is created to drive vertical
engagement between employee and unit leadership. A
manager or leader can use this app to schedule events,
invite employees and track actions identified during
such events. The data generated from these events
will be used to measure employee sentiment, identify
key concern areas that can ultimately drive policy and
process changes.
“Given the changing business world, we have
refined and articulated our value proposition to our
employees. Our focus is to provide an opportunity
for our employees to make a larger impact by doing
purposeful work, to ensure that their learning and
careers never stand still, and to provide them with
an inclusive culture and environment where they
can give their best and achieve their potential.”
– Krishnamurthy Shankar
Group Head – Human Resources and
Infosys Leadership Institute
Our professionals are our most important assets. We believe
that the quality and level of service that our professionals
deliver are among the highest in the global technology
services industry. We are committed to remaining among the
industry’s leading employers.
As at March 31, 2020, the Group employed 2,42,371
employees, of which 2,28,449 were professionals involved
in service delivery to the clients, including trainees. During
fiscal 2020, we added 14,248 new hires, net of attrition. Our
culture and reputation as a leader in the technology services
industry enables us to recruit and retain some of the best
available talent in India and other countries we operate in.
Recruitment
We have built our global talent pool by recruiting new
students from premier universities, colleges and institutes
globally, and through the need-based hiring of project leaders
and middle management across the globe. We recruit students
who have consistently shown high levels of achievement from
campuses in India. We also recruit students from campuses
in the US, UK, Australia and China. We rely on a rigorous
106 | Management’s discussion and analysis
selection process involving aptitude tests and interviews
to identify the best applicants. This selection process is
continually assessed and refined based on the performance
tracking of past recruits.
During fiscal 2020, we received 21,41,373 employment
applications, interviewed 1,50,130 applicants and extended
offers of employment to 83,319 applicants. These statistics
do not include our subsidiaries.
Education, training and assessment
We believe in lifelong learning and competency development
for our employees. Our Education, Training and Assessment
(ETA) team has been instrumental in creating a culture of
learning in the organization. Lex, our highly scalable, mobile-
first, modular learning platform is now being offered to some
of our clients as Wingspan. This year, we enhanced Lex by
introducing new gamification features, online hands-on lab
facilities, video proctored assessments, and a host of other
features. Being a mobile-first platform, Lex is helping our
employees to continue their learning journey, and to get
certified even during the COVID-19 lockdown period. We
introduced 36 digital learning kits to help our employees
to get reskilled into digital services. We now have about
900 self-learning courses apart from 1,400 courses in
instructor-led training mode.
We are continuing to work with various academic institutions
to reskill our employees. We have collaborations with the
Rhode Island School of Design to train employees on design
skills, with Purdue University on cybersecurity, with Trinity
College, Hartford on business analysis skills, with Cornell
University on program management, and with the University
of North Carolina for data analytics.
We launched a platform called InfyTQ, with several courses
on technical and professional skills, aimed at improving
the understanding of the fundamental building blocks of
technology among engineering students across India, to help
them become industry-ready. We have more than 600,000
learners registered on this platform. The same platform is
also being used for fresh hires recruitment as well. Campus
Connect, our industry-academia partnership program, is
making use of InfyTQ to reach out to engineering college
students and faculty members across India. Campus
Connect also made progress with the launch of electives to
help engineering colleges run new programs within their
curricula and rolled out Infosys elective programs in 137
colleges across India.
VIII. Other details
1. Quality
The Quality function at Infosys, in line with organization’s
vision and strategy of ‘Navigate the Next’, has three
strategic imperatives :
• Differentiate Infosys services through superior performance
and quality
• Optimize Infosys client projects as well as internal
functions for greater efficiency
• De-risk Infosys operations by ensuring compliance and
sustainability
Infosys Annual Report 2019-20 Our Quality department has been driving the org-wide agile
transformation to scale our capabilities for Agile Digital in
tune with the Company strategy. This has resulted in a major
improvement in agile capabilities. Quality department also
consulted with several large clients and helped them drive
their agile and DevOps transformation. The department
created new processes and tools to help differentiate many
new digital offerings.
It led the way in driving Lean and Automation throughout
the organization to enhance productivity and improve
quality, which has resulted in large optimization in projects.
It deployed robust frameworks and tools for service lines
in a collaborative manner and has enabled several thousand
employees on these over the past year. The Quality
department worked with cross-functional teams to drive
enterprise agility by simplifying many enterprise processes,
thus reducing cost, improving agility in operations, and
enhancing employee experience.
It proactively led compliance and assurance through audits
and assessments to intensely reduce risk for the organization,
with increased coverage of services and centers.
In fiscal 2020, Infosys became one of the first companies
in the world to be certified on ISO 27701 – the new data
privacy standard. We continue to comply with international
management system standards and models viz. ISO 9001,
ISO 27001, CMMI, ISO 14001, OHSAS 18001, ISO 22301,
ISO 20000 and AS 9100. Our European centers have been
assessed for GDPR requirements as well. Infosys Limited
as an enterprise is assessed for ISAE 3402 / SSAE 18
SOC 1 type II and has received an independent auditors’
assurance compliance report.
2. Infosys Center for Emerging Technology
Solutions (iCETS)
iCETS is responsible for incubating new technological
capabilities, competencies for emerging technologies, IP /
Accelerators that differentiate service offerings and automation
platforms. The mandate for iCETS is to keep an eye on the
emerging horizon and help service lines scale the adoption.
iCETS has developed and deployed platforms for our service
lines that include Infosys Application Management Platform
(iAMP) for next-generation application management, Smart
Asset Store for reusable assets, data analysis and migration
tools that support DNA, Oracle and SAP practices, platforms
for data privacy, data testing and functional testing for IVS
and IoT platform for Engineering Service. Infosys Enterprise
Gamification Platform, recognized as an industry-leading
platform, was incubated by iCETS along with location-
based services and hyper-personalized visualization / video.
The Infosys NIA® Chatbot developed by iCETS has been
recognized by industry analysts and our clients alike. iCETS
cybersecurity platform is core to our services in this space.
Our clients are facing a highly connected, competitive and
technology-driven business environment. Predicting the next
big threat or the next big opportunity is becoming increasingly
difficult. Our clients expect us, as their innovation partners,
to help differentiate them with proactive technology guidance
and innovation. iCETS launched Living Labs as an offering to
help our clients accelerate their NEXT. The Living Labs bring
together the prowess of design and emerging technologies to
deliver innovation outcomes at scale. Infosys innovation led
by iCETS is showcased at each of our Innovation Hubs in the
US and Europe to create the necessary environment for agile,
immersive and experiential problem solving.
iCETS anchors university relationships and has established
ongoing research and talent program with Stanford University
and Cornell University. These initiatives are leveraged by our
IP development teams.
We launched a program to programmatically sense, curate,
incubate and scale startup networks complementing our
services, called the ‘Infosys Innovation Network’ (IIN). A
council of emerging technology experts, sales and delivery
leadership have reviewed over 1,000 startups in detail
from across the world to identify opportunities for further
incubation and scaling. For the selected startups, we extend
easy access to our vast network of global clients, creating new
opportunities for them. We support these startups to scale
by complementing their offerings with Infosys intellectual
property and enterprise services capability – bringing together
the best of global innovation and reliable scale to our clients.
If the startups we partner with meet our investment criteria,
we could also provide them with equity capital as a minority
shareholder. We believe our ability to orchestrate several
startups across emerging technologies like AI, cybersecurity,
automation, data management, AR / VR, blockchain and IoT
is helping us address innovation needs across client-priority
areas like mortgage transformation, 5G, smart grids, Ambient
spaces, business resilience, etc. We have been able to create
new revenue streams with our startup partnerships in our
data and engineering services. We are currently in discussion
with several startups with offerings to fight the COVID-19
crisis serving both our clients and our nations, helping our
citizens and clients to get to the new normal.
3. Branding
The Infosys brand is a key intangible asset for the Company.
It positions Infosys as a next-generation digital services
company that helps enterprises navigate their transformation.
Brand Infosys is built around the premise that nearly four
decades of experience in managing the systems and workings
of global enterprises uniquely positions us to be navigators
for our clients. We do it by enabling the enterprise with an
AI-powered core that helps prioritize the execution of change.
We also empower the business with agile digital at scale to
deliver unprecedented levels of performance and customer
delight. Our always-on learning foundation drives their
continuous improvement through building and transferring
digital skills, expertise and ideas from our innovation
ecosystem. Our localization investments in talent and digital
centers help accelerate the enterprise transformation agenda.
With this, we help every client build their Live Enterprise – an
organization that is always navigating its next.
Our marketing reach extends globally through digital-first
multi-channel campaigns. As the digital innovation partner
for the Australian Open, Roland-Garros and the ATP, we
help showcase how brand Infosys is reimagining the tennis
ecosystem for a billion fans globally leveraging data, insights
and digital experiences. We participate in premier business
Management’s discussion and analysis | 107
Infosys Annual Report 2019-20 and industry events around the world, while also organizing
our own signature events and CXO roundtables. Confluence,
our flagship client event series across the US, Europe and
APAC, is rated highly by our clients and industry partners.
4. Client base
Our client-centric approach continues to bring us high levels
of client satisfaction. During fiscal 2020, we derived 97.5%
of our consolidated revenues from repeat business this fiscal.
We, along with our subsidiaries, added 376 new clients,
including a substantial number of large global corporations.
Our total client base at the end of the year stood at 1,411.
The client segmentation, based on the last 12 months’
revenue for the current and previous years, on a consolidated
basis, is as follows :
Clients
100 million dollar +
50 million dollar +
10 million dollar +
1 million dollar +
2020
28
61
234
718
2019
25
60
222
662
5. Infosys Leadership Institute
During fiscal 2020, Infosys Leadership Institute (ILI)
built on and further enhanced its focus on enabling the
organization and its leaders through succession planning
and leadership development interventions. ILI defined and
institutionalized Leadership Powered by Values (LV), the
updated leadership framework benchmarked to the new-age
digital leadership imperatives by deploying it in leadership
360 and performance assessments.
ILI worked with senior leaders to identify new critical
positions and additional leadership metrics to strengthen
the organizational succession planning program. ILI also
designed and implemented the Leadership Constellation
Program, with the objective of identifying select leaders
for prioritized development for the year and enhancing the
successor pool. The highly curated Leadership Journey of the
program included globally renowned leadership instruments,
assessments, coaching and programs at Stanford. The
Constellation Program also enabled ILI to use data-based
insights to identify organizational, unit-level and individual
development focus areas. Accordingly, ILI offered a variety
of programs leveraging global faculty through classroom
programs, webinars, case-study-led discussions and Leaders
Teach sessions. Continuing its focus on diversity, ILI also
offered its acclaimed ‘Women in Leadership’ program
exclusively for women leaders.
More than 95% of Infosys’ title-holders completed at least
one leadership intervention at an average of 2.6 leadership
learning days, totaling 2,000+ leadership learning days. The
leadership programs offered globally by ILI were received
very positively with an approval rating of more than 90%.
6. Infosys Knowledge Institute
The Infosys Knowledge Institute (IKI), established in 2018,
helps industry leaders develop a deeper understanding
of business and technology trends through compelling
thought leadership. Our researchers and subject matter
experts provide a fact base that aids decision-making on
critical business and technology issues. Our current research
focuses on four strategic themes : digital culture and future
of work, stakeholder capitalism, platforms, and industry
ecosystems. IKI also publishes regularly in leading business
and technology media on industry, function, and technology
trends. For more information, go to https://infosys.com/iki.
7. Sustainability initiatives
We have been a signatory to the UNGC since 2001. Our
sustainability reports form the basis of our Communication
of Practice (CoP) at the UNGC. In 2013, we were among the
first companies in India to publish the Business Responsibility
Report, together with our Annual Report. In 2014, we
became the first IT company globally to publish our GRI
G4 (comprehensive) Sustainability Report and since fiscal
2019, we have been publishing our GRI Standards-based
sustainability disclosures. Fiscal 2020 marks a milestone
in the achievement of the environmental goals that we
committed to in 2010 at the United Nations. Infosys won
the prestigious UN Global Climate Action Award in the
Carbon Neutral Now Category. For more information about
our sustainability initiatives read our Sustainability Report at
https:// www.infosys.com/sustainability.
108 | Management’s discussion and analysis
Infosys Annual Report 2019-20 Corporate governance report
Our corporate governance philosophy
Our corporate governance is a reflection of our value system encompassing our culture, policies, and relationships with our
stakeholders. Integrity and transparency are key to our corporate governance practices to ensure that we gain and retain the
trust of our stakeholders at all times.
Corporate governance framework
Our corporate governance framework is guided by our core values – Client Value, Leadership by Example, Integrity and
Transparency, Fairness and Excellence (C-LIFE) – and is based on the following principles :
CORPORATE
GOVERNANCE
AT INFOSYS
Legal compliance
Satisfy both the spirit and the letter of the
law in all our actions and disclosures
Integrity and
transparency
Fairness and
excellence
Ensure transparency and maintain a high level
of integrity
Be objective and ethical, and deliver the best
to earn trust and respect from our stakeholders
Effective corporate
governance structure
Build simple and transparent processes
driven by business needs of all stakeholders
Relationship with
stakeholders
Communicate frequently with stakeholders, including
clients, investors, shareholders, and stock markets
Responsible
leadership
The Board
as trustee
Lead by example by ensuring independence of the
Board and effectiveness of the Management
Safeguard the shareholder’s capital
as trustee, and not as its owner
Our corporate governance framework ensures that we make
timely disclosures and share accurate information regarding
our financials and performance, as well as disclosures related
to the leadership and governance of the Company.
As on March 31, 2020, the Board comprised eight members,
consisting of one non-executive and non-independent
chairman, two executive directors, and five independent
directors. An independent director is the chairperson of
each of the Board committees – namely audit committee,
nomination and remuneration committee, stakeholders
relationship committee, risk management committee, and
corporate social responsibility (CSR) committee.
Corporate governance report | 109
Infosys Annual Report 2019-20 A. Board composition
Size and composition of the Board
The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“the Listing Regulations”)
mandate the following :
• For a company with a non-executive chairman, who is a promoter, at least half of the board shall consist of independent
directors.
• The board of directors of the top 1,000 listed companies effective April 1, 2020 shall have at least one independent woman
director.
The composition of our Board as on March 31, 2020
Size and composition of the Board
Independent directors
62.5%
Non-executive and non-independent director,
and executive directors
37.5%
Men
75%
25% Women
25%
Foreign national
75%
Indian
Tenure analysis of the Board as on March 31, 2020
Average tenure (in years)
Tenure of the directors
Non-executive and
non-independent director
Executive directors
Independent directors
The Board
2.6
4.2
3.7
3.7
1-2 years
>2-4 years
>4 years
Role of the Board of Directors
The primary role of the Board is that of trusteeship – to
protect and enhance shareholder value through strategic
direction to the Company.
• As trustees, the Board has a fiduciary responsibility
to ensure that the Company has clear goals aligned to
shareholder value and its growth.
• It also directs and exercises appropriate control to ensure
that the Company is managed in a manner that fulfills
stakeholders’ aspirations and societal expectations.
• It monitors the effectiveness of the Company’s governance
practices and makes changes as needed.
• It provides strategic guidance to the Company, ensures
effective monitoring of the Management and is accountable
to the Company and the shareholders.
• It exercises independent judgment on corporate affairs.
• It assigns sufficient number of non-executive members of
the Board of Directors capable of exercising independent
judgment in tasks where there is a potential for conflict
of interest.
• It reviews and guides corporate strategy, major plans of
action, risk policy, annual budgets and business plans,
setting performance objectives, monitoring implementation
and corporate performance, and overseeing major capital
expenditures, acquisitions and divestments.
110 | Corporate governance report
Responsibilities of the Board leadership
The responsibilities and authority of the Chairman,
the CEO & MD, the COO, and the lead independent
director are as follows :
The Chairman leads the Board. As Chairman, he is responsible
for fostering and promoting the integrity of the Board while
nurturing a culture where the Board works harmoniously for
the long-term benefit of the Company and all its stakeholders.
The Chairman is primarily responsible for ensuring that the
Board provides effective governance to the Company. In doing
so, the Chairman presides over meetings of the Board and of
the shareholders of the Company.
The Chairman takes a lead role in managing the Board and
facilitates effective communication among directors. He is
responsible for overseeing matters pertaining to governance,
including the organization, composition and effectiveness
of the Board and its committees, and individual directors
in fulfilling their responsibilities. The Chairman provides
independent leadership to the Board, identifies guidelines
for the conduct and performance of directors, and oversees
the management of the Board’s administrative activities,
such as meetings, schedules, agendas, communication and
documentation. The Chairman is also responsible for the
overall strategy of the Company.
Infosys Annual Report 2019-20 The Chairman works actively with the nomination and
remuneration committee to plan the composition of the Board
and Board Committees, induct directors to the Board, plan
for director succession, participate effectively in the Board
evaluation process and meet with individual directors to
provide constructive feedback and advice.
The Chief Executive Officer and Managing Director (CEO
& MD) is responsible for executing corporate strategy in
consultation with the Board, as well as for brand equity,
planning, building external contacts and all matters related
to the management of the Company. He is responsible for
achieving annual and long-term business targets. The CEO
& MD also monitors the external and internal competitive
landscape, and new industry developments and standards,
identifies opportunities for expansion and acquisition, and
builds relationships with customers and markets with an
eye to enhancing shareholder value and implementing the
organization’s vision, mission, and overall direction.
The CEO & MD acts as a link between the Board and
the Management and is also responsible for leading and
evaluating the work of other executive leaders including
the Chief Operating Officer (COO), Chief Financial Officer
(CFO), Presidents and Executive Vice Presidents as per the
organizational structure.
The COO has overall strategic and operational responsibility
for the entire portfolio of the Company’s offerings and is
responsible for ensuring that the business enabling functions
provide the necessary support for the sales and delivery teams
in enabling them to help our clients achieve their business
objectives while keeping the highest standards of governance
and professionalism. He oversees the key functions of global
delivery and business enablement.
The role of the lead independent director is to provide
leadership to the independent directors, liaise on behalf of
the independent directors and ensure Board effectiveness to
maintain high-quality governance of the organization and the
effective functioning of the Board.
We believe that an active, well-informed, diversified and
independent board is necessary to ensure the highest
standards of corporate governance. At Infosys, the Board is
at the core of best corporate governance practice. The Board
oversees the Management’s functions and protects the long-
term interests of our stakeholders.
Selection and appointment of new directors
The Board delegates
the screening and
selection process to the
nomination and remuneration
committee, which
consists exclusively of
independent directors.
The committee, based
on defined criteria,
makes recommendations
to the Board on the
induction of new directors.
The Board recommends the
appointment of the director
to the shareholders.
The proposal is
placed before the
shareholders for approval.
Board membership criteria
The nomination and remuneration committee shall consider the following criteria while nominating a candidate for directorship.
Criteria
Fields
Skills
Qualification and attributes
Company-specific requirements
Age limit
Particulars
The Company inducts eminent individuals from diverse fields as directors on its Board.
The nomination and remuneration committee refers to the key board qualifications and
attributes in consultation with the entire Board to determine the skills and experience
required, for the Board as a whole and for individual members.
Members are expected to possess the required qualifications, integrity, expertise and
experience for the position.
Members should also possess deep expertise and insights in sectors / areas relevant to
the Company, and ability to contribute to the Company’s growth.
Managing Director / Executive Director – 60 years
Independent / non-executive – 70 years
A director’s term may be extended, at the discretion of the nomination and remuneration
committee, beyond the age of 60 or 70 years with shareholders’ approval by passing a
special resolution, based on the explanatory statement annexed to the Notice, indicating
the justification for the extension of appointment beyond 60 or 70 years, as the case may be.
Corporate governance report | 111
Infosys Annual Report 2019-20 Criteria
Membership term
Particulars
The Board constantly evaluates the contribution of members and periodically shares
updates with the shareholders about reappointments consistent with applicable statutes.
At present, Indian corporate law mandates the following :
• Two-thirds of the non-independent directors be liable to retire by rotation every
year, and one-third of them mandatorily retire by rotation, and qualifies the retiring
members for reappointment.
• Executive directors are appointed by the shareholders for a maximum period of five
years, but are eligible for reappointment upon completion of their term.
• An independent director shall hold office for a term of up to five consecutive years
on the board of the company and will be eligible for reappointment on the passing
of a special resolution by the shareholders.
Key Board qualifications, expertise and attributes
The table below summarizes the key qualifications, skills, and attributes which are taken into consideration while nominating
candidates to serve on the Board. The qualifications of each director is provided separately in the details of the Board of Directors.
Definitions of qualifications, expertise and attributes
Financial
Diversity
Global business
Leadership
Technology
Leadership of a financial firm or management of the finance function of an enterprise, resulting
in proficiency in complex financial management, capital allocation, and financial reporting
processes, or experience in actively supervising a principal financial officer, principal accounting
officer, controller, public accountant, auditor or person performing similar functions
Representation of gender, ethnic, geographic, cultural, or other perspectives that expand the
Board’s understanding of the needs and viewpoints of our customers, partners, employees,
governments, and other stakeholders worldwide
Experience in driving business success in markets around the world, with an understanding
of diverse business environments, economic conditions, cultures, and regulatory frameworks,
and a broad perspective on global market opportunities
Extended leadership experience for a significant enterprise, resulting in a practical understanding
of organizations, processes, strategic planning, and risk management. Demonstrated strengths
in developing talent, planning succession, and driving change and long-term growth
A significant background in technology, resulting in knowledge of how to anticipate technological
trends, generate disruptive innovation, and extend or create new business models
Mergers and acquisitions
A history of leading growth through acquisitions and other business combinations, with the
ability to assess ‘build or buy’ decisions, analyze the fit of a target with the Company’s strategy
and culture, accurately value transactions, and evaluate operational integration plans
Board service and
governance
Sales and marketing
Sustainability, and
Environment, Social and
Governance (ESG)
Service on a public company board to develop insights about maintaining board and management
accountability, protecting shareholder interests, and observing appropriate governance practices
Experience in developing strategies to grow sales and market share, build brand awareness and
equity, and enhance enterprise reputation
Experience in leading the sustainability and ESG visions of organizations, to be able to integrate
these into the strategy of the Company.
The details of the Board members are available in the following pages.
112 | Corporate governance report
Infosys Annual Report 2019-20 The Board of Directors
Nandan M. Nilekani
Chairman and Non-Executive and
Non-Independent Director (Promoter)
Salil Parekh
Chief Executive Officer
and Managing Director
Nationality
Age
Indian
64
Nationality
Age
Indian
55
Date of appointment
August 24, 2017
Date of appointment
January 02, 2018
Tenure on Board
2.6 years
Tenure on Board
2.2 years
Term ending date
NA
Term ending date
January 01, 2023
Shareholding
4,07,83,162 shares
(0.96%)
Shareholding
2,03,278 shares
(0.00%)
Board memberships – Indian listed companies
Board memberships – Indian listed companies
Infosys Limited
Non-executive and non-
independent director
Infosys Limited
Executive director
Global directorships
2
Global directorships
5
Committee
details as per
Regulation 26 of
Listing Regulations
Areas of expertise
Member : Nil
Chairperson : Nil
Committee
details as per
Regulation 26 of
Listing Regulations
Areas of expertise
Member : Nil
Chairperson : Nil
Financial
Diversity
Global business
Leadership
Financial
Diversity
Global business
Leadership
Technology
Mergers &
Acquisitions
Board service
& governance
Sales &
marketing
Sustainability
& ESG
Profile available at https://www.infosys.com/about/
management-profiles/nandan-nilekani.html
Technology
Mergers &
Acquisitions
Board service
& governance
Sales &
marketing
Sustainability
& ESG
Profile available at https://www.infosys.com/about/
management-profiles/salil-parekh.html
Corporate governance report | 113
Infosys Annual Report 2019-20 U.B. Pravin Rao
Chief Operating Officer
and Whole-time Director
Kiran Mazumdar-Shaw
Lead Independent Director
Nationality
Age
Indian
58
Nationality
Age
Indian
67
Date of appointment
January 10, 2014
Date of appointment
January 10, 2014
Tenure on Board
6.2 years
Tenure on Board
6.2 years
Retirement date
December 11, 2021
Term ending date
March 22, 2023
Shareholding
10,87,322 shares
(0.03%)
Board memberships – Indian listed companies
Infosys Limited
Executive director
Global directorships
2
Committee
details as per
Regulation 26 of
Listing Regulations
Areas of expertise
Member : 1
Chairperson : Nil
Financial
Diversity
Global business
Leadership
Technology
Mergers &
Acquisitions
Board service
& governance
Sales &
marketing
Sustainability
& ESG
Profile available at https://www.infosys.com/about/
management-profiles/pravin-rao.html
Shareholding
Nil
Board memberships – Indian listed companies
Biocon Limited
Infosys Limited
Executive director
Independent director
Narayana Hrudayalaya
Limited
Non-executive and non-
independent director
Syngene International
Limited
Non-executive and non-
independent director
United Breweries Limited
Independent director
Global directorships
17
Committee
details as per
Regulation 26 of
Listing Regulations
Areas of expertise
Member : 1
Chairperson : 1
Financial
Diversity
Global business
Leadership
Mergers &
Acquisitions
Board service
& governance
Sales &
marketing
Sustainability
& ESG
Profile available at https://www.infosys.com/about/
management-profiles/kiran-mazumdar-shaw.html
114 | Corporate governance report
Infosys Annual Report 2019-20 Michael Gibbs
Independent Director
D.N. Prahlad
Independent Director
Nationality
American
Age
62
Nationality
Age
Indian
64
Date of appointment
July 13, 2018
Date of appointment
October 14, 2016
Tenure on Board
1.7 years
Tenure on Board
3.5 years
Term ending date
July 12, 2021
Resigned on*
April 20, 2020
Shareholding
Nil
Shareholding
Board memberships – Indian listed companies
Infosys Limited
Independent director
Global directorships
2
Committee
details as per
Regulation 26 of
Listing Regulations
Areas of expertise
Member : 2
Chairperson : Nil
17,17,190 shares
(0.04%)
Board memberships – Indian listed companies
Infosys Limited
Independent director
Global directorships
5
Committee
details as per
Regulation 26 of
Listing Regulations
Areas of expertise
Member : 1
Chairperson : Nil
Financial
Diversity
Global business
Leadership
Financial
Diversity
Global business
Leadership
Technology
Mergers &
Acquisitions
Board service
& governance
Sustainability
& ESG
Profile available at https://www.infosys.com/about/
management-profiles/michael-gibbs.html
Technology
Mergers &
Acquisitions
Board service
& governance
Sales &
marketing
Sustainability
& ESG
* Resigned as a member of the Board, in order to devote
more time for his other business commitments. Further,
it is confirmed that there were no other material reasons
for his resignation.
Corporate governance report | 115
Infosys Annual Report 2019-20 D. Sundaram
Independent Director
Dr. Punita Kumar-Sinha
Independent Director
Nationality
Age
Indian
67
Nationality
Age
American
57
Date of appointment
July 14, 2017
Date of appointment
January 14, 2016
Tenure on Board
2.7 years
Tenure on Board
4.2 years
Term ending date
July 13, 2022
Term ending date
January 13, 2021
Shareholding
Nil
Shareholding
Nil
Board memberships – Indian listed companies
Board memberships – Indian listed companies
ACC Limited
Crompton Greaves
Consumer Electricals
Limited
GlaxoSmithKline
Pharmaceuticals Limited
Independent director
Independent director
Independent director
Infosys Limited
Independent director
TVS Electronics Limited
Non-executive and non-
independent director
Global directorships
9
Committee
details as per
Regulation 26 of
Listing Regulations
Areas of expertise
Member : 8
Chairperson : 5
Infosys Limited
Independent director
JSW Steel Limited
Independent director
Rallis India Limited
Independent director
SREI Infrastructure
Finance Limited
Independent director
Global directorships
10
Committee
details as per
Regulation 26 of
Listing Regulations
Areas of expertise
Member : 7
Chairperson : 2
Financial
Diversity
Global business
Leadership
Financial
Diversity
Global business
Leadership
Mergers &
Acquisitions
Board service
& governance
Sustainability
& ESG
Profile available at https://www.infosys.com/about/
management-profiles/punita-kumar-sinha.html
Mergers &
Acquisitions
Board service
& governance
Sustainability
& ESG
Profile available at https://www.infosys.com/about/
managementprofiles/d-sundaram.html
116 | Corporate governance report
Infosys Annual Report 2019-20 Based on the recommendation of the nomination and
remuneration committee, the Board appointed Uri Levine as
additional and independent director effective April 20, 2020
for a period of 3 (three) years, subject to the approval of the
shareholders. The notice of 39th Annual General Meeting
(AGM) sets out the details of his appointment.
Uri Levine
Additional and Independent Director
Nationality
Age
Israeli
55
Date of appointment
April 20, 2020
Term ending date
April 19, 2023
Shareholding
Nil
Board memberships – Indian listed companies
Infosys Limited
Additional and
Independent director
Global directorships
11
Committee
details as per
Regulation 26 of
Listing Regulations
Areas of expertise
Member : Nil
Chairperson : Nil
Diversity
Global business
Leadership
Technology
Mergers &
Acquisitions
Board service
& governance
Sales &
marketing
Sustainability
& ESG
Profile available at https://www.infosys.com/about/
management-profiles/uri-levine.html
Notes
• There are no inter-se relationships between our Board members. The Company doesn’t have any pecuniary relationship with any of the
non-executive directors.
In the committee details provided, every chairpersonship is also considered as a membership.
•
• Global directorships includes all listed, unlisted and private companies including Infosys Limited and its subsidiaries.
Corporate governance report | 117
Infosys Annual Report 2019-20 Independent directors
The Companies Act, 2013 and the Listing Regulations define
an ‘independent director’ as a person who is not a promoter
or employee or one of the key managerial personnel of the
company or its subsidiaries. Further, the person should not
have a material pecuniary relationship or transactions with
the company or its subsidiaries, during the two immediate
preceding financial years or during the current financial year,
apart from receiving remuneration as an independent director.
We abide by these definitions of independent director in
addition to the definitions of an independent director as
laid down in the New York Stock Exchange (NYSE) listed
company manual, the Sarbanes-Oxley Act, and US securities
laws by virtue of our listing on the NYSE in the US.
Based on the disclosures received from all the independent
directors and in the opinion of the Board, the independent
directors fulfill the conditions specified in the Companies Act,
2013, the Listing Regulations, NYSE listing manual and are
independent of the Management.
The Board includes five independent directors, out of
which two are women.
Men
60%
40% Women
Independent director databank registration
Pursuant to a notification dated October 22, 2019 issued
by the Ministry of Corporate Affairs, all directors have
completed the registration with the Independent Directors
Databank. Requisite disclosures have been received from the
directors in this regard.
Meeting of independent directors
Schedule IV of the Companies Act, 2013 and the Rules
thereunder mandate that the independent directors of the
Company shall hold at least one meeting in a year, without
the attendance of non-independent directors and members of
the Management. Even before the Companies Act, 2013 came
into effect, our Board’s policy mandated periodic meetings
attended exclusively by the independent directors. At such
meetings, the independent directors discuss, among other
matters, the performance of the Company and risks faced
by it, the flow of information to the Board, competition,
strategy, leadership strengths and weaknesses, governance,
compliance, Board movements, human resource matters
and performance of the executive members of the Board,
including the Chairman. During the year, the independent
directors met without the presence of the Management.
Training of Board members
All new non-executive directors inducted to the Board are
introduced to our Company culture through orientation
sessions. Executive directors and senior management
provide an overview of operations, and familiarize the new
non-executive directors on matters related to our values and
commitments. They are also introduced to the organization
structure, services, Group structure and subsidiaries,
constitution, Board procedures, matters reserved for the
118 | Corporate governance report
Board, major risks and risk management strategy. The details
of the familiarization program are also available on the
Company’s website, at https://www.infosys.com/investors/
reports-filings/Documents/training-board-members2020.pdf.
The Board’s policy is to have separate meetings regularly with
independent directors to update them on all business-related
issues and new initiatives. At such meetings, the executive
directors and other members of the senior management share
points of view and leadership thoughts on relevant issues.
We also facilitate the continual educational requirements of
our directors. Each director is entitled to a training fee of
US$ 5,000 per year. Support is provided for independent
directors if they choose to attend educational programs in
the areas of Board / corporate governance. Non-executive and
independent directors of the Board are familiarized through
various kinds of engagements such as :
Strategy retreat: As part of our annual strategy planning
process, we organize a management strategy retreat with
the Board to deliberate on various topics related to strategic
alternatives, progress of ongoing strategic initiatives, risks to
strategy execution and the need for new strategic programs
to achieve the Company’s long-term objectives. This serves
the dual purpose of providing a platform for Board members
to bring their expertise to the projects, while also providing
an opportunity for them to understand detailed aspects of
execution and challenges relating to the specific theme.
The Directors’ Day : The Directors’ Day was a half-day event
that highlighted our vision for the future of Experience Design
through the lens of some of our most recent success stories.
The event included a visit to the Infosys Living Labs to give
the Board a hands-on experience on how multiple streams
within Infosys work together to envision, plan, and deliver
business-driven digital transformation for our client partners.
The above are specific mechanisms through which members
of the Board are familiarized with the Company culture
and operations. Apart from these, there could be additional
meetings or sessions on demand on specific topics. All
directors attend the familiarization programs as these are
scheduled to coincide with the Board meeting calendar to
give them an opportunity to attend.
The details of the training programs attended by the Board
members in fiscal 2020 are as follows :
Name of director
Nandan M. Nilekani
Salil Parekh
U.B. Pravin Rao
Kiran Mazumdar-Shaw
Roopa Kudva
Dr. Punita Kumar-Sinha
D.N. Prahlad
D. Sundaram
Michael Gibbs
Total hours
No. of training
hours attended
during fiscal 2020
9
9
9
6.5
5
7
9
9
9
72.5
Note : The training program for fiscal 2020 includes sessions on topics
such as cybersecurity, agile digital, artificial intelligence &
automation, strategy retreat, and Digital Studio & Living Labs.
Infosys Annual Report 2019-20 Board member evaluation
One of the key functions of the Board is to monitor and review
the Board evaluation framework. The Board works with the
nomination and remuneration committee to lay down the
evaluation criteria for the performance of the Chairman, the
Board, Board committees, and executive / non-executive /
independent directors through peer evaluation, excluding the
director being evaluated.
Independent directors have three key roles – governance,
control and guidance. Some of the performance
indicators, based on which the independent directors are
evaluated, include :
• The ability to contribute to and monitor our corporate
governance practices
• The ability to contribute by introducing international best
practices to address business challenges and risks
• Active participation in long-term strategic planning
• Commitment to the fulfillment of a director’s obligations
and fiduciary responsibilities; these include participation
in Board and committee meetings
To improve the effectiveness of the Board and its committees,
as well as that of each individual director, a formal and rigorous
Board review is internally undertaken on an annual basis.
The Board had engaged Egon Zehnder, a leadership advisory
firm on board matters, to conduct Board evaluation for fiscal
2020. The evaluation process focused on Board dynamics and
softer aspects. The process involved independent discussions
with all Board members. The Board evaluation process was
completed during fiscal 2020.
Further, the evaluation process was based on the affirmation
received from the independent directors that they met the
independence criteria as required under the Companies Act
2013, the Listing Regulations and the NYSE listing manual.
Succession planning
The nomination and remuneration committee works with the
Board on the leadership succession plan to ensure orderly
succession in appointments to the Board and in senior
management. The Company strives to maintain an appropriate
balance of skills and experience within the organization and
the Board in an endeavor to introduce new perspectives while
maintaining experience and continuity.
By integrating workforce planning with strategic business
planning, the Company puts the necessary financial and
human resources in place so that its objectives can be met.
Our Board members bring to the table their broad and diverse
skills and viewpoints to aid the Company in advancing its
strategy. In addition, promoting senior management within
the organization fuels the ambitions of the talent force to earn
future leadership roles.
B. Board and executive leadership
compensation
Executive leadership compensation
Our executive compensation programs encourage reward
for performance. A significant portion of the executives’
total rewards are tied to the delivery of long-term corporate
performance goals, in order to align with the interest
of the shareholders.
The nomination and remuneration committee determines
and recommends to the Board the compensation payable to
the directors. All Board-level compensation is approved at
the shareholders meeting or via postal ballot. Remuneration
for the executive directors comprises a fixed component and
a variable component, including stock incentives under the
2015 Stock Incentive Compensation Plan (“the 2015 Plan”)
and under the Infosys Expanded Stock Ownership Program
2019 (“the 2019 Plan”). The committee makes a periodic
appraisal of the performance of executive directors based on
a detailed performance matrix.
As required under the Listing Regulations effective April
1, 2019, the nomination and remuneration committee will
recommend to the Board the payment of remuneration to
the senior management. The Nomination and Remuneration
Policy of the Company is available on our website, at
https://www.infosys.com/investors/corporate-governance/
documents/nomination-remuneration-policy.pdf.
Non-executive and non-independent chairman’s
compensation
Nandan M. Nilekani, Chairman, voluntarily chose not to receive
any remuneration for his services rendered to the Company.
Independent directors’ compensation
The compensation payable to the independent directors
is limited to a fixed amount per year as determined and
approved by the Board, the sum of which does not exceed 1%
of net profit for the year, calculated as per the provisions of
the Companies Act, 2013. The Board reviews the performance
of independent directors on an annual basis.
The Board, while deciding the basis for determining the
compensation of the independent directors, takes various
things into consideration. These include the participation
of individual directors in Board and committee meetings,
other responsibilities, such as membership or chairmanship
of committees, time spent in carrying out other duties, roles
and functions as prescribed in Schedule IV of the Act, Listing
Regulations and such other factors as the Board deems fit.
Shareholders at the 34th AGM held on June 22, 2015
approved a sum not exceeding 1% of the net profit of the
Company per annum, calculated in accordance with the
provisions of Section 198 of the Companies Act, 2013, to be
paid and distributed among some or all of the non-executive
directors of the Company in a manner decided by the Board.
This payment will be made with respect to the profits of the
Company for each year.
The amount payable to our independent directors for the
year ended March 31, 2020 is ` 7.41 crore. Additionally,
independent directors are also reimbursed for expenses
incurred in the performance of their official duties.
We confirm that none of the non-executive directors
received remuneration amounting to 50% of the total
remuneration paid to non-executive directors during the year
ended March 31, 2020.
Corporate governance report | 119
Infosys Annual Report 2019-20 The aggregate amount of remuneration (commission) was arrived at using the following criteria :
Particulars
Fixed Board fee
Board / committee attendance fee(1)
Non-executive chairman fee
Chairperson – audit committee
Members – audit committee
Chairperson – other committees
Members – other committees
Travel fee (per meeting)(2)
Incidental fees (per meeting)(3)
in ` crore
0.57
0.19
1.14
0.23
0.15
0.15
0.08
0.08
0.01
in US$
75,000
25,000
1,50,000
30,000
20,000
20,000
10,000
10,000
1,000
Notes :1 US$ = ` 75.67 as on March 31, 2020
(1) The Company normally has five regular Board meetings in a year. Independent directors are expected to attend at least four quarterly Board meetings
and the AGM.
(2) For directors based overseas, the travel fee shown is per Board meeting. This is based on the fact that additional travel time of two days will have to be
accommodated for independent directors to attend Board meetings in India.
(3) For directors based overseas, incidental fees shown is per Board meeting. This fee is paid to non-executive directors for expenses incurred during their
travel to attend Board meetings in India.
The Board believes that the above compensation structure is commensurate with global best practices in terms of remunerating
non-executive / independent directors of a company of similar size, and adequately compensates for the time and contribution
made by our non-executive / independent directors.
Remuneration to directors in fiscal 2020
Name of director
Fixed salary
Retiral
benefits
(B)
Total fixed
salary
(A+B)
Bonus /
incentives
/ variable
pay
Base
salary
(A)
Perquisites
on account of stock
options exercised(1)
Non-executive and non-independent director
in ` crore
Commission
Total
Nandan M. Nilekani(2)
Executive directors
Salil Parekh(3)
U.B. Pravin Rao(4)
Independent directors
Kiran Mazumdar-Shaw
Roopa Kudva(5)
Dr. Punita Kumar-Sinha
D.N. Prahlad
D. Sundaram
Michael Gibbs
–
5.69
4.22
–
–
–
–
–
–
–
0.38
0.19
–
–
–
–
–
–
–
6.07
4.41
–
11.16
3.87
–
–
–
–
–
–
–
–
–
–
–
–
–
17.04
2.32
–
–
–
–
–
–
–
–
–
1.13
0.99
1.74
1.06
1.13
1.36
–
34.27
10.60
1.13
0.99
1.74
1.06
1.13
1.36
Notes : The details in the above table are on accrual basis.
(1) In accordance with the definition of perquisites under the Income-tax Act, 1961, the remuneration includes the value of stock incentives only on those
shares that have been exercised during the period. Accordingly, the value of stock incentives granted during the period is not included. The number of
stock incentives granted in fiscal 2020 is mentioned in the notes below. Independent directors are not entitled to any stock incentives.
(2) Nandan M. Nilekani voluntarily chose not to receive any remuneration for his services rendered to the Company.
(3) a) Perquisites value of stock incentives on account of exercise of 2,31,510 Restricted Stock Units (RSUs) during fiscal 2020.
b) On the recommendation of the nomination and remuneration committee, in accordance with the terms of his employment agreement, the Board
approved
i) the grant of 1,77,887 performance-based RSUs under the 2015 Plan with an effective date of May 2, 2019
ii) the grant of 41,782 annual time-based RSUs for fiscal 2020 under the 2015 Plan with an effective date of February 27, 2020
iii) the grant of 1,34,138 performance-based RSUs for fiscal 2020 under the 2019 Plan with an effective date of June 22, 2019. These will vest based on
the Company’s achievement of certain performance criteria as laid out in the 2019 Plan.
These RSUs will vest in line with the current employment agreement
c) The Board, on April 20, 2020, based on the recommendations of the nomination and remuneration committee, in accordance with the terms of his
employment agreement, approved the grant of performance-based RSUs of fair value ` 13 crore for fiscal 2021 under the 2015 Plan. The committee
also approved an annual grant of performance-based RSUs of fair value of ` 10 crore under the 2019 Plan. The RSUs under both the Plans will be
granted effective May 2, 2020 and the number of RSUs will be calculated based on the market price at the close of trading on May 2, 2020.
(4) a) Perquisites value of stock incentives on account of exercise of 30,688 RSUs during fiscal 2020.
b) On the recommendations of the nomination and remuneration committee, in accordance with the terms of his employment agreement, the Board
approved
i) the grant of 58,650 RSUs under the 2015 Plan with an effective date of February 27, 2020
120 | Corporate governance report
Infosys Annual Report 2019-20 ii) the grant of 53,655 performance-based RSUs for fiscal 2020 under the 2019 Plan with an effective date of June 22, 2019. These will vest based on
the Company’s achievement of certain performance criteria as laid out in the 2019 Plan.
These RSUs will vest in line with the current employment agreement
c) The Board, on April 20, 2020, based on the recommendations of the nomination and remuneration committee, in accordance with the terms of his
employment agreement, approved the grant of annual performance-based RSUs of fair value of ` 4 crore for fiscal 2021 under the 2019 Plan. The RSUs
will be granted effective May 2, 2020 and the number of RSUs will be calculated based on the market price at the close of trading on May 2, 2020.
(5) Roopa Kudva retired as member of the Board effective February 3, 2020.
* The RSUs were issued at par value and the ESOPs were issued at fair market value on the day of grant.
In accordance with the Listing Regulations, no employee, including key managerial personnel or director or promoter of a
listed entity, shall enter into any agreement for himself or on behalf of any other person, with any shareholder or any other
third party with regard to compensation or profit-sharing in connection with dealings in the securities of the Company,
without prior approval from the Board as well as from shareholders by way of an ordinary resolution. No such instances were
reported during fiscal 2020.
Employment agreements with executive directors
Details of shareholder’s
approval on the agreements
Website links
Effective date
of executive
employment
agreement
January 2, 2018
Name of the
director
Salil Parekh,
Chief Executive
Officer and
Managing Director
The shareholders approved the
appointment and key terms of
the agreement vide postal ballot
concluded on February 20,
2018 and amended the terms
of remuneration as per the
resolution passed at the AGM
dated June 22, 2019.
Employment agreement:
https://www.infosys.com/investors/
reports-filings/Documents/CEO-executive-
employment-agreement2018.pdf
AGM notice:
https://www.infosys.com/investors/reports-
filings/documents/agm-notice2019.pdf
Employment agreement:
https://www.infosys.com/investors/
reports-filings/Documents/COO-executive-
employment-agreement2018.pdf
AGM notice:
https://www.infosys.com/investors/reports-
filings/documents/agm-notice2019.pdf
U.B. Pravin Rao,
Chief Operating
Officer and
Whole-time Director
November 1, 2016 The shareholders approved
the revised terms of agreement
vide postal ballot concluded on
March 31, 2017 and amended
the terms of remuneration as
per the resolution passed at the
AGM dated June 22, 2019.
Indemnification agreements
We have also entered into agreements to indemnify our
directors and officers for claims brought against them to
the fullest extent permitted under applicable law. These
agreements, among other things, indemnify our directors
and officers for certain expenses, judgments, fines and
settlement amounts incurred by any such person in any
action or proceedings, including any action by or in the right
of Infosys Limited, arising out of such persons’ services as
our director or officer, expenses in relation to public relations
consultation, if required.
C. Board meetings
Scheduling and selection of agenda items for
Board meetings
The tentative dates of Board meetings for the next fiscal
are decided in advance and published in the Annual report
as part of Shareholder information. The Chairman and the
Company Secretary draft the agenda for each meeting, along
with explanatory notes, in consultation with the CEO & MD,
and distribute these in advance to the directors. Every Board
member can suggest the inclusion of additional items in the
agenda. The Board meets at least once a quarter to review the
quarterly results and other items on the agenda, and also on
the occasion of the AGM. Additional meetings are held when
necessary. Independent directors are expected to attend at
least four quarterly Board meetings and the AGM. However,
with the Board being represented by independent directors
from various parts of the world, it may not be possible for
each one of them to be physically present at all meetings.
Hence, we provide video / teleconferencing facilities to enable
their participation. Committees of the Board usually meet the
day before the Board meeting, or whenever the need arises
for transacting business. The Board members are expected to
rigorously prepare for, attend and participate in Board and
applicable committee meetings. Each member is expected to
ensure their other current and planned future commitments
do not materially interfere with their responsibilities with us.
Attendance of directors during fiscal 2020
During the year, eight Board meetings were held. These were
held on April 11-12, 2019; May 15, 2019; June 22, 2019;
July 11-12, 2019; October 10-11, 2019; November 06, 2019;
January 09-10, 2020 and February 10, 2020.
Corporate governance report | 121
Infosys Annual Report 2019-20 Board attendance
Name of the directors
Nandan M. Nilekani
Salil Parekh
U.B. Pravin Rao
Kiran Mazumdar-Shaw(1)
Roopa Kudva(2)
Dr. Punita Kumar-Sinha
D.N. Prahlad
D. Sundaram
Michael Gibbs
AGM
June 22,
2019
Board meeting number
1
2
3
4
5
6
7
8
Held
during
tenure
Attended
% of
attendance
8
8
8
8
7
8
8
8
8
8
7
8
8
7
8
7
8
8
100
88
100
100
100
100
88
100
100
Attended in person
Attended through video conference
Leave of absence
Attended through audio conference
(not counted for quorum and for calculating % of attendance)
(1) Reappointed as independent director for the second term effective April 1, 2019
(2) Retired as independent director effective February 3, 2020
Availability of information to Board members
The Board has unrestricted access to all Company-related
information, including that of our employees. At Board
meetings, managers and representatives who can provide
additional insights into the items being discussed are
invited. Information is provided to the Board members on
a continuous basis for their review, inputs and approval.
Strategic and operating plans are presented to the Board in
addition to the quarterly and annual financial statements.
Specific cases of acquisitions, important managerial decisions,
material positive / negative developments and statutory
matters are presented to the committees of the Board and
later, with the recommendation of the committees, to the
Board for its approval. As a process, information to directors
is submitted along with the agenda well in advance of Board
meetings. Inputs and feedback of Board members are taken
and considered while preparing the agenda and documents
for the Board meetings. At these meetings, directors can
provide their inputs and suggestions on various strategic and
operational matters.
Materially significant related party transactions
There have been no materially significant related party
transactions, monetary transactions or relationships between
the Company and its directors, the Management, subsidiaries
or relatives, except for those disclosed in the Board’s report.
Detailed information on materially significant related party
transactions is enclosed as Annexure 2 to the Board’s report.
The links to the Related Party Transaction Policy and the
Policy on Material Subsidiaries are provided in Annexure 9
to the Board’s report.
Details of total fees paid to statutory auditors
The details of total fees for all services paid by the Company
and its subsidiaries, on a consolidated basis, to the statutory
auditor and all entities in the network firm / network entity
of which the statutory auditor is a part, are as follows:
Type of service
Audit fees(1)
Tax fees
Others
Fiscal 2020
15
2
1
18
in ` crore
Fiscal 2019
11
2
1
14
(1) Includes audit and audit-related services
D. Board committees as on March 31, 2020
The Board
Audit committee
D. Sundaram
Dr. Punita Kumar-Sinha
Michael Gibbs
Nomination and
remuneration
committee
Kiran Mazumdar-Shaw
D. Sundaram
D.N. Prahlad
Corporate
social responsibility
committee
Kiran Mazumdar-Shaw
Dr. Punita Kumar-Sinha
U.B. Pravin Rao
Risk management
committee
D.N. Prahlad
Kiran Mazumdar-Shaw
D. Sundaram
Michael Gibbs
Stakeholders
relationship
committee
Dr. Punita Kumar-Sinha
D.N. Prahlad
U.B. Pravin Rao
Chairperson
Member
122 | Corporate governance report
Infosys Annual Report 2019-20
Buyback committee: The Board, in order to execute the
buyback procedures, on January 11, 2019, formed the
buyback committee comprising COO, CFO, Deputy
CFO, Group General Counsel and Company Secretary
as its members. During the year, the Committee executed
buyback procedures as required under the SEBI (Buy-Back
of Securities) Regulations, 2018.
Committee governance
The Board, in consultation with the nomination and
remuneration committee, is responsible for assigning and
fixing terms of service for committee members. It delegates
these powers to the nomination and remuneration committee.
The chairman of the Board, in consultation with the Company
Secretary and the committee chairperson, determines
the frequency and duration of the committee meetings.
Normally, all the committees meet four times a year.
The recommendations of the committees are submitted to
the Board for approval. During the year, all recommendations
of the committees were approved by the Board.
The quorum for meetings is the higher of two members or
one-third of the total number of members of the committee.
Corporate governance report | 123
Infosys Annual Report 2019-20 Audit committee
D. Sundaram
Chairperson and Financial Expert
The audit committee (“the Committee”) comprised of three independent directors as on March 31, 2020:
1. D. Sundaram, Chairperson and Financial Expert
2. Dr. Punita Kumar-Sinha
3. Michael Gibbs
Roopa Kudva, on completion of her tenure, retired as independent director and ceased to be a member of the Committee
effective February 03, 2020. On February 4, 2020, the Committee appointed Michael Gibbs as a member of the Committee.
The Company Secretary acts as the secretary to the Committee.
1. Objectives of the Committee
The primary objective of the Committee is to assist the
Board with oversight of :
i. The accuracy, integrity and transparency of the Company’s
financial statements with adequate and timely disclosures
ii. Compliance with legal and regulatory requirements
iii. The Company’s Independent Auditors’
qualifications and independence
iv. The performance of the Company’s Independent Auditors
and internal auditors
v. Acquisitions and investments made by the Company
2. Process adopted by the Committee to
fulfill its objectives
Ensuring an effective and independent internal audit
function, which works to provide assurance regarding the
adequacy and operation of internal controls and processes
intended to safeguard the Company’s assets, effective and
efficient use of the Company’s resources, and timely and
accurate recording of all transactions
Meeting the Independent Auditor from time to time to
discuss key observations relating to the financial statements
for the relevant period
Providing an independent channel of communication
for the Chief Compliance Officer, internal auditor and
the Independent Auditor
Inviting members of the management, and at its discretion,
external experts in legal, financial and technical matters,
to provide advice and guidance
Reviewing its own charter, structure, processes,
membership periodically, and recommending proposed
changes to the Board for approval
Meeting at least four times in a year and not more than 120
days shall elapse between two meetings
Providing periodic feedback and reports to the Board
Audit committee charter
In India, we are listed on the BSE Limited (BSE) and the
National Stock Exchange of India Limited (NSE). We are also
listed on NYSE in the US. In India, Regulation 18 of the
Listing Regulations and in the US, the Blue Ribbon Committee
set up by the U.S. Securities and Exchange Commission
(SEC) mandate that listed companies adopt an appropriate
audit committee charter. The Committee is guided by the
charter adopted by the Board, available on the Company’s
website, at https://www.infosys.com/investors/corporate-
governance/Documents/audit-committee-charter.pdf. The
charter is reviewed annually and was last amended on April
20, 2020, to keep it relevant to the current composition and
functions of the Committee.
124 | Corporate governance report
Infosys Annual Report 2019-20
Composition and attendance for fiscal 2020
100%
Attendance
6
Meetings
100%
Independence
3
Members
3. Committee governance
The Committee is comprised solely of independent directors
and fulfills the requirements of :
• Audit committee charter
• Section 149 and 177 of the Companies Act, 2013
• Regulation 18 of the Listing Regulations
• NYSE guidelines, as applicable
The Committee, to carry out its responsibilities efficiently and
transparently, relies on the Management’s financial expertise
and that of the internal and the Independent Auditors. The
Management is responsible for the Company’s internal control
over financial reporting and the financial reporting process.
The Independent Auditors are responsible for performing an
independent audit of the Company’s financial statements in
accordance with the Generally Accepted Auditing Principles
and for issuing a report based on the audit.
The Committee met six times during the year, which is more
than the requirement of the Companies Act, 2013 and the
Listing Regulations.
Attendance details of the audit committee are as follows :
Audit committee meeting
Name of the member
D. Sundaram
Dr. Punita Kumar-Sinha
Michael Gibbs(1)
Roopa Kudva(2)
Committee meeting dates
Apr 11-12,
2019
Jul 11-12,
2019
Sep 23,
2019
Oct 10-11,
2019
Jan 09-10,
2020
Mar 03,
2020
Held
during
tenure
6
6
1
5
Attended
% of
attendance
6
6
1
5
100
100
100
100
Attended in person
Attended through video conference
Note :
The gap between two meetings did not exceed 120 days.
The Committee also held a meeting over conference call on February 7, 2020.
1. Appointed as member of the Committee effective February 04, 2020
2. Ceased to be a member of the Committee effective February 03, 2020
Infosys Annual Report 2019-20
Corporate governance report | 125
Audit committee report for the year ended March 31, 2020
Activities of the Committee during the year
Frequency
The Management shared the Company’s financial statements, prepared in accordance with the Indian
Accounting Standards (Ind AS) as specified under the Companies Act, 2013, read with the relevant
rules thereunder and International Financial Reporting Standards (IFRS) as issued by the International
Accounting Standards Board, with the Committee.
Discussed with the auditors (whenever necessary, without the presence of members of the
Management) regarding the Company’s audited financial statements and sought the auditors’
judgment on the quality and applicability of the accounting principles, the reasonableness of
significant judgments and the adequacy of disclosures in the financial statements
Undertook an annual performance evaluation of its own effectiveness
Reviewed with Independent Auditors the nature and scope of the audit, and reviewed the audit
engagement to ascertain adequacy and appropriateness
Reviewed the Management’s discussion and analysis of the financial condition and results of operations
Helped the Board monitor the Management’s financial reporting process
Discussed with the auditors the matters required by Public Company Accounting Oversight Board
(PCAOB) Auditing Standard 1301, as adopted by the PCAOB in Rule 3200
Recommended the selection, evaluation, and where appropriate, replacement of the Independent
Auditors in accordance with the law. It also recommends to the Board the remuneration and terms of
appointment of the internal, secretarial and Independent Auditors
Besides discussing the overall scope and plan for the internal audit and requirements of SEC, SEBI
and other regulatory bodies, the Committee also reviewed the adequacy and effectiveness of the
Company’s legal, regulatory and ethics compliance programs
Reviewed the process adopted by the Management on impairment of assets including
financial assets and goodwill
Reviewed the significant transactions including related party transactions of the subsidiaries
Granted omnibus approval for the related party transactions proposed to be entered into by the
Company during fiscal 2020
Reviewed and approved transactions of the Company with related parties and recommended to the
Board for approval as and when necessary
Reviewed the performances of the acquired entities, approved and recommended the investments,
divestments and acquisitions made during the year for the approval of the Board
Reviewed the mechanism to track insider trading and also reviewed the legal and compliance updates
in addition to the investigations of the whistleblower complaints received during the year
Reviewed and approved the revised Whistleblower Policy effective April 1, 2019, Capital Allocation
Policy effective July 12, 2019 and Insider Trading Policy effective October 11, 2019 and recommended
the same to the Board for adoption
Reviewed, approved and recommended amendments to Related Party Transaction Policy, Dividend
Distribution Policy, Corporate Policy on Investor Relations and policy for determining materiality for
disclosure. The Committee also reviewed Treasury policy, covering instruments and foreign currency
hedges and approved appropriate amendments to the same.
The charter is reviewed periodically and amendments are recommended for the approval of the Board.
Frequency
A
Annually
Q
Quarterly
P
Periodically
Q
Q
A
A
A
P
A
P
Q
P
Q
A
Q
P
Q
P
P
P
126 | Corporate governance report
Infosys Annual Report 2019-20
Recommendations of the Committee
Based on its discussion with the Management and the auditors,
and a review of the representations of the Management and
the report of the auditors, the Committee has recommended
the following to the Board:
• The audited financial statements of Infosys Limited,
prepared in accordance with Ind AS, for the year ended
March 31, 2020 be accepted by the Board as a true and fair
statement of the financial status of the Company.
• The audited consolidated financial statements of Infosys
Limited and its subsidiaries, prepared in accordance with
Ind AS, for the year ended March 31, 2020 be accepted
by the Board as a true and fair statement of the financial
status of the Group.
• The audited consolidated financial statements of Infosys
Limited and its subsidiaries, prepared in Indian rupee
in accordance with IFRS, for the quarter and year ended
March 31, 2020 be accepted by the Board as a true and fair
statement of the financial status of the Group.
• The audited consolidated financial statements of Infosys
Limited and its subsidiaries, prepared in US dollar in
accordance with IFRS, for the year ended March 31, 2020,
upon adoption by this committee, be accepted by the
Board as a true and fair statement of the financial status of
the Group and included in the Company’s Annual Report
on Form 20-F, to be filed with the U.S. Securities and
Exchange Commission (SEC).
• The appointment of Ernst & Young LLP as the internal
auditors of the Company for the year ending March 31,
2021, to review various operations of the Company.
• The appointment of Parameshwar G. Hegde of Hegde
& Hegde, Practicing Company Secretaries, as secretarial
auditor for the year ending March 31, 2021 to conduct the
secretarial audit as prescribed under Section 204 and other
applicable sections of the Companies Act, 2013.
• The Committee reviewed the physical and digital risks and
controls around scenarios arising on account of COVID-19
and the Company’s assessment of the impact of COVID-19
on various items of the financial statement ending March
31, 2020. The Committee also reviewed accounting
judgments and other matters in light of COVID-19.
• The committee reviewed the status of completion of
Buyback.
• The Committee had received an anonymous whistleblower
complaint that was disclosed in October 2019. The
Committee conducted an independent investigation into
the allegations and determined that the allegations were
substantially without merit. The Committee conducted a
thorough investigation with the assistance of independent
legal counsel Shardul Amarchand Mangaldas & Co. and
PricewaterhouseCoopers Private Ltd. The findings of the
investigation were adopted by the Board of Directors of the
Company. The Committee concluded that no restatement
of previously announced financial statements or other
published financial information was warranted.
• The Committee will be issuing a letter in line with
Recommendation No. 9 of the Blue Ribbon Committee
on Committee effectiveness, to be provided in the financial
statements prepared in accordance with IFRS in the Annual
Report on Form 20-F.
Relying on its review and the discussions with the Management
and the Independent Auditors, the Committee believes that
the Company’s financial statements are fairly presented
in conformity with Ind AS and IFRS and that there is no
significant deficiency or material weakness in the Company’s
internal control over financial reporting. In conclusion,
the Committee is sufficiently satisfied that it has complied
with its responsibilities as outlined in the audit committee
charter. The Board accepted all recommendations made by
the audit committee.
Mumbai
April 20, 2020
Sd/-
D. Sundaram
Chairperson
Infosys Annual Report 2019-20
Corporate governance report | 127
Nomination and remuneration committee
Kiran Mazumdar-Shaw
Chairperson
The nomination and remuneration committee (“the Committee”) comprised three independent directors as on March 31, 2020 :
1. Kiran Mazumdar-Shaw, Chairperson
2. D. Sundaram
3. D.N. Prahlad
1. Objectives and responsibilities of the Committee
2. Committee governance
The main objectives and responsibilities of the nomination
and remuneration committee of the Board is to :
i. Assist the Board in discharging its responsibilities relating
to compensation of the Company’s directors, Key
Managerial Personnel (KMP) and senior management
ii. Evaluate and approve the adequacy of the compensation
plans, policies, programs and succession plans
for
the Company’s executive directors, KMP
and senior management
iii. Formulate the criteria for determining qualifications,
positive attributes and independence of a director and
for performance evaluation of directors on the Board
iv. Oversee the Company’s nomination process for the
KMP and senior management and identify, screen and
review individuals qualified to serve as directors, KMP
and senior management consistent with the criteria
approved by the Board
v. Recommend the appointment and removal of directors,
for approval at the AGM
vi. Evaluate the performance of the Board and review the
evaluation’s implementation and compliance
vii. Leadership development and succession planning
viii. Develop and maintain corporate governance policies
applicable to the Company
ix. Devise a policy on Board diversity
The Committee is comprised solely of independent directors
and fulfills the requirements of :
• Nomination and remuneration committee charter
• Section 178 of the Companies Act, 2013
• Regulation 19 of the Listing Regulations
• NYSE guidelines, as applicable
The Committee oversees key processes through which the
Company recruits new members to its Board, and the processes
through which the Company recruits, motivates and retains
outstanding senior management as well as the Company’s
overall approach to human resources management.
The Board amended the charter of the nomination and
remuneration committee on April 1, 2019 and adopted the
amended Policy effective April 20, 2020. The committee
charter and policy are available on our website, at:
Charter : https://www.infosys.com/investors/corporate-
gover nance/documents/nomination-remuneration-
committee-charter.pdf
Policy : https://www.infosys.com/investors/corporate-
governance/documents/nomination-remuneration-policy.pdf
Composition and attendance for fiscal 2020
100%
Attendance
5
Meetings
100%
Independence
3
Members
128 | Corporate governance report
Infosys Annual Report 2019-20
Attendance details of the nomination and remuneration committee are as follows :
Nomination and remuneration committee
Name of the member
Kiran Mazumdar-Shaw
D. Sundaram
D.N. Prahlad
Committee meeting dates
Apr 11,
2019
Apr 28,
2019
Jul 11,
2019
Oct 10,
2019
Jan 09,
2020
Held
during
tenure
5
5
5
Attended
% of
attendance
5
5
5
100
100
100
Attended in person
Attended through video conference
Nomination and remuneration committee report for the year ended March 31, 2020
Activities of the Committee during the year
Frequency
Made regular reports to the Board of its activities and made recommendations as appropriate
Recommended the appointment of Egon Zehnder, a leadership advisory firm to assist in evaluating
the members of the Board, its committees, and the Board as a whole. The Board evaluation process
has been completed during fiscal 2020.
Undertook a review of the succession plans for key leadership positions, and helped to shape and
monitor the development plans of key leadership personnel
Placed substantial focus on improving the overall diversity of the workforce and enhancing employee
engagement through real-time feedback from employees
Recommended change in the terms of appointment of CEO & MD and COO & Whole-time Director for
the approval of the Board and the shareholders
Stock incentives were approved and granted to eligible employees of the Company and
subsidiaries during the year.
Recommended Infosys Expanded Stock Ownership Program 2019 to the Board and shareholders
Designed, benchmarked and reviewed the compensation program for the Board and the CEO & MD
against the achievement of measurable performance goals
Reviewed various initiatives undertaken by the Company to ensure the safety, security and well-being
of employees, as well as their overall development through learning programs and on-the-job training
Reviewed the responsibilities of the Board-level committees and based on the expertise of the
members of the Board, recommended for the reconstitution of the Board-level committees
Reviewed the overall Board composition and recommended the appointment of members to the
Board from time to time. The Committee, in its meeting held in April 20, 2020, recommended the
appointment of Uri Levine as a member of the Board.
Reviewed, approved and recommended amendments to Nomination and Remuneration Policy
Based on its evaluation, recommended the reappointment of Salil Parekh who is eligible to retire by
rotation at the ensuing AGM
Reviewed the measures taken by the Company for the health, safety and well-being of employees
and for business continuity during COVID-19
Frequency
A
Annually
Q
Quarterly
P
Periodically
Q
A
P
P
P
P
P
P
Q
P
P
P
A
P
Bengaluru
April 20, 2020
Kiran Mazumdar-Shaw
Chairperson
Sd/-
Infosys Annual Report 2019-20
Corporate governance report | 129
Corporate social responsibility committee
Kiran Mazumdar-Shaw
Chairperson
The CSR committee (“the Committee”) comprised two independent directors and a Whole-time Director as members
as on March 31, 2020 :
1. Kiran Mazumdar-Shaw, Chairperson
2. Dr. Punita Kumar-Sinha
3. U.B. Pravin Rao
On completion of her tenure as independent director, Roopa Kudva ceased to be a member of the committee
effective February 03, 2020.
1. Our CSR philosophy
CSR committee policy and charter
The Board approved the revised CSR Policy effective April 20,
2020. The charter of the CSR committee and CSR Policy of
the Company are available on our website, at :
P o l i c y :
h t t p s : / / w w w. i n f o s y s . c o m / i n v e s t o r s /
corporate-gover nance/documents/corporate-social-
responsibility-policy.pdf
Charter : https://www.infosys.com/investors/corporate-
governance/documents/corporate-social-responsibility-
committee-charter.pdf
We focus on our social and environmental responsibilities to
fulfill the needs and expectations of the communities around
us. Our CSR is not limited to philanthropy, but encompasses
holistic community development, institution-building and
sustainability-related initiatives.
2. Objectives and responsibilities of the Committee
The primary objective of the Committee is to assist the Board
in fulfilling its corporate social responsibility. The Committee
has overall responsibility for :
i. Identifying the areas of CSR activities
ii. Recommending the amount of expenditure to be incurred
on the identified CSR activities
iii. Implementing and monitoring the CSR Policy from time
to time
iv. Coordinating with Infosys Foundation or other such
agency in implementing programs and executing initiatives
as per the CSR Policy of the Company
v. Reporting progress of various initiatives and making
appropriate disclosures on a periodic basis
vi. Such other items / matters prescribed under applicable law
or prescribed by the Board from time to time.
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Infosys Annual Report 2019-20
3. Committee governance
Composition and attendance for fiscal 2020
The Committee comprised two independent directors and the
Chief Operating Officer and Whole-time Director and fulfill
the requirements of:
• Section 135 of the Companies Act, 2013
• CSR committee charter
The Committee is responsible for overseeing the activities /
functioning of Infosys, the Infosys Foundation and Infosys
Foundation USA in identifying areas of CSR activities and
programs, and execution of the initiatives as per defined
guidelines. The Foundations update the Committee in
reporting the progress of deployed initiatives, and making
appropriate disclosures on a periodic basis.
Attendance details of the CSR committee are as follows:
100%
Attendance
67%
Independence
4
Meetings
3
Members
CSR committee meeting
Name of the member
Kiran Mazumdar-Shaw
Dr. Punita Kumar-Sinha
U.B. Pravin Rao
Roopa Kudva(1)
Committee meeting dates
Apr 11,
2019
Jul 11,
2019
Oct 10,
2019
Jan 09,
2020
Held
during
tenure
4
4
4
4
Attended
% of
attendance
4
4
4
4
100
100
100
100
Attended in person
Attended through video conference
1. Ceased to be a member of the Committee effective February 03, 2020
4. Key highlights : Activities of Infosys Foundation
5. Key highlights : Activities of Infosys Foundation USA
• Supporting COVID-19 relief measures pan-India by
contributing to the PM CARES Fund, and helping hospitals,
destitute, daily wage workers, and underprivileged sections
of society
• Construction of a dharmashala at AIIMS, Jhajjhar
• Providing training to teachers in Andhra Pradesh and
• Supporting the work of Code.org, Teach for America
• Pathfinders program for professional development in
computer science and maker education for K-12 public
school teachers
• Expanding hands-on learning through #Infymakers and
#WhyImake initiatives
Odisha
• Flood relief efforts in Karnataka, Maharashtra, Assam and
Odisha
CSR committee report for the year ended March 31, 2020
The CSR report, as required under the Companies Act, 2013 for the year ended March 31, 2020 is attached as Annexure 7
to the Board’s report.
The committee, on a periodic basis, reviewed and approved the budget and disbursement for Infosys Foundation and Infosys
Foundation USA. The Committee ensures that at least 2% of the average net profits computed as mandated by Section 135 of
the Companies Act is spent for CSR activities in India. During the year, the CSR amount spent is over and above the requirement
prescribed under the statute.
Bengaluru
April 20, 2020
Kiran Mazumdar-Shaw
Chairperson
Sd/-
CSR initiatives
The brief highlights of the initiatives undertaken by the Company, Infosys Foundation and Infosys Foundation USA are provided
as a part of this Annual Report and is provided in the following pages.
Infosys Annual Report 2019-20
Corporate governance report | 131
Corporate social responsibility (CSR)
Infosys has been an early adopter of CSR initiatives. The Company undertakes various initiatives by itself and through
Infosys Foundation. Infosys Foundation USA undertakes CSR initiatives outside of India; this is over and above the statutory
requirement. The highlights of the initiatives undertaken by the Company, Infosys Foundation, Infosys Foundation USA, and
Infosys Science Foundation (ISF) are provided hereunder:
Initiatives undertaken by the Company
Carbon offset program
Introduction
During the past decade, carbon emissions[1] have become
synonymous with global warming and climate change.
At Infosys, we never lost sight of this fact and carbon
emissions have been among our focus areas for many years
now. We have been measuring and reporting our carbon
footprint since 2008.
Over the years, we have endeavored to reduce our carbon
emissions through specific initiatives that reduced our direct
consumption of energy and fuel as well as our indirect
dependence on them. In 2011, we took a big leap by
committing to become carbon neutral across all emissions.
The universal approach to becoming carbon neutral is to
reduce emissions as much as possible and offset what cannot
be reduced immediately.
Carbon offsetting is the process of counterbalancing emissions
from a business by an outside activity that achieves an equal
quantity of emissions reduction.
The program
Infosys’ carbon offset program is unique. Instead of buying low-
value offsets from the market, we source our offsets through
community-based projects that create long-term socio-
economic benefits. We fund our offset projects end to end.
Currently, we have a portfolio of eight community-based
offset projects with a total cost of nearly ` 145 crore, spread
across Karnataka, Maharashtra, Rajasthan, Ladakh, and
Odisha. Six of these projects, which have been underway
for more than a year, benefit over 1,25,000 rural households
and about 5,00,000 people directly. Two of the projects in the
portfolio started in fiscal 2020 – a household biogas project in
Karnataka and an efficient cook stove project in Maharashtra.
These projects are set to benefit around 60,000 rural families.
The current offset projects include five cook stove
projects, two household biogas projects and one rural
solar electrification project. These projects deliver several
socio-economic benefits, contributing to 11 out of 17 UN
Sustainable Development Goals. Women and girl children
are the biggest beneficiaries of our projects, which ensure
improved cooking facilities and home lighting in rural areas.
The most important benefit of the offset projects is
improvement in health. According to the Ministry of Statistics
and Program Implementation, close to a million deaths
a year in India are attributable to household air pollution
from traditional modes of cooking. Our biogas and cook
stove projects offer an essentially smoke-free and heat-free
cooking environment that significantly reduces the adverse
health impacts of traditional cooking.
More information about the carbon offset program is available
in Annexure 8 to the Board’s report.
(1) Carbon emissions is also known by the terms CO2 emissions, GHG
emissions, carbon footprint, or simply carbon or emissions.
Lake rejuvenation project, Mysuru
The Hebbal lake in Mysuru is spread over an area of 40 acres
in the Hebbal Industrial Area, and was once known as an
important source of potable water. But over a period of time,
the lake lost its charm due to massive urbanization around
it. Untreated sewage started flowing into the lake and its
surroundings from residential and industrial establishments.
Infosys joined hands with the Mysore administration – KIADB
and MUDA to rejuvenate the lake and restore its past glory.
The project involved desilting and beautification, including
creating a walking path and planting trees around it. A sewage
treatment plant (STP) is being constructed near the lake with
a capacity to treat 8 million liters of sewage per day, so that
the lake and the surroundings are free of untreated sewage.
Advanced membrane bio-reactor technology will be adopted
in the STP to ensure that only the highest quality of treated
water is let out into the lake. Automation is being implemented
in the STP to ensure high-quality treatment without much
manual intervention, thereby minimizing human error.
This lake rejuvenation and conservation project aims to set
a benchmark for similar projects that can be adopted by
administrative bodies across the country.
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Infosys Foundation
Infosys Foundation was established in 1996 for social welfare activities. Since its inception,
the Foundation, through its grant-making and partnerships with government bodies and
competent non-governmental bodies, has fostered a sustainable culture of development in
the areas of healthcare, promotion of education, eradication of hunger, rural development, art
and culture, and destitute care across India.
The last year has been extraordinary for many reasons. The challenging times we face today are
an opportunity to be of service to others, to come together as a nation, and to care for the less
fortunate around us. Despite the current situation, we are grateful to have made a deeper impact
last year through the work in our traditional focus areas such as education and destitute care, and
also establish multi-year meaningful partnerships in newer areas such as sports. The COVID-19 relief
work began early, a week before the national lockdown, and will continue as we chug along and
establish the new normal in our lives.
– Sudha Murty,
Chairperson, Infosys Foundation
Infosys Annual Report 2019-20
Corporate governance report | 133
COVID-19 relief activities
As the virus rages on, humanity takes center stage
On December 31, 2019, health authorities in China’s Wuhan
city reported a cluster of viral pneumonia cases of unknown
cause. A month later, on January 30, 2020, the World
Health Organization (WHO) declared the outbreak to be a
Public Health Emergency of International Concern. A little
over a month later, on March 11, 2020, WHO declared it a
pandemic. As on May 17, 2020, the virus, COVID-19, has
affected more than 4.71 million people in 188 countries and
has caused 3,15,000 deaths.
The first COVID-19 case in India was reported on January
30, 2020 and the first death in India due to COVID-19
happened on March 12.
On March 30, 2019, Infosys Foundation announced ` 100
crore support for COVID-19 relief efforts. Of the amount
committed, ` 50 crore was donated to the PM CARES Fund
to supplement the government’s pan-India relief efforts.
The remaining contribution was utilized across
three broad areas :
• To expand hospital capacity for treatment and enable
hospital stays for COVID-19 patients, especially the poor,
across India
The Foundation helped set up a 100-bed quarantine facility
for patients in Bengaluru in collaboration with Narayana
Health City (NHC). The facility, located near NHC, aimed at
serving patients belonging to economically weaker sections,
will provide, besides accommodation, regular monitoring by
doctors and nurses, and essential medication, free of cost.
Further, the Foundation also helped establish a 182-bed
quarantine facility for the Bowring and Lady Curzon Medical
College & Research Institute, Bengaluru. The BBMP Super
Specialty hospital on the institute’s premises was converted
into a COVID-19 hospital. The Foundation procured and
installed all the equipment required, and also supplied all
the infrastructure, including furniture and fittings. Two
ambulances were also provided.
• To provide ventilators, testing kits and personal protective
equipment (PPE) like masks, and other protective gear for
frontline healthcare workers
The Foundation identified the immediate requirements at
various hospitals engaged in the fight against COVID-19 and
stepped in to help. Medical equipment and infrastructure
such as ventilators, patient monitoring systems, viral
transport media, N95 masks, other masks, non-contact
infrared thermometers, medical gas pipelines and gas
manifold systems and PPE kits have been provided pan-
India to hospitals. These include Command Hospital
(R&R) in Bengaluru, 7 Air Force Hospital in Kanpur, 11 Air
Force Hospital in Ghaziabad, Military hospital in Belgaum,
Chinmaya Mission Hospital, Bowring and Lady Curzon
Medical College & Research Institute, Sri Jayadeva Institute
of Cardiovascular Sciences and Research in Bengaluru, and
Government Civil Hospital in Pune.
• To ensure better access to food and nutrition for the poor
The Foundation also recognized the need to take care of the
poor and underprivileged, daily wagers whose livelihoods
were impacted. Provisions, supplies and hygiene kits were
arranged to reach such sections, and healthcare workers,
through many partner organizations. The contributions were
delivered through Sri Ramakrishna Sevashrama, Pavagada,
Karnataka; Deseeya Sevabharathi, Kerala; Arpan Trust,
Chandigarh; Ramakrishna Mission, Karnataka, Meghalaya
and Arunachal Pradesh; The Akshaya Patra Foundation,
pan-India; NASSCOM Foundation, Karnataka, Maharashtra,
Telangana and NCR; Maha Vimochana Trust, Chennai; CII
Foundation, Maharashtra; Deenabandhu Trust, Karnataka;
South Western Railways, Hubballi; Police Department,
Mangalore Zone; Rama Vikas Society, north Karnataka; Seva
Bharathi, Theni, Tamil Nadu; Rashtriya Sewa Bharati, pan-
India; Mysore Zoo, CUPA, Sarvoham Trust and the Voice of
Stray Dogs (towards feeding of animals).
The Foundation distributed food and hygiene kits to the poor,
through various beneficiary organizations.
Unprecedented problems call for unprecedented action. The
way out of the COVID-19 crisis is to work together, follow
instructions, ensure hygiene and stay safe. We must not
forget the less fortunate people around, and the Foundation
continues to put their needs above all else. ` 100 crore
notwithstanding, additional funds are also being deployed
towards the COVID-19 relief efforts, which are continuing.
Every life counts. Every survivor counts.
The Foundation provided medical equipment, infrastructure and
PPE kits to hospitals across India.
134 | Corporate governance report
Infosys Annual Report 2019-20
Destitute Care
Beneficiary:
All India Institute of Medical Sciences (AIIMS)
Making a long battle a little less arduous
Infosys Foundation Vishram Sadan at AIIMS, Jhajjar, will offer accommodation for underprivileged cancer patients and their families.
From 9.8 lakh cases in 2010, cancer is estimated to affect 11.5
lakh people in India in 2020, according to a report by the
Indian Council for Medical Research. Another report by the
World Health Organization from February 2020 estimates that
one in 10 Indians will develop cancer during their lifetime.
All the studies point towards a rising numbers of cases, which
in turn puts increasing pressure on the already constrained
healthcare infrastructure of the country. Even if a patient
manages to travel from his / her village to get specialized
treatment in the city, problems of finding temporary
accommodation often leads to them discontinuing the
treatment and going back.
At the National Cancer Institute (NCI) of the All India Institute
of Medical Sciences (AIIMS), Jhajjar, underprivileged cancer
patients often have to look for temporary shelters along with
family members who accompany them. To support such
families, Infosys Foundation collaborated with the hospital
to build an 800-bed dharmashala inside the campus.
The NCI, AIIMS – New Delhi (Jhajjar campus) is one of
the largest flagship projects of the Government of India.
Established as the apex center for translational research
in cancer care and prevention, NCI has 710 patient care
beds, 25 operation theaters, 1,500 accommodation units,
state-of-the-art diagnostics, advanced radiation treatment
facilities, and much more.
The cyclical nature of the treatment means that cancer
patients often have to make daily visits to the hospital for
long stretches, during which they need accommodation for
themselves and their families. Infosys Foundation Vishram
Sadan aims to provide shelter for such underprivileged
patients and their attendants.
The construction is taking place close to the hospital and
its OPD blocks. AIIMS, Jhajjar is providing the land and the
costs towards water and electricity, and the Foundation is
bearing the construction costs. The 10-storeyed structure
will be built over 25,200 sq.m. The plan proposes a mix of
dormitory rooms (floors 1-5) and private rooms (floors 6-8)
with a common dining facility, pharmacy, and utility stores
on the ground floor.
Dr. Harsh Vardhan, the Union Minister for Health and Family
Welfare, laid the foundation of the project on November 14,
2019. It is expected to be completed by 2022.
The 800-bed dharmashala is expected to be completed by 2022.
Every day, more than 100 patients, mostly from low-income
households, visit NCI for treatment. Family members
accompanying them have a hard time finding affordable
accommodation close to the hospital. Infosys Foundation
Vishram Sadan will not only save these families the
money they would otherwise have to spend on travel and
accommodation, but also ensure that they can focus on the
treatment and well-being of the ailing person – a realization
that brings immense satisfaction to Infosys Foundation.
Infosys Annual Report 2019-20
Corporate governance report | 135
Rural development
Beneficiary:
Agastya International Foundation
Getting teachers future-ready
Infosys Foundation has been supporting Agastya Foundation’s teacher training program since 2014.
In a world where requirements of specialized knowledge
are constantly changing, upskilling is the new buzzword.
Upskilling is not applicable only to people in the technological
sector, it is imperative for the services sector too, especially
education. Teachers need to engage in upskilling programs to
equip themselves with the tools required to educate students
every year in a changing landscape. For Infosys Foundation,
higher education and training have been the vehicles for
engineering social change through individual enablement.
Agastya International Foundation turned out to be the
ideal partner for the Foundation to realize its goals in this
area. Agastya has been successfully conducting the Acharya
Initiative, a constructivism-based teachers’ training among
government school science and math teachers since 2014.
The Foundation was quick to step in with a corpus fund when
approached about a long-term grant towards facilitating more
such workshops accommodating a larger number of teachers,
and began supporting Agastya’s teacher training program
from 2014. The grant has ensured support through the years
and has helped train 2,918 government schoolteachers till
date through its innovative ‘constructivist’ sessions and ‘Make
your Own Lab’ modules in Maharashtra, Odisha and Andhra
Pradesh. This year (2020-21), the target is to train 2,625
teachers from these regions.
The corpus fund has also supported a Mobile Science Lab for
Agastya. Agastya also helped establish a science center in JE
Society Athani, Karnataka with the Foundation’s help. The
mobile lab and the science center have together benefitted
21,500 students in the past five years through 1,72,000
exposures (one exposure is equal to a two-hour session).
The constructivist approach, recommended by the National
Curriculum Framework, 2005 and the National Curriculum
Framework for Teacher Education, 2009, recognizes the
student as an active constructor of knowledge rather than
being a passive receiver of information. In this approach,
the teacher provides learning experiences for students to
construct their own knowledge. The constructivist approach
in science teaching through hands-on and minds-on activities
provides opportunities for students to develop skills such
as observation, hypothesizing, experimentation, analysis,
inference and communication – which are essential tools in
constructing knowledge.
The training program includes a four-day residential
workshop with sessions to provide teachers with an
understanding of knowledge construction by students,
comprehension of its pedagogical significance in actual
classrooms, and opportunities to revise their procedures
and try out constructivism in their classrooms. To further
promote hands-on experiential learning, the residential
training also includes modules on ‘Make Your Own Lab’ –
low-cost kits teachers can use in classrooms as powerful tools.
To encourage the implementation of these techniques, the
Acharya Initiative team also conducts follow-up workshops
in clusters near schools.
Both Foundations believe that curiosity can lead to creativity,
creativity to inventions, inventions to innovation, innovation
to higher productivity, and higher productivity to prosperity.
Infosys Foundation’s emphasis on equitable access and
opportunities for higher education to all students found
a common chord with Agastya, who sees transforming
government schoolteachers as the means to these ends. The
benefits are for the next generation of learners to reap.
136 | Corporate governance report
Infosys Annual Report 2019-20
Healthcare
Beneficiary:
Jan Chetna Manch, Bokaro
Widening the net of healthcare as a basic amenity
Infosys Foundation contributed to the operations of the health center run by Jan Chetna Manch, Bokaro.
The theme for International Women’s Day 2020 was Each for
Equal. While we talk about the pay gap between genders and
opportunities that remain out of reach for women, we often
overlook an area where discrimination is clear and present –
and that is in the area of health.
Jan Chetna Manch, Bokaro (JCMB) has been working for
several years on women’s health, financial independence and
empowerment in rural areas around the steel-manufacturing
town of Jharkhand. The area of its work resonated
strongly with the Infosys Foundation’s efforts in women’s
empowerment, and an association was quick to form.
JCMB, founded in 1994-95, is based in the Chandankiyari
block of the Bokaro district of Jharkhand. Its work is largely
in the villages of this block and the neighboring Chas
block. Focusing on women’s health and empowerment,
the organization now has more than 8,000 members in its
self-help groups (SHGs).
One of the earliest demands of the SHG members was better
health for themselves, especially during pregnancy and
childbirth. Thus, in 1997, the first Women’s Health Centre
was established, financially supported by the SHGs. Over the
years, the center expanded and now provides antenatal care
to around 1,600 women and childbirth services to more than
1,000 women per year. This year, Infosys Foundation made a
significant contribution to the operations of the health center.
The current center has 12 beds for admitting women, a two-
bed baby room, an operation theatre, laboratory, pharmacy,
two ambulances and a clinic. JCMB has a team of eight
community health workers and 70 health guides (swasthya
sakhis) who reach out to a population of nearly one lakh,
spread over 100 villages. JCMB has now almost completed the
construction of a new 30-bed health center. The Foundation’s
funding came in handy to continue providing healthcare
to many more women.
Since getting the Foundation’s support last year, JCMB bought
an additional ambulance for the center and improved the
facilities in the women’s health center. More than 5,800
consultations were conducted in the center and outreach
clinics, and more than 850 women were admitted for
treatment at the center from June to December 2019.
The Foundation’s support helped JCMB improve facilities
at the health center.
In areas such as Bokaro, quality health services are not easily
accessible. The ones that are, are expensive. Organizations
such as JCMB make a huge difference to the villagers of the
region, especially the women. Infosys Foundation envisions
a future where health services are not a luxury for anyone,
but a basic amenity, and hopes that this partnership will be a
step towards that goal.
Infosys Annual Report 2019-20
Corporate governance report | 137
Education
Beneficiary:
Avanti Fellows
A problem that STEMs from inequality
Infosys Foundation’s support has helped Avanti Fellows run five schools in three states.
Established in 2010, the mission of Avanti Fellows has
been to help students from low-income groups studying in
government schools, to achieve stable, high-paying careers in
STEM (Science, Technology, Engineering and Mathematics).
This award-winning non-profit has helped over 40,000
students across four government school systems in Haryana,
Jawahar Navodaya Vidyalayas (JNVs), Chennai Municipal
Corporation, and Jharkhand in the last eight years.
Infosys Foundation has been partnering with them since
2014 and the collaboration has helped Avanti scale to new
geographies while sustaining the current interventions.
The partnership has helped over 1,000 students get access to
quality STEM education.
Avanti Fellows’ project with the Foundation runs on a unique
“peer learning” pedagogy, which has been developed after
20 years of research at Harvard University. It focuses on
students taking ownership of their learning through debate,
collaborative problem-solving, and testing, supported by
structured digital and printed study materials. The approach
has been very successful in facilitating a switch from didactic
“chalk and talk” teaching to peer-to-peer instruction. It has
also made effective use of technology to equip teachers and
students with minute-by-minute lesson plans and leveled
learning materials.
The partnership has helped underprivileged students get
access to quality STEM education and achieve their dreams
of getting admission to the Indian Institute of Technology
(IITs) and National Institute of Technology (NITs). The
grant has also helped the team add medical coaching classes
into the program, which has allowed students to sit for
the NEET examination and reach the best government-
run medical colleges.
The association started with the Foundation funding Avanti’s
JNV program in 2014. Avanti had been working with the
JNV school system from earlier, but with the help of the
Foundation grants, the team has been able to expand to new
schools and states. At present, the Foundation’s support helps
run five schools in Karnataka, Maharashtra, and Odisha.
For students who cannot afford expensive coaching in
advanced Math and Science, Avanti Fellows, aided by Infosys
Foundation, has been a huge help. Over 50% of Avanti
students have been clearing the IIT JEE and NEET every year.
For more details on the Foundation’s activities, visit https://www.infosys.com/infosys-foundation.
138 | Corporate governance report
Infosys Annual Report 2019-20
Infosys Foundation USA
Infosys Foundation USA was established in 2008 with the
mission of expanding computer science and maker education
to K-12 students and teachers across the US, especially among
underrepresented communities. The Foundation conducts
professional development programs for teachers, partners
with leading non-profits, and runs innovative campaigns to
ensure that everyone has the skills they need to be creators,
not just consumers, of technology.
the
2020
Pathfinders Winter
Teachers
at
Institute in Rhode Island, US
This past year, the Foundation expanded the Pathfinders
Institute brand through which it provides professional
development in computer science and maker education
for K-12 public school teachers. In addition to hosting the
second annual week-long Pathfinders Summer Institute, the
Foundation held its first-ever Pathfinders Winter Institute
in Providence, RI, and launched a digital learning platform
for alumni through the creation of the Pathfinders Online
Institute. Through Pathfinders alone, the Foundation trained
700 teachers who are projected to reach 30,000 students with
their newly acquired skills. Additionally, the Foundation
reinforced its commitment to expanding hands-on learning
through the nation-wide #InfyMakers grant competition,
#WhyIMake campaign and by forging partnerships with
organizations such as the Boys and Girls Club. It further aided
in preparing the next generation for 21st century careers
by supporting the work of Code.org, Teach for America,
Hispanic Heritage Foundation, CSforAll and the Girl Scouts
of the USA. For more information about the Foundation, visit
http://www.infosys.org/usa.
The focus areas and particulars of expenditure for fiscal
2020 of Infosys Foundation USA are provided in Annexure
7 to the Boards report.
other”. The ISF is encouraged by his words and continues
to seek and recognize the contributions of these amazing
knowledge creators, the scientists and researchers in our midst.
The work of the 2019 Infosys Prize winners shapes the
path of research and progress in their respective fields,
significantly impacting other disciplines too and enabling
innovation at the boundaries. The laureates for 2019 were
Prof. Sunita Sarawagi – Institute Chair Professor, Computer
Science and Engineering, Indian Institute of Technology,
Bombay, in Engineering and Computer Science; Dr. Manu
V. Devadevan – Assistant Professor, School of Humanities
and Social Sciences, Indian Institute of Technology, Mandi,
in Humanities; Dr. Manjula Reddy – Chief Scientist, Center
for Cellular and Molecular Biology, Hyderabad, in Life
Sciences; Prof. Siddhartha Mishra – Professor, Department
of Mathematics, ETH Zürich, in Mathematical Sciences; Prof.
G. Mugesh – Professor, Department of Inorganic and Physical
Chemistry, Indian Institute of Science, Bengaluru, in Physical
Sciences; and Prof. Anand Pandian – Professor, Department
of Anthropology, Krieger School of Arts & Sciences, Johns
Hopkins University, in Social Sciences.
The winners were chosen by jury panels chaired by
distinguished scientists and researchers – Prof. Arvind Mithal
from MIT, for Engineering and Computer Science; Prof. Akeel
Bilgrami from Columbia University, for Humanities; Prof.
Mriganka Sur from MIT, for Life Sciences; Prof. Srinivasa S.R.
Varadhan, Abel Prize winner and Professor at the Courant
Institute of Mathematical Sciences at the New York University,
for Mathematical Sciences; Prof. Shrinivas Kulkarni – former
director of the Caltech Observatory and professor at Caltech,
for Physical Sciences; and Prof. Kaushik Basu, former SVP
at the World Bank and Professor of Economics at Cornell
University, for Social Sciences.
This year, the ISF introduced the Winners’ Symposium,
where Infosys Prize laureates across the six disciplines
talked about their prize-winning work and the broader
research. The Foundation believes sharing of knowledge
across disciplines is the best way to encourage new ideas and
innovative collaboration.
To know more about the ISF’s initiatives, visit
www.infosys-science-foundation.com.
Infosys Science Foundation
The Infosys Science Foundation (ISF) was set up in 2009
by Infosys and some of its founders and management to
encourage the pursuit and practice of science and research.
The Infosys Prize, governed by the ISF, recognizes stellar
research connected to India. The winners of the 2019 prize
were awarded with a pure gold medal, a citation and a prize
purse of US$ 100,000 at a grand ceremony on January 7,
2020. Renowned economist and philosopher, Prof. Amartya
Sen, said while felicitating the winners, “Aside from being a
beautiful thing in itself, knowledge generates many different
types of rewards, from productive use of inventions to the
creation of new bonds among people who interact with each
Infosys Prize 2019 laureates with the Jury Chairs
Top row, Left to right : Anand Pandian, Siddhartha Mishra,
G. Mugesh, Manjula Reddy, Sunita Sarawagi, Leena (standing
in for her spouse, Manu Devadevan, who could not
attend the function)
Bottom row, Left to right : Shrinivas Kulkarni, Arvind
Mithal, Mriganka Sur, Srinivasa Varadhan, Kaushik
Basu, Akeel Bilgrami
Infosys Annual Report 2019-20
Corporate governance report | 139
Risk management committee
D.N. Prahlad
Chairperson
The risk management committee (“the Committee”) comprised four independent directors as on March 31, 2020 :
1. D.N. Prahlad, Chairperson
2. Kiran Mazumdar-Shaw
3. D. Sundaram
4. Michael Gibbs
1. Objectives and responsibilities of the Committee
The primary objectives of the Committee is to assist the
Board in the following:
i. To assist the Board in fulfilling its corporate governance
oversight responsibilities with regard to the identification,
evaluation and mitigation of strategic, operational, and
external environment risks
v. To evaluate significant risk exposures of the Company and
assess the Management’s actions to mitigate the exposures
in a timely manner
vi. To evaluate risks related to cybersecurity and ensure
appropriate procedures are in place to mitigate these risks
in a timely manner
ii. To monitor and approve the enterprise risk management
framework and associated practices of the Company
iii. To periodically assess risks to the effective execution of
business strategy by reviewing key leading indicators in
this regard
vii. To coordinate its activities with the audit committee in
instances where there is any overlap with audit activities
viii. To review and reassess the adequacy of the Charter
periodically and recommend any proposed changes to
the Board for approval
iv. To periodically review the risk management processes and
practices of the Company and ensure that the Company
is taking the appropriate measures to achieve prudent
balance between risk and reward in both ongoing and
new business activities
ix. To ensure access to any internal information necessary to
fulfill its oversight role and obtain advice and assistance
from internal or external legal, accounting or other
advisors
2. Committee governance
Composition and attendance for fiscal 2020
The Committee is comprised solely of independent directors
and fulfills the requirements of :
• Risk management committee charter
• Regulation 21 of the Listing Regulations
• NYSE guidelines, as applicable
Risk management committee charter
The Board amended the charter of the risk management
committee on April 1, 2019 and the same is available
on our website at https://www.infosys.com/investors/
corporate-governance/documents/risk-management-
committee-charter.pdf.
88%
Attendance
100%
Independence
4
Meetings
4
Members
140 | Corporate governance report
Infosys Annual Report 2019-20
Attendance details of the risk management committee are as follows :
Risk management committee
Name of the member
D.N. Prahlad
D. Sundaram
Kiran Mazumdar-Shaw
Michael Gibbs
Committee meeting dates
Apr 11,
2019
Jul 11,
2019
Oct 10,
2019
Jan 09,
2020
Held
during
tenure
4
4
4
4
Attended
% of
attendance
3
4
3
4
75
100
75
100
Attended in person
Leave of absence
In addition to the above, the Committee constituted the cybersecurity sub-committee with D.N. Prahlad and Michael Gibbs
as its members in April 2019. The main objective of the sub-committee is to assess the cyber risk at Infosys and improvise the
security systems. The sub-committee meets periodically and recommends its findings, if any, to the risk management committee.
Risk management committee report for the year ended March 31, 2020
Activities of the Committee during the year
Frequency
Reviewed and approved the Enterprise Risk Management Framework of the Company
Assessed risks to the effective execution of business strategy. Tracked trend lines of top strategic,
operational and compliance-related risks, the likelihood of their occurrence, potential impact and
progress of mitigation actions
Reviewed risks in market and client-specific demand environment
Reviewed risks and mitigation actions to strategic programs covering sales, cost optimization,
automation, employee engagement and retention
Reviewed the framework to assess potential risks in client and vendor contracts, approval processes
and consequent management policies
Reviewed service delivery risks in critical client engagements
Assessed counter party credit risk assessment framework and severity of exposure in receivables
Reviewed the Company’s information security and data privacy policies, system controls, GDPR and
similar regulation requirements, risks and progress of mitigation actions
Assessed risks arising from the COVID-19 pandemic and the Company’s response, especially for
employee well-being, business continuity, financial resilience and potential legal exposures
Submitted regular reports and recommendations to the Board with respect to risk management and
mitigation procedures
Reviewed and reassessed the adequacy of the Committee’s charter and recommended any proposed
changes to the Board for approval
Frequency
A
Annually
Q
Quarterly
P
Periodically
A
Q
P
P
P
P
Q
Q
P
Q
P
Bengaluru
April 20, 2020
Sd/-
D.N. Prahlad(1)
Chairperson
(1) Resigned as a member of the Board effective April 20, 2020
Risk management report
The enterprise risk management report is available as a part of this Annual Report and is provided in the following pages.
Infosys Annual Report 2019-20
Corporate governance report | 141
Risk management report
Note: The risk-related information outlined in this section may not be exhaustive. The discussion may contain statements that are
forward-looking in nature. Our business is subject to uncertainties that could cause actual results to differ materially from those reflected
in the forward-looking statements. If any of the risks materializes, our business, financial conditions or prospects could be materially and
adversely affected. Our business, operating results, financial performance or prospects could also be harmed by risks and uncertainties
not currently known to us or that we currently do not believe are material. Readers are advised to refer to the detailed discussion of risk
factors and related disclosures in our regulatory filings, and exercise their own judgment in assessing risks associated with the Company.
Our Enterprise Risk Management (ERM) function enables
the achievement of the Company’s strategic objectives by
identifying, analyzing, assessing, mitigating, monitoring and
governing any risk or potential threat to these objectives. While
this is the key driver, our values, culture and commitment to
stakeholders – employees, customers, investors, regulatory
bodies, partners and the community around us – are the
foundation for our ERM framework.
The systematic and proactive identification of risks, and
mitigation thereof, enables our organization to boost
performance with effective and timely decision-making.
Strategic decisions are taken after careful consideration
of primary risks, secondary risks, consequential risks and
residual risks. The ERM function also enables effective
resource allocation through structured qualitative and
quantitative risk impact assessment and prioritization based
on our risk appetite.
Our ERM framework encompasses all of the Company’s
risks such as strategic, operational, and legal & compliance
risks. Any of these categories can have internal or external
dimensions. Hence, appropriate risk indicators are used to
identify these risks proactively. We take cognizance of risks
faced by our key stakeholders and their cumulative impact
while framing our risk responses.
Strategy and strategy execution
Operational
Legal and compliance
Risks arising out of the choices we have made in defining
our strategy and the risks to the successful execution of
our strategy are covered in this category. For example, risks
inherent to our industry and our competitiveness are analyzed
and mitigated through strategic choices of target markets, our
market offerings, business model and talent base.
Risks affecting our policies, procedures, people and systems,
thereby impacting service delivery or operations, or
compromising our core values or business practices are covered
in this category. For example, risks such as inefficiencies
in internal processes, business activity disruptions due to
natural calamities, human conflicts, system failures and
cybersecurity attacks.
Risks arising out of threats posed to our financial,
organizational, or reputational standing resulting from
litigations, non-conformance with laws, regulatory or geo-
political developments, codes of conduct and contractual
compliances are covered in this category.
Integrated Enterprise Risk Management Framework
We have adopted an integrated ERM framework that is implemented across the organization by the risk management office.
Our ERM framework is developed by incorporating the best practices based on COSO and ISO 31000 and then tailored to
suit our unique business requirements.
142 | Corporate governance report
Infosys Annual Report 2019-20
Integrated Enterprise Risk Management Framework
STRATEGY
Strategy and
business objectives
PERFORMANCE EVALUATION AND RISK MANAGEMENT
GOVERNANCE
Risk-enabled decision-making
8-layer governance
Risk identification
Risk management
Vision and
mission
Values and
culture
Strategic and
stakeholder
goals
Derived
goals
Legal and compliance
Type of risks
Operational
Strategy execution
Level 1 Risk
Level 2 Risk
Level 3 Risk
Level 4 Risk
Level 5 Risk
Granularity
n
o
i
t
c
n
u
f
g
n
i
l
b
a
n
e
s
s
e
n
i
s
u
B
y
r
e
v
i
l
e
D
l
s
e
a
S
Im pact groups
Risk
assessment
Treatment, mitigation and
control implementation
y
t
i
n
u
t
r
o
p
p
O
Secondary and consequential
risk assessment
Residual risk assessment
and decision-making
Auditing, monitoring
and reporting
Risk governance
and disclosures
Board of Directors
Risk Management
Committee (RMC)
of the Board
Internal Board
of Directors
Risk councils
Office of
risk management
Sub-risk councils
Unit risk councils
Project and
account risk teams
Integrated lines of defense
iGRC platform
Intelligent risk analytics – Live Enterprise
Salient features of our Enterprise Risk Management program
Our ERM program adopts unique methods to identify risks, evaluate potential impact and promote risk awareness
across the organization.
Secondary, consequential
and residual risks
Secondary risks are threats that could impede
the mitigation of primary risks. Consequential
risks are the unintended consequences of
primary mitigation, and residual risks are those
risks that are left over after mitigation.
Aggregation and accumulation
Exposure for same risks are aggregated as it goes up
the hierarchy. This provides enterprise-wide view
to the leadership. Cumulated risk view is also
provided to understand total exposure arising out
of all risks at a unit level.
Process risk frameworks
Process-specific risk frameworks have been
developed for decision-making,
for example, frameworks for customer risk,
vendor risk, contractual liability, contractual
weighted-risk and credit risk.
Enterprise
Risk Management
program
Salient features
Intelligent risk analytics
– Live Enterprise
Internal and external risk and performance
indicators, loss incidents are used real-time to
identify, analyze and assess potential issues
that could negatively impact strategic goals.
RISC360 : iGRC
RISC360 is the Company’s Governance, Risk management
and Compliance (GRC) program that combines three
lines of defense under one umbrella. This enables
risk-based decision-making and auditing. The Company
has implemented a technology platform, iGRC, to
provide a consolidated view of risks to strategic goals.
Risk culture
Our risk culture encourages open and upward
communication. Coupled with our belief systems and
core values, this drives behavior, guides daily activities
and decision-making throughout the organization.
We encourage sharing of knowledge and best practices,
continuous process improvement and a strong
commitment to ethics and integrity.
Infosys Annual Report 2019-20
Corporate governance report | 143
Highlights of fiscal 2020
During fiscal 2020, we extended the adoption of the integrated
ERM framework across the organization, strengthening our
risk management program with a technology platform and
enhancing the risk culture. Specific activities and areas of risk
assessment included:
• Progress of execution of strategic programs, specifically
progress on localization in the US, the growth of digital
services, impact of automation, demand fulfilment
and forecasting, performance of subsidiary businesses,
enhancement of traditional offerings, and leadership
succession planning
• Business environment, including trend line of key external
and internal indicators such as client concentration, client
technology spend, growth of top clients and bookings from
large engagements
• Business momentum relative to competition in key market
segments
• New country risk assessment before business penetration
• Client contract management process
• Client creditworthiness and recovery of receivables
• Information security risks (cyber attacks and threat
intelligence) and data privacy related risks in GDPR
• Employee engagement and retention
• Operational risk areas including client service delivery, re-
skilling of employees, brand attractiveness, women’s safety,
physical security, capital expenditures on infrastructure,
and business continuity management
• Monitoring of key developments in the regulatory and
geo-political environment, including Brexit in the UK,
and immigration and labor laws in continental Europe,
Australia and the US
• Availability of natural resources, such as water and power,
and its impact on our operations
• Impact of the COVID-19 pandemic on employee safety
and well-being, travel, business continuity and operations,
service delivery, cybersecurity for remote working, and
financial resilience
Details of additional risk factors have been provided under Management’s Discussion and Analysis section of this Annual Report.
Message from the Chief Risk Officer
The ongoing COVID-19 pandemic has heightened several of the risks to
our business and that of our clients. Our Risk Management Framework
enables us to look at these holistically, and mitigate the impact to all
of our stakeholders.
Our risk management tag line, “How can we help?”, embodies our
approach to achieve business objectives while providing the guardrails
for operational and compliance control.
Deepak Padaki
EVP and Group Head – Corporate
Strategy, and Chief Risk Officer
144 | Corporate governance report
Infosys Annual Report 2019-20
Stakeholders relationship committee
Dr. Punita Kumar-Sinha
Chairperson
The stakeholders relationship committee (“the Committee”) comprised two independent directors and a whole-time director
as on March 31, 2020 :
1. Dr. Punita Kumar-Sinha, Chairperson
2. D.N. Prahlad
3. U.B. Pravin Rao
On completion of her tenure as independent director, Roopa Kudva ceased to be the chairperson and member of the Committee
effective February 03, 2020. Dr. Punita Kumar-Sinha was appointed as the Chairperson of the Committee and U.B. Pravin Rao
was inducted as a member of the Committee effective February 4, 2020.
The Board has appointed A.G.S. Manikantha, Company Secretary, as the Compliance Officer, as required under the Listing
Regulations and the Nodal Officer to ensure compliance with the IEPF rules.
1. Purpose of the Committee
3. Committee governance
The purpose of the Committee is to assist the Board and
the Company to oversee the various aspects of interests of
stakeholders of the Company. The term ‘stakeholder’ includes
shareholders, debenture holders and other security holders.
2. Objectives and responsibilities of the Committee
The primary objectives of the Committee are to :
i. Consider and
resolve
the
security holders’
concerns or complaints
ii. Monitor
and
review
the
investor
service
standards of the Company
iii. Take steps to develop an understanding of the views of
shareholders about the Company, either through direct
interaction, analysts’ briefings or survey of shareholders
iv. Oversee and review the engagement and communication
plan with shareholders and ensure that the views and
concerns of the shareholders are highlighted to the
Board at the appropriate time and that steps are taken to
address such concerns
The Committee comprises two independent directors and a
whole-time director and performs the functions as required by :
• Section 178 of the Companies Act, 2013 and rules framed
thereunder
• Regulation 20 of the Listing Regulations and other
regulations and laws, as applicable
• NYSE guidelines, as applicable
• Stakeholders relationship committee charter
Stakeholders relationship committee charter
The Board amended the charter of the Committee effective April
1, 2019 and the same is available on the Company’s website,
at https://www.infosys.com/investors/corporate-governance/
documents/stakeholders-relationship-committee.pdf.
Infosys Annual Report 2019-20
Corporate governance report | 145
Grievance redressal mechanism
Investors can raise their
grievances with the
Company, RTA, RoC,
stock exchanges and SEBI.
The Company, with the
help of RTA, ensures to
resolve the complaints.
The Company discloses
investor complaints
received and resolved
with the stock exchanges
on a quarterly basis.
The status of investor
grievance redressal is
updated to the Committee
and the Board periodically.
Composition and attendance for fiscal 2020
92%
Attendance
67%
Independence
4
Meetings
3
Members
Attendance details of the stakeholders relationship committee are as follows :
Stakeholders relationship committee
Name of the member
Dr. Punita Kumar-Sinha(1)
D.N. Prahlad
Roopa Kudva(2)
U.B. Pravin Rao(3)
Committee meeting dates
Apr 11,
2019
Jul 11,
2019
Oct 10,
2019
Jan 09,
2020
Held
during
tenure
4
4
4
Attended
% of
attendance
4
3
4
100
75
100
Attended in person
Leave of absence
1. Appointed as chairperson of the Committee effective February 04, 2020
2. Ceased to be the chairperson and member of the Committee effective February 03, 2020
3. Appointed as member of the Committee effective February 04, 2020
4. Stakeholder information
A. Shareholding mode as on March 31, 2020
B. Complaints received during the year ended March 31, 2020
Shareholding mode
Details of complaints received and resolved
99.82%
0.18%
2018
99.86%
0.14%
2019
99.86%
0.14%
2020
Dematerialized
Physical
7
0
5
,
2
7
0
5
,
2
9
2
7
,
1
9
2
7
,
1
6
8
2
,
1
6
8
2
,
1
2018(1)
2019
2020
Dividend / Annual report related / Others
Complaints received
Resolved
(1) In 2018, the Company also received and resolved 12,349 buyback-related
queries.
146 | Corporate governance report
Infosys Annual Report 2019-20
Stakeholders relationship committee report for the year ended March 31, 2020
Activities of the Committee during the year
Frequency
Monitored and reviewed the Company’s performance in dealing with stakeholder grievances
During the year, the Committee reached out to select investors to engage with them and take their
inputs on several matters and also ensured shareholder interaction from time to time.
Reviewed various measures and initiatives taken for reducing the quantum of unclaimed dividends
and ensuring timely receipt of dividend warrants / annual reports / statutory notices by the
shareholders of the Company
Reviewed the unclaimed dividend and equity shares transferred to the Investor Education and
Protection Fund (IEPF) pursuant to the IEPF Rules
Reviewed and reassessed the adequacy of the Committee charter and recommended changes to
the Board for approval
Reviewed the measures taken for effective exercise of voting rights by shareholders
Reviewed the adherence to the service standards adopted in respect of various services being
rendered by the Registrar and Transfer Agent (RTA)
Reviewed the annual audit report submitted by the independent auditors on the annual internal audit
conducted on the RTA operations as mandated by SEBI including the mechanism of investor grievance
redressal, compliances stipulated by SEBI and other matters concerning the functioning of the RTA
Frequency
A
Annually
Q
Quarterly
P
Periodically
A
P
P
P
P
A
P
A
USA
April 20, 2020
Dr. Punita Kumar-Sinha
Chairperson
Sd/-
Shareholder information
The information relevant for shareholders of the Company is provided in the following pages.
Infosys Annual Report 2019-20
Corporate governance report | 147
Shareholder information
Corporate
Infosys was incorporated in Pune, in 1981, as Infosys
Consultants Private Limited, a private limited company under
the Companies Act, 1956. In 1983, the corporate headquarters
were relocated to Bengaluru. The name of the Company was
changed to Infosys Technologies Private Limited in April
1992 and to Infosys Technologies Limited in June 1992, when
the Company became a public limited company. We made an
initial public offering in February 1993 and were listed on
stock exchanges in India in June 1993. Trading opened at
` 145 per share, compared to the IPO price of ` 95 per share.
In October 1994, we made a private placement of 5,50,000
shares at ` 450 each to Foreign Institutional Investors (FIIs),
Financial Institutions (FIs) and body corporates.
In March 1999, we issued 20,70,000 American Depositary
Shares (ADSs) (equivalent to 10,35,000 equity shares of par
value ` 10 each) at US$ 34 per ADS under the ADS Program,
and these ADSs were listed on the NASDAQ National Market.
Bonus issues and stock split
The share data mentioned before is unadjusted for stock split
and bonus shares. In July 2003, June 2005 and November
2006, we issued secondary-sponsored American Depositary
Receipts (ADRs) of US$ 294 million, US$ 1.1 billion and
US$ 1.6 billion, respectively.
During fiscal 2012, the name of the Company was changed
from Infosys Technologies Limited to Infosys Limited to mark
the transition from being a technology services provider to a
business transformation partner to our clients.
During fiscal 2013, we delisted our ADSs from NASDAQ,
and listed them in the New York Stock Exchange (NYSE),
Euronext London and Euronext Paris. During fiscal 2019,
the Company voluntarily delisted from Euronext London and
Paris due to low trading volume.
Infosys equity shares and ADSs are listed on NSE and BSE
in India and in NYSE respectively under the symbol “INFY”.
s
e
r
a
h
s
f
o
.
o
N
18,000
16,000
14,000
12,000
10,000
8,000
6,000
4,000
2,000
0
16,384
8,192
4,096
1
2
4
8
16
32
64
128
2,048
256
1,024
Prior to
1986
1986
1989
1991
1992
1994
1997
1999
2000
2005
2007
2015
2016
2019
Bonus
Bonus
Bonus
Bonus
Bonus
Bonus
Bonus
1:1
1:1
1:1
1:1
1:1
1:1
1:1
Stock
Split
2:1
Bonus
Bonus
Bonus
Bonus
Bonus
3:1
1:1
1:1
1:1
1:1
Corporate action
Note : The above graph depicts the increase in the number of Infosys shares as a result of the Company’s bonus issues over the years and a stock split
in 2000 in the ratio of 2:1. For example, if the investor / shareholder held one share in 1986 prior to the bonus issue and continued to hold it,
he would have 16,384 shares today owing to the bonus share issues and stock split.
Unclaimed dividend
Section 124 of the Companies Act, 2013, read with the Investor Education and Protection Fund Authority (Accounting, Audit,
Transfer and Refund) Rules, 2016 (“the Rules”), mandates that companies transfer dividend that has remained unclaimed for
a period of seven years from the unpaid dividend account to the Investor Education and Protection Fund (IEPF). Further,
the Rules mandate that the shares on which dividend has not been paid or claimed for seven consecutive years or more be
transferred to the IEPF.
148 | Corporate governance report
Infosys Annual Report 2019-20
The following table provides a list of years for which unclaimed dividends and their corresponding shares would become
eligible to be transferred to the IEPF on the dates mentioned below :
Year
Type of dividend
2012-2013
2013-2014
2013-2014
2014-2015
2014-2015
2015-2016
2015-2016
2016-2017
2016-2017
2017-2018
2017-2018
2018-2019
2018-2019
2018-2019
2019-2020
Final
Interim
Final
Interim
Final
Interim
Final
Interim
Final
Interim
Final and Special
Interim
Special
Final
Interim
(1) Not adjusted for bonus issue
(2) Amount unclaimed as on March 31, 2020
Dividend per
share (`)(1)
27.00
20.00
43.00
30.00
29.50
10.00
14.25
11.00
14.75
13.00
30.50
7.00
4.00
10.50
8.00
Date of declaration
Due date for transfer
Amount (`)(2)
June 15, 2013
October 18, 2013
June 14, 2014
October 10, 2014
June 22, 2015
October 12, 2015
June 18, 2016
October 14, 2016
June 24, 2017
October 24, 2017
June 23, 2018
October 16, 2018
January 11, 2019
June 22, 2019
October 11, 2019
July 20, 2020
November 23, 2020
July 19, 2021
November 14, 2021
July 23, 2022
November 17, 2022
July 17, 2023
November 19, 2023
July 25, 2024
November 24, 2024
July 24, 2025
November 14, 2025
February 10, 2026
July 21, 2026
November 11, 2026
96,43,968
83,51,120
1,25,53,377
88,35,420
1,62,96,862
1,21,42,810
1,82,60,306
1,52,59,871
2,37,51,247
2,55,23,914
5,39,73,375
2,43,97,577
1,48,08,680
3,19,36,695
2,77,24,585
In order to educate the shareholders and with an intent to protect their rights, the Company also sends regular reminders to
shareholders to claim their unclaimed dividends / shares before it is transferred to IEPF. Shareholders may note that both the
unclaimed dividends and corresponding shares transferred to IEPF, including all benefits accruing on such shares, if any, can
be claimed from IEPF following the procedure prescribed in the Rules. No claim shall lie in respect thereof with the Company.
Dividend remitted to IEPF during the last three years
Fiscal
2019-20
2019-20
2018-19
Dividend declared on
October 12, 2012
June 09, 2012
October 12, 2011
Type of dividend
Interim 2012-13
Final 2011-12
Interim 2011-12
2018-19
2017-18
2017-18
Final 2010-11
Interim 2010-11
Final 2009-10
June 11, 2011
October 15, 2010
June 12, 2010
Date of transfer to IEPF
November 19, 2019
July 19, 2019
November 16, 2018,
March 26, 2019(1)
July 16, 2018
November 20, 2017
July 17, 2017
Amount transferred to IEPF (`)
67,14,375
1,23,64,864
69,18,540
68,70,340
1,45,91,560
58,56,210
(1) The amounts transferred during the year to IEPF also include bank credits received pursuant to the cancellation of demand drafts beyond the validity
period. The banks have cancelled the issued demand draft in accordance with the SEBI circular dated April 20, 2018 on “Strengthening the Guidelines
and Raising Industry Standards for RTA, Issuer companies & Banker to an issue”. Apart from the above, the Company has also transferred ` 16,31,056
during fiscal 2019 pertaining to previous years.
Shares transferred to IEPF
During the year, the Company transferred 4,473 and
3,951 shares on August 14, 2019 and December 17, 2019
respectively due to dividends unclaimed for seven consecutive
years, in accordance with IEPF rules. During the year, the
Company received applications from shareholders for
claiming shares from IEPF. The IEPF has settled applications
pertaining to 656 shares to respective shareholders. IEPF
holds 2,84,487 shares as on March 31, 2020 on account of
transfer of shares under IEPF Rules.
Financial year
The Company’s financial year begins on April 1
and ends on March 31.
Registered office and global locations
The address of our registered office is Electronics City, Hosur
Road, Bengaluru 560100, Karnataka, India.
Our operations are spread across 220 locations in 46
countries. We do not have any manufacturing plants, but
have development centers and offices in India and overseas.
Visit https://www.infosys.com/investors/reports-filings/
Documents/global-presence2020.pdf for details related to
our global locations.
Investor services
Tentative calendar
Trading window closure
Quarter
ending
Board
meeting and
earnings
release date
Jul 15, 2020
Jun 16, 2020 to Jul 17, 2020
Jun 30, 2020
Sep 30, 2020 Oct 14, 2020 Sep 16, 2020 to Oct 16, 2020
Dec 31, 2020
Jan 13, 2021 Dec 16, 2020 to Jan 15, 2021
Mar 31, 2021 Apr 14, 2021 Mar 16, 2021 to Apr 16, 2021
Corporate governance report | 149
Infosys Annual Report 2019-20 Annual General Meeting
Date and time
Mode
June 27, 2020, Saturday,
4 p.m. IST
Video conference and other
audio-visual means
https://epoch.onwingspan.com/
InfosysAGM
June 22, 2020 to June 26, 2020
Participation through
video-conferencing
Webcast and transcripts https://www.infosys.com/Investors/
E-voting dates
Final dividend
record date
Final dividend
payment date
Interim dividend
payout date(1)
October 30, 2019
June 01, 2020
July 03, 2020
(1) During the year, the Company declared an interim dividend to its
shareholders on October 11, 2019, having record date on October 24,
2019 and paid on October 30, 2019.
Dematerialization of shares and liquidity
Infosys shares are tradable in the electronic form only. We
have established connectivity with the National Securities
Depository Limited (NSDL) and Central Depository
Services (India) Limited (CDSL) through KFin Technologies
Private Limited, the Company’s Registrar and Transfer
Agents (RTA). The International Securities Identification
Number (ISIN) allotted to our shares under the Depository
System is INE009A01021.
As on March 31, 2020, 99.86% of our shares were held in
dematerialized form and the rest in physical form.
We were the first company in India to pay a one-time custodial
fee of ` 44.43 lakh to NSDL. Consequently, our shareholders
do not have to pay depository participants the custodial fee
charged by NSDL on their holding.
Shares held in demat and physical mode (folio-based) as on
March 31, 2020 are as follows :
Category
Number of
cases(1)
11,79,201
shares
425,31,69,502
% to total
equity
99.86
Demat mode
Physical
mode
Grand total
332
11,79,533
58,23,064
425,89,92,566
0.14
100.00
(1) The total number of cases will not tally with the number of shareholders,
since shareholders can have multiple demat accounts with the same
PAN. The number of shareholders based on PAN as on March 31,2020
is 11,34,263.
SEBI, effective April 01, 2019, barred physical transfer of
shares of listed companies and mandated transfers only
through demat. However, investors are not barred from
holding shares in physical form.
We request shareholders whose shares are in the physical
mode to dematerialize their shares and update their bank
accounts and email IDs with the respective depository
participants to enable us to provide better service.
Investor awareness
We have provided a synopsis of the rights and responsibilities
of shareholders on our website, https://www.infosys.com/
investors/shareholder-services/pages/faqs.aspx.
150 | Corporate governance report
We encourage you to read the details provided and seek
answers to questions that you may have regarding your
rights as a shareholder.
The Company is committed towards promoting effective and
open communication with all the stakeholders, ensuring
consistency and clarity of disclosure at all times. We aim
to communicate with investors throughout the year by
providing frequent interaction through a variety of forums
including meetings, earning calls, investor conferences and
management presentations. We strive to be accessible to both
institutional and other investors, and proactively encourage
all shareholders to participate in the AGM. Every quarter,
the Company holds results briefings for investors. The
Company also participates in investor conferences held both
in India and overseas, in an ongoing effort to communicate
directly with investors.
Investor conferences / events held during the year
Conferences
Non-deal
roadshows
Company
events
Total
Q1
2
2
1
5
Q2
4
2
1
7
Q3
4
4
2
10
Q4
2
4
1
7
Green initiative
Being a global leader in the area of sustainable business
practices, Infosys believes in driving environmental initiatives
and also empower its stakeholders. The Company requested
its shareholders to join in its endeavor to conserve resources
by updating relevant information for receiving online
communication and dividend payout. Shareholders holding
shares in dematerialized mode have been requested to register
their email address, dividend bank account details and mobile
number with their depository participants. Those holding
shares in physical mode have been requested to furnish their
email address, bank account details and mobile number with
the Company’s RTA, at einward.ris@kfintech.com. Updating
all the relevant information will enable shareholders to receive
communications and dividends on time. Besides, every year,
the Company ensures that electronic copies of the Annual
Report and the Notice of the AGM are sent to all members
whose email addresses are registered with the Company /
depository participant(s). During the year, the Company took
the help of the depository (NSDL) to contact the shareholders
who have not registered their email address and requested
them to update their email address. In the last three months,
nearly 9,000 shareholders registered their email address and
opted to receive all communications electronically instead of
physical intimations.
Investor grievances and investor contacts
We have a Board-level stakeholders relationship committee
to examine and redress complaints by shareholders and
investors. The status of complaints is reported to the entire
Board. The stakeholders relationship committee meets as
often as required to resolve shareholder grievances.
Infosys Annual Report 2019-20 We attended to most of the investors’ grievances and postal /
electronic communications within a period of seven days from
the date of receipt of such grievances. The exceptions have
been for cases constrained by disputes or legal impediments.
Shareholders may note that the share transfers, dividend
payments and all other investor-related activities are attended
to and processed at the office of the Company’s RTA.
For any grievances / complaints, shareholders may contact the
RTA, KFin Technologies Private Limited. For any escalations,
shareholders may write to the Company at investors@
infosys.com and for queries on dividend tax, write to us on
dividend.tax@infosys.com. The addresses and contact details
for investor queries, RTA, depositary banks, depositories for
equity shares in India and stock exchanges are provided at
the end of the Annual Report.
Change in name of Company’s RTA
The name of the Company’s RTA is changed to KFin
Technologies Private Limited from Karvy Fintech Private
Limited effective December 5, 2019. The Company has
communicated this information to the stock exchanges and
also made it available on the Company’s website.
Legal proceedings
There are certain pending cases related to disputes over title
to shares in which we had been made a party. However, these
cases are not material in nature.
Commodity price risk, foreign exchange risk and
hedging activities
The Company had no exposure to commodity and commodity
risks in fiscal 2020. For details of foreign exchange risk
and hedging activities, please refer to the Management’s
Discussion and Analysis.
Paid-up capital
Shareholding pattern
During the year, the total shareholding of the Company
changed due to ESOP allotment and buyback of shares. The
total shareholding as on March 31, 2020 was 425,89,92,566.
The date-wise details of buyback extinguishment and
ESOP allotments are provided in Additional Information
available on our website.
Shareholders holding more than 1% of the shares as on March 31, 2020
The details of shareholders (non-promoters and non-ADR-holders) holding more than 1% (PAN-based) of the equity as on
March 31, 2020 are as follows :
Name of the shareholder
% (percentage of holding)
Life Insurance Corporation of India
SBI Mutual Fund
HDFC Mutual Fund
ICICI Prudential Mutual Fund
Government of Singapore
ICICI Prudential Life Insurance Company Limited
Vanguard Total International Stock Index Fund
Vanguard Emerging Markets Stock Index Fund,
A Series of Vanguard International Equity Index Fund
Government Pension Fund Global
UTI Mutual Fund
Abu Dhabi Investment Authority
2.56%
2.50%
1.86%
1.64%
1.54%
1.52%
1.27%
1.20%
1.20%
1.03%
Distribution of shareholding as on March 31, 2020
No. of shares held
No. of holders
% to holders
% to equity
1-1
2-10
34,560
2,51,176
11-50
3,95,541
51-100
1,88,318
101-200
1,39,774
201-500
501-1,000
1,001-5,000
5,001-10,000
10,001 and above
95,160
36,599
26,952
4,358
7,095
Total
11,79,533
100.00%
2.93%
21.29%
33.53%
15.97%
11.85%
8.07%
3.10%
2.29%
0.37%
0.60%
0.00%
0.04%
0.28%
0.35%
0.51%
0.73%
0.62%
1.32%
0.72%
6.62%
No. of shares
28,20,08,863
10,91,56,901
10,64,15,438
7,90,53,218
7,00,46,769
6,57,87,877
6,48,46,292
5,42,45,618
5,12,79,995
5,12,23,068
4,36,95,606
No. of shares
34,560
16,38,515
1,17,44,730
1,49,93,608
2,16,90,506
3,09,38,067
2,65,61,726
5,61,62,430
3,07,34,478
95.43%
406,44,93,946
100.00%
425,89,92,566
Corporate governance report | 151
Infosys Annual Report 2019-20 Listing on stock exchanges
Codes
Exchange
Reuters
Bloomberg
India
NSE
INFY
INFY.NS
INFO IS
BSE
500209
INFY.BO
INFO IB
Global
NYSE
INFY
INFY.K
INFY UN
Stock market data relating to shares listed in India and
NYSE
Our market capitalization is included in the computation of
the S&P BSE Sensex (Sensex), the NIFTY 50 Index, NYSE
Composite Index and Dow Jones Sustainability Indices
(DJSI), among others.
The listing fees for fiscal 2020 have been paid for all of the
above stock exchanges in India and overseas.
ISIN Code for ADS : US4567881085
Stock market data – exchanges in India
The monthly high and low quotations, as well as the volume of shares traded at the BSE, the NSE, and NYSE for the current
year are provided as follows :
2019-20
Months
April
May
June
July
August
September
October
November
December
January
February
March
Total
High (`)
773.65
748.90
758.90
804.25
817.50
847.40
823.35
732.50
737.70
792.55
811.20
773.35
BSE
Low (`) Volume A (No.) High (`)
773.00
1,14,56,947
713.00
748.40
1,13,17,451
698.40
759.00
66,46,294
728.20
804.00
75,27,199
706.70
817.35
73,25,664
760.50
847.00
59,28,427
742.10
823.80
2,59,72,423
615.00
732.50
1,00,69,662
678.30
737.95
1,02,45,209
689.00
792.80
61,72,448
708.40
811.60
50,58,366
723.30
773.55
2,08,24,231
511.10
12,85,44,321
NSE
Low (`) Volume B (No.)
17,16,34,154
712.60
19,56,03,027
697.45
12,46,91,033
728.15
17,78,30,373
706.50
15,00,21,483
760.15
16,21,40,933
741.90
38,30,38,426
615.10
22,23,00,056
678.15
14,11,77,094
688.55
18,92,77,362
708.30
11,28,90,806
722.05
30,51,89,336
509.25
233,57,94,083
Volume
(A+B) (No.)
18,30,91,101
20,69,20,478
13,13,37,327
18,53,57,572
15,73,47,147
16,80,69,360
40,90,10,849
23,23,69,718
15,14,22,303
19,54,49,810
11,79,49,172
32,60,13,567
246,43,38,404
The volume traded / outstanding shares (%) in the last three fiscals is as follows :
Fiscal
2019-20
2018-19
2017-18
Volume (BSE)
4
4
5
Volume (NSE)
66
57
69
Volume (BSE +NSE)
70
61
74
Note : The number of shares outstanding was 351,96,91,384 as of March 31, 2020. ADSs have been excluded for the purpose of this calculation.
Stock market data – NYSE
2019-20
Months
April
May
June
July
August
September
October
November
December
January
February
March
Total
High ($)
Low ($)
High (`)
Low (`)
Volume (No.)
11.38
10.88
10.90
11.64
11.50
12.08
11.31
10.12
10.37
11.27
11.44
10.54
10.34
10.01
10.41
10.37
10.77
10.81
8.76
9.51
9.65
10.01
9.99
6.77
790.80
759.10
756.44
800.60
824.21
868.91
803.80
718.72
737.00
802.54
820.59
766.05
717.87
696.00
722.73
713.46
763.27
766.86
620.47
672.57
691.23
721.02
717.72
514.86
24,54,60,339
27,68,17,298
16,81,21,994
26,74,34,659
20,70,91,041
23,59,76,843
55,76,48,168
26,36,44,886
16,18,86,703
33,25,08,522
22,18,84,574
43,91,54,793
337,76,29,820
Note : 1 ADS = 1 equity share. The US dollar has been converted into the Indian rupee at the daily rates. The number of ADSs outstanding as on
March 31, 2020 was 73,93,01,182. The percentage of volume traded for the year at NYSE, to the total float was 457%.
152 | Corporate governance report
Infosys Annual Report 2019-20
ADS premium compared to price quoted on NSE
(`)
1,000
800
600
400
200
0
ADS(`)
Equity(`)
Premium/
(Discount)
Apr
754.71
743.07
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
Jan
Feb
Mar
720.95
720.38
738.43
744.37
768.47
761.28
797.81
787.19
817.15
812.66
728.38
730.98
700.86
702.93
717.74
720.67
766.07
760.46
789.39
782.28
643.62
642.56
1.6%
0.1%
-0.8%
0.9%
1.3%
0.6%
-0.4%
-0.3%
-0.4%
0.7%
0.9%
0.2%
(%)
7.0
5.0
3.0
1.0
(1.0)
(3.0)
Note : Represents monthly average of closing prices of our ADSs listed on NYSE compared to monthly average of closing prices of our equity shares
listed on NSE.
Outstanding ADSs
Our ADSs, as evidenced by ADRs, are traded in the US on the NYSE under the ticker symbol ‘INFY’. The currency of trade of
ADS in the US is USD. Each ADS is represented by one equity share. The ADRs evidencing ADSs began trading on the NYSE,
New York, from December 12, 2012. As on March 31, 2020, there were 95,379 record holders of ADRs evidencing 73,93,01,182
ADSs (1 ADS = 1 equity share).
Infosys share price versus the NSE Nifty 50 index
120
110
100
90
80
70
60
Apr-19
May-19
Jun-19
Jul-19
Aug-19
Sep-19
Oct-19
Nov-19
Dec-19
Jan-20
Feb-20
Mar-20
Note: Infosys share price and NSE Nifty 50 index values on April 1, 2019 have been baselined to 100.
Infosys
NIFTY 50
Corporate governance report | 153
Infosys Annual Report 2019-20 Infosys share price versus the S&P BSE Sensex (Sensex)
120
110
100
90
80
70
60
Apr-19
May-19
Jun-19
Jul-19
Aug-19
Sep-19
Oct-19
Nov-19
Dec-19
Jan-20
Feb-20
Mar-20
Note: Infosys share price and S&P BSE Sensex (Sensex) values on April 1, 2019 have been baselined to 100.
Infosys
BSE Sensex
Credit ratings
During the year, Moody’s changed outlook on Infosys
due to change in outlook on India’s sovereign rating to
‘negative’ from ‘stable’. There has been no change in credit
ratings from Standard & Poor’s, Dun & Bradstreet and
CRISIL during the year.
•
Rating agency
Moody’s
Standard & Poor’s
Dun & Bradstreet
CRISIL
Rating
A3
A-
5A1
AAA
Outlook
Negative
Stable
Condition: Strong
Stable
Shareholders
Communication to the shareholders
The Company ensures that the following filings and reports
are available on its website:
• The quarterly report, along with additional information
and official news releases, are posted on our website,
at https://www.infosys.com/investors/reports-filings/
The reports contain select financial data extracted
from the audited condensed consolidated financial
statements under the IFRS (INR), and audited condensed
consolidated financial statements under the IFRS (USD).
Moreover, the quarterly / annual results and official news
releases are generally published in at least one English
language national daily newspaper circulating in the
whole or substantially the whole of India (Business
Standard) and in one regional daily newspaper published
from Bengaluru (Prajavani).
• Quarterly and annual financial statements, standalone
and consolidated, along with segmental information, are
also posted on our website, at https://www.infosys.com/
investors/reports-filings/.
Earnings calls with analysts and investors are broadcast
live on our website and their transcripts are also
•
154 | Corporate governance report
published on the website. The proceedings of the AGM
are webcast live for shareholders across the world. The
AGM presentations, transcripts and video archives are
available on our website, at https://www.infosys.com/
investors/reports-filings/.
Form 20-F, filed annually with the SEC, also contains
detailed disclosures and is made available on our
website, at https://www.infosys.com/investors/reports-
filings/annual-report.html.
• The shareholders can also access the details of corporate
governance policies, Board committee charters,
Memorandum and Articles of Association, financial
information, shareholding information, details of
unclaimed dividends and shares transferred / liable to
transfer to IEPF, etc. on the Company’s website.
• Other information, such as press releases, stock exchange
disclosures and presentations made to investors and
analysts, etc., is regularly updated on the Company’s
website. The shareholders can also visit www.sec.gov
where the investors can view statutory filings of the
Company with the SEC.
Details of non-compliance
No penalty has been imposed by any stock exchange, SEBI or
SEC, nor has there been any instance of non-compliance with
any legal requirements, or on matters relating to the capital
market over the last three years.
Regulatory orders
There are no regulatory orders apart from the details provided
in the Board’s report of this Annual report.
CEO and CFO certification
As required by the Listing Regulations, the CEO and CFO
certification is provided in this Annual Report.
Infosys Annual Report 2019-20 Further, the Company has responded to all the inquires
received from the Indian regulatory authorities and will
continue to cooperate with the authorities for any additional
requests for information.
Additionally, in October 2019, a purported class action lawsuit
was filed in the United States District Court for the Eastern
District of New York against the Company and certain of its
current and former officers. The complaint was brought on
behalf of a putative class, consisting of persons or entities who
purchased the Company’s publicly traded securities between
July 7, 2018 and October 20, 2019, and purported to bring
claims for violations of the US federal securities laws. On May
21, 2020, the plaintiff filed a stipulation which voluntarily
dismissed the action without prejudice.
Complaints pertaining to sexual harassment
The details of complaints filed, disposed of and pending during
the financial year pertaining to sexual harassment are provided
in the Business responsibility report of this Annual Report.
Prevention of insider trading
During the year, the Company amended the Insider Trading
Policy effective October 11, 2019 in line with the SEBI
(Prohibition of Insider Trading) (Amendment) Regulations,
2018. The Corporate Policy on Investor Relations was
amended to make generic language updates. This policy
includes policy and procedures for inquiry in case of leak of
Unpublished Price Sensitive Information (UPSI) or suspected
leak of UPSI. The Company has automated the declarations
and disclosures to identified designated persons, and the
Board reviews the policy on a need basis. The key changes
to the polices are provided in Annexure 9 to the Board’s
Report. The amended policy is available on our website, at
https://www.infosys.com/investors/corporate-governance/
documents/insider-trading-policy.pdf.
Code of conduct
In compliance with the Listing Regulations and the
Companies Act, 2013, the Company has adopted the revised
Code of Conduct and Ethics (“the Code”) effective July 12,
2019. The Code is applicable to the members of the Board,
the executive officers and all employees of the Company
and its subsidiaries. The Code is available on our website,
at https://www.infosys.com/investors/corporate-governance/
documents/codeofconduct.pdf.
All members of the Board, the executive officers and senior
officers have affirmed compliance to the Code as on March
31, 2020. A declaration to this effect, signed by the CEO &
MD and the CFO, forms part of the CEO and CFO certification.
Establishment of vigil / whistleblower mechanism
The Company has established a mechanism for directors
and employees to report concerns about unethical behavior,
actual or suspected fraud, or violation of the Code. It also
provides for adequate safeguards against the victimization of
employees who avail the mechanism, and allows direct access
to the chairperson of the audit committee in exceptional
cases. During the year no person was denied access to
the audit committee.
During the year, the amended Whistleblower Policy was
adopted on April 1, 2019 and is available on our website,
at: https://www.infosys.com/investors/corporate-governance/
documents/whistleblower-policy.pdf.
The Company received certain anonymous whistleblower
complaints. The Audit Committee appointed an external
legal counsel to conduct an independent investigation into
the whistleblower allegations and the same was disclosed
to the Stock Exchanges and the Securities and Exchange
Commission (SEC) on October 22, 2019. The outcome of
the investigation did not result in restatement of previously
issued financial statements and this was disclosed in a press
release which was filed with the Stock Exchanges and SEC
on January 10, 2020. The Company cooperated with an
investigation by the SEC in regard to the whistleblower
matter. In March 2020, the Company received notification
from the SEC, that the SEC has concluded its investigation
and the Company does not anticipate any further action by
the SEC on this matter.
Corporate governance report | 155
Infosys Annual Report 2019-20 General body meetings / postal ballots
The details of the special resolutions passed during the last three Annual and / or Extraordinary General Meetings are as follows :
Year ended
March 31,
2019
Date and
time
June 22,
2019 at 3
p.m. IST
Venue
Special resolution passed
Christ University
Auditorium,
Hosur Road,
Bengaluru, India
1. Approval of the Infosys Expanded Stock
Ownership Program – 2019 (“the 2019 Plan”)
and grant of stock incentives to the eligible
employees of the Company under the 2019 Plan
Web link for webcast /
transcripts
https://www.infosys.
com/investors/news-
events/annual-general-
meeting/2019.html
2. Approval of the Infosys Expanded Stock
Ownership Program – 2019 (“the 2019 Plan”)
and grant of stock incentives to the eligible
employees of the Company’s subsidiaries under
the 2019 Plan
3. Approval for secondary acquisition of shares of
the Company by the Infosys Expanded Stock
Ownership Trust for the implementation of the
Infosys Expanded Stock Ownership Program –
2019 (“the 2019 Plan”)
March 31,
2018
March 31,
2017
June 23,
2018 at 3
p.m. IST
June 24,
2017 at 3
p.m. IST
Christ University
Auditorium,
Hosur Road,
Bengaluru, India
Christ University
Auditorium,
Hosur Road,
Bengaluru, India
Participation and voting at 39th AGM
Pursuant to the General Circular numbers 20/2020, 14/2020,
17/2020 issued by the Ministry of Corporate Affairs and
Circular number SEBI/HO/CFD/CMD1/CIR/P/2020/79
issued by SEBI, the 39th AGM of the Company will be held
through video-conferencing and the detailed instructions for
participation and voting at the meeting is available in the
notice of the 39th AGM.
Postal ballot
For matters which are urgent and require shareholders’
approval in the period between the AGMs, the Company
seeks the approval of shareholders through postal ballot. In
compliance with Sections 108 and 110 and other applicable
provisions of the Companies Act, 2013, read with the related
Rules, the Company also provides electronic voting (e-voting)
facility to all its members. For this purpose, the Company
has engaged the services of NSDL. Parameshwar G. Hegde of
Hegde & Hegde, Practicing Company Secretaries, has acted
as the scrutinizer for past postal ballots and e-voting.
During the year, the Company did not pass any special resolution
through postal ballot. The details of the previous postal
ballots are available on the website, at https://www.infosys.
com/investors/shareholder-services/postal-ballot.html.
Procedure for postal ballot
Postal ballot notices and forms are dispatched, along with
postage-prepaid business reply envelopes to registered
members / beneficiaries. The same notice is sent by email to
members who have opted to receive communication through
the electronic mode. The Company also publishes a notice
156 | Corporate governance report
None
None
https://www.infosys.
com/investors/news-
events/annual-general-
meeting/2018.html
https://www.infosys.
com/investors/news-
events/annual-general-
meeting/2017.html
in the newspaper declaring the details and requirements as
mandated by the Act and applicable rules.
Voting rights are reckoned on the paid-up value of the shares
registered in the names of the members as on the cut-off date.
Members who want to exercise their votes by physical postal
ballot are requested to return the forms, duly completed and
signed, to the scrutinizer on or before the close of the voting
period. Those using the e-voting option are requested to vote
before the close of business hours on the last date of e-voting.
The scrutinizer completes his scrutiny and submits his
report to the Chairman, and the consolidated results of the
voting are announced by the Chairman / authorized officer.
The results are also displayed on the Company website,
www.infosys.com, besides being communicated to the stock
exchanges, depository and registrar and share transfer agent.
The last date for the receipt of postal ballot forms or e-voting
is the date on which the resolution would be deemed to have
been passed, if approved by the requisite majority.
Compliance with global guidelines & standards
and corporate governance codes
Infosys has been a front-runner in complying with global best
practices in corporate governance such as:
• The Cadbury Report in the UK in 1992
• The Sarbanes-Oxley Act, 2002
• The Consumer Protection Act
• Euroshareholders Corporate Governance Guidelines, 2000
• The recommendations of the Conference Board Commission
on Public Trusts and Private Enterprises in the US
Infosys Annual Report 2019-20 • National Guidelines on Responsible Business Conduct
• The principles advocated by the United Nations Global
Compact (UNGC)
• The Listing Regulations
• Kotak Committee Report
• Corporate Governance Voluntary Guidelines, 2009
• Kumar Mangalam Birla Committee Report
• Naresh Chandra Committee Report
• The Organization for Economic Co-operation and
Development (OECD) Principles of Corporate Governance
• Sustainability compliances
SEBI has notified the Listing Regulations, which incorporate
corporate governance principles in line with the OECD
principles. The Listing Regulations also provide broad
principles for periodic disclosures by listed entities in line
with the International Organization of Securities Commissions
(IOSCO) principles. SEBI (Listing Obligations and Disclosure
Requirements) (Amendment) Regulations, 2018 mandated
several provisions to be applicable effective April 01, 2020,
and the Company has complied with all the applicable
regulations within the effective date.
During the year, the Company was rated for the third time in a
row under the leadership category in a corporate governance
study conducted jointly by BSE Limited (BSE) and the
International Finance Corporation (IFC), a member of the
World Bank Group, and Institutional Investors Advisory
Services (IiAS), based on G20 / OECD principles, which are
globally accepted benchmarks for corporate governance.
Corporate governance guidelines
The Board has defined a set of corporate governance best
practices and guidelines to help fulfill our corporate
responsibility towards our stakeholders. These guidelines
ensure that the Board will have the necessary authority
and processes to review and evaluate our operations as and
when required. Further, these guidelines allow the Board to
make decisions that are independent of the Management.
The Board, at its discretion, may change these guidelines
periodically to achieve our stated objectives. The guidelines
can be accessed on our website, at https://www.infosys.
com/investors/corporate-governance/Documents/corporate-
governance-guidelines.pdf.
Compliance with discretionary requirements
The Company has also ensured the implementation of
non-mandatory items such as :
• Separate posts of Chairman, and CEO & MD, with
the provision for reimbursement of expenses in the
performance of official duties
• The Company has provided a separate office within the
Company premises for the Chairman.
• Unmodified audit opinions / reporting
• Internal auditor reporting directly to the audit committee
• The Company has appointed one of its independent
directors voluntarily on the Board of its non-material
subsidiary.
National Guidelines on Responsible Business
Conduct (NGRBC)
In December 2018, the Ministry of Corporate Affairs
introduced NGRBC to assist businesses to perform above
and beyond the requirements of regulatory compliance. We
substantially comply with these voluntary guidelines.
Management review and responsibility
Board interaction with clients, employees,
institutional investors, governments and the media
The Chairman, the CEO & MD, the COO, the CFO, the
Presidents and the Deputy CFO represent the Company
in interactions with investors, the media and various
governments. In addition, the CEO & MD, the COO, the
CFO and the Presidents manage interactions with clients
and employees and the investor relations team represents the
Company in interactions with investors. The other authorized
media spokespersons for business-specific matters include
the functional heads and identified subject matter experts.
Certification from Company Secretary in Practice
Parameshwar G. Hegde of Hegde & Hegde, Practicing
Company Secretaries, has issued a certificate as required
under the Listing Regulations, confirming that none of the
directors on the Board of the Company has been debarred or
disqualified from being appointed or continuing as director
of companies by the SEBI / Ministry of Corporate Affairs or
any such statutory authority. The certificate is enclosed with
this section as Annexure A.
Auditors’ certificate on corporate governance
The auditor’s certificate on corporate governance is provided
as Annexure B to this Corporate goverance report.
Corporate governance report | 157
Infosys Annual Report 2019-20 Annexure A : Certificate from Company Secretary in Practice
C E R T I F I C A T E
(Pursuant to clause 10 of Part C of Schedule V of LODR)
In pursuance of sub clause (i) of clause 10 of Part C of Schedule V of The Securities and Exchange Board of India
(SEBI) (Listing Obligations and Disclosure Requirements) Regulations, 2015; (LODR) in respect of Infosys Limited
(CIN:L85110KA1981PLC013115 ) I hereby certify that :
On the basis of the written representation/declaration received from the directors and taken on record by the Board of Directors,
as on March 31, 2020, none of the directors on the board of the company has been debarred or disqualified from being
appointed or continuing as director of companies by the SEBI / Ministry of Corporate Affairs or any such statutory authority.
Bengaluru
April 20, 2020
FCS :1325 / C.P.No : 640
UDIN : F001325B000214835
Sd/-
P.G. Hegde
Hegde & Hegde
Company Secretaries
Annexure B : Independent Auditors’ certificate on corporate governance
REF: IL/19-20/94
To
The Members of Infosys Limited
1. This certificate is issued in accordance with the terms of our engagement letter dated June 21, 2019.
2. We, Deloitte Haskins & Sells LLP, Chartered Accountants, the Statutory Auditors of Infosys Limited (the “Company”), have
examined the compliance of conditions of Corporate Governance by the Company, for the year ended on March 31 2020,
as stipulated in regulations 17 to 27 and clauses (b) to (i) of regulation 46(2) and para C and D of Schedule V of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended (“SEBI Listing Regulations”).
Managements’ Responsibility
3. The compliance of conditions of Corporate Governance is the responsibility of the Management. This responsibility includes
the design, implementation and maintenance of internal control and procedures to ensure the compliance with the conditions
of the Corporate Governance stipulated in the SEBI Listing Regulations.
Auditor’s Responsibility
4. Our responsibility is limited to examining the procedures and implementation thereof, adopted by the Company for ensuring
compliance with the conditions of the Corporate Governance. It is neither an audit nor an expression of opinion on the
financial statements of the Company.
5. We have examined the books of account and other relevant records and documents maintained by the Company for the
purposes of providing reasonable assurance on the compliance with Corporate Governance requirements by the Company.
6. We have carried out an examination of the relevant records of the Company in accordance with the Guidance Note on
Certification of Corporate Governance (the “Guidance Note”) issued by the Institute of the Chartered Accountants of India
(“ICAI”) and the Standards on Auditing (“SA”s) specified under Section 143(10) of the Companies Act, 2013, in so far as
applicable for the purpose of this certificate and as per the Guidance Note issued by the ICAI which requires that we comply
with the ethical requirements of the Code of Ethics issued by the ICAI.
7. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality
Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related
Services Engagements.
Opinion
8. Based on our examination of the relevant records and according to the information and explanations provided to us and the
representation provided by the Management, we certify that the Company has complied with the conditions of Corporate
Governance as stipulated in regulations 17 to 27 and clauses (b) to (i) of regulation 46(2) and para C and D of Schedule V
of the SEBI Listing Regulations during the year ended March 31, 2020.
9. We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or
effectiveness with which the Management has conducted the affairs of the Company.
Mumbai
May 26, 2020
158 | Corporate governance report
For DELOITTE HASKINS & SELLS LLP
Chartered Accountants
Firm's registration number : 117366W/W-100018
Sd/-
Sanjiv V. Pilgaonkar
Partner
Membership number : 39826
UDIN : 20039826AAAACR6719
Infosys Annual Report 2019-20 CEO and CFO certification
The Board of Directors
Infosys Limited, Bengaluru
Dear members of the Board,
We, Salil Parekh, Chief Executive Officer and Managing Director, and Nilanjan Roy, Chief Financial Officer of Infosys Limited,
to the best of our knowledge and belief, certify that :
1. We have reviewed the Balance Sheet as at March 31, 2020, Statement of Profit and Loss, the Statement of Changes in Equity
and the Statement of Cash Flows for the year then ended, and a summary of the significant accounting policies and other
explanatory information of the Company, and the Board’s report for the year ended March 31, 2020.
2. These statements do not contain any materially untrue statement or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were made, not misleading with respect to the
period covered by this report.
3. The financial statements, and other financial information included in this report, present in all material respects a true and
fair view of the Company’s affairs, the financial condition, results of operations and cash flows of the Company as at, and
for, the periods presented in this report, and are in compliance with the existing accounting standards and / or applicable
laws and regulations.
4. There are no transactions entered into by the Company during the year that are fraudulent, illegal or violate the Company’s
Code of Conduct and Ethics, except as disclosed to the Company’s auditors and the Company’s audit committee of
the Board of Directors.
5. We are responsible for establishing and maintaining disclosure controls and procedures and internal controls over financial
reporting for the Company, and we have :
a. Designed such disclosure controls and procedures or caused such disclosure controls and procedures to be designed under
our supervision to ensure that material information relating to the Company, including its consolidated subsidiaries, is
made known to us by others within those entities, particularly during the period in which this report is being prepared.
b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be
designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with Indian Accounting Standards (Ind AS).
c. Evaluated the effectiveness of the Company’s disclosure, controls and procedures.
d. Disclosed in this report, changes, if any, in the Company’s internal control over financial reporting that occurred during
the Company’s most recent fiscal year that has materially affected, or is reasonably likely to materially affect, the Company’s
internal control over financial reporting.
6. We have disclosed, based on our most recent evaluation of the Company’s internal control over financial reporting, wherever
applicable, to the Company’s auditors and the audit committee of the Company’s Board (and persons performing the
equivalent functions) :
a. Any deficiencies in the design or operation of internal controls, that could adversely affect the Company’s ability to record,
process, summarize and report financial data, and have confirmed that there have been no material weaknesses in internal
controls over financial reporting including any corrective actions with regard to deficiencies.
b. Any significant changes in internal controls during the year covered by this report.
c. All significant changes in accounting policies during the year, if any, and the same have been disclosed in the notes to the
financial statements.
d. Any instances of significant fraud of which we are aware, that involve the Management or other employees who have a
significant role in the Company’s internal control system.
7. We affirm that we have not denied any personnel access to the audit committee of the Company (in respect of matters
involving alleged misconduct) and we have provided protection to whistleblowers from unfair termination and other unfair
or prejudicial employment practices.
CEO and CFO certification | 159
Infosys Annual Report 2019-20 8. We further declare that all Board members and senior management personnel have affirmed compliance with the Code of
Conduct and Ethics for the year covered by this report.
With respect to the whistleblower complaints, for which the Company had made a disclosure to the stock exchanges and
SEC on October 22, 2019, the Company is responding to all the inquiries received from Indian regulatory authorities seeking
information on certain allegations made by the whistleblower and will continue to cooperate with the authorities for any
additional requests for information.
Bengaluru
April 20, 2020
Sd/-
Salil Parekh
Chief Executive Officer and Managing Director
Sd/-
Nilanjan Roy
Chief Financial Officer
160 | CEO and CFO certification
Infosys Annual Report 2019-20 Standalone Financial Statements under Indian Accounting
Standards (Ind AS) for the year ended March 31, 2020
Index
Independent Auditor’s Report ....................................................................................................................................162
A
B Balance Sheet ..................................................................................................................................................................170
C
Statement of Profit and Loss ......................................................................................................................................172
D Statement of Changes in Equity .................................................................................................................................173
Statement of Cash Flows ..............................................................................................................................................176
E
F Overview and notes to the financial statements .................................................................................................178
1. Overview
1.1 Company overview ............................................................................................................................................178
1.2 Basis of preparation of financial statements ..............................................................................................178
1.3 Use of estimates and judgments ....................................................................................................................178
Critical accounting estimates and judgments ............................................................................................178
1.4
2. Notes to financial statements
2.1 Property, plant and equipment .......................................................................................................................179
2.2 Goodwill and other intangible assets............................................................................................................181
2.3 Leases ......................................................................................................................................................................182
2.4
Investments and assets held for sale .............................................................................................................184
2.5 Loans ........................................................................................................................................................................191
2.6 Other financial assets .........................................................................................................................................192
2.7 Trade receivables ................................................................................................................................................192
2.8 Cash and cash equivalents ................................................................................................................................192
2.9 Other assets ..........................................................................................................................................................192
2.10 Financial instruments .........................................................................................................................................193
2.11 Equity .......................................................................................................................................................................200
2.12 Other financial liabilities ....................................................................................................................................205
2.13 Trade payables ......................................................................................................................................................206
2.14 Other liabilities .....................................................................................................................................................206
2.15 Provisions ...............................................................................................................................................................206
2.16 Income taxes .........................................................................................................................................................207
2.17 Revenue from operations ..................................................................................................................................209
2.18 Other income, net ................................................................................................................................................212
2.19 Expenses ................................................................................................................................................................212
2.20 Employee benefits ...............................................................................................................................................213
2.21 Reconciliation of basic and diluted shares used in computing earnings per share .......................216
2.22 Contingent liabilities and commitments......................................................................................................216
2.23 Related party transactions ................................................................................................................................217
2.24 Corporate social responsibility ........................................................................................................................222
2.25 Segment reporting ..............................................................................................................................................222
2.26 Function-wise classification of Statement of Profit and Loss ................................................................222
Infosys Annual Report 2019-20
Standalone financial statements | 161
Independent auditor’s report
To the members of Infosys Limited
Report on the Audit of the Standalone Financial Statements
Opinion
We have audited the accompanying standalone financial statements of INFOSYS LIMITED (the “Company”), which comprise the
Balance Sheet as at March 31, 2020, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement
of Changes in Equity and the Statement of Cash Flows ended on that date, and a summary of significant accounting policies
and other explanatory information (hereinafter referred to as the “standalone financial statements”).
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone
financial statements give the information required by the Companies Act, 2013 (the “Act”) in the manner so required and give
a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with
the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally
accepted in India, of the state of affairs of the Company as at March 31, 2020, the profit and total comprehensive income,
changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (“SA”s)
specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s
Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company
in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (“ICAI”) together with the
ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and
the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and
the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for
our audit opinion on the standalone financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone
financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have
determined the matters described below to be the key audit matters to be communicated in our report.
162 | Standalone financial statements
Infosys Annual Report 2019-20 Sr. No. Key Audit Matter
1
Fixed price contracts using the percentage of completion method
Fixed price maintenance revenue is recognized either on a straight-line basis when services are performed through
an indefinite number of repetitive acts over a specified period or using percentage-of-completion method when the
pattern of benefits from services rendered to the customer and Company’s costs to fulfil the contract is not even
through the period of contract because the services are generally discrete in nature and not repetitive.
Revenue from other fixed-price, fixed-timeframe contracts, where the performance obligations are satisfied over
time has been recognized using the percentage-of-completion method. Use of the percentage-of-completion method
requires the Company to determine the actual efforts or costs expended to date as a proportion of the estimated total
efforts or costs to be incurred. Efforts or costs expended have been used to measure progress towards completion as
there is a direct relationship between input and productivity. The estimation of total efforts or costs involves significant
judgment and is assessed throughout the period of the contract to reflect any changes based on the latest available
information. Provisions for estimated losses, if any, on uncompleted contracts are recorded in the period in which
such losses become probable based on the estimated efforts or costs to complete the contract.
We identified the estimate of total efforts or efforts to complete fixed price contracts measured using the percentage of
completion method as a key audit matter as the estimation of efforts or costs involves significant judgment throughout
the period of the contract and is subject to revision as the contract progresses based on the latest available information.
This estimate has a high inherent uncertainty and requires consideration of progress of the contract, efforts or costs
incurred to-date and estimates of efforts or costs required to complete the remaining contract performance obligations
over the lives of the contracts.
Refer Notes 1.4(a) and 2.17 to the Standalone financial statements.
Auditor’s Response
Principal Audit Procedures
Our audit procedures related to estimates of total expected costs or efforts to complete for fixed-price contracts
included the following, among others :
We tested the effectiveness of controls relating to (1) recording of efforts or costs incurred and estimation of efforts
or costs required to complete the remaining contract performance obligations and (2) access and application controls
pertaining to time recording, allocation and budgeting systems which prevent unauthorised changes to recording
of efforts incurred.
We selected a sample of fixed price contracts with customers accounted using percentage-of-completion method
and performed the following :
• Compared efforts or costs incurred with Company’s estimate of efforts or costs incurred to date to identify
significant variations and evaluate whether those variations have been considered appropriately in estimating the
remaining costs or efforts to complete the contract.
• Tested the estimate for consistency with the status of delivery of milestones and customer acceptances and sign
off from customers to identify possible delays in achieving milestones, which require changes in estimated costs
or efforts to complete the remaining performance obligations.
Sr. No. Key Audit Matter
2
Allowance for credit losses
The Company determines the allowance for credit losses based on historical loss experience adjusted to reflect
current and estimated future economic conditions. The Company considered current and anticipated future economic
conditions relating to industries the Company deals with and the countries where it operates. In calculating expected
credit loss, the Company has also considered credit reports and other related credit information for its customers to
estimate the probability of default in future and has taken into account estimates of possible effect from the pandemic
relating to COVID-19.
We identified allowance for credit losses as a key audit matter because the Company exercises significant judgment
in calculating the expected credit losses.
Refer Notes 1.4(f), 2.7 and 2.10 to the Standalone financial statements.
Standalone financial statements | 163
Infosys Annual Report 2019-20 Auditor’s Response
Principal Audit Procedures
Our audit procedures related to the allowance for credit losses for trade receivables and unbilled revenue included
the following, among others :
We tested the effectiveness of controls over the (1) development of the methodology for the allowance for credit losses,
including consideration of the current and estimated future economic conditions (2) completeness and accuracy of
information used in the estimation of probability of default and (3) computation of the allowance for credit losses.
For a sample of customers :
We tested the input data such as credit reports and other credit related information used in estimating the probability
of default by comparing them to external and internal sources of information.
We tested the mathematical accuracy and computation of the allowances by using the same input data
used by the Company.
Emphasis of Matter
As more fully described in Note 2.22 to the standalone financial statements, the Company is responding to inquiries from
Indian regulatory authorities. The scope, duration or outcome of these matters are uncertain.
Our opinion is not modified in respect of this matter.
Information Other than the Financial Statements and Auditor’s Report Thereon
The Company’s Board of Directors is responsible for the other information. The other information comprises the information
included in the Management Discussion and Analysis, Board’s Report including Annexures to Board’s Report, Business
Responsibility Report, Corporate Governance Report, and Shareholder Information, but does not include the standalone
financial statements and our auditor’s report thereon.
Our opinion on the standalone financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other information and,
in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our
knowledge obtained during the course of our audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Management’s Responsibilities for the Standalone Financial Statements
The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the
preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance,
including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and
other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting
records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting
frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates
that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that
were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation
and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement,
whether due to fraud or error.
In preparing the standalone financial statements, management is responsible for assessing the Company’s ability to continue
as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting
unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
The Board of Directors are responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect
a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
standalone financial statements.
164 | Standalone financial statements
Infosys Annual Report 2019-20 As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout
the audit. We also :
• Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate
to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override
of internal control.
• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on
whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on
the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to
draw attention in our auditor’s report to the related disclosures in the standalone financial statements or, if such disclosures
are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures,
and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves
fair presentation.
Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate,
makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements
may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work
and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone
financial statements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought
to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance
in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe
these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences
of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by Section 143(3) of the Act, based on our audit we report that :
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief
were necessary for the purposes of our audit.
b)
In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from
our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement of Changes in
Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the relevant books of account.
d)
In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under
Section 133 of the Act.
e) On the basis of the written representations received from the directors as on March 31, 2020 taken on record by the
Board of Directors, none of the directors is disqualified as on March 31, 2020 from being appointed as a director in
terms of Section 164(2) of the Act.
f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the
operating effectiveness of such controls, refer to our separate Report in “Annexure A”. Our report expresses an
unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls over
financial reporting.
Standalone financial statements | 165
Infosys Annual Report 2019-20 g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of
section 197(16) of the Act, as amended :
In our opinion and to the best of our information and according to the explanations given to us, the remuneration
paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.
h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to
the explanations given to us :
i.
ii.
The Company has disclosed the impact of pending litigations on its financial position in its standalone
financial statements.
The Company has made provision, as required under the applicable law or accounting standards, for material
foreseeable losses, if any, on long-term contracts including derivative contracts;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and
Protection Fund by the Company and its subsidiary companies incorporated in India.
2. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the Central Government in terms of
Section 143(11) of the Act, we give in “Annexure B” a statement on the matters specified in paragraphs 3 and 4 of the Order.
Place : Mumbai
Date : April 20, 2020
For DELOITTE HASKINS & SELLS LLP
Chartered Accountants
(Firm’s Registration No.117366W/W-100018)
Sanjiv V. Pilgaonkar
Partner
(Membership No. 039826)
UDIN : 20039826AAAABY7886
Annexure “A” to the Independent Auditor’s Report
(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report to the Members
of Infosys Limited of even date)
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (“the Act”)
We have audited the internal financial controls over financial reporting of INFOSYS LIMITED (the “Company”) as of March 31,
2020 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
The Board of Directors of the Company is responsible for establishing and maintaining internal financial controls based on the
internal control over financial reporting criteria established by the Company considering the essential components of internal
control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute
of Chartered Accountants of India (the “ICAI”). These responsibilities include the design, implementation and maintenance
of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its
business, including adherence to the respective company’s policies, the safeguarding of its assets, the prevention and detection
of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial
information, as required under the Companies Act, 2013.
Auditor’s Responsibility
Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting of the Company
based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting (the “Guidance Note”) issued by the ICAI and the Standards on Auditing prescribed under Section
143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and
the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable
assurance about whether adequate internal financial controls over financial reporting was established and maintained and if
such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system
over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting
included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material
weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed
risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement
of the financial statements, whether due to fraud or error.
166 | Standalone financial statements
Infosys Annual Report 2019-20 We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on
the Company’s internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies
and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded
as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and
that receipts and expenditures of the company are being made only in accordance with authorisations of the management
and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised
acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion
or improper management override of controls, material misstatements due to error or fraud may occur and not be detected.
Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to
the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions,
or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material
respects, an adequate internal financial controls system over financial reporting and such internal financial controls over
financial reporting were operating effectively as at March 31, 2020, based on the internal financial control over financial
reporting criteria established by the Company considering the essential components of internal control stated in the Guidance
Note on Audit of Internal Financial Controls Over Financial Reporting issued by the ICAI.
Place : Mumbai
Date : April 20, 2020
For DELOITTE HASKINS & SELLS LLP
Chartered Accountants
(Firm’s Registration No.117366W/W-100018)
Sanjiv V. Pilgaonkar
Partner
(Membership No. 039826)
UDIN : 20039826AAAABY7886
Annexure ‘B’ to the Independent Auditor’s Report
(Referred to in paragraph 2 under ‘Report on Other Legal and Regulatory Requirements’ section of our report to the Members
of Infosys Limited of even date)
i.
In respect of the Company’s fixed assets :
(a) The Company has maintained proper records showing full particulars, including quantitative details and
situation of fixed assets.
(b) The Company has a program of verification to cover all the items of fixed assets in a phased manner which, in our
opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program,
certain fixed assets were physically verified by the management during the year. According to the information and
explanations given to us, no material discrepancies were noticed on such verification.
(c) According to the information and explanations given to us, the records examined by us and based on the examination
of the conveyance deeds / registered sale deed provided to us, we report that, the title deeds, comprising all the
immovable properties of land and buildings which are freehold, are held in the name of the Company as at the
balance sheet date. In respect of immovable properties of land and building that have been taken on lease and
disclosed as fixed assets in the standalone financial statements, the lease agreements are in the name of the Company.
The Company is in the business of providing software services and does not have any physical inventories. Accordingly,
reporting under clause 3(ii) of the Order is not applicable to the Company.
ii.
iii. According to the information and explanations given to us, the Company has granted unsecured loans to four bodies
corporate, covered in the register maintained under section 189 of the Companies Act, 2013, in respect of which :
(a) The terms and conditions of the grant of such loans are, in our opinion, prima facie, not prejudicial to
the Company’s interest.
Standalone financial statements | 167
Infosys Annual Report 2019-20 (b) The schedule of repayment of principal and payment of interest has been stipulated and repayments or receipts of
principal amounts and interest have been regular as per stipulations.
iv.
v.
(c) There is no overdue amount remaining outstanding as at the year-end.
In our opinion and according to the information and explanations given to us, the Company has complied with the
provisions of Sections 185 and 186 of the Act in respect of grant of loans, making investments and providing guarantees
and securities, as applicable.
The Company has not accepted deposits during the year and does not have any unclaimed deposits as at March 31, 2020
and therefore, the provisions of the clause 3(v) of the Order are not applicable to the Company.
vi. The maintenance of cost records has not been specified by the Central Government under section 148(1) of the Companies
Act, 2013 for the business activities carried out by the Company. Thus, reporting under clause 3(vi) of the order is not
applicable to the Company.
vii. According to the information and explanations given to us, in respect of statutory dues :
(a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund,
Employees’ State Insurance, Income Tax, Goods and Service Tax, Customs Duty, Cess and other material statutory
dues applicable to it with the appropriate authorities.
(b) There were no undisputed amounts payable in respect of Provident Fund, Employees’ State Insurance, Income Tax,
Goods and Service Tax, Customs Duty, Cess and other material statutory dues in arrears as at March 31, 2020 for
a period of more than six months from the date they became payable.
(c) Details of dues of Income Tax, Sales Tax, Service Tax, Excise Duty and Value Added Tax which have not been
deposited as at March 31, 2020 on account of dispute are given below :
Nature of the
statute
The Income Tax
Act, 1961
Nature of
dues
Income Tax Appellate Tribunal(1)
Forum where Dispute
is Pending
Period to which the Amount
Relates
A.Y. 2010-11 and A.Y. 2012-13
Income Tax Appellate Authority
upto Commissioner’s
Level(2)
A.Y. 2008-09 to A.Y. 2011-12;
A.Y. 2013-14 to A.Y. 2016-17 and
A.Y. 2018-19 to A.Y. 2020-21
Amount in
` Crores
1,029
2,219
Finance Act, 1994
Service Tax Appellate Tribunal(3)
F.Y. 2004-05 to F.Y.2014-15
Central Excise Act,
1944
Customs Act, 1962 Excise
Excise
Duty
Supreme Court(3)
F.Y. 2005-06 to F.Y. 2015-16
Appellate Tribunal
F.Y. 2015-16
Sales Tax Act and
VAT Laws
Duty
Custom
Duty and
Interest
Sales Tax
and interest
Sales Tax
and interest
Specified Officer of
SEZ
F.Y. 2008 -09 to F.Y. 2011-12
High Court
F.Y. 2007-08
Appellate Authority
upto Commissioner’s
Level(3)
F.Y. 2006-07 to F.Y. 2010-11, F.Y.
2014-15
60
68
–(4)
5
–(4)
2
(1) In respect of A.Y. 2012-13, stay order has been granted against the amount of ` 1,029 crores disputed and not been deposited.
(2) In respect of A.Y. 2016-17, ` 599 crores is erroneous interest demand on paid liability.
(3) Stay order has been granted.
(4) Less than ` 1 crore.
viii. The Company has not taken any loans or borrowings from financial institutions, banks and government or has not issued
any debentures. Hence reporting under clause 3(viii) of the Order is not applicable to the Company.
ix. The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments)
x.
xi.
or term loans and hence reporting under clause 3(ix) of the Order is not applicable to the Company.
To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company
or no material fraud on the Company by its officers or employees has been noticed or reported during the year.
In our opinion and according to the information and explanations given to us, the Company has paid / provided
managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read
with Schedule V to the Act.
xii. The Company is not a Nidhi Company and hence reporting under clause 3(xii) of the Order is not applicable to the Company.
168 | Standalone financial statements
Infosys Annual Report 2019-20 xiii. In our opinion and according to the information and explanations given to us, the Company is in compliance with Section
177 and 188 of the Companies Act, 2013 where applicable, for all transactions with the related parties and the details
of related party transactions have been disclosed in the standalone financial statements as required by the applicable
accounting standards.
xiv. During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly
paid convertible debentures and hence reporting under clause 3(xiv) of the Order is not applicable to the Company.
In our opinion and according to the information and explanations given to us, during the year the Company has not
entered into any non-cash transactions with its Directors or persons connected to its directors and hence provisions of
section 192 of the Companies Act, 2013 are not applicable to the Company.
xv.
xvi. The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.
Place : Mumbai
Date : April 20, 2020
For DELOITTE HASKINS & SELLS LLP
Chartered Accountants
(Firm’s Registration No.117366W/W-100018)
Sanjiv V. Pilgaonkar
Partner
(Membership No. 039826)
UDIN : 20039826AAAABY7886
Standalone financial statements | 169
Infosys Annual Report 2019-20 Note no.
As at March 31,
2020
2019
in ` crore
2.1
2.3
2.2
2.2
2.4
2.5
2.6
2.16
2.16
2.9
2.4
2.7
2.8
2.5
2.6
2.16
2.9
2.11
11,092
2,805
945
29
48
13,916
298
613
1,429
4,773
1,273
37,221
4,006
15,459
13,562
307
4,398
–
6,088
43,820
81,041
10,394
–
1,212
29
74
12,062
16
196
1,114
5,870
1,740
32,707
6,077
13,370
15,551
1,048
4,834
423
4,920
46,223
78,930
2,129
60,105
62,234
2,178
60,533
62,711
Balance Sheet
Particulars
Assets
Non-current assets
Property, plant and equipment
Right-of-use assets
Capital work-in-progress
Goodwill
Other intangible assets
Financial assets
Investments
Loans
Other financial assets
Deferred tax assets (net)
Income tax assets (net)
Other non-current assets
Total non-current assets
Current assets
Financial assets
Investments
Trade receivables
Cash and cash equivalents
Loans
Other financial assets
Income tax assets (net)
Other current assets
Total current assets
Total assets
Equity and liabilities
Equity
Equity share capital
Other equity
Total equity
170 | Standalone financial statements
Infosys Annual Report 2019-20 Balance Sheet (contd.)
Particulars
Liabilities
Non-current liabilities
Financial liabilities
Lease liabilities
Other financial liabilities
Deferred tax liabilities (net)
Other non-current liabilities
Total non-current liabilities
Current liabilities
Financial liabilities
Trade payables
Total outstanding dues of micro enterprises and small enterprises
Total outstanding dues of creditors other than micro enterprises and
small enterprises
Lease liabilities
Other financial liabilities
Other current liabilities
Provisions
Income tax liabilities (net)
Total current liabilities
Total equity and liabilities
Note no.
As at March 31,
2020
2019
2.3
2.12
2.16
2.14
2.13
2.3
2.12
2.14
2.15
2.16
2,775
49
556
207
3,587
–
79
541
169
789
–
–
1,529
390
7,936
3,557
506
1,302
15,220
81,041
1,604
–
8,528
3,335
505
1,458
15,430
78,930
The accompanying notes form an integral part of the Standalone financial statements.
As per our report of even date attached
for Deloitte Haskins & Sells LLP
Chartered Accountants
Firm’s Registration Number :
117366W/W-100018
Sanjiv V. Pilgaonkar
Partner
Membership Number : 39826
Mumbai
April 20, 2020
for and on behalf of the Board of Directors of Infosys Limited
Nandan M. Nilekani
Chairman
D. Sundaram
Director
Bengaluru
April 20, 2020
Salil Parekh
Chief Executive Officer
and Managing Director
Nilanjan Roy
Chief Financial Officer
U.B. Pravin Rao
Chief Operating Officer
and Whole-time Director
A.G.S. Manikantha
Company Secretary
Standalone financial statements | 171
Infosys Annual Report 2019-20 Statement of Profit and Loss
Particulars
Revenue from operations
Other income, net
Total income
Expenses
Employee benefit expenses
Cost of technical sub-contractors
Travel expenses
Cost of software packages and others
Communication expenses
Consultancy and professional charges
Depreciation and amortization expense
Finance cost
Other expenses
Adjustment in respect of excess of carrying amount over recoverable
amount on reclassification from “Held for sale”
Reduction in the fair value of assets held for sale
Total expenses
Profit before tax
Tax expense
Current tax
Deferred tax
Profit for the year
Other comprehensive income
Items that will not be reclassified subsequently to profit or loss
Remeasurement of the net defined benefit liability / asset, net
Equity instruments through other comprehensive income, net
Items that will be reclassified subsequently to profit or loss
2.17
2.18
2.19
2.19
2.1 & 2.2.2
& 2.3
2.3
2.19
2.4.7
2.4.7
2.16
2.16
2.16 & 2.20
2.4 & 2.16
in ` crore except equity share and per equity share data
Note no.
Year ended March 31,
2020
79,047
2,700
81,747
42,434
8,447
2,241
1,656
381
1,066
2,144
114
2,787
–
–
61,270
20,477
5,235
(301)
15,543
(184)
(31)
(36)
17
(234)
15,309
2019
73,107
2,852
75,959
38,296
7,646
1,906
1,646
339
1,096
1,599
–
2,770
469
265
56,032
19,927
5,189
36
14,702
(21)
78
21
1
79
14,781
Fair value changes on derivatives designated as cash flow hedge, net
Fair value changes on investments, net
2.10 & 2.16
2.4 & 2.16
Total other comprehensive income / (loss), net of tax
Total comprehensive income for the year
Earnings per equity share
Equity shares of par value ` 5 each
Basic (`)
Diluted (`)
Weighted average equity shares used in computing earnings per equity share
Basic
Diluted
36.34
36.32
33.66
33.64
2.21
2.21
427,70,30,249 436,82,12,119
427,98,08,826 437,04,12,348
The accompanying notes form an integral part of the Standalone financial statements.
As per our report of even date attached
for Deloitte Haskins & Sells LLP
Chartered Accountants
Firm’s Registration Number :
117366W/W-100018
Sanjiv V. Pilgaonkar
Partner
Membership Number : 39826
Mumbai
April 20, 2020
172 | Standalone financial statements
for and on behalf of the Board of Directors of Infosys Limited
Nandan M. Nilekani
Chairman
D. Sundaram
Director
Bengaluru
April 20, 2020
Salil Parekh
Chief Executive Officer
and Managing Director
Nilanjan Roy
Chief Financial Officer
U.B. Pravin Rao
Chief Operating Officer
and Whole-time Director
A.G.S. Manikantha
Company Secretary
Infosys Annual Report 2019-20 Statement of Changes in Equity for the year ended March 31, 2019
Particulars
Equity
share
capital
Securities
premium
Retained
earnings
General
reserve
Share options
outstanding
account
1,092
28
55,671
1,677
130
Reserves and surplus
Other equity
Special
Economic
Zone Re-
investment
Reserve(2)
1,559
Capital reserve
Capital
reserve
Other
reserves(3)
Capital
redemption
reserve
54
3,219
56
Other comprehensive income
Equity
Effective
portion of
instruments
cash flow
through other
comprehensive
hedges
income
2
–
Other items
of other
comprehensive
income / (loss)
Balance as at April 1, 2018
Changes in equity for the year ended March
31, 2019
Profit for the year
Remeasurement of the net defined benefit
liability / asset(1)
Equity instruments through other
comprehensive income(1) (Refer to Note 2.4)
Fair value changes on derivatives designated
as cash flow hedge(1) (Refer to Note 2.10)
Fair value changes on investments, net(1)
(Refer to Note 2.4)
Total comprehensive income for the year
Transfer to general reserve
Transferred to Special Economic Zone Re-
investment Reserve
Transferred from Special Economic Zone Re-
investment Reserve on utilization
Amount transferred to capital redemption
reserve upon buyback
(Refer to Note 2.11)
Exercise of stock options
(Refer to Note 2.11)
Transfer on account of options not exercised
Increase in share capital on account of bonus
issue (Refer to Note 2.11)
Amount utilized for bonus issue
(Refer to Note 2.11)
Share-based payment to employees of the
group (Refer to Note 2.11)
Income tax benefit arising on exercise of
stock options
Buyback of equity shares
(Refer to Notes 2.11 and 2.12)
Transaction cost relating to buyback(1)
Dividends (including dividend distribution tax)
Share issued on exercise of employee stock
options (Refer to Note 2.11)
Balance as at March 31, 2019
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7
3
–
–
–
–
–
–
–
–
–
–
–
–
1,092
–
–
–
(6)
–
–
–
14,702
–
14,702
(1,615)
–
–
1,615
–
(2,306)
–
1,386
–
–
–
–
–
–
(5)
–
1
–
–
–
–
–
–
–
–
–
(1,092)
–
–
–
–
–
–
(13,768)
(1,994)
(12)
–
–
–
–
–
–
–
–
99
–
–
–
–
8
–
–
–
–
–
–
–
–
–
–
–
–
–
(99)
(1)
–
–
197
–
–
–
–
–
–
–
–
–
–
–
2,306
(1,386)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
5
–
–
–
–
–
–
–
–
–
–
–
78
–
–
78
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
21
–
21
–
–
–
–
–
–
–
–
–
–
–
–
–
in ` crore
Total equity
attributable
to equity
holders of the
Company
14
63,502
–
14,702
(21)
(21)
–
–
1
(20)
–
78
21
1
14,781
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
1,092
(1,092)
197
8
(2,000)
(12)
(13,768)
–
2,178
3
138
–
54,070
–
190
–
227
–
2,479
–
54
–
3,219
–
61
–
80
–
21
–
(6)
3
62,711
Infosys Annual Report 2019-20
Statement of Changes in Equity for the year ended March 31, 2020
Particulars
Equity
share
capital
Reserves and surplus
Other equity
Securities
premium
Retained
earnings
General
reserve
Share options
outstanding
account
1
7
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|
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Balance as at April 1, 2019
Impact on account of adoption of Ind AS
116 (Refer to Note 2.3)
Changes in equity for the year ended
March 31, 2020
Profit for the year
Remeasurement of the net defined
benefit liability / asset(1)
Equity instruments through other
comprehensive income(1)
(Refer to Note 2.4)
Fair value changes on derivatives
designated as cash flow hedge(1)
(Refer to Note 2.10)
Fair value changes on investments(1)
(Refer to Note 2.4)
Total comprehensive income for the year
Transfer to general reserve
Transferred to Special Economic Zone
Re-investment Reserve
Transferred from Special Economic Zone
Re-investment Reserve on utilization
Amount transferred to capital
redemption reserve upon buyback (Refer
to Note 2.11)
Exercise of stock options
(Refer to Note 2.11)
Transfer on account of options not
exercised
Shares issued on exercise of employee
stock options (Refer to Note 2.11)
Effect of modification of equity-settled,
share-based payment awards to cash-
settled awards (Refer to Note 2.11)
Share-based payments to employees
(Refer to Note 2.11)
Reserves on common control
transactions
Income tax benefit arising on exercise of
stock options
2,178
138
54,070
190
–
2,178
–
138
(17)
54,053
–
190
227
–
227
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
15,543
–
–
–
–
–
–
–
–
15,543
(1,470)
–
–
1,470
–
(2,464)
–
1,036
–
119
–
2
–
–
–
9
–
–
–
–
(9)
–
–
–
–
–
(50)
–
1
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(119)
(1)
–
(48)
238
–
–
Special
Economic
Zone Re-
investment
Reserve(2)
2,479
–
2,479
–
–
–
–
–
–
–
2,464
(1,036)
–
–
–
–
–
–
–
–
Capital reserve
Capital
reserve
Other
reserves(3)
Capital
redemption
reserve
54
–
54
3,219
–
3,219
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(137)
–
61
–
61
–
–
–
–
–
–
–
–
–
50
–
–
–
–
–
–
–
Other comprehensive income
Equity instruments
through other
comprehensive
income
Effective
portion of
cash flow
hedges
Other items
of other
comprehensive
income / (loss)
in ` crore
Total equity
attributable
to equity
holders of
the Company
80
–
80
–
–
(31)
21
–
21
–
–
–
–
(36)
–
(31)
–
–
(36)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(6)
–
(6)
62,711
(17)
62,694
–
15,543
(184)
(184)
–
–
(31)
(36)
17
(167)
–
17
15,309
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
2
(57)
238
(137)
9
Infosys Annual Report 2019-20
Particulars
Equity
share
capital
Reserves and surplus
Other equity
Securities
premium
Retained
earnings
General
reserve
Share options
outstanding
account
Capital reserve
Capital
reserve
Other
reserves(3)
Capital
redemption
reserve
Special
Economic
Zone Re-
investment
Reserve(2)
Other comprehensive income
Equity instruments
through other
comprehensive
income
Effective
portion of
cash flow
hedges
Other items
of other
comprehensive
income / (loss)
Total equity
attributable
to equity
holders of
the Company
Buyback of equity shares
(Refer to Notes 2.11 and 2.12)
Transaction cost relating to buyback(1)
(Refer to Note 2.11)
Dividends (including dividend
distribution tax)
Balance as at March 31, 2020
(49)
–
(4,717)
(1,494)
–
–
–
(11)
–
–
–
–
–
2,129
–
268
(9,553)
52,419
–
106
–
297
–
3,907
–
–
–
54
–
–
–
3,082
–
–
–
111
–
–
–
49
–
–
–
(15)
–
–
(6,260)
(11)
–
(173)
(9,553)
62,234
(1) Net of tax
(2) The Special Economic Zone Re-investment Reserve has been created out of the profit of eligible SEZ units in terms of the provisions of Section 10AA(1)(ii) of Income-tax Act,1961. The reserve should be utilized by
the Company for acquiring new plant and machinery for the purpose of its business in the terms of the Section 10AA(2) of the Income-tax Act, 1961.
(3) Profit / loss on transfer of business between entities under common control taken to reserve.
The accompanying notes form an integral part of the Standalone financial statements.
As per our report of even date attached
for Deloitte Haskins & Sells LLP
Chartered Accountants
Firm’s Registration Number :
117366W/W-100018
Sanjiv V. Pilgaonkar
Partner
Membership Number : 39826
Mumbai
April 20, 2020
for and on behalf of the Board of Directors of Infosys Limited
Nandan M. Nilekani
Chairman
D. Sundaram
Director
Bengaluru
April 20, 2020
Salil Parekh
Chief Executive Officer
and Managing Director
Nilanjan Roy
Chief Financial Officer
U.B. Pravin Rao
Chief Operating Officer
and Whole-time Director
A.G.S. Manikantha
Company Secretary
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5
Infosys Annual Report 2019-20
Statement of Cash Flows
Accounting policy
Cash flows are reported using the indirect method, whereby profit for the year is adjusted for the effects of transactions of
a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or
expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities
of the Company are segregated. The Company considers all highly liquid investments that are readily convertible to known
amounts of cash to be cash equivalents.
Particulars
Cash flow from operating activities
Profit for the year
Adjustments to reconcile net profit to net cash provided by operating activities
Depreciation and amortization
Income tax expense
Impairment loss recognized / (reversed) under expected credit loss model
Finance cost
Interest and dividend income
Stock compensation expense
Other adjustments
Adjustment in respect of excess of carrying amount over recoverable amount
on reclassification from “Held for Sale”
Reduction in the fair value of assets held for sale
Exchange differences on translation of assets and liabilities
Changes in assets and liabilities
Trade receivables and unbilled revenue
Other financial assets and other assets
Trade payables
Other financial liabilities, other liabilities and provisions
Cash generated from operations
Income taxes paid
Net cash generated by operating activities
Cash flow from investing activities
Expenditure on property, plant and equipment
Deposits placed with corporations
Loans to employees
Loan given to subsidiaries
Loan repaid by subsidiaries
Proceeds from redemption of debentures
Investment in subsidiaries
Proceeds from return of investment
Payment towards acquisition of business
Payment of contingent consideration pertaining to acquisition
Redemption of escrow pertaining to buyback
Other receipts
Payments to acquire investments
Preference, equity securities and others
Liquid mutual fund units and fixed maturity plan securities
Tax-free bonds and government bonds
Certificates of deposit
Commercial paper
Non-convertible debentures
Government securities
Others
Proceeds on sale of investments
Preference and equity securities
176 | Standalone financial statements
Note no.
Year ended March 31,
2020
2019
in ` crore
15,543
14,702
2.1 & 2.2.2
& 2.3
2.16
2.3
2.4.7
2.12
2.4
2.4
2.4
2.6
2,144
4,934
127
114
(1,502)
226
(248)
–
–
17
(3,621)
319
(75)
1,475
19,453
(3,881)
15,572
(3,063)
(112)
(2)
(1,210)
444
286
(1,338)
–
–
(6)
257
46
1,599
5,225
176
–
(1,996)
–
57
469
265
80
(2,268)
(581)
866
1,666
20,260
(6,271)
13,989
(2,306)
(116)
4
(678)
20
335
(228)
33
(261)
(6)
(257)
–
(41)
(30,500)
(11)
(876)
–
(733)
(1,561)
(2)
(18)
(72,889)
(11)
(2,052)
(491)
(100)
(838)
–
–
115
Infosys Annual Report 2019-20 Particulars
Note no.
Year ended March 31,
Liquid mutual fund units and fixed maturity plan securities
Tax-free bonds and government bonds
Non-convertible debentures
Certificates of deposit
Commercial paper
Government securities
Others
Interest and dividend received
Net cash used in investing activities
Cash flow from financing activities
Payment of lease liabilities
Buyback of equity shares including transaction cost
Shares issued on exercise of employee stock options
Payment of dividends (including dividend distribution tax)
Net cash used in financing activities
Effect of exchange differences on translation of foreign currency cash and cash
equivalents
Net increase / (decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of the year
Supplementary information
Restricted cash balance
The accompanying notes form an integral part of the Standalone financial statements.
As per our report of even date attached
2.3
2.8
2.8
2.8
2020
30,332
12
1,788
2,175
500
1,673
9
1,817
(116)
(364)
(7,478)
2
(9,551)
(17,391)
(54)
(1,935)
15,551
13,562
2019
71,337
1
602
5,150
300
123
–
1,644
(587)
–
(813)
3
(13,761)
(14,571)
(50)
(1,169)
16,770
15,551
101
143
for Deloitte Haskins & Sells LLP
Chartered Accountants
Firm’s Registration Number :
117366W/W-100018
Sanjiv V. Pilgaonkar
Partner
Membership Number : 39826
for and on behalf of the Board of Directors of Infosys Limited
Nandan M. Nilekani
Chairman
Salil Parekh
Chief Executive Officer
and Managing Director
U.B. Pravin Rao
Chief Operating Officer
and Whole-time Director
Mumbai
April 20, 2020
D. Sundaram
Director
Bengaluru
April 20, 2020
Nilanjan Roy
Chief Financial Officer
A.G.S. Manikantha
Company Secretary
Standalone financial statements | 177
Infosys Annual Report 2019-20 Overview and notes to the financial statements
1. Overview
1.1 Company overview
Infosys Limited (“the Company” or Infosys) is a leading
provider of consulting, technology, outsourcing and
next-generation digital services, enabling clients to execute
strategies for their digital transformation. Infosys’ strategic
objective is to build a sustainable organization that remains
relevant to the agenda of clients, while creating growth
opportunities for employees and generating profitable returns
for investors. Infosys strategy is to be a navigator for our
clients as they ideate, plan and execute on their journey
to a digital future.
The Company is a public limited company incorporated and
domiciled in India and has its registered office at Electronics
City, Hosur Road, Bengaluru 560100, Karnataka, India.
The Company has its primary listings on the BSE Ltd. and
National Stock Exchange of India Limited. The Company’s
American Depositary Shares (ADS) representing equity shares
are listed on the New York Stock Exchange (NYSE).
The financial statements are approved for issue by the
Company’s Board of Directors on April 20, 2020.
1.2 Basis of preparation of financial statements
These financial statements are prepared in accordance with
Indian Accounting Standard (Ind AS), under the historical cost
convention on the accrual basis except for certain financial
instruments which are measured at fair values, the provisions
of the Companies Act, 2013 (“the Act”) (to the extent notified)
and guidelines issued by the Securities and Exchange Board
of India (SEBI). The Ind AS are prescribed under Section
133 of the Act read with Rule 3 of the Companies (Indian
Accounting Standards) Rules, 2015 and relevant amendment
rules issued there after.
Accounting policies have been consistently applied except
where a newly issued accounting standard is initially adopted
or a revision to an existing accounting standard requires a
change in the accounting policy hitherto in use.
As the year-end figures are taken from the source and
rounded to the nearest digits, the figures reported for the
previous quarters might not always add up to the year figures
reported in this statement.
1.3 Use of estimates and judgments
The preparation of the financial statements in conformity
with Ind AS requires the Management to make estimates,
judgments and assumptions. These estimates, judgments and
assumptions affect the application of accounting policies and
the reported amounts of assets and liabilities, the disclosures
of contingent assets and liabilities at the date of the financial
statements and reported amounts of revenues and expenses
during the period. The application of accounting policies
that require critical accounting estimates involving complex
and subjective judgments and the use of assumptions in
these financial statements have been disclosed in Note 1.4.
Accounting estimates could change from period to period.
178 | Standalone financial statements
Actual results could differ from those estimates. Appropriate
changes in estimates are made as the Management becomes
aware of changes in circumstances surrounding the estimates.
Changes in estimates are reflected in the financial statements
in the period in which changes are made and, if material, their
effects are disclosed in the notes to the financial statements.
Estimation of uncertainties relating to the global health
pandemic from COVID-19
The Company has considered the possible effects that may
result from the pandemic relating to COVID-19 on the carrying
amounts of receivables, unbilled revenues and investment in
subsidiaries. In developing the assumptions relating to the
possible future uncertainties in the global economic conditions
because of this pandemic, the Company, as at the date of
approval of these financial statements has used internal and
external sources of information including credit reports and
related information, economic forecasts. The Company has
performed sensitivity analysis on the assumptions used and
based on current estimates expects the carrying amount of
these assets will be recovered. The impact of COVID-19 on the
Company’s financial statements may differ from that estimated
as at the date of approval of these financial statements.
1.4
Critical accounting estimates and judgments
a. Revenue recognition
The Company’s contracts with customers include promises
to transfer multiple products and services to a customer.
Revenues from customer contracts are considered for
recognition and measurement when the contract has been
approved, in writing, by the parties to the contract, the parties
to the contract are committed to perform their respective
obligations under the contract, and the contract is legally
enforceable. The Company assesses the services promised in a
contract and identifies distinct performance obligations in the
contract. Identification of distinct performance obligations to
determine the deliverables and the ability of the customer to
benefit independently from such deliverables, and allocation
of transaction price to these distinct performance obligations
involves significant judgment.
Fixed-price maintenance revenue is recognized ratably on
a straight-line basis when services are performed through an
indefinite number of repetitive acts over a specified period.
Revenue from fixed-price maintenance contract is recognized
ratably using a percentage-of-completion method when the
pattern of benefits from the services rendered to the customer and
the Company’s costs to fulfil the contract is not even through the
period of the contract because the services are generally discrete
in nature and not repetitive. The use of method to recognize the
maintenance revenues requires judgment and is based on the
promises in the contract and nature of the deliverables.
The Company uses the percentage-of-completion method
in accounting for other fixed-price contracts. Use of the
percentage-of-completion method requires the Company to
determine the actual efforts or costs expended to date as a
proportion of the estimated total efforts or costs to be incurred.
Efforts or costs expended have been used to measure progress
Infosys Annual Report 2019-20 towards completion as there is a direct relationship between
input and productivity. The estimation of total efforts or costs
involves significant judgment and is assessed throughout the
period of the contract to reflect any changes based on the
latest available information.
Provisions for estimated losses, if any, on uncompleted
contracts are recorded in the period in which such losses
become probable based on the estimated efforts or costs to
complete the contract.
b. Income taxes
The Company’s two major tax jurisdictions are India and
the US, though the Company also files tax returns in other
overseas jurisdictions.
Significant judgments are involved in determining the
provision for income taxes, including amount expected to
be paid / recovered for uncertain tax positions. Also refer to
Notes 2.16 and 2.22.
In assessing the realizability of deferred income tax assets,
the Management considers whether some portion or all of the
deferred income tax assets will not be realized. The ultimate
realization of deferred income tax assets is dependent upon
the generation of future taxable income during the periods
in which the temporary differences become deductible. The
Management considers the scheduled reversals of deferred
income tax liabilities, projected future taxable income and
tax planning strategies in making this assessment. Based on
the level of historical taxable income and projections for
future taxable income over the periods in which the deferred
income tax assets are deductible, the Management believes
that the Company will realize the benefits of those deductible
differences. The amount of the deferred income tax assets
considered realizable, however, could be reduced in the near
term if estimates of future taxable income during the carry
forward period are reduced.
c. Property, plant and equipment
Property, plant and equipment represent a significant
proportion of the asset base of the Company. The charge in
respect of periodic depreciation is derived after determining
an estimate of an asset’s expected useful life and the expected
residual value at the end of its life. The useful lives and
residual values of Company’s assets are determined by the
Management at the time the asset is acquired and reviewed
periodically, including at each financial year end. The lives
are based on historical experience with similar assets as well
as anticipation of future events, which may impact their life,
such as changes in technology. Refer to Note 2.1.
d. Leases
Ind AS 116 requires lessees to determine the lease term as
the non-cancellable period of a lease adjusted with any option
to extend or terminate the lease, if the use of such option is
reasonably certain. The Company makes an assessment on
the expected lease term on a lease-by-lease basis and thereby
assesses whether it is reasonably certain that any options to
extend or terminate the contract will be exercised. In evaluating
the lease term, the Company considers factors such as any
significant leasehold improvements undertaken over the lease
term, costs relating to the termination of the lease and the
importance of the underlying asset to Infosys’s operations
taking into account the location of the underlying asset and
the availability of suitable alternatives. The lease term in future
periods is reassessed to ensure that the lease term reflects the
current economic circumstances. After considering current and
future economic conditions, the Company has concluded that
no changes are required to lease period relating to the existing
lease contracts (Refer to Note 2.3).
e. Non-current assets held for sale
Assets held for sale are measured at the lower of carrying
amount or fair value less costs to sell. The determination
of fair value less costs to sell includes use of management
estimates and assumptions. The fair value of the assets
held for sale has been estimated using valuation techniques
(including income and market approach), which include
unobservable inputs. Non-current assets and disposal group
that ceases to be classified as “Held for Sale” shall be measured
at the lower of carrying amount before the non-current asset
and disposal group was classified as “Held for Sale” and its
recoverable amount at the date of the subsequent decision
not to sell. Recoverable amounts of assets reclassified from
“Held for Sale” have been estimated using the Management’s
assumptions which consist of significant unobservable inputs.
f. Allowance for credit losses on receivables and
unbilled revenue
The Company determines the allowance for credit losses
based on historical loss experience adjusted to reflect current
and estimated future economic conditions. The Company
considered current and anticipated future economic conditions
relating to industries the Company deals with and the countries
where it operates. In calculating expected credit loss, the
Company has also considered credit reports and other related
credit information for its customers to estimate the probability
of default in future and has taken into account estimates of
possible effect from the pandemic relating to COVID-19.
2.1 Property, plant and equipment
Accounting policy
Property, plant and equipment are stated at cost, less
accumulated depreciation and impairment, if any. Costs
directly attributable to acquisition are capitalized until the
property, plant and equipment are ready for use, as intended
by the Management. The Company depreciates property,
plant and equipment over their estimated useful lives using
the straight-line method. The estimated useful lives of
assets are as follows :
Building(1)
Plant and machinery(1)(2)
Office equipment
Computer equipment(1)
Furniture and fixtures(1)
Vehicles(1)
Leasehold improvements
22-25 years
5 years
5 years
3-5 years
5 years
5 years
Lower of useful life of the
asset or lease term
(1) Based on technical evaluation, the Management believes that the
useful lives as given above best represent the period over which the
Management expects to use these assets. Hence, the useful lives for
these assets is different from the useful lives as prescribed under Part C
of Schedule II of the Companies Act, 2013.
(2) Includes solar plant with a useful life of 20 years
Standalone financial statements | 179
Infosys Annual Report 2019-20 Depreciation methods, useful lives and residual values are
reviewed periodically, including at each financial year end.
Advances paid towards the acquisition of property, plant and
equipment outstanding at each Balance Sheet date is classified
as capital advances under other non-current assets and the
cost of assets not ready to use before such date are disclosed
under “Capital work-in-progress”. Subsequent expenditures
relating to property, plant and equipment is capitalized only
when it is probable that future economic benefits associated
with these will flow to the Company and the cost of the item
can be measured reliably. Repairs and maintenance costs are
recognized in the Statement of Profit and Loss when incurred.
The cost and related accumulated depreciation are eliminated
from the financial statements upon sale or retirement of the
asset and the resultant gains or losses are recognized in the
Statement of Profit and Loss.
Impairment
Property, plant and equipment are evaluated for recoverability
whenever events or changes in circumstances indicate that
their carrying amounts may not be recoverable. For the
purpose of impairment testing, the recoverable amount
(i.e. the higher of the fair value less cost to sell and the
value-in-use) is determined on an individual asset basis
unless the asset does not generate cash flows that are largely
independent of those from other assets. In such cases, the
recoverable amount is determined for the Cash Generating
Unit (CGU) to which the asset belongs.
If such assets are considered to be impaired, the impairment
to be recognized in the Statement of Profit and Loss is
measured by the amount by which the carrying value of
the assets exceeds the estimated recoverable amount of the
asset. An impairment loss is reversed in the Statement of
Profit and Loss if there has been a change in the estimates
used to determine the recoverable amount. The carrying
amount of the asset is increased to its revised recoverable
amount, provided that this amount does not exceed the
carrying amount that would have been determined (net of
any accumulated depreciation) had no impairment loss been
recognized for the asset in prior years.
The changes in the carrying value of property, plant and equipment for the year ended March 31, 2020 are as follows :
Particulars
Land –
Freehold
Land –
Leasehold
Buildings(1)
(2)
Plant and
machinery(2)
Office
equipment(2)
Computer
equipment(2)
in ` crore
Vehicles
Total
Furniture
and
fixtures(2)
Leasehold
improvements
Gross carrying
value as at April
1, 2019
Additions
Reclassified
on account of
adoption of Ind
AS 116 (Refer to
Note 2.3)
Deletions
Gross carrying
value as at
March 31, 2020
Accumulated
depreciation as
at April 1, 2019
Depreciation
Reclassified
on account of
adoption of Ind
AS 116 (Refer to
Note 2.3)
Accumulated
depreciation on
deletions
Accumulated
depreciation as
at March 31,
2020
Carrying value
as at April 1,
2019
Carrying value
as at March 31,
2020
1,305
11
593
–
8,070
968
2,612
428
938
159
5,052
765
1,454
427
414
270
37
7
20,475
3,035
–
–
(593)
–
–
–
–
(2)
–
(3)
–
(127)
–
(6)
–
(15)
–
(1)
(593)
(154)
1,316
–
9,038
3,038
1,094
5,690
1,875
669
43
22,763
–
–
(32)
(2,797)
(317)
(1,762)
(293)
(672)
(118)
(3,605)
(718)
(1,039)
(213)
(153)
(110)
(21)
(6)
(10,081)
(1,775)
–
32
–
–
–
–
–
2
–
3
–
126
–
6
–
–
32
15
1
153
–
–
(3,114)
(2,053)
(787)
(4,197)
(1,246)
(248)
(26)
(11,671)
1,305
561
5,273
850
266
1,447
415
261
16
10,394
1,316
–
5,924
985
307
1,493
629
421
17
11,092
180 | Standalone financial statements
Infosys Annual Report 2019-20
The changes in the carrying value of property, plant and equipment for the year ended March 31, 2019 are as follows :
Particulars
Land –
Freehold
Land –
Leasehold
Buildings(1)
(2)
Plant and
machinery(2)
Office
equipment(2)
Computer
equipment(2)
in ` crore
Vehicles
Total
Furniture
and
fixtures(2)
Leasehold
improvements
Gross carrying
value as at April
1, 2018
Additions
Deletions
Gross carrying
value as at
March 31, 2019
Accumulated
depreciation as
at April 1, 2018
Depreciation
Accumulated
depreciation on
deletions
Accumulated
depreciation as
at March 31,
2019
Carrying value
as at April 1,
2018
Carrying value
as at March 31,
2019
1,227
78
–
661
–
(68)
7,271
915
(116)
2,209
460
(57)
841
130
(33)
4,229
1,023
(200)
1,247
238
(31)
235
187
(8)
29
9
(1)
17,949
3,040
(514)
1,305
593
8,070
2,612
938
5,052
1,454
414
37
20,475
–
–
–
(30)
(5)
(2,621)
(278)
(1,526)
(285)
(582)
(116)
(3,143)
(660)
(896)
(169)
(107)
(54)
(17)
(5)
(8,922)
(1,572)
3
102
49
26
198
26
8
1
413
–
(32)
(2,797)
(1,762)
(672)
(3,605)
(1,039)
(153)
(21)
(10,081)
1,227
631
4,650
683
259
1,086
351
128
12
9,027
1,305
561
5,273
850
266
1,447
415
261
16
10,394
(1) Buildings include ` 250 being the value of five shares of ` 50 each in Mittal Towers Premises Co-operative Society Limited.
(2) Includes certain assets provided on cancellable operating lease to subsidiaries.
The aggregate depreciation has been
included
under depreciation and amortization expense in the
Statement of Profit and Loss.
Tangible assets provided on operating lease to subsidiaries as
at March 31, 2020 and March 31, 2019 are as follows :
Particulars
Buildings
Plant and machinery
Furniture and fixtures
Computer equipment
Office equipment
Cost Accumulated
depreciation
91
84
30
28
24
23
3
3
16
15
186
186
30
30
24
24
3
3
16
16
in ` crore
Net book
value
95
102
–
2
–
1
–
–
–
1
in ` crore
Particulars
Aggregate depreciation charged
on above assets
Rental income from subsidiaries
Year ended March 31,
2020
2019
11
58
19
63
2.2 Goodwill and other intangible assets
2.2.1 Goodwill
A summary of changes in the carrying amount of
goodwill is as follows :
in ` crore
Particulars
As at March 31,
Carrying value at the beginning
Translation differences
Carrying value at the end
2.2.2 Other intangible assets
2020
29
–
29
2019
29
–
29
Accounting policy
Intangible assets are stated at cost less accumulated
amortization and impairment. Intangible assets are amortized
over their respective individual estimated useful lives on a
straight-line basis, from the date that they are available for
use. The estimated useful life of an identifiable intangible
asset is based on a number of factors including the effects
of obsolescence, demand, competition, and other economic
factors (such as the stability of the industry, and known
technological advances), and the level of maintenance
expenditures required to obtain the expected future cash
flows from the asset. Amortization methods and useful lives
are reviewed periodically including at each financial year end.
Standalone financial statements | 181
Infosys Annual Report 2019-20
Research costs are expensed as incurred. Software product development costs are expensed as incurred unless technical and
commercial feasibility of the project is demonstrated, future economic benefits are probable, the Company has an intention
and ability to complete and use or sell the software and the costs can be measured reliably. The costs which can be capitalized
include the cost of material, direct labour, overhead costs that are directly attributable to preparing the asset for its intended use.
The changes in the carrying value of acquired intangible assets for the year ended March 31, 2020 are as follows :
Particulars
Gross carrying value as at April 1, 2019
Transfer of assets
Deletions during the year
Gross carrying value as at March 31, 2020
Accumulated amortization as at April 1, 2019
Transfer of assets
Amortization expense
Accumulated amortization on deletions
Accumulated amortization as at March 31, 2020
Carrying value as at March 31, 2020
Carrying value as at April 1, 2019
Estimated useful life (in years)
Estimated remaining useful life (in years)
Customer-
related
113
–
–
113
(56)
–
(16)
–
(72)
41
57
7
3
Sub-
contracting
rights-related
–
–
–
–
–
–
–
–
–
–
–
–
–
Trade name-
related
Others
26
–
–
26
(18)
–
(5)
–
(23)
3
8
5
1
26
–
–
26
(17)
–
(5)
–
(22)
4
9
5
1
The changes in the carrying value of acquired intangible assets for the year ended March 31, 2019 are as follows :
Particulars
Gross carrying value as at April 1, 2018
Transfer of assets
Deletions during the year
Gross carrying value as at March 31, 2019
Accumulated amortization as at April 1, 2018
Transfer of assets
Amortization expense
Accumulated amortization on deletions
Accumulated amortization as at March 31, 2019
Carrying value as at March 31, 2019
Carrying value as at April 1, 2018
Estimated useful life (in years)
Estimated remaining useful life (in years)
Customer-
related
113
–
–
113
(40)
–
(16)
–
(56)
57
73
7
4
Sub-
contracting
rights-related
–
–
–
–
–
–
–
–
–
–
–
–
–
Trade name-
related
Others
26
–
–
26
(12)
–
(6)
–
(18)
8
14
5
2
26
–
–
26
(12)
–
(5)
–
(17)
9
14
5
2
in ` crore
Total
165
–
–
165
(91)
–
(26)
–
(117)
48
74
–
–
in ` crore
Total
165
–
–
165
(64)
–
(27)
–
(91)
74
101
–
–
Research and development expense recognized in net profit in the Statement of Profit and Loss for the years ended March 31,
2020 and March 31, 2019 is ` 458 crore and ` 416 crore, respectively.
2.3 Leases
Accounting policy
The Company as a lessee
The Company’s lease asset classes primarily consist of leases for
land and buildings. The Company assesses whether a contract
contains a lease, at inception of a contract. A contract is, or
contains, a lease if the contract conveys the right to control the
use of an identified asset for a period of time in exchange for
consideration. To assess whether a contract conveys the right
to control the use of an identified asset, the Company assesses
whether : (i) the contract involves the use of an identified asset
(ii) the Company has substantially all of the economic benefits
from use of the asset through the period of the lease and (iii)
the Company has the right to direct the use of the asset.
182 | Standalone financial statements
At the date of commencement of the lease, the Company
recognizes a right-of-use (ROU) asset and a corresponding
lease liability for all lease arrangements in which it is a
lessee, except for leases with a term of 12 months or less
(short-term leases) and low value leases. For these short-term
and low-value leases, the Company recognizes the lease
payments as an operating expense on a straight-line basis
over the term of the lease.
Certain lease arrangements includes the options to extend
or terminate the lease before the end of the lease term.
ROU assets and lease liabilities includes these options when
it is reasonably certain that they will be exercised.
The ROU assets are initially recognized at cost, which
comprises the initial amount of the lease liability adjusted for
Infosys Annual Report 2019-20 any lease payments made at or prior to the commencement
date of the lease plus any initial direct costs less any lease
incentives. They are subsequently measured at cost less
accumulated depreciation and impairment losses.
ROU assets are depreciated from the commencement date
on a straight-line basis over the shorter of the lease term
and useful life of the underlying asset. ROU assets are
evaluated for recoverability whenever events or changes in
circumstances indicate that their carrying amounts may not
be recoverable. For the purpose of impairment testing, the
recoverable amount (i.e. the higher of the fair value less cost
to sell and the value-in-use) is determined on an individual
asset basis unless the asset does not generate cash flows that
are largely independent of those from other assets. In such
cases, the recoverable amount is determined for the Cash
Generating Unit (CGU) to which the asset belongs.
The lease liability is initially measured at amortized cost at the
present value of the future lease payments. The lease payments
are discounted using the interest rate implicit in the lease or,
if not readily determinable, using the incremental borrowing
rates in the country of domicile of these leases. Lease liabilities
are remeasured with a corresponding adjustment to the related
ROU asset if the Company changes its assessment of whether it
will exercise an extension or a termination option.
Lease liability and ROU assets have been separately presented
in the Balance Sheet and lease payments have been classified
as financing cash flows.
The Company as a lessor
Leases for which the Company is a lessor is classified as a
finance or operating lease. Whenever the terms of the lease
transfer substantially all the risks and rewards of ownership to
the lessee, the contract is classified as a finance lease. All other
leases are classified as operating leases.
When the Company is an intermediate lessor, it accounts
for its interests in the head lease and the sublease separately.
The sublease is classified as a finance or operating lease by
reference to the ROU asset arising from the head lease.
For operating leases, rental income is recognized on a straight
line basis over the term of the relevant lease.
Transition
Effective April 1, 2019, the Company adopted Ind AS 116,
Leases and applied the standard to all lease contracts existing
on April 1, 2019 using the modified retrospective method and
has taken the cumulative adjustment to retained earnings, on
the date of initial application. Consequently, the Company
recorded the lease liability at the present value of the lease
payments discounted at the incremental borrowing rate and
the ROU asset at its carrying amount as if the standard had
been applied since the commencement date of the lease, but
discounted at the Company’s incremental borrowing rate at
the date of initial application. Comparatives as at and for the
year ended March 31, 2019 have not been retrospectively
adjusted and therefore will continue to be reported under the
accounting policies included as part of our Annual Report for
year ended March 31, 2019.
On transition, the adoption of the new standard resulted
in recognition of ‘Right of Use’ asset of ` 1,861 crore, ‘Net
investment in sublease’ of ROU asset of ` 430 crore and a lease
liability of ` 2,491 crore. The cumulative effect of applying
the standard, amounting to ` 17 crore was debited to retained
earnings, net of taxes. The effect of this adoption is insignificant
on the profit before tax, profit for the period and earnings per
share. Ind AS 116 has resulted in an increase in cash inflows
from operating activities and an increase in cash outflows
from financing activities on account of lease payments.
The following is the summary of practical expedients elected
on initial application :
1. Applied a single discount rate to a portfolio of leases of
similar assets in similar economic environment with a
similar end date
2. Applied the exemption not to recognize ROU assets and
liabilities for leases with less than 12 months of lease term
on the date of initial application
3. Excluded the initial direct costs from the measurement of
the ROU asset at the date of initial application.
4. Applied the practical expedient to grandfather the
assessment of which transactions are leases. Accordingly,
Ind AS 116 is applied only to contracts that were previously
identified as leases under Ind AS 17.
The difference between the lease obligation recorded as of
March 31, 2019 under Ind AS 17 disclosed under Note
2.19 of the Standalone financial statements forming part of
the 2019 Annual Report and the value of the lease liability
as of April 1, 2019 is primarily on account of inclusion of
extension and termination options reasonably certain to be
exercised, in measuring the lease liability in accordance with
Ind AS 116 and discounting the lease liabilities to the present
value under Ind AS 116.
The weighted average incremental borrowing rate applied to
lease liabilities as at April 1, 2019 is 4.4%
The changes in the carrying value of ROU assets for the year ended March 31, 2020 are as follows :
Particulars
Balance as at April 1, 2019
Reclassified on account of adoption of Ind AS 116 (Refer to Note 2.1)
Additions(1)
Deletion
Depreciation
Balance as at March 31, 2020
(1) Net of lease incentives of ` 101 crore related to lease of buildings
Category of ROU asset
Land
–
561
1
(3)
(5)
554
Buildings
1,861
–
737
(58)
(331)
2,209
Computers
–
–
49
–
(7)
42
in ` crore
Total
1,861
561
787
(61)
(343)
2,805
Standalone financial statements | 183
Infosys Annual Report 2019-20 The aggregate depreciation expense on ROU assets is
included under depreciation and amortization expense in
the Statement of Profit and Loss.
The break-up of current and non-current lease liabilities as
at March 31, 2020 is as follows
Particulars
Current lease liabilities
Non-current lease liabilities
Total
in ` crore
As at March
31, 2020
390
2,775
3,165
The Company does not face a significant liquidity risk
with regard to its lease liabilities as the current assets are
sufficient to meet the obligations related to lease liabilities as
and when they fall due.
Rental expense recorded for short-term leases was ` 37 crore
for the year ended March 31, 2020.
Rental income on assets given on operating lease to subsidiaries
was ` 58 crore for the year ended March 31, 2020.
The movement in the net investment in sublease in ROU asset
during the year ended March 31, 2020 is as follows :
The movement in lease liabilities during the year ended
March 31, 2020 is as follows :
Particulars
Particulars
Balance at the beginning
Additions
Finance cost accrued during the period
Deletions
Payment of lease liabilities
Translation difference
Balance at the end
in ` crore
Year ended
March 31,
2020
2,491
886
114
(61)
(418)
153
3,165
The details of the contractual maturities of lease liabilities as
at March 31, 2020 on an undiscounted basis are as follows :
in ` crore
Particulars
Less than one year
One to five years
More than five years
Total
As at March
31, 2020
512
1,744
1,490
3,746
2.4
Investments and assets held for sale
Particulars
Non-current investments
Equity instruments of subsidiaries
Debentures of subsidiary
Redeemable preference shares of subsidiary
Preference securities and equity instruments
Others
Tax-free bonds
Government bonds
Fixed maturity plans securities
Non-convertible debentures
Government securities
Total non-current investments
Current investments
Liquid mutual fund units
Certificates of deposit
Government bonds
Fixed maturity plans securities
Non-convertible debentures
Commercial paper
184 | Standalone financial statements
in ` crore
Year ended
March 31,
2020
430
15
(46)
34
433
Balance at the beginning of the period
Interest income accrued during the period
Lease receipts
Translation difference
Balance at the end of the period
The details of the contractual maturities of net investment
in sublease of ROU asset as at March 31, 2020 on an
undiscounted basis are as follows :
Particulars
Less than one year
One to five years
More than five years
Total
in ` crore
As at March
31, 2020
50
217
244
511
Leases not yet commenced to which Company is committed
amounts to ` 655 crore for a lease term ranging from
two years to 13 years.
in ` crore
As at March 31,
2020
2019
7,553
1,159
1,318
103
30
1,825
13
–
1,251
664
13,916
2,019
886
–
428
673
–
6,349
1,445
–
90
16
1,828
–
401
1,209
724
12,062
1,701
2,123
12
–
1,746
495
Infosys Annual Report 2019-20 Particulars
Total current investments
Total carrying value
Particulars
Non-current investments
Unquoted
Investment carried at cost
Investments in equity instruments of subsidiaries
Infosys BPM Limited
3,38,23,444 (3,38,22,319) equity shares of ` 10 each, fully paid up
Infosys Technologies (China) Co. Limited
Infosys Technologies (Australia) Pty Limited(1)
Nil (1,01,08,869) equity shares of AUD 0.11 par value, fully paid
Infosys Technologies S. de R.L. de C.V., Mexico
17,49,99,990 (17,49,99,990) equity shares of MXN 1 par value, fully paid up
Infosys Technologies (Sweden) AB
1,000 (1,000) equity shares of SEK 100 par value, fully paid
Infosys Tecnologia do Brasil Ltda
Nil (12,84,20,748) shares of BRL 1.00 par value, fully paid
Infosys Technologies (Shanghai) Company Limited
Infosys Public Services, Inc.
3,50,00,000 (3,50,00,000) shares of USD 0.50 par value, fully paid
Infosys Consulting Holding AG
23,350 (23,350) – Class A shares of CHF 1,000 each and
26,460 (26,460) – Class B Shares of CHF 100 each, fully paid up
Infosys Americas Inc.
10,000 (10,000) shares of USD 10 per share, fully paid up
EdgeVerve Systems Limited
1,31,18,40,000 (1,31,18,40,000) equity shares of ` 10 each, fully paid up
Infosys Nova Holdings LLC
Infosys Consulting Pte Ltd.
1,09,90,000 (1,09,90,000) shares of SGD 1.00 par value, fully paid
Brilliant Basics Holding Limited
1,346 (1,346) shares of GBP 0.005 each, fully paid up
Infosys Arabia Limited
70 (70) shares
Kallidus Inc.
10,21,35,416 (10,21,35,416) shares
Skava Systems Private Limited
25,000 (25,000) shares of ` 10 each, fully paid up
Panaya Inc.
2 (2) shares of USD 0.01 per share, fully paid up
Infosys Chile SpA
100 (100) shares
WongDoody Holding Company Inc
2,000 (2,000) shares
Infosys Luxembourg S.à.r.l.
3,700 (3,700) shares
Infosys Austria GmBH (formerly known as Lodestone Management Consultants GmbH)
80,000 (80,000) shares of EUR 1 par value, fully paid up
Infosys Consulting Brazil
16,49,15,570 (8,26,56,605) shares of BRL 1 per share, fully paid up
Infosys Romania
99,183 (99,183) shares of RON 100 per share, fully paid up
As at March 31,
2020
4,006
17,922
2019
6,077
18,139
in ` crore, except as otherwise stated
As at March 31,
2020
2019
660
333
–
65
76
–
900
99
659
333
5
65
76
276
900
99
1,323
1,323
1
1
1,312
1,312
1,335
10
59
2
150
59
582
7
–
10
59
2
150
59
582
7
359
350
4
–
183
34
4
–
43
34
Standalone financial statements | 185
Infosys Annual Report 2019-20 Particulars
Investment in redeemable preference shares of subsidiary
Infosys Consulting Pte Ltd.
24,92,00,000 (Nil) shares of SGD 1 per share, fully paid up
Investment carried at amortized cost
Investment in debentures of subsidiary
EdgeVerve Systems Limited
12,58,00,000 (14,45,00,000) Unsecured redeemable, non-convertible debentures of
` 100 each fully paid up
Investments carried at fair value through profit or loss
Others(2)
Investment carried at fair value through other comprehensive income (FVOCI)
Preference securities
Equity instruments
Quoted
Investments carried at amortized cost
Tax-free bonds
Government bonds
Investments carried at fair value through profit or loss
Fixed maturity plan securities
Investments carried at fair value through other comprehensive income
Non-convertible debentures
Government securities
Total non-current investments
Current investments
Unquoted
Investments carried at fair value through profit or loss
Liquid mutual fund units
Investments carried at fair value through other comprehensive income
Commercial paper
Certificates of deposit
Quoted
Investments carried at amortized cost
Government bonds
Investments carried at fair value through profit or loss
Fixed maturity plan securities
Investments carried at fair value through other comprehensive income
Non-convertible debentures
Total current investments
Total investments
Aggregate amount of quoted investments
Market value of quoted investments (including interest accrued), current
Market value of quoted investments (including interest accrued), non-current
Aggregate amount of unquoted investments
(1) Aggregate amount of impairment in value of investments
Reduction in the fair value of assets held for sale
186 | Standalone financial statements
As at March 31,
2020
2019
1,318
8,871
–
6,349
1,159
1,159
1,445
1,445
30
30
101
2
103
1,825
13
1,838
–
–
1,251
664
1,915
13,916
2,019
2,019
–
886
886
–
–
428
428
673
673
4,006
17,922
4,854
1,101
4,048
13,068
121
854
16
16
89
1
90
1,828
–
1,828
401
401
1,209
724
1,933
12,062
1,701
1,701
495
2,123
2,618
12
12
–
–
1,746
1,746
6,077
18,139
5,920
1,757
4,374
12,219
122
854
Infosys Annual Report 2019-20 Particulars
Adjustment in respect of excess of carrying amount over recoverable amount on reclassification from
“Held for Sale”
Investments carried at cost
Investments carried at amortized cost
Investments carried at fair value through other comprehensive income
Investments carried at fair value through profit or loss
As at March 31,
2020
2019
469
8,871
2,997
3,577
2,477
469
6,349
3,285
6,387
2,118
(2) Uncalled capital commitments outstanding as of March 31, 2020 and March 31, 2019 was ` 15 crore and ` 17 crore, respectively. Refer to Note 2.10 for
accounting policies on financial instruments.
The details of amounts recorded in other comprehensive income are as follows :
Net gain / (loss) on
Non-convertible debentures
Government securities
Certificates of deposit
Equity and preference securities
Method of fair valuation
March 31, 2020
March 31, 2019
Year ended
Gross
23
–
(5)
(29)
Tax
(3)
–
2
(2)
Net
Gross
20
–
(3)
(31)
1
4
(5)
73
Tax
–
(1)
2
5
in ` crore
Net
1
3
(3)
78
Class of investment
Method
Liquid mutual fund units
Fixed maturity plan securities
Tax-free bonds and government bonds
Non-convertible debentures
Government securities
Certificates of deposit
Commercial paper
Unquoted equity and preference securities
Others
Quoted price
Market-observable inputs
Quoted price and market-observable inputs
Quoted price and market-observable inputs
Quoted price
Market-observable inputs
Market-observable inputs
Discounted cash flows method, market
multiples method, options pricing model
Discounted cash flows method, market
multiples method, options pricing model
Note : Certain quoted investments are classified as Level 2 in the absence of active market for such investments.
in ` crore
Fair value as at March 31,
2019
1,701
401
2,048
2,955
724
2,123
495
2020
2,019
428
2,135
1,924
664
886
–
103
30
90
16
2.4.1 WongDoody Holding Company Inc
On May 22, 2018, Infosys acquired 100% of the voting
interests in WongDoody Holding Company Inc (WongDoody),
a US-based, full-service creative and consumer insights
agency. The business acquisition was conducted by entering
into a share purchase agreement for a total consideration of up
to US$ 75 million (approximately ` 514 crore on acquisition
date), which includes a cash consideration of US$ 38 million
(approximately ` 261 crore), contingent consideration of up
to US$ 28 million (approximately ` 192 crore on acquisition
date) and an additional consideration of up to US$ 9 million
(approximately ` 61 crore on acquisition date), referred to as
retention bonus, payable to the employees of WongDoody
over the next three years, subject to their continuous
employment with the Group. Retention bonus is recognized
in employee benefit expenses in the Statement of Profit and
Loss over the period of service. The fair value of contingent
consideration on the date of acquisition is ` 89 crore.
2.4.2 Proposed transfer
On October 11, 2019, the Board of Directors of Infosys
authorized the Company to execute a Business Transfer
Agreement and related documents with its wholly-owned
subsidiaries, Kallidus Inc. and Skava Systems Private Limited
(together referred to as “Skava”), to transfer the business of
Skava to Infosys Limited, subject to securing the requisite
regulatory approvals for a consideration based on an
independent valuation. The transaction is between a holding
company and a wholly-owned subsidiary and the resulting
impact would be recorded in “Business Transfer Reserve” at
the time of transfer.
Standalone financial statements | 187
Infosys Annual Report 2019-20 2.4.3 Details of investments
The details of non-current other investments in preferred stock and equity instruments as at March 31, 2020 and March 31,
2019 are as follows :
Particulars
Preference securities
Airviz Inc.
2,82,279 (2,82,279) Series A Preferred Stock, fully paid up, par value USD 0.001 each
Whoop Inc
16,48,352 (16,48,352) Series B Preferred Stock, fully paid up, par value USD 0.0001 each
Nivetti Systems Private Limited
2,28,501 (2,28,501) Preferred Stock, fully paid up, par value ` 1 each
Waterline Data Science, Inc
39,33,910 (39,33,910) Preferred Series B Shares, fully paid up, par value USD 0.00001 each
13,35,707 (13,35,707) Preferred Series C Shares, fully paid up, par value USD 0.00001 each
Trifacta Inc.
11,80,358 (11,80,358) Preferred Stock
Ideaforge
5,402 (5,402) Series A compulsorily convertible cumulative preference shares of ` 10 each,
fully paid up.
Equity instrument
Merasport Technologies Private Limited
2,420 (2,420) equity shares at ` 8,052 each, fully paid up, par value ` 10 each
Global Innovation and Technology Alliance
15,000 (15,000) equity shares at ` 1,000 each, fully paid up, par value ` 1,000 each
Ideaforge
100 (100) equity shares at ` 10, fully paid up
Others
Stellaris Venture Partners India
in ` crore
As at March 31,
2020
2019
–
40
10
–
42
9
–
2
–
3
14
10
25
27
10
–
1
–
30
133
16
106
2.4.4 Details of investments in tax-free bonds and government bonds
The balances held in tax-free bonds as at March 31, 2020 and March 31, 2019 are as follows :
Particulars
7.04% Indian Railway Finance Corporation
Limited Bonds 03MAR2026
7.16% Power Finance Corporation Limited Bonds
17JUL2025
7.18% Indian Railway Finance Corporation
Limited Bonds 19FEB2023
7.28% Indian Railway Finance Corporation
Limited Bonds 21DEC2030
7.28% National Highways Authority of India
Limited Bonds 18SEP2030
7.34% Indian Railway Finance Corporation
Limited Bonds 19FEB2028
7.35% National Highways Authority of India
Limited Bonds 11JAN2031
7.93% Rural Electrification Corporation Limited
Bonds 27MAR2022
8.10% Indian Railway Finance Corporation
Limited Bonds 23FEB2027
8.26% India Infrastructure Finance Company
Limited Bonds 23AUG2028
Face value `
March 31, 2020
March 31, 2019
Units
Amount
Units
Amount
in ` crore, except as otherwise stated
10,00,000
470
49
470
10,00,000
1,000
105
1,000
1,000
20,00,000
201
20,00,000
1,000
4,22,800
42
4,22,800
10,00,000
3,300
341
3,300
1,000
21,00,000
210
21,00,000
1,000
5,71,396
57
5,71,396
1,000
2,00,000
20
2,00,000
1,000
5,00,000
52
5,00,000
50
105
201
42
342
210
57
21
52
10,00,000
1,000
100
1,000
100
188 | Standalone financial statements
Infosys Annual Report 2019-20
Particulars
Face value `
March 31, 2020
March 31, 2019
Units
Amount
Units
Amount
8.30% National Highways Authority of India
Limited Bonds 25JAN2027
8.35% National Highways Authority of India
Limited Bonds 22NOV2023
8.46% India Infrastructure Finance Company
Limited Bonds 30AUG2028
8.46% Power Finance Corporation Limited Bonds
30AUG2028
8.48% India Infrastructure Finance Company
Limited Bonds 05SEP2028
8.54% Power Finance Corporation Limited Bonds
16NOV2028
Total investments in tax-free bonds
1,000
5,00,000
53
5,00,000
10,00,000
1,500
10,00,000
2,000
10,00,000
1,500
10,00,000
450
150
200
150
45
1,500
2,000
1,500
450
53
150
200
150
45
1,000
5,00,000
68,05,416
50
1,825
5,00,000
68,05,416
50
1,828
The balances held in government bonds as at March 31, 2020 and March 31, 2019 are as follows :
Particulars
Treasury Notes Philippines Govt. 17APRIL2019
Total investments in government bonds
in ` crore, except as otherwise stated
Face value
PHP
100
March 31, 2020
March 31, 2019
Units
90,000
90,000
Amount
13
13
Units
90,000
90,000
Amount
12
12
2.4.5 Details of investments in liquid mutual fund units and fixed maturity plan securities
The balances held in liquid mutual fund as at March 31, 2020 and March 31, 2019 are as follows :
Particulars
in ` crore, except as otherwise stated
March 31, 2020
March 31, 2019
Units
Aditya Birla Sun Life Corporate Bond Fund – Growth – Direct Plan 2,66,97,315
–
Aditya Birla Sun Life Money Manager Fund – Growth – Direct Plan
–
HDFC Money Market Fund – Direct Plan – Growth Option
ICICI Prudential Savings Fund – Direct Plan-Growth
–
IDFC Corporate Bond – Fund Direct Plan
Amount
211
–
–
–
Units
1,96,00,407
79,75,385
7,72,637
83,40,260
Amount
141
201
303
301
Kotak Money Market Fund – Direct Plan – Growth Option
SBI Premier Liquid Fund – Direct Plan – Growth
Axis Treasury Advantage Fund – Growth
HDFC Liquid Fund – Direct Plan – Growth Option
HDFC Overnight Fund Direct Plan – Growth Option
ICICI Prudential Liquid Fund –Direct plan –Growth
IDFC Banking and PSU fund - Direct Plan- Growth Option
Kotak Liquid Fund – Direct Plan – Growth
SBI Overnight Fund – Direct Plan – Growth
Total investments in liquid mutual fund units
–
–
3,31,803
8,65,146
5,55,555
10,10,508
77,26,245
8,88,49,927
7,47,509
9,22,151
12,77,06,159
–
–
103
201
217
300
227
160
300
300
11,95,81,942
9,73,751
10,25,678
–
–
–
–
–
–
–
2,019 15,82,70,060
154
301
300
–
–
–
–
–
–
–
1,701
The balances held in fixed maturity plan security as at March 31, 2020 and March 31, 2019 are as follows :
Particulars
in ` crore, except as otherwise stated
March 31, 2020
March 31, 2019
Units
Amount
Units
Amount
Aditya Birla Sun Life Fixed Term Plan – Series OD 1145 Days
– GR Direct
Aditya Birla Sun Life Fixed Term Plan – Series OE 1153 days
– GR Direct
HDFC FMP 1155D Feb 2017 – Direct Growth – Series 37
HDFC FMP 1169D Feb 2017 – Direct- Quarterly Dividend –
Series 37
ICICI FMP Series 80 –1194 D Plan F Div
ICICI Prudential Fixed Maturity Plan Series 80 – 1187 Days
Plan G Direct Plan
5,00,00,000
62 5,00,00,000
2,50,00,000
2,80,00,000
4,50,00,000
4,00,00,000
31 2,50,00,000
35 2,80,00,000
45 4,50,00,000
50 4,00,00,000
4,20,00,000
52 4,20,00,000
58
29
32
45
46
49
Standalone financial statements | 189
Infosys Annual Report 2019-20
Particulars
March 31, 2020
March 31, 2019
Units
Amount
Units
Amount
ICICI Prudential Fixed Maturity Plan Series 80 – 1253 Days
Plan J Direct Plan
IDFC Fixed Term Plan Series 129 Direct Plan – Growth 1147
Days
IDFC Fixed Term Plan Series 131 Direct Plan – Growth 1139
Days
Kotak FMP Series 199 Direct – Growth
Nippon India Fixed Horizon Fund – XXXII Series 8 –
Dividend Plan
Total investments in fixed maturity plan securities
3,00,00,000
37 3,00,00,000
1,00,00,000
12 1,00,00,000
1,50,00,000
3,50,00,000
3,50,00,000
35,50,00,000
19 1,50,00,000
43 3,50,00,000
42 3,50,00,000
428 35,50,00,000
35
12
17
40
38
401
2.4.6
Details of investments in non-convertible debentures, government securities, certificates of deposit and
commercial paper
The balances held in non-convertible debenture units as at March 31, 2020 and March 31, 2019 is as follows :
in ` crore, except as otherwise stated
Particulars
Face value `
March 31, 2020
March 31, 2019
7.03% LIC Housing Finance Ltd 28DEC2021
7.24% LIC Housing Finance Ltd 23AUG2021
7.48% Housing Development Finance
Corporation Ltd 18NOV2019
7.58% LIC Housing Finance Ltd 28FEB2020
7.58% LIC Housing Finance Ltd 11JUN2020
7.59% LIC Housing Finance Ltd 14OCT2021
7.75% LIC Housing Finance Ltd 27AUG2021
7.79% LIC Housing Finance Ltd 19JUN2020
7.80% Housing Development Finance
Corporation Ltd 11NOV2019
7.81% LIC Housing Finance Ltd 27APR2020
7.95% Housing Development Finance
Corporation Ltd 23SEP2019
8.02% LIC Housing Finance Ltd 18FEB2020
8.26% Housing Development Finance
Corporation Ltd 12AUG2019
8.37% LIC Housing Finance Ltd 03OCT2019
8.37% LIC Housing Finance Ltd 10MAY2021
8.47% LIC Housing Finance Ltd 21JAN2020
8.49% Housing Development Finance
Corporation Ltd 27APR2020
8.50% Housing Development Finance
Corporation Ltd 31AUG2020
8.50% LIC Housing Finance Ltd 20JUN2022
8.59% Housing Development Finance
Corporation Ltd 14JUN2019
8.60% LIC Housing Finance Ltd 29JUL2020
8.61% LIC Housing Finance Ltd 11DEC2019
8.72% Housing Development Finance
Corporation Ltd 15APR2019
8.75% Housing Development Finance
Corporation Ltd 13JAN2020
8.75% LIC Housing Finance Ltd 14JAN2020
8.75% LIC Housing Finance Ltd 21DEC2020
8.97% LIC Housing Finance Ltd 29OCT2019
9.45% Housing Development Finance
Corporation Ltd 21AUG2019
Total investments in non-convertible debentures
190 | Standalone financial statements
10,00,000
10,00,000
1,00,00,000
10,00,000
10,00,000
10,00,000
10,00,000
10,00,000
1,00,00,000
10,00,000
1,00,00,000
10,00,000
1,00,00,000
10,00,000
10,00,000
10,00,000
5,00,000
1,00,00,000
10,00,000
1,00,00,000
10,00,000
10,00,000
Units
2,500
2,500
–
–
–
3,000
1,250
500
–
2,000
–
–
–
–
500
–
900
100
2,200
–
1,400
–
1,00,00,000
–
5,00,000
10,00,000
10,00,000
10,00,000
10,00,000
–
–
1,000
–
Amount
254
259
–
–
–
312
131
53
–
215
–
–
–
–
54
–
49
106
241
–
149
–
–
–
–
101
–
Units
–
–
50
1,000
500
3,000
1,250
500
150
2,000
50
500
100
2,000
500
500
900
100
–
50
1,400
1,000
75
5,000
1,070
1,000
500
Amount
–
–
51
101
51
306
127
53
154
214
52
51
105
216
54
51
49
105
–
51
149
103
75
256
110
101
52
–
17,850
–
1,924
3,000
26,195
318
2,955
Infosys Annual Report 2019-20
The balances held in government securities as at March 31, 2020 and March 31, 2019 are as follows :
in ` crore, except as otherwise stated
Particulars
Face value `
March 31, 2020
March 31, 2019
7.17% Government of India 8JAN2028
7.26% Government of India 14JAN2029
7.95% Government of India 28AUG2032
Total investments in government securities
10000
10000
10000
Units
1,25,000
5,00,000
–
6,25,000
Amount
132
532
–
664
Units
6,75,000
–
50,000
7,25,000
Amount
672
–
52
724
The balances held in certificates of deposit as at March 31, 2020 and March 31, 2019 are as follows :
in ` crore, except as otherwise stated
Particulars
Face value `
March 31, 2020
March 31, 2019
Axis Bank
ICICI Bank
Kotak Bank
Vijaya Bank
Bank of Baroda Bank
Oriental Bank of Commerce Bank
Total investments in certificates of deposit
1,00,000
1,00,000
1,00,000
1,00,000
1,00,000
1,00,000
Units
–
–
–
–
65,000
25,000
90,000
Amount
–
–
–
–
638
248
886
Units
80,000
75,000
50,000
12,500
–
–
2,17,500
Amount
774
738
486
125
–
–
2,123
The balances held in commercial paper as at March 31, 2020 and March 31, 2019 are as follows :
in ` crore, except as otherwise stated
Particulars
Face Value `
March 31, 2020
March 31, 2019
LIC
Total investments in commercial paper
5,00,000
Units
–
–
Amount
–
–
Units
10,000
10,000
Amount
495
495
2.4.7 Assets held for sale
Accounting policy
Non-current assets and disposal group are classified as “Held
for Sale” if their carrying amount is intended to be recovered
principally through sale rather than through continuing use.
The condition for classification of “Held for Sale” is met when
the non-current asset or the disposal group is available for
immediate sale and the same is highly probable of being
completed within one year from the date of classification as
“Held for Sale”. Non-current assets and disposal group held
for sale are measured at the lower of carrying amount and fair
value less cost to sell. Non-current assets and disposal group
that ceases to be classified as “Held for Sale” shall be measured
at the lower of carrying amount before the non-current asset
and disposal group was classified as “Held for Sale” adjusted
for any depreciation/ amortization and its recoverable amount
at the date when the disposal group no longer meets the
“Held for sale” criteria.
During the year ended March 31, 2018, the Company had
initiated identification and evaluation of potential buyers for
the sale of its investment in subsidiaries, Kallidus and Skava
(together referred to as “Skava”) and Panaya. The investment
in these subsidiaries was classified and presented separately
as “Held for Sale” and was carried at the lower of carrying
value and fair value. During the year ended March 31, 2019,
on remeasurement, including consideration of progress in
negotiations on offers from prospective buyers for Panaya,
the Company has recorded a reduction in the fair value of
investment amounting to ` 265 crore in respect of Panaya.
Further, based on the evaluation of proposals received and
progress of negotiations with potential buyers, the Company
concluded that the investments in Panaya and Skava do not
meet the criteria for “Held for Sale” classification because it is
no longer highly probable that sale would be consummated by
March 31, 2019 (12 months from date of initial classification
as “Held for Sale”) Accordingly, in accordance with Ind AS 105,
Non-current Assets Held for Sale and Discontinued Operations,
the investment in subsidiaries, Panaya and Skava have been
included in non-current investments line item in the Standalone
financial statements as at March 31, 2019.
On reclassification from “Held for Sale”, the investment in
subsidiaries, Panaya and Skava have been remeasured at the
lower of cost and recoverable amount resulting in recognition
of an adjustment in respect of excess of carrying amount over
recoverable amount on reclassification from “Held for Sale” of
` 469 crore in respect of Skava in the standalone Statement of
Profit and Loss for the year ended March 31, 2019.
2.5 Loans
Particulars
Non-current
Loan receivables considered
good – Unsecured
Loans to subsidiaries
Other loans
Loans to employees
in ` crore
As at March 31,
2020
2019
277
21
298
–
16
16
Standalone financial statements | 191
Infosys Annual Report 2019-20
in ` crore
As at March 31,
2020
2019
15,459
491
15,950
13,370
431
13,801
491
15,459
431
13,370
–
408
–
325
in ` crore
As at March 31,
2020
2019
8,048
–
10,957
–
5,514
13,562
4,594
15,551
30
29
6,171
6,048
71
114
Particulars
Unsecured, considered doubtful
Other Loans
Loans to employees
Less : Allowance for doubtful
loans to employees
Total non-current loans
Current
Loan receivables considered
good – Unsecured
Loans to subsidiaries
Other loans
Loans to employees
Total current loans
Total loans
As at March 31,
2020
2019
2.7 Trade receivables
24
322
24
298
103
204
307
605
18
34
18
16
841
207
1,048
1,064
Particulars
Current
Unsecured
Considered good(2)
Considered doubtful
Less : Allowances for credit
losses
Total trade receivables(1)
(1)
Includes dues from companies where
directors are interested
(2) Includes dues from subsidiaries
2.8 Cash and cash equivalents
2.6 Other financial assets
Particulars
Particulars
Non-current
Security deposits (1)
Net investment in the sublease
of ROU asset (Refer to Note 2.3)(1)
Rental deposits(1)
Total non-current other
financial assets
Current
Security deposits(1)
Rental deposits(1)
Restricted deposits(1)*
Unbilled revenues(1)(5)#
Interest accrued but not due(1)
Foreign currency forward and
options contracts(2)(3)
Net investment in the sublease
of ROU asset (Refer to Note 2.3)(1)
Escrow and other deposits
pertaining to buyback(1)
Others(1)(4)
Total current other financial
assets
Total other financial assets
(1) Financial assets carried at amortized
cost
(2) Financial assets carried at fair value
through other comprehensive
income
(3) Financial assets carried at fair value
through profit or loss
(4) Includes dues from subsidiaries
(5) Includes dues from subsidiaries
in ` crore
As at March 31,
2020
2019
46
398
169
47
–
149
613
196
1
4
1,643
1,973
441
19
35
–
282
1
3
1,531
1,541
865
321
–
257
315
4,398
5,011
4,834
5,030
4,992
4,709
9
10
65
84
37
284
34
51
* Restricted deposits represent deposit with financial institutions to settle
employee-related obligations as and when they arise during the normal
course of business.
# Classified as financial asset as right to consideration is unconditional
and is due only after a passage of time.
192 | Standalone financial statements
Balances with banks
In current and deposit
accounts
Cash on hand
Others
Deposits with financial
institutions
Total cash and cash equivalents
Balances with banks in unpaid
dividend accounts
Deposits with more than 12
months maturity
Balances with banks held as
margin money deposits against
guarantees
Cash and cash equivalents as at March 31, 2020 and
March 31, 2019 include restricted cash and bank balances of
` 101 crore and ` 143 crore, respectively. The restrictions are
primarily on account of bank balances held as margin money
deposits against guarantees.
The deposits maintained by the Company with banks and
financial institutions comprise time deposits, which can be
withdrawn by the Company at any point without prior notice
or penalty on the principal.
2.9 Other assets
Particulars
Non-current
Capital advances
Others
Prepaid expenses
Prepaid gratuity
(Refer to Note 2.20)
Deferred contract cost
Withholding taxes and others
Total non-current other assets
in ` crore
As at March 31,
2020
2019
310
486
51
95
143
10
759
1,273
25
226
908
1,740
Infosys Annual Report 2019-20 Particulars
Current
Advances other than capital
advance
Payment to vendors for
supply of goods
Others
Unbilled revenues(2)
Prepaid expenses(1)
Deferred contract cost
Withholding taxes and others
Total current other assets
Total other assets
(1) Includes dues from subsidiaries
(2) Classified as non-financial asset as
the contractual right to consideration
is dependent on completion of
contractual milestones.
As at March 31,
2020
2019
129
94
3,856
736
11
1,356
6,088
7,361
168
2,904
580
52
1,290
4,920
6,660
109
Withholding taxes and others primarily consist of input tax
credits and Cenvat recoverable from the Government of India.
As at March 31, 2020 Cenvat recoverable includes ` 355 crore
which are pending adjudication. The Company expects these
amounts to be sustainable on adjudication and recoverable
on final resolution.
2.10 Financial instruments
Accounting policy
2.10.1 Initial recognition
The Company recognizes financial assets and financial
liabilities when it becomes a party to the contractual
provisions of the instrument. All financial assets and liabilities
are recognized at fair value on initial recognition, except for
trade receivables which are initially measured at transaction
price. Transaction costs that are directly attributable to the
acquisition or issue of financial assets and financial liabilities,
which are not at fair value through profit or loss, are added
to the fair value on initial recognition. Regular way purchase
and sale of financial assets are accounted for at trade date.
2.10.2 Subsequent measurement
a. Non-derivative financial instruments
(i) Financial assets carried at amortized cost
A financial asset is subsequently measured at amortized cost if
it is held within a business model whose objective is to hold
the asset in order to collect contractual cash flows and the
contractual terms of the financial asset give rise on specified
dates to cash flows that are solely payments of principal and
interest on the principal amount outstanding.
(ii) Financial assets at
comprehensive income
through other
fair value
A financial asset is subsequently measured at fair value
through other comprehensive income if it is held within a
business model whose objective is achieved by both collecting
contractual cash flows and selling financial assets and the
contractual terms of the financial asset give rise on specified
dates to cash flows that are solely payments of principal and
interest on the principal amount outstanding. The Company
has made an irrevocable election for its investments which
are classified as equity instruments to present the subsequent
changes in fair value in other comprehensive income based
on its business model.
(iii) Financial assets at fair value through profit or loss
A financial asset which is not classified in any of the above
categories is subsequently fair valued through profit or loss.
(iv) Financial liabilities
Financial liabilities are subsequently carried at amortized cost
using the effective interest method, except for contingent
consideration recognized in a business combination which
is subsequently measured at fair value through profit or loss.
For trade and other payables maturing within one year from
the Balance Sheet date, the carrying amounts approximate fair
value due to the short maturity of these instruments.
(v) Investment in subsidiaries
Investment in subsidiaries is carried at cost in the separate
financial statements.
b. Derivative financial instruments
The Company holds derivative financial instruments such
as foreign exchange forward and options contracts to
mitigate the risk of changes in exchange rates on foreign
currency exposures. The counterparty for these contracts
is generally a bank.
(i) Financial assets or financial liabilities, at fair value
through profit or loss.
This category includes derivative financial assets or liabilities
which are not designated as hedges.
Although the Company believes that these derivatives
constitute hedges from an economic perspective, they may
not qualify for hedge accounting under Ind AS 109, Financial
Instruments. Any derivative that is either not designated as
hedge, or is so designated but is ineffective as per Ind AS 109,
is categorized as a financial asset or financial liability, at fair
value through profit or loss.
Derivatives not designated as hedges are recognized initially
at fair value and attributable transaction costs are recognized
in net profit in the Statement of Profit and Loss when
incurred. Subsequent to initial recognition, these derivatives
are measured at fair value through profit or loss and the
resulting exchange gains or losses are included in other
income. Assets / liabilities in this category are presented as
current assets / current liabilities if they are either held for
trading or are expected to be realized within 12 months after
the Balance Sheet date.
(ii) Cash flow hedge
The Company designates certain foreign exchange forward
and options contracts as cash flow hedges to mitigate the
risk of foreign exchange exposure on highly probable
forecast cash transactions.
When a derivative is designated as a cash flow hedge
instrument, the effective portion of changes in the fair value
of the derivative is recognized in other comprehensive
income and accumulated in the cash flow hedge reserve. Any
ineffective portion of changes in the fair value of the derivative
is recognized immediately in the net profit in the Statement
of Profit and Loss. If the hedging instrument no longer meets
Standalone financial statements | 193
Infosys Annual Report 2019-20
the criteria for hedge accounting, then hedge accounting is
discontinued prospectively. If the hedging instrument expires
or is sold, terminated or exercised, the cumulative gain or loss
on the hedging instrument recognized in cash flow hedge
reserve till the period the hedge was effective remains in cash
flow hedge reserve until the forecasted transaction occurs.
The cumulative gain or loss previously recognized in the
cash flow hedge reserve is transferred to the net profit in
the Statement of Profit and Loss upon the occurrence of the
related forecasted transaction. If the forecasted transaction is
no longer expected to occur, then the amount accumulated
in cash flow hedge reserve is reclassified to net profit in the
Statement of Profit and Loss.
2.10.3 Derecognition of financial instruments
The Company derecognizes a financial asset when the
contractual rights to the cash flows from the financial asset
expire or it transfers the financial asset and the transfer
qualifies for derecognition under Ind AS 109. A financial
liability (or a part of a financial liability) is derecognized from
the Company’s Balance Sheet when the obligation specified in
the contract is discharged or cancelled or expires.
2.10.4 Fair value of financial instruments
In determining the fair value of its financial instruments, the
Company uses a variety of methods and assumptions that
are based on market conditions and risks existing at each
reporting date. The methods used to determine fair value
include discounted cash flow analysis, available quoted
market prices and dealer quotes. All methods of assessing
fair value result in general approximation of value, and such
value may never actually be realized.
Refer to the table on financial instruments by category
below for the disclosure on carrying value and fair value
of financial assets and liabilities. For financial assets and
liabilities maturing within one year from the Balance Sheet
date and which are not carried at fair value, the carrying
amounts approximate fair value due to the short maturity
of these instruments.
2.10.5 Impairment
The Company recognizes loss allowances using the Expected
Credit Loss (ECL) model for the financial assets and unbilled
revenues which are not fair valued through profit or loss.
Loss allowance for trade receivables and unbilled revenues
with no significant financing component is measured at an
amount equal to lifetime ECL. For all other financial assets,
expected credit losses are measured at an amount equal
to the 12-month ECL, unless there has been a significant
increase in credit risk from initial recognition in which case
those are measured at lifetime ECL. The amount of expected
credit losses (or reversal) that is required to adjust the loss
allowance at the reporting date to the amount that is required
to be recognized is recognized as an impairment gain or loss
in the Statement of Profit and Loss.
Financial instruments by category
The carrying value and fair value of financial instruments by categories as at March 31, 2020 are as follows :
Particulars
Amortized
cost
Assets
Cash and cash equivalents
(Refer to Note 2.8)
Investments (Refer to Note 2.4)
Preference securities, equity
instruments and others
Tax-free bonds and
government bonds
Liquid mutual fund units
Redeemable, non-convertible
debentures (1)
Fixed maturity plan securities
Certificates of deposit
Non-convertible debentures
Government securities
Trade receivables (Refer to Note 2.7)
Loans (Refer to Note 2.5)
Other financial assets
(Refer to Note 2.6)(4)
Total
194 | Standalone financial statements
13,562
–
1,838
–
1,159
–
–
–
–
15,459
605
4,992
37,615
Financial assets /
liabilities at fair value
through profit or loss
Designated
upon initial
recognition
Mandatory
Financial assets / liabilities at
fair value through OCI
Mandatory
Equity
instruments
designated upon
initial recognition
in ` crore
Total fair
value
Total
carrying
value
–
–
–
–
–
–
–
–
–
–
–
–
–
–
30
–
2,019
–
428
–
–
–
–
–
10
2,487
–
–
13,562
13,562
103
–
–
–
–
–
–
–
–
–
–
–
–
133
133
1,838
2,019
2,135(2)
2,019
–
–
886
1,924
664
–
–
1,159
428
886
1,924
664
15,459
605
1,159
428
886
1,924
664
15,459
605
–
103
9
3,483
5,011
43,688
4,929(3)
43,903
Infosys Annual Report 2019-20
Particulars
Amortized
cost
Financial assets /
liabilities at fair value
through profit or loss
Designated
upon initial
recognition
Mandatory
Financial assets / liabilities at
fair value through OCI
Total
carrying
value
Total fair
value
Mandatory
Equity
instruments
designated upon
initial recognition
Liabilities
Trade payables
(Refer to Note 2.13)
Lease liabilities (Refer to Note 2.3)
Other financial liabilities
(Refer to Note 2.12)
Total
1,529
3,165
5,844
10,538
–
–
–
–
–
–
592
592
–
–
–
–
–
–
1,529
3,165
1,529
3,165
20
20
6,456
11,150
6,456
11,150
(1) The carrying value of debentures approximates fair value as the instruments are at prevailing market rates
(2) On account of fair value changes including interest accrued
(3) Excludes interest accrued on tax-free bonds and government bonds carried at amortized cost of ` 82 crore
(4) Excludes unbilled revenue on contracts where the right to consideration is dependent on completion of contractual milestones
The carrying value and fair value of financial instruments by categories as at March 31, 2019 were as follows :
Particulars
Amortized
cost
Assets
Cash and cash equivalents
(Refer to Note 2.8)
Investments (Refer to Note 2.4)
Preference securities, equity
instruments and others
Tax-free bonds and government
bonds
Liquid mutual fund units
Redeemable, non-convertible
debentures(1)
Fixed maturity plan securities
Certificates of deposit
Government securities
Non-convertible debentures
Commercial paper
Trade receivables (Refer to Note 2.7)
Loans (Refer to Note 2.5)
Other financial assets
(Refer to Note 2.6)(4)
Total
Liabilities
Trade payables (Refer to Note 2.13)
Other financial liabilities (Refer to
Note 2.12)
Total
15,551
–
1,840
–
1,445
–
–
–
–
–
13,370
1,064
4,709
37,979
1,604
7,067
8,671
Financial assets /
liabilities at fair value
through profit or loss
Designated
upon initial
recognition
Mandatory
Financial assets / liabilities at
fair value through OCI
Mandatory
Equity
instruments
designated upon
initial recognition
in ` crore
Total
fair
value
Total
carrying
value
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
16
–
1,701
–
401
–
–
–
–
–
–
284
2,402
–
128
128
–
–
15,551 15,551
90
–
–
–
–
–
–
–
–
–
–
–
90
–
–
–
–
–
–
106
106
1,840
1,701
2,048(2)
1,701
–
–
2,123
724
2,955
495
–
–
1,445
401
2,123
724
2,955
495
1,445
401
2,123
724
2,955
495
13,370 13,370
1,064
1,064
37
6,334
5,030
4,948(3)
46,805 46,931
–
1,604
1,604
1
1
7,196
8,800
7,196
8,800
(1) The carrying value of debentures approximates fair value as the instruments are at prevailing market rates
(2) On account of fair value changes including interest accrued
(3) Excludes interest accrued on tax-free bonds and government bonds carried at amortized cost of ` 82 crore
(4) Excludes unbilled revenue on contracts where the right to consideration is dependent on completion of contractual milestones
Standalone financial statements | 195
Infosys Annual Report 2019-20
Fair value hierarchy
Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly
(i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 – Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
The fair value hierarchy of assets and liabilities as at March 31, 2020 is as follows :
Particulars
Assets
Investments in tax-free bonds (Refer to Note 2.4)
Investments in government bonds (Refer to Note 2.4)
Investments in liquid mutual fund units (Refer to Note 2.4)
Investments in equity instruments (Refer to Note 2.4)
Investments in preference securities (Refer to Note 2.4)
Investments in fixed maturity plan securities (Refer to Note 2.4)
Investments in certificates of deposit (Refer to Note 2.4)
Investments in non-convertible debentures (Refer to Note 2.4)
Investments in government securities (Refer to Note 2.4)
Other investments (Refer to Note 2.4)
Derivative financial instruments – gain on outstanding foreign currency
forward and options contracts (Refer to Note 2.6)
Liabilities
Derivative financial instruments – loss on outstanding foreign currency
forward and options contracts (Refer to Note 2.12)
Liability towards contingent consideration (Refer to Note 2.12)(1)
in ` crore
March 31,
2020
Fair value measurement at end
of the reporting period using
Level 3
Level 2
Level 1
2,122
13
2,019
2
101
428
886
1,924
664
30
19
461
151
1,960
13
2,019
–
–
–
–
1,558
664
–
–
–
–
162
–
–
–
–
428
886
366
–
–
–
–
–
2
101
–
–
–
–
30
19
–
461
–
–
151
(1) Discount rate pertaining to contingent consideration is 14%
During the year ended March 31, 2020, tax-free bonds and non-convertible debentures of ` 518 crore were transferred from
Level 2 to Level 1 of fair value hierarchy, since these were valued based on quoted price, and tax-free bonds of ` 50 crore were
transferred from Level 1 to Level 2 of fair value hierarchy, since these were valued based on market observable inputs.
The fair value hierarchy of assets and liabilities as at March 31, 2019 was as follows :
Particulars
Assets
Investments in government securities (Refer to Note 2.4)
Investments in tax-free bonds (Refer to Note 2.4)
Investments in liquid mutual fund units (Refer to Note 2.4)
Investments in government bonds (Refer to Note 2.4)
Investments in equity instruments (Refer to Note 2.4)
Investments in preference securities (Refer to Note 2.4)
Investments in fixed maturity plan securities (Refer to Note 2.4)
Investments in certificates of deposit (Refer to Note 2.4)
Investments in non-convertible debentures (Refer to Note 2.4)
Investments in commercial paper (Refer to Note 2.4)
Other investments (Refer to Note 2.4)
Derivative financial instruments – gain on outstanding foreign currency
forward and options contracts (Refer to Note 2.6)
Liabilities
Derivative financial instruments – loss on outstanding foreign currency
forward and options contracts (Refer to Note 2.12)
Liability towards contingent consideration (Refer to Note 2.12)(1)
in ` crore
March 31,
2019
Fair value measurement at end
of the reporting period using
Level 3
Level 2
Level 1
724
2,036
1,701
12
1
89
401
2,123
2,955
495
16
724
1,765
1,701
12
–
–
–
–
1,612
–
–
–
271
–
–
–
–
401
2,123
1,343
495
–
321
–
321
–
–
–
–
1
89
–
–
–
–
16
–
13
116
–
–
13
–
–
116
(1) Discount rate pertaining to contingent consideration ranges from 10% to 16%
During the year ended March 31, 2019, tax-free bonds and non-convertible debentures of ` 336 crore were transferred from
Level 2 to Level 1 of fair value hierarchy, since these were valued based on quoted price, and ` 746 crore were transferred from
Level 1 to Level 2 of fair value hierarchy, since these were valued based on market observable inputs.
196 | Standalone financial statements
Infosys Annual Report 2019-20 A one percentage point change in the unobservable inputs
used in fair valuation of Level 3 assets and liabilities does not
have a significant impact in its value.
Financial risk management
Financial risk factors :The Company’s activities expose it
to a variety of financial risks : market risk, credit risk and
liquidity risk. The Company’s primary focus is to foresee the
unpredictability of financial markets and seek to minimize
potential adverse effects on its financial performance.
The primary market risk to the Company is foreign exchange
risk. The Company uses derivative financial instruments
to mitigate foreign exchange-related risk exposures.
The Company’s exposure to credit risk is influenced mainly
by the individual characteristic of each customer and the
concentration of risk from the top few customers.
The gross carrying amount of a financial asset is written
off (either partially or in full) when there is no realistic
prospect of recovery.
Market risk :The Company operates internationally and
a major portion of the business is transacted in several
currencies and consequently the Company is exposed to
foreign exchange risk through its sales and services in the
US and elsewhere, and purchases from overseas suppliers in
various foreign currencies. The Company holds derivative
financial instruments such as foreign exchange forward and
options contracts to mitigate the risk of changes in exchange
rates on foreign currency exposures. The exchange rate
between the Indian rupee and foreign currencies has changed
substantially in recent years and may fluctuate substantially
in the future. Consequently, the results of the Company’s
operations are adversely affected as the rupee appreciates /
depreciates against these currencies.
The foreign currency risk from financial assets and liabilities as at March 31, 2020 is as follows :
Particulars
US Dollar
Euro
Cash and cash equivalents
Trade receivables
Other financial assets (including
loans)
Lease liabilities
Trade payables
Other financial liabilities
Net assets / (liabilities)
434
10,369
2,414
(1,520)
(746)
(3,071)
7,880
80
2,035
408
(378)
(132)
(432)
1,581
UK Pound
Sterling
15
1,061
Australian
Dollar
40
610
Other
currencies
162
733
129
(337)
(179)
(157)
532
135
(47)
(73)
(190)
475
445
(127)
(77)
(308)
828
The foreign currency risk from financial assets and liabilities as at March 31, 2019 was as follows :
Particulars
US Dollar
Euro
Cash and cash equivalents
Trade receivables
Other financial assets (including
loans)
Trade payables
Other financial liabilities
Net assets / (liabilities)
1,013
9,009
1,613
(645)
(2,945)
8,045
102
1,688
377
(99)
(291)
1,777
UK Pound
Sterling
23
1,005
Australian
Dollar
58
484
Other
currencies
185
693
145
(201)
(179)
793
95
(77)
(104)
456
865
(52)
(174)
1,517
in ` crore
Total
731
14,808
3,531
(2,409)
(1,207)
(4,158)
11,296
in ` crore
Total
1,381
12,879
3,095
(1,074)
(3,693)
12,588
Sensitivity analysis between Indian Rupee and US Dollar
Particulars
Impact on the Company’s incremental operating margins
Year ended March 31,
2020
0.47%
2019
0.48%
Sensitivity analysis is computed based on the changes in the income and expenses in foreign currency upon conversion into
functional currency, due to exchange rate fluctuations between the previous reporting period and the current reporting period.
Derivative financial instruments
The Company holds derivative financial instruments such as foreign currency forward and options contracts to mitigate the
risk of changes in exchange rates on foreign currency exposures. The counterparty for these contracts is generally a bank. These
derivative financial instruments are valued based on quoted prices for similar assets and liabilities in active markets or inputs
that are directly or indirectly observable in the marketplace.
Standalone financial statements | 197
Infosys Annual Report 2019-20 The details of outstanding foreign currency forward and options contracts are as follows :
Particulars
Derivatives designated as cash flow hedges
Options contracts
March 31, 2020
In million
in ` crore
As at March 31, 2019
In million
in ` crore
In Australian Dollar
In Euro
In UK Pound Sterling
Other derivatives
Forward contracts
In Canadian Dollar
In Euro
In Japanese Yen
In New Zealand Dollar
In Norwegian Krone
In South African Rand
In Singapore Dollar
In Swedish Krona
In Swiss Franc
In US Dollar
In UK Pound Sterling
Options contracts
In Australian Dollar
In Canadian Dollar
In Euro
In Swiss Franc
In US Dollar
In UK Pound Sterling
Total forward and options contracts
The foreign exchange forward and options contracts mature
within 12 months. The table below analyzes the derivative
financial instruments into relevant maturity groupings based
on the remaining period as at the Balance Sheet date :
Particulars
Not later than one month
Later than one month and
not later than three months
Later than three months and
not later than one year
in ` crore
As at March 31,
2020
4,796
2019
4,082
7,396
6,368
3,206
15,398
4,085
14,535
During the year ended March 31, 2020, the Company has
designated certain foreign exchange forward and options
contracts as cash flow hedges to mitigate the risk of foreign
exchange exposure on highly probable forecast cash
transactions. The related hedge transactions for balance in
cash flow hedge reserve as at March 31, 2020 are expected
to occur and reclassified to Statement of Profit and Loss
within three months.
The Company determines the existence of an economic
relationship between the hedging instrument and hedged item
based on the currency, amount and timing of its forecasted
cash flows. Hedge effectiveness is determined at the inception
of the hedge relationship, and through periodic prospective
effectiveness assessments to ensure that an economic
198 | Standalone financial statements
110
120
21
21
171
–
16
40
–
80
50
–
925
45
–
–
–
–
555
–
507
993
196
117
1,415
–
72
29
–
425
37
–
6,990
421
–
–
–
–
4,196
–
15,398
120
135
25
13
166
550
16
40
–
140
50
25
855
70
10
13
60
5
433
10
588
1,049
226
68
1,289
34
75
32
–
716
37
172
5,910
634
49
69
466
35
2,995
91
14,535
relationship exists between the hedged item and hedging
instrument, including whether the hedging instrument is
expected to offset changes in cash flows of hedged items.
If the hedge ratio for risk management purposes is no longer
optimal but the risk management objective remains unchanged
and the hedge continues to qualify for hedge accounting,
the hedge relationship will be rebalanced by adjusting either
the volume of the hedging instrument or the volume of the
hedged item so that the hedge ratio aligns with the ratio used
for risk management purposes. Any hedge ineffectiveness is
calculated and accounted for in the Statement of Profit and
Loss at the time of the hedge relationship rebalancing.
The reconciliation of cash flow hedge reserve for the years
ended March 31, 2020 and March 31, 2019 is as follows :
Particulars
Gain / (Loss)
Balance at the beginning of
the year
Gain / (Loss) recognized in
other comprehensive income
during the year
Amount reclassified to profit
and loss during the year
Tax impact on above
Balance at the end of the year
in ` crore
Year ended March 31,
2020
2019
21
–
25
(73)
12
(15)
118
(90)
(7)
21
Infosys Annual Report 2019-20
The Company offsets a financial asset and a financial liability when it currently has a legally enforceable right to set off the recognized
amounts and the Company intends either to settle on a net basis, or to realize the asset and settle the liability simultaneously.
The quantitative information about offsetting of derivative financial assets and derivative financial liabilities is as follows :
Particulars
Gross amount of recognized financial asset / liability
Amount set off
Net amount presented in Balance Sheet
in ` crore
March 31, 2020
Derivative
financial asset
43
(24)
19
Derivative
financial liability
(485)
24
(461)
As at March 31, 2019
Derivative
financial asset
323
(2)
321
Derivative
financial liability
(15)
2
(13)
Credit risk
Credit risk refers to the risk of default on its obligation by
the counterparty resulting in a financial loss. The maximum
exposure to the credit risk at the reporting date is primarily from
trade receivables amounting to ` 15,459 crore and ` 13,370
crore as at March 31, 2020 and March 31, 2019, respectively
and unbilled revenue amounting to ` 5,829 crore and ` 4,445
crore as at March 31, 2020 and March 31, 2019, respectively.
Trade receivables and unbilled revenue are typically unsecured
and are derived from revenue from customers primarily
located in the US. Credit risk has always been managed by
the Company through credit approvals, establishing credit
limits and continuously monitoring the creditworthiness of
the customers to which the Company grants credit terms in
the normal course of business. The Company uses the expected
credit loss model to assess any required allowances; and uses a
provision matrix to compute the expected credit loss allowance
for trade receivables and unbilled revenues. This matrix takes
into account credit reports and other related credit information
to the extent available.
The Company’s exposure to credit risk is influenced mainly
by the individual characteristic of each customer and the
concentration of risk from the top few customers. Exposure
to customers is diversified and there is no single customer
contributing more than 10% of outstanding trade receivables
and unbilled revenues.
The details in respect of percentage of revenues generated
from top customer and top 10 customers are as follows :
(In %)
Particulars
Year ended March 31,
Revenue from top customer
Revenue from top 10 customers
2020
3.5
20.6
2019
4.0
20.3
Credit risk exposure
The allowance for lifetime expected credit loss on customer
balances for the years ended March 31, 2020 and March 31,
2019 is ` 127 crore and ` 176 crore, respectively.
Movement in credit loss allowance
in ` crore
Particulars
Year ended March 31,
Balance at the beginning
Impairment loss recognized /
(reversed)
Amounts written off
2020
521
127
(89)
2019
401
176
(67)
Particulars
Year ended March 31,
Translation differences
Balance at the end
2020
21
580
2019
11
521
The gross carrying amount of a financial asset is written
off (either partially or in full) when there is no realistic
prospect of recovery.
Credit risk on cash and cash equivalents is limited as the
Company generally invest in deposits with banks and financial
institutions with high ratings assigned by international and
domestic credit rating agencies. Ratings are monitored
periodically and the Company has considered the latest
available credit ratings as at the date of approval of these
financial statements.
Majority of investments of the Company are fair valued based
on Level 1 or Level 2 inputs. These investments primarily
include investment in liquid mutual fund units, fixed maturity
plan securities, certificates of deposit, commercial papers,
quoted bonds issued by government and quasi-government
organizations and non-convertible debentures. The Company
invests after considering counterparty risks based on multiple
criteria including Tier I capital, capital adequacy ratio, credit
rating, profitability, NPA levels and deposit base of banks and
financial institutions. These risks are monitored regularly as
per its risk management program.
Liquidity risk
Liquidity risk is defined as the risk that the Company will not
be able to settle or meet its obligations on time.
The Company’s principal sources of liquidity are cash and
cash equivalents and the cash flow that is generated from
operations. The Company has no outstanding borrowings.
The Company believes that the working capital is sufficient
to meet its current requirements.
As at March 31, 2020, the Company had a working capital
of ` 28,600 crore including cash and cash equivalents of
` 13,562 crore and current investments of ` 4,006 crore.
As at March 31, 2019, the Company had a working capital
of ` 30,793 crore including cash and cash equivalents of
` 15,551 crore and current investments of ` 6,077 crore.
As at March 31, 2020 and March 31, 2019, the outstanding
compensated absences were ` 1,529 crore and ` 1,411
crore, respectively, which have been substantially funded.
Accordingly, no liquidity risk is perceived.
Standalone financial statements | 199
Infosys Annual Report 2019-20 The details regarding the contractual maturities of significant financial liabilities as at March 31, 2020 are as follows :
Particulars
Trade payables
Other financial liabilities (excluding liability towards contingent
consideration) (Refer to Note 2.12)
Liability towards contingent consideration on an undiscounted
basis (Refer to Note 2.12)
Less than 1
year
1,529
5,827
152
1-2 years 2-4 years 4-7 years
Total
in ` crore
–
12
–
–
5
–
–
–
–
1,529
5,844
152
The details regarding the contractual maturities of significant financial liabilities as at March 31, 2019 were as follows :
Particulars
Trade payables
Other financial liabilities (excluding liability towards contingent
consideration) (Refer to Note 2.12)
Liability towards contingent consideration on an undiscounted
basis (Refer to Note 2.12)
Less than 1
year
1,604
7,067
1-2 years 2-4 years 4-7 years
Total
in ` crore
–
–
–
–
–
–
–
–
1,604
7,067
135
82
53
2.11 Equity
Accounting policy
Ordinary shares
Ordinary shares are classified as equity share capital.
Incremental costs directly attributable to the issuance of new
ordinary shares, share options and buyback are recognized as
a deduction from equity, net of any tax effects.
In December 2017, Ind AS 12, Income Taxes was amended
which clarified that an entity shall recognize the income tax
consequences of dividends on financial instruments classified
as equity according to where the entity originally recognized
those past transactions or events that generated distributable
profits were recognized. On April 1, 2019, the Company
adopted these amendments and there was no impact of these
amendments on the Company’s financial statements.
Description of reserves
Retained earnings
Retained earnings represent the amount of accumulated
earnings of the Company.
Securities premium
The amount received in excess of the par value of equity
shares has been classified as securities premium.
Share options outstanding account
The Share options outstanding account is used to record the
fair value of equity-settled, share-based payment transactions
with employees. The amounts recorded in share options
outstanding account are transferred to securities premium
upon exercise of stock options and transferred to general
reserve on account of stock options not exercised by employees.
Other reserves
The Special Economic Zone Re-investment Reserve has been
created out of the profit of the eligible SEZ unit in terms of the
provisions of Sec 10AA(1)(ii) of the Income-tax Act, 1961. The
reserve should be utilized by the Company for acquiring new
plant and machinery for the purpose of its business in terms of
the provisions of the Sec 10AA(2) of the Income-tax Act, 1961.
200 | Standalone financial statements
Capital redemption reserve
In accordance with Section 69 of the Companies Act, 2013,
the Company creates capital redemption reserve equal to the
nominal value of the shares bought back as an appropriation
from general reserve.
Other components of equity
Other components of equity include remeasurement of
net defined benefit liability / asset, equity instruments fair
valued through other comprehensive income, changes on
fair valuation of investments and changes in fair value of
derivatives designated as cash flow hedges, net of taxes.
Cash flow hedge reserve
When a derivative is designated as a cash flow hedging
instrument, the effective portion of changes in the fair value
of the derivative is recognized in other comprehensive
income and accumulated in the cash flow hedging reserve.
The cumulative gain or loss previously recognized in the
cash flow hedging reserve is transferred to the Statement
of Profit and Loss upon the occurrence of the related
forecasted transaction.
2.11.1 Equity share capital
Particulars
in ` crore, except as otherwise stated
As at March 31,
2020
2019
Authorized
Equity shares, ` 5 par value
4,80,00,00,000
(4,80,00,00,000) equity shares
Issued, subscribed and paid up
Equity shares, ` 5 par value (1)
4,25,89,92,566
(4,35,62,79,444) equity shares
fully paid-up
2,400
2,400
2,129
2,178
2,129
2,178
(1) Refer to Note 2.21 for details of basic and diluted shares
Forfeited shares amounted to ` 1,500 (` 1,500)
Infosys Annual Report 2019-20
The Company has only one class of shares referred to as
equity shares having a par value of ` 5. Each holder of equity
shares is entitled to one vote per share. The equity shares
represented by American Depository Shares (ADS) carry
similar rights to voting and dividends as the other equity
shares. Each ADS represents one underlying equity share.
In the event of liquidation of the Company, the holders of
equity shares will be entitled to receive any of the remaining
assets of the Company in proportion to the number of
equity shares held by the shareholders, after distribution
of all preferential amounts. However, no such preferential
amounts exist currently.
In the period of five years immediately preceding March 31, 2020:
The Company has allotted 2,18,41,91,490, 1,14,84,72,332
and 57,42,36,166 fully-paid-up shares of face value ` 5 each
during the quarter ended September 30, 2018, June 30, 2015
and December 31, 2014, respectively pursuant to bonus
issue approved by the shareholders through postal ballot.
The bonus shares were issued by capitalization of profits
transferred from general reserve. Bonus share of one equity
share for every equity share held, and a bonus issue, viz., a
stock dividend of one ADS for every ADS held, respectively,
has been allotted. Consequently, the ratio of equity shares
underlying the ADSs held by an American Depositary
Receipt holder remains unchanged. Options granted under
the stock option plan have been adjusted for bonus shares
wherever appropriate.
The bonus shares once allotted shall rank pari passu in all
respects and carry the same rights as the existing equity
shareholders and shall be entitled to participate in full, in
any dividend and other corporate action, recommended and
declared after the new equity shares are allotted
Update on capital allocation policy and buyback
Effective fiscal 2018 the Company’s policy was to pay
up to 70% of the free cash flow annually by way of
dividend and / or buyback.
Effective from fiscal 2020, the Company expects to return
approximately 85% of the free cash flow cumulatively over
a 5-year period through a combination of semi-annual
dividends and / or share buyback and / or special dividends,
subject to applicable laws and requisite approvals, if any.
Free cash flow is defined as net cash provided by operating
activities less capital expenditure as per the Statement of Cash
Flows prepared under Ind AS.
In line with the capital allocation policy announced in April
2018, the Board, in its meeting held on January 11, 2019,
approved the following :
(a) Declared a special dividend of ` 4 per equity share;
(b) Recommended buyback of equity shares from the open
market route through Indian stock exchanges of up to
` 8,260 crore (maximum buyback size) at a price not
exceeding ` 800 per share (maximum buyback price)
which would comprise approximately 2.36% of the
paid-up equity share capital of the Company, subject
to shareholders’ approval by way of the postal ballot.
The shareholders approved the proposal of buyback of equity
shares recommended by its Board of Directors in its meeting
held on January 11, 2019 through the postal ballot that
concluded on March 12, 2019.
The buyback was offered to all eligible equity shareholders
of the Company (other than the Promoters, the Promoter
Group and Persons in Control of the Company) under the
open market route through the stock exchange. The buyback
of equity shares through the stock exchange commenced on
March 20, 2019 and was completed on August 26, 2019.
During this buyback period, the Company had purchased
and extinguished a total of 11,05,19,266 equity shares from
the stock exchange at an average buy back price of ` 747 per
equity share comprising 2.53% of the pre-buyback paid-up
equity share capital of the Company. The buyback resulted in
a cash outflow of ` 8,260 crore (excluding transaction costs).
The Company funded the buyback from its free reserves.
In accordance with Section 69 of the Companies Act, 2013,
as at March 31, 2020 the Company has created a Capital
Redemption Reserve’ of ` 55 crore equal to the nominal
value of the above shares bought back as an appropriation
from general reserve.
After the execution of the above buyback, payment of special
dividend (including dividend distribution tax) of ` 2,107
crore in January 2019 and payment of special dividend
(including dividend distribution tax) of ` 2,633 crore in
June 2018, the Company has completed the distribution of
` 13,000 crore, which was announced as part of its capital
allocation policy in April 2018.
The Company’s objective when managing capital is to
safeguard its ability to continue as a going concern and to
maintain an optimal capital structure so as to maximize
shareholder value. In order to maintain or achieve an optimal
capital structure, the Company may adjust the amount of
dividend payment, return capital to shareholders, issue new
shares or buy back issued shares. As at March 31, 2020, the
Company has only one class of equity shares and has no
debt. Consequent to the above capital structure, there are no
externally imposed capital requirements.
2.11.2 Dividend
Final dividend on shares are recorded as a liability on the
date of approval by the shareholders and interim dividends
are recorded as a liability on the date of declaration by the
Company’s Board of Directors.
The Company declares and pays dividends in Indian rupees.
The Finance Act 2020 has repealed the dividend distribution
tax. Companies are now required to pay / distribute dividend
after deducting applicable taxes. The remittance of dividends
outside India is governed by Indian law on foreign exchange
and is also subject to withholding tax at applicable rates.
Dividend and buyback include applicable taxes.
The amount of per share dividend recognized as distribution
to equity shareholders is as follows :
(in `)
Particulars
Year ended March 31,
Interim dividend for fiscal 2020
Final dividend for fiscal 2019
Interim dividend for fiscal 2019
2020
8.00
10.50
–
2019
–
–
7.00
Standalone financial statements | 201
Infosys Annual Report 2019-20 Particulars
Year ended March 31,
Special dividend for fiscal 2019
Final dividend for fiscal 2018(1)
Special dividend for fiscal 2018(1)
2020
–
–
–
2019
4.00
10.25
5.00
(1) Dividend per share declared previously, retrospectively adjusted for the
September 2018 bonus issue
During the year ended March 31, 2020, on account of the
final dividend for fiscal 2020 and interim dividend for fiscal
2020 the Company has incurred a net cash outflow of ` 9,553
crore inclusive of dividend distribution tax.
The Board of Directors in their meeting on April 20, 2020
recommended a final dividend of ` 9.50 per equity share for
the financial year ended March 31, 2020. This payment is
subject to the approval of shareholders in the Annual General
Meeting of the Company. In view of COVID-19, the Company
is working on an Annual General Meeting date which will
be announced by the Company in due course. This final
dividend if approved by shareholders would result in a net
cash outflow of approximately ` 4,046 crore.
The details of shareholder holding more than 5% shares as at March 31, 2020 and March 31, 2019 are as follows :
Name of the shareholder
As at March 31, 2020
As at March 31, 2019
Number of shares
% held Number of shares
% held
Deutsche Bank Trust Company Americas (Depository of
ADRs – legal ownership)
Life Insurance Corporation of India
73,93,01,182
28,20,08,863
17.36
6.62
74,62,54,648
25,43,32,376
17.11
5.83
The reconciliation of the number of shares outstanding and the amount of share capital as at March 31, 2020 and March 31,
2019 is as follows :
Particulars
As at the beginning of the period
Add : Shares issued on exercise of employee stock options
– before bonus issue
Add : Bonus shares issued
Add : Shares issued on exercise of employee stock options
– after bonus issue
Less : Shares bought back(1)(2)
As at the end of the period
in ` crore,except as stated otherwise
As at March 31, 2020
As at March 31, 2019
Number of shares
4,35,62,79,444
Amount Number of shares
2,18,41,14,257
2,178
Amount
1,092
–
–
–
–
77,233
2,18,41,91,490
5,80,388
9,78,67,266
4,25,89,92,566
–
49
2,129
5,48,464
1,26,52,000
4,35,62,79,444
–
1,092
–
6
2,178
(1) Includes 18,18,000 shares which have been purchased on account of buyback during the three months ended March 31, 2019 and have not been
extinguished as of March 31, 2019
(2) Includes 36,36,000 shares which have been purchased on account of buyback during the three months ended March 31, 2019 but have not been settled
and therefore not extinguished as of March 31, 2019
2.11.3 Employee Stock Option Plan (ESOP) :
Accounting policy
The Company recognizes compensation expense relating
to share-based payments in net profit based on estimated
fair-values of the awards on the grant date. The estimated
fair value of awards is recognized as an expense in Statement
of Profit and Loss on a straight-line basis over the requisite
service period for each separately vesting portion of the award
as if the award was in-substance, multiple awards with a
corresponding increase to share premium.
Infosys Expanded Stock Ownership Program
2019 (“the 2019 Plan”) :
On June 22, 2019 pursuant to approval by the shareholders in
the Annual General Meeting, the Board has been authorized
to introduce, offer, issue and provide share-based incentives
to eligible employees of the Company and its subsidiaries
under the 2019 Plan. The maximum number of shares
under the 2019 Plan shall not exceed 5,00,00,000 equity
shares. To implement the 2019 Plan, upto 4,50,00,000
equity shares may be issued by way of secondary acquisition
of shares by Infosys Expanded Stock Ownership Trust.
202 | Standalone financial statements
The Restricted Stock Units (RSUs) granted under the 2019
Plan shall vest based on the achievement of defined annual
performance parameters as determined by the administrator
(nomination and remuneration committee). The performance
parameters will be based on a combination of relative total
shareholders return (TSR) against selected industry peers
and certain broader market domestic and global indices and
operating performance metrics of the Company as decided
by administrator. Each of the above performance parameters
will be distinct for the purposes of calculation of quantity of
shares to vest based on performance. These instruments will
generally vest between a minimum of one to a maximum of
three years from the grant date.
2015 Stock Incentive Compensation Plan (“the 2015 Plan”) :
On March 31, 2016, pursuant to the approval by the
shareholders through postal ballot, the Board was authorized
to introduce, offer, issue and allot share-based incentives
to eligible employees of the Company and its subsidiaries
under the 2015 Plan. The maximum number of shares under
the 2015 Plan shall not exceed 2,40,38,883 equity shares
(this includes 1,12,23,576 equity shares which are held
Infosys Annual Report 2019-20 by the trust towards the 2011 Plan as at March 31, 2016).
The Company expects to grant the instruments under the
2015 Plan over the period of four to seven years. The plan
numbers mentioned above would further be adjusted for the
September 2018 bonus issue.
The equity-settled and cash-settled RSUs and stock options
would vest generally over a period of four years and shall be
exercisable within the period as approved by the nomination
and remuneration committee. The exercise price of the RSUs
will be equal to the par value of the shares and the exercise
price of the stock options would be the market price as
on the date of grant.
Consequent to the September 2018 bonus issue, all the then
outstanding options granted under the stock option plan have
been adjusted for bonus shares. Unless otherwise stated, all
the prior period share numbers, share prices and weighted
average exercise prices in this note have been adjusted to give
effect to the September 2018 bonus issue.
The controlled trust holds 1,82,39,356 and 2,03,24,982
shares as at March 31, 2020 and March 31, 2019, respectively
under the 2015 Plan. Out of these shares, 2,00,000 each have
been earmarked for welfare activities of the employees as at
March 31, 2020 and March 31, 2019.
The summary of grants during the years ended March 31, 2020 and March 31, 2019 is as follows :
Particulars
Equity-settled RSU
KMP
Employees other than KMP
Cash-settled RSU
KMP
Employees other than KMP
Total grants
(1) Information is adjusted for the September, 2018 bonus issue
Notes on grants to KMP
CEO and MD
Under the 2015 Plan : In accordance with the employee
agreement which has been approved by the shareholders, the
CEO is eligible to receive an annual grant of RSUs of fair value
` 3.25 crore which will vest overtime in three equal annual
installments upon the completion of each year of service from
the respective grant date. Accordingly, annual time-based
grant of 41,782 RSUs was made effective February 27, 2020
for fiscal 2020. Though the annual time-based grants for the
remaining employment term ending on March 31, 2023 have
not been granted as of March 31, 2020, since the service
commencement date precedes the grant date, the Company
has recorded employment stock compensation expense in
accordance with Ind AS 102, Share-based Payments.
The Board, on April 12, 2019, based on the recommendations
of the nomination and remuneration committee, approved
the performance-based grant of RSUs amounting to ` 13 crore
for fiscal 2020 under the 2015 Plan. These RSUs will vest in
line with the employment agreement based on achievement
of certain performance targets. Accordingly, 1,77,887
performance-based RSUs were granted effective May 2, 2019.
In accordance with the shareholders approval in the Annual
General meeting held on June 22, 2019, the Board, based on
the recommendations of the nomination and remuneration
committee, approved to amend the vesting period of the
annual performance equity grant from three years to one
year. Accordingly the vesting period of 2,17,200 (adjusted
for the September 2018 bonus issue) performance-based
2019 Plan
Year ended March 31,
2015 Plan
Year ended March 31,
2020
2019
2020
2019(1)
3,56,793
17,34,500
20,91,293
–
–
–
20,91,293
–
–
–
5,07,896
33,46,280
38,54,176
6,75,530
36,65,170
43,40,700
1,80,400
–
4,75,740
–
–
6,56,140
– 45,10,316
–
74,090
74,090
44,14,790
RSUs granted effective May 2, 2018 and 1,77,887
performance-based RSUs granted effective May 2, 2019 have
been amended to one year.
Under the 2019 Plan :
In accordance with the shareholders approval at the AGM held
on June 22, 2019, the Board, based on the recommendations
of the nomination and remuneration committee, approved
performance-based grant of RSUs amounting to ` 10 crore
for fiscal 2020 under the 2019 Plan. These RSUs will vest in
line with the employment agreement based on achievement
of certain performance targets. Accordingly, 1,34,138
performance-based RSUs were granted effective June 22, 2019.
COO and Whole-time director
Under the 2015 Plan : On February 20, 2020, based on
the recommendations of the nomination and remuneration
committee, the Board, approved time-based grant of 58,650
RSUs granted effective February 27, 2020.
Under the 2019 Plan : In accordance with the approval of
shareholders at the AGM held on June 22, 2019, the Board,
based on the recommendations of the nomination and
remuneration committee, approved performance-based grant
of RSUs amounting to ` 4 crore for fiscal 2020 under the
2019 Plan. These RSUs will vest in line with the employment
agreement based on achievement of certain performance
targets. Accordingly, 53,655 performance-based RSUs were
granted effective June 22, 2019.
Standalone financial statements | 203
Infosys Annual Report 2019-20 Other KMP
Under the 2015 Plan : On April 12, 2019, based on the
recommendations of the nomination and remuneration
committee, in accordance with employment agreement, the
Board, approved performance-based grant of 10,263 RSUs
and time-based grant of 23,946 RSUs to other KMP under
the 2015 Plan. The grants were made effective May 2, 2019.
The time-based RSUs will generally vest over four years and
the performance-based RSUs will vest over three years based
on certain performance targets.
On February 20, 2020, based on the recommendations of
the nomination and remuneration committee, the Board,
approved time-based grant of 3,75,768 RSUs to other KMP
under the 2015 Plan. The grants were made effective February
27, 2020. These RSUs will vest over four years.
Under the 2019 Plan : On February 20, 2020, based on
the recommendations of the nomination and remuneration
committee, the Board, approved performance-based grants
of 1,69,000 RSUs to other KMP under the 2019 Plan.
The grants were made effective February 27, 2020. These
RSUs will vest over three years based on achievement of
certain performance targets.
The break-up of employee stock compensation
expense is as follows :
Particulars
Granted to :
KMP
Employees other than KMP
Total(1)
(1) Cash-settled stock compensation
expense included in the above
in ` crore
Year ended March 31,
2020
2019
56
170
226
10
33
149
182
2
Share-based payment arrangements that were modified
during the year ended March 31, 2020 :
During the year ended March 31, 2020, the Company issued
stock appreciation rights as replacement for outstanding
ADS-settled RSU and ESOP awards. The replacement was
pursuant to SEBI Circular, “Framework for issue of Depository
Receipts”, dated October 10, 2019, which prohibited companies
to allot ADS to Indian residents and non-resident Indians.
The awards were granted after necessary approvals from the
nomination and remuneration committee. All other terms
and conditions of the replaced awards remain the same
as the original award.
The replacement awards was accounted as a modification and the fair value on the date of modification of ` 57 crore is
recognized as financial liability with a corresponding adjustment to equity.
The activity in the 2015 and 2019 Plan for equity-settled, share-based payment transactions during the years ended March 31,
2020 and March 31, 2019 is as follows :
Particulars
2015 Plan : RSU
Outstanding at the beginning
Granted
Exercised
Modification to cash-settled awards
Forfeited and expired
Outstanding at the end
Exercisable at the end
2015 Plan : Employee Stock Options (ESOPs)
Outstanding at the beginning
Granted
Exercised
Modification to cash-settled awards
Forfeited and expired
Outstanding at the end
Exercisable at the end
2019 Plan : RSU
Outstanding at the beginning
Granted
Exercised
Forfeited and expired
Outstanding at the end
Exercisable at the end
Year ended March 31, 2020
Shares arising
out of options
Weighted average
exercise price (`)
Year ended March 31, 2019(1)
Shares arising
out of options
Weighted average
exercise price (`)
91,81,198
38,54,176
25,61,218
10,61,820
6,31,438
87,80,898
3,92,185
16,23,176
–
1,04,796
3,51,550
66,500
11,00,330
7,80,358
–
20,91,293
–
–
20,91,293
–
3.13
5.00
2.95
–
3.29
3.96
2.54
516
–
516
–
528
539
543
–
5.00
–
–
5.00
–
75,00,818
43,40,700
18,64,510
–
7,95,810
91,81,198
2,35,256
19,33,826
–
1,17,350
–
1,93,300
16,23,176
6,98,500
–
–
–
–
–
–
2.50
3.84
2.50
–
2.61
3.13
2.50
493
–
515
–
521
516
517
–
–
–
–
–
–
(1) Information in the table above is adjusted for the September 2018 bonus issue.
During the years ended March 31, 2020 and March 31, 2019 the weighted average share price of options exercised under the
2015 Plan on the date of exercise was ` 751 and ` 701 (adjusted for the September 2018 bonus issue) respectively.
204 | Standalone financial statements
Infosys Annual Report 2019-20
The summary of information about equity-settled RSUs and ESOPs outstanding as at March 31, 2020 is as follows :
Range of exercise
prices per share (`)
0 - 5 (RSU)
450 - 600 (ESOP)
2019 Plan – Options outstanding
Weighted average
remaining
contractual life
1.76
–
1.76
Weighted
average exercise
price (`)
5.00
–
5.00
No. of shares
arising out
of options
20,91,293
–
20,91,293
2015 Plan – Options outstanding
Weighted average
remaining
contractual life
1.59
3.48
1.80
Weighted
average exercise
price (`)
3.96
539
64
No. of shares
arising out
of options
87,80,898
11,00,330
98,81,228
The summary of information about equity-settled RSUs and ESOPs outstanding as at March 31, 2019 was as follows :
Range of exercise prices per share (`)
2015 Plan – Options outstanding(1)
0 - 5 (RSU)
450 - 600 (ESOP)
No. of shares arising
out of options
91,81,198
16,23,176
1,08,04,374
Weighted average
remaining contractual life
1.70
5.04
2.20
Weighted average
exercise price (`)
3.13
516
80
(1) Information in the table above is adjusted for the September 2018 bonus issue.
As at March 31, 2020 and March 31, 2019, 17,56,521 and 1,77,454 (net of forfeitures) cash-settled options were outstanding
respectively. The carrying value of liability towards cash-settled, share-based payments was ` 48 crore and ` 9 crore as at
March 31, 2020 and March 31, 2019 respectively.
The fair value of the awards are estimated using the Black-Scholes Model for time and non-market performance-based options
and Monte Carlo simulation model is used for TSR-based options.
The inputs to the model include the share price at date of grant, exercise price, expected volatility, expected dividends, expected
term and the risk free rate of interest. Expected volatility during the expected term of the options is based on historical volatility
of the observed market prices of the Company’s publicly traded equity shares during a period equivalent to the expected term
of the options. Expected volatility of the comparative company have been modelled based on historical movements in the
market prices of their publicly traded equity shares during a period equivalent to the expected term of the options. Correlation
coefficient is calculated between each peer entity and the indices as a whole or between each entity in the peer group.
The fair value of each equity-settled award is estimated on the date of grant with the following assumptions :
Particulars
Weighted average share price (`) / ($ ADS)(1)
Exercise price (`) / ($ADS)(1)
Expected volatility (%)
Expected life of the option (years)
Expected dividends (%)
Risk-free interest rate (%)
Weighted average fair value as on grant date (`)
/ ($ADS)(1)
Fiscal 2020 –
equity shares-RSU
728
5.00
22-30
1-4
2-3
6-7
For options granted in
Fiscal 2020 –
ADS-RSU
10.52
0.07
22-26
1-4
2-3
1-3
Fiscal 2019 –
equity shares-RSU
696
3.31
21-25
1-4
2.65
7-8
Fiscal 2019
– ADS-RSU
10.77
0.06
22-26
1-4
2.65
2-3
607
7.84
648
10.03
(1) Fiscal 2019 values are adjusted for the September 2018 bonus issue wherever applicable
The expected life of the RSU / ESOP is estimated based on the vesting term and contractual term of the RSU / ESOP, as well as
expected exercise behavior of the employee who receives the RSU / ESOP.
2.12 Other financial liabilities
Particulars
Non-current
Others
Compensated absences
Accrued compensation to employees
Payable for acquisition of business – contingent consideration
Rental deposit
Total non-current other financial liabilities
Current
Unpaid dividends
in ` crore
As at March 31,
2020
2019
32
12
–
5
49
30
38
–
41
–
79
29
Standalone financial statements | 205
Infosys Annual Report 2019-20
Particulars
Others
Accrued compensation to employees
Accrued expenses(1)
Retention monies
Payable for acquisition of business – contingent consideration
Capital creditors
Financial liability relating to buyback#
Compensated absences
Other payables(2)
Foreign currency forward and options contracts
Total current other financial liabilities
Total other financial liabilities
Financial liability carried at amortized cost
Financial liability carried at fair value through profit or loss
Financial liability carried at fair value through other comprehensive income
Contingent consideration on undiscounted basis
(1) Includes dues to subsidiaries
(2) Includes dues to subsidiaries
As at March 31,
2020
2019
2,264
2,646
30
151
254
–
1,497
603
461
7,936
7,985
5,844
592
20
152
2
47
2,006
2,310
60
75
653
1,202
1,373
807
13
8,528
8,607
7,067
128
1
135
6
13
#
In accordance with Ind AS 32, Financial Instruments : Presentation, the Company has recorded a financial liability as at March 31, 2019 for the obligation
to acquire its own equity shares to the extent of standing instructions provided to its registered broker for the buyback (Refer to Note 2.11). The financial
liability is recognized at the present value of the maximum amount that the Company would be required to pay to the registered broker for buy back,
with a corresponding debit in general reserve / retained earnings. The liability has been utilized towards buyback of equity shares which was completed
on August 26, 2019.
2.13 Trade payables
Particulars
in ` crore
Particulars
As at March 31,
Others
Trade payables(1)
Total trade payables
(1) Includes dues to subsidiaries
2020
1,529
1,529
271
2019
1,604
1,604
220
Withholding taxes and others
Deferred rent (Refer to Note 2.3)
Total current other liabilities
Total other liabilities
As at March 31,
2020
2019
1,344
–
3,557
3,764
1,168
54
3,335
3,504
As at March 31, 2020 and March 31, 2019, there are no
outstanding dues to micro, small and medium enterprises.
There is no interest due or outstanding on the same. During
the year ended March 31, 2020 and March 31, 2019, an
amount of ` 11 crore and ` 30 crore was paid beyond the
appointed day as defined in the Micro, Small and Medium
Enterprises Development Act 2006.
2.14 Other liabilities
Particulars
Non-current
Accrued provident fund liability
(Refer to Note 2.20.2)
Others
Deferred income
Deferred rent (Refer to Note 2.3)
Total non-current other liabilities
Current
Accrued provident fund liability
(Refer to Note 2.20.2)
Unearned revenue
Client deposits
206 | Standalone financial statements
in ` crore
As at March 31,
2020
2019
185
22
–
207
–
29
140
169
64
2,140
9
–
2,094
19
2.15 Provisions
Accounting policy
A provision is recognized if, as a result of a past event, the
Company has a present legal or constructive obligation that
is reasonably estimable, and it is probable that an outflow of
economic benefits will be required to settle the obligation.
Provisions are determined by discounting the expected
future cash flows at a pre-tax rate that reflects current
market assessments of the time value of money and the risks
specific to the liability.
Contingent liability is a possible obligation arising from past
events and whose existence will be confirmed only by the
occurrence or non-occurrence of one or more uncertain
future events not wholly within the control of the entity
or a present obligation that arises from past events but is
not recognized because it is not probable that an outflow of
resources embodying economic benefits will be required to
settle the obligation or the amount of the obligation cannot
be measured with sufficient reliability.
a. Post-sales client support
The Company provides its clients with a fixed-period
post-sales support on its fixed-price, fixed-timeframe
contracts. Costs associated with such support services
are accrued at the time related revenues are recorded in
Infosys Annual Report 2019-20 the Statement of Profit and Loss. The Company estimates
such costs based on historical experience and estimates are
reviewed on a periodic basis for any material changes in
assumptions and likelihood of occurrence.
b. Onerous contracts
Provisions for onerous contracts are recognized when the
expected benefits to be derived by the Company from a
contract are lower than the unavoidable costs of meeting
the future obligations under the contract. The provision is
measured at the present value of the lower of the expected
cost of terminating the contract and the expected net cost of
continuing with the contract. Before a provision is established,
the Company recognizes any impairment loss on the assets
associated with that contract.
Provision for post-sales client support and others
Particulars
Current
Others
in ` crore
As at March 31,
2020
2019
Post-sales client support
and others
Total provisions
506
506
505
505
The movement in the provision for post-sales client support
and others is as follows :
Particulars
Balance at the beginning
Provision recognized / (reversed)
Provision utilized
Exchange difference
Balance at the end
in ` crore
Year ended
March 31,
2020
505
112
(159)
48
506
Provision for post-sales client support and other provisions
represents cost associated with providing post-sales support
services which are accrued at the time of recognition of revenues
and are expected to be utilized over a period of one year.
2.16 Income taxes
Accounting policy
Income tax expense comprises current and deferred income tax.
Income tax expense is recognized in net profit in the Statement
of Profit and Loss except to the extent that it relates to items
recognized directly in equity, in which case it is recognized in
other comprehensive income. Current income tax for current
and prior periods is recognized at the amount expected to be
paid to or recovered from the tax authorities, using the tax rates
and tax laws that have been enacted or substantively enacted by
the Balance Sheet date. Deferred income tax assets and liabilities
are recognized for all temporary differences arising between the
tax bases of assets and liabilities and their carrying amounts
in the financial statements. Deferred tax assets are reviewed at
each reporting date and are reduced to the extent that it is no
longer probable that the related tax benefit will be realized.
Deferred income tax assets and liabilities are measured using
tax rates and tax laws that have been enacted or substantively
enacted by the Balance Sheet date and are expected to apply
to taxable income in the years in which those temporary
differences are expected to be recovered or settled. The effect
of changes in tax rates on deferred income tax assets and
liabilities is recognized as income or expense in the period
that includes the enactment or the substantive enactment
date. A deferred income tax asset is recognized to the extent
that it is probable that future taxable profit will be available
against which the deductible temporary differences and tax
losses can be utilized. Deferred income taxes are not provided
on the undistributed earnings of subsidiaries and branches
where it is expected that the earnings of the subsidiary or
branch will not be distributed in the foreseeable future.
The Company offsets current tax assets and current tax
liabilities, where it has a legally enforceable right to set off
the recognized amounts and where it intends either to settle
on a net basis, or to realize the asset and settle the liability
simultaneously. Tax benefits of deductions earned on exercise
of employee share options in excess of compensation charged
to income are credited to securities premium.
Income
and Loss comprises :
the Statement of Profit
tax expense
in
Particulars
Year ended March 31,
in ` crore
Current taxes
Deferred taxes
Income tax expense
2020
5,235
(301)
4,934
2019
5,189
36
5,225
During the quarter ended March 31, 2019, the Company
entered into an Advance Pricing Agreement (APA) in an
overseas jurisdiction resulting in a reversal of income tax
expense of ` 94 crore which pertained to prior periods.
Additionally, income tax expense for the years ended
March 31, 2020 and March 31, 2019 includes reversal (net
of provisions) of ` 298 crore and ` 97 crore, respectively.
These reversals pertain to prior periods on account of
adjudication of certain disputed matters in favor of the
Company across various jurisdictions.
A reconciliation of the income tax provision to the amount
computed by applying the statutory income tax rate to the
income before income taxes is summarized below :
Particulars
Profit before income taxes
Enacted tax rates in India
Computed expected tax
expense
Tax effect due to non-taxable
income for Indian tax
purposes
Overseas taxes
Tax provision (reversals)
Effect of exempt non-
operating income
Effect of non-deductible
expenses
in ` crore
Year ended March 31,
2020
20,477
34.94%
2019
19,927
34.94%
7,155
6,963
(2,637)
700
(298)
(2,628)
643
(144)
(49)
109
(62)
376
Standalone financial statements | 207
Infosys Annual Report 2019-20 Particulars
Branch profit tax (net of
credits)
Others
Income tax expense
Year ended March 31,
2020
2019
(35)
(11)
4,934
25
52
5,225
The applicable Indian corporate statutory tax rate for the
years ended March 31, 2020 and March 31, 2019 is 34.94%.
The foreign tax expense is due to income taxes payable
overseas, principally in the US. In India, the Company
has benefited from certain income tax incentives that the
Government of India had provided for export of software
from the units registered under the Special Economic Zones
Act (SEZs), 2005. SEZ units which began the provision of
services on or after April 1, 2005 are eligible for a deduction
of 100% of profits or gains derived from the export of services
for the first five years from the financial year in which the unit
commenced the provision of services and 50% of such profits
or gains for further five years. Up to 50% of such profits
or gains is also available for a further five years subject to
creation of a Special Economic Zone Re-investment Reserve
out of the profit for the eligible SEZ units and utilization of
such reserve by the Company for acquiring new plant and
machinery for the purpose of its business as per the provisions
of the Income-tax Act, 1961.
Entire deferred income tax for the years ended March 31,
2020 and March 31, 2019, relates to origination and reversal
of temporary differences.
Infosys is subject to a 15% Branch Profit Tax (BPT) in the
US to the extent its US branch’s net profit during the year is
greater than the increase in the net assets of the US branch
during the year, computed in accordance with the Internal
Revenue Code. As at March 31, 2020, Infosys’ US branch
net assets amounted to approximately ` 5,474 crore. As at
March 31, 2020, the Company has a deferred tax liability
for branch profit tax of ` 178 crore (net of credits), as the
Company estimates that these branch profits are expected to
be distributed in the foreseeable future.
Deferred income tax liabilities have not been recognized on
temporary differences amounting to ` 8,386 crore and ` 6,007
crore as at March 31, 2020 and March 31, 2019, respectively,
associated with investments in subsidiaries and branches as
it is probable that the temporary differences will not reverse
in the foreseeable future.
Deferred income tax assets have not been recognized on
accumulated losses of ` 372 crore and ` 146 crore as at
March 31, 2020 and March 31, 2019, respectively as it is
probable that future taxable profit will be not be available
against which the unused tax losses can be utilized in the
foreseeable future. Majority of the accumulated losses as at
March 31, 2020 will expire in fiscal 2029.
The details of income tax assets and income tax liabilities as
at March 31, 2020 and March 31, 2019 are as follows :
Particulars
Income tax assets
Current income tax liabilities
Net current income tax asset
/ (liability) at the end
in ` crore
As at March 31,
2020
4,773
1,302
2019
6,293
1,458
3,471
4,835
The gross movement in the current income tax asset /
(liability) for the years ended March 31, 2020 and March 31,
2019 is as follows :
Particulars
Net current income tax asset
/ (liability) at the beginning
Income tax paid
Current income tax expense
Income tax benefit arising on
exercise of stock options
Income tax on other
comprehensive income
Tax impact on buyback
expenses
Translation differences
Net current income tax asset
/ (liability) at the end
in ` crore
As at March 31,
2020
2019
4,835
3,881
(5,235)
3,734
6,271
(5,189)
9
(21)
4
(2)
8
6
4
1
3,471
4,835
The movement in gross deferred income tax assets and liabilities (before set off) for the year ended March 31, 2020 is as follows :
in ` crore
Particulars
Property, plant and
equipment
Lease liabilities
Trade receivables
Compensated absences
Post-sales client support
Derivative financial
instruments
Credits related to
branch profits
Carrying
value as of
April 1, 2019
Changes
through profit
and loss
Changes
through
OCI
Reclassification
Impact on
account of
Ind AS 116
Translation
difference
Carrying value
as of March
31, 2020
223
–
164
349
95
(20)
70
18
31
6
–
–
–
–
–
(102)
245
12
340
13
–
–
48
–
–
–
–
–
–
2
–
–
–
–
–
–
–
–
–
–
24
203
120
182
380
101
155
377
208 | Standalone financial statements
Infosys Annual Report 2019-20 Particulars
Branch profit tax
Others
Total deferred income
tax assets and liabilities
Carrying
value as of
April 1, 2019
(541)
45
Changes
through profit
and loss
22
(84)
Changes
through
OCI
–
(3)
573
301
9
Reclassification
–
(48)
–
Impact on
account of
Ind AS 116
–
–
Translation
difference
(36)
–
Carrying value
as of March
31, 2020
(555)
(90)
2
(12)
873
The movement in gross deferred income tax assets and liabilities (before set off) for the year ended March 31, 2019 is as follows :
in ` crore
Translation
difference
Carrying value
as of March
31, 2019
Particulars
Carrying
value as of
April 1, 2018
Changes
through profit
and loss
Changes
through
OCI
Property, plant and equipment
Trade receivables
Compensated absences
Post-sales client support
Derivative financial instruments
Credits related to branch profits
Branch profit tax
Others
Total deferred income tax assets
and liabilities
181
129
325
92
12
341
(505)
48
43
35
24
3
(106)
(22)
(3)
(10)
623
(36)
–
–
–
–
(7)
–
–
4
(3)
Addition
on account
of business
combination
–
–
–
–
–
–
–
–
(1)
–
–
–
(1)
21
(33)
3
–
(11)
223
164
349
95
(102)
340
(541)
45
573
The tax effects of significant temporary differences that resulted
in deferred income tax assets and liabilities are as follows :
Particulars
Deferred income tax
assets after set off
Deferred income tax
liabilities after set off
in ` crore
As at March 31,
2020
2019
1,429
1,114
556
541
Deferred tax assets and deferred tax liabilities have been offset
wherever the Company has a legally enforceable right to set
off current tax assets against current tax liabilities and where
the deferred tax assets and deferred tax liabilities relate to
income taxes levied by the same taxation authority.
In assessing the reliability of deferred income tax assets, the
Management considers whether some portion or all of the
deferred income tax assets will not be realized. The ultimate
realization of deferred income tax assets is dependent upon
the generation of future taxable income during the periods
in which the temporary differences become deductible.
The Management considers the scheduled reversals of deferred
income tax liabilities, projected future taxable income, and
tax planning strategies in making this assessment. Based on
the level of historical taxable income and projections for
future taxable income over the periods in which the deferred
income tax assets are deductible, the Management believes
that the Company will realize the benefits of those deductible
differences. The amount of the deferred income tax assets
considered realizable, however, could be reduced in the near
term if estimates of future taxable income during the carry
forward period are reduced.
2.17 Revenue from operations
Accounting policy
The Company derives revenues primarily from IT services
comprising software development and related services,
maintenance, consulting and package implementation, and
from licensing of software products and platforms across the
Company’s core and digital offerings (together referred to as
“software-related services”). Contracts with customers are
either on a time-and-material, unit of work, fixed-price or
on a fixed-timeframe basis.
Effective April 1, 2018, the Company adopted Ind AS 115,
Revenue from Contracts with Customers using the cumulative
catch-up transition method, applied to contracts that were
not completed as of April 1, 2018. The effect on adoption of
Ind AS 115 was insignificant.
Revenues from customer contracts are considered for
recognition and measurement when the contract has been
approved in writing by the parties to the contract, the parties
to the contract are committed to perform their respective
obligations under the contract, and the contract is legally
enforceable. Revenue is recognized upon transfer of control
of promised products or services (“performance obligations”)
to customers in an amount that reflects the consideration
the Company has received or expects to receive in exchange
for these products or services (“transaction price”). When
there is uncertainty as to collectability, revenue recognition
is postponed until such uncertainty is resolved.
The Company assesses the services promised in a contract
and identifies distinct performance obligations in the
contract. The Company allocates the transaction price to
each distinct performance obligation based on the relative
standalone selling price. The price that is regularly charged
for an item when sold separately is the best evidence of its
Standalone financial statements | 209
Infosys Annual Report 2019-20 standalone selling price. In the absence of such evidence, the
primary method used to estimate standalone selling price is
the expected cost plus a margin, under which the Company
estimates the cost of satisfying the performance obligation and
then adds an appropriate margin based on similar services.
The Company’s contracts may include variable consideration
including rebates, volume discounts and penalties.
The Company includes variable consideration as part of
transaction price when there is a basis to reasonably estimate
the amount of the variable consideration and when it is
probable that a significant reversal of cumulative revenue
recognized will not occur when the uncertainty associated
with the variable consideration is resolved.
Revenue on time-and-material and unit of work-based
contracts, are recognized as the related services are
performed. Fixed-price maintenance revenue is recognized
ratably either on a straight-line basis when services are
performed through an indefinite number of repetitive acts
over a specified period or ratably using a percentage-of-
completion method when the pattern of benefits from the
services rendered to the customer and Company’s costs to
fulfil the contract is not even through the period of contract
because the services are generally discrete in nature and not
repetitive. Revenue from other fixed-price, fixed-timeframe
contracts, where the performance obligations are satisfied
over time is recognized using the percentage-of-completion
method. Efforts or costs expended are used to determine
progress towards completion as there is a direct relationship
between input and productivity. Progress towards completion
is measured as the ratio of costs or efforts incurred to date
(representing work performed) to the estimated total costs or
efforts. Estimates of transaction price and total costs or efforts
are continuously monitored over the term of the contracts
and are recognized in net profit in the period when these
estimates change or when the estimates are revised. Revenues
and the estimated total costs or efforts are subject to revision
as the contract progresses. Provisions for estimated losses, if
any, on uncompleted contracts are recorded in the period in
which such losses become probable based on the estimated
efforts or costs to complete the contract.
The billing schedules agreed with customers include periodic
performance-based billing and / or milestone-based progress
billings. Revenues in excess of billing are classified as unbilled
revenue while billing in excess of revenues are classified as
contract liabilities (which we refer to as unearned revenues).
In arrangements for software development and related
services and maintenance services, by applying the revenue
recognition criteria for each distinct performance obligation,
the arrangements with customers generally meet the criteria
for considering software development and related services
as distinct performance obligations. For allocating the
transaction price, the Company measures the revenue in
respect of each performance obligation of a contract at its
relative standalone selling price. The price that is regularly
charged for an item when sold separately is the best evidence
of its standalone selling price. In cases where the Company is
unable to determine the standalone selling price, the Company
uses the expected cost plus margin approach in estimating
the standalone selling price. For software development and
210 | Standalone financial statements
related services, the performance obligations are satisfied
as and when the services are rendered since the customer
generally obtains control of the work as it progresses.
Revenue from licenses where the customer obtains a “right
to use” the licenses is recognized at the time the license is
made available to the customer. Revenue from licenses
where the customer obtains a “right to access” is recognized
over the access period.
Arrangements to deliver software products generally have
three elements : license, implementation and Annual
Technical Services (ATS). When implementation services are
provided in conjunction with the licensing arrangement and
the license and implementation have been identified as two
distinct separate performance obligations, the transaction
price for such contracts are allocated to each performance
obligation of the contract based on their relative standalone
selling prices. In the absence of standalone selling price for
implementation, the Company uses the expected cost plus
margin approach in estimating the standalone selling price.
Where the license is required to be substantially customized
as part of the implementation service the entire arrangement
fee for license and implementation is considered to be a single
performance obligation and the revenue is recognized using
the percentage-of-completion method as the implementation
is performed. Revenue from client training, support and
other services arising due to the sale of software products is
recognized as the performance obligations are satisfied. ATS
revenue is recognized ratably on a straight line-basis over the
period in which the services are rendered.
Contracts with customers includes subcontractor services or
third-party vendor equipment or software in certain integrated
services arrangements. In these types of arrangements,
revenue from sales of third-party vendor products or services
is recorded net of costs when the Company is acting as an
agent between the customer and the vendor, and gross when
the Company is the principal for the transaction. In doing so,
the Company first evaluates whether it controls the good or
service before it is transferred to the customer. The Company
considers whether it has the primary obligation to fulfil the
contract, inventory risk, pricing discretion and other factors
to determine whether it controls the goods or service and
therefore is acting as a principal or an agent.
The incremental costs of obtaining a contract (i.e., costs that
would not have been incurred if the contract had not been
obtained) are recognized as an asset if the Company expects
to recover them. Any capitalized contract costs are amortized,
with the expense recognized as the Company transfers the
related goods or services to the customer.
The Company presents revenues net of indirect taxes in its
Statement of Profit and Loss.
Revenue from operations for the years ended March 31, 2020
and March 31, 2019 is as follows :
Particulars
Revenue from software services
Revenue from products and
platforms
Total revenue from operations
in ` crore
Year ended March 31,
2020
78,809
2019
72,845
238
79,047
262
73,107
Infosys Annual Report 2019-20 The Company has evaluated the impact of COVID-19
resulting from (i) the possibility of constraints to render
services which may require revision of estimations of costs
to complete the contract because of additional efforts;(ii)
onerous obligations;(iii) penalties relating to breaches of
service-level agreements, and (iv) termination or deferment
of contracts by customers. The Company has concluded
that the impact of COVID-19 is not material based on these
estimates. Due to the nature of the pandemic, the Company
will continue to monitor developments to identify significant
uncertainties relating to revenue in future periods.
Disaggregated revenue information
The table below presents disaggregated revenues from
contracts with customers by offerings for the years
ended March 31, 2020 and March 31, 2019 respectively.
The Company believes that this disaggregation best depicts
how the nature, amount, timing and uncertainty of our
revenues and cash flows are affected by industry, market and
other economic factors.
Particulars
Revenue by offerings
Core
Digital
Total
in ` crore
Year ended March 31,
2020
2019
47,533
31,514
79,047
49,463
23,644
73,107
Digital services
Digital services comprise of service and solution offerings
of the Company that enable our clients to transform their
businesses. These include offerings that enhance customer
experience, leverage AI-based analytics and Big Data, engineer
digital products and IoT, modernize legacy technology
systems, migrate to cloud applications and implement
advanced cybersecurity systems.
Core services
Core services comprise traditional offerings of the Company
that have scaled and industrialized over a number of years.
These primarily include application management services,
proprietary application development services, independent
validation solutions, product engineering and management,
infrastructure management services, traditional enterprise
application implementation, support and integration services.
Products and platforms
The Company also derives revenues from the sale of
products and platforms including Infosys NIA®, an Artificial
Intelligence (AI) platform which applies next-generation AI
and machine learning.
The percentage of revenue from fixed-price contracts for
each of the years ended March 31, 2020 and March 31, 2019
is approximately 55%.
Trade receivables and contract balances
The timing of revenue recognition, billings and cash
collections results in receivables, unbilled revenue, and
unearned revenue on the Company’s Balance Sheet. Amounts
are billed as work progresses in accordance with agreed-upon
contractual terms, either at periodic intervals (e.g., monthly
or quarterly) or upon achievement of contractual milestones.
The Company’s receivables are rights to consideration that
are unconditional. Unbilled revenues comprising revenues
in excess of billings from time and material contracts and
fixed-price maintenance contracts are classified as financial
asset when the right to consideration is unconditional and is
due only after a passage of time.
Invoicing to the clients for other fixed-price contracts is based
on milestones as defined in the contract and therefore the
timing of revenue recognition is different from the timing
of invoicing to the customers. Therefore unbilled revenues
for other fixed-price contracts (contract asset) are classified
as “non-financial asset” because the right to consideration is
dependent on completion of contractual milestones.
Invoicing
as “unearned revenue”.
Trade receivables and unbilled revenues are presented net of
impairment in the Balance Sheet.
During the years ended March 31, 2020 and March 31, 2019,
the Company recognized revenue of ` 1,835 crore and ` 1,776
crore arising from opening unearned revenue as of April 1,
2019 and April 1, 2018 respectively.
During the years ended March 31, 2020 and March 31,
2019, ` 2,648 crore and ` 2,355 crore of unbilled revenue
pertaining to other fixed price and fixed time frame contracts
as of April 1, 2019 and April 1, 2018, respectively has been
reclassified to “trade receivables” upon billing to customers
on completion of milestones.
in excess of earnings are classified
Remaining performance obligation disclosure
The remaining performance obligation disclosure provides the
aggregate amount of the transaction price yet to be recognized
as at the end of the reporting period and an explanation as
to when the Company expects to recognize these amounts
in revenue. Applying the practical expedient as given in
Ind AS 115, the Company has not disclosed the remaining
performance obligation-related disclosures for contracts
where the revenue recognized corresponds directly with the
value to the customer of the entity’s performance completed
to date, typically those contracts where invoicing is on time
and material and unit of work-based contracts. Remaining
performance obligation estimates are subject to change
and are affected by several factors, including terminations,
changes in the scope of contracts, periodic revalidations,
adjustment for revenue that has not materialized and
adjustments for currency.
The aggregate value of performance obligations that are
completely or partially unsatisfied as at March 31, 2020, other
than those meeting the exclusion criteria mentioned above, is
` 48,958 crore. Out of this, the Company expects to recognize
revenue of around 52% within the next one year and the
remaining thereafter. The aggregate value of performance
obligations that are completely or partially unsatisfied as at
March 31, 2019 is ` 44,904 crore. The contracts can generally
be terminated by the customers and typically includes an
enforceable termination penalty payable by them. Generally,
customers have not terminated contracts without cause.
Standalone financial statements | 211
Infosys Annual Report 2019-20 2.18 Other income, net
Particulars
2.18.1 Other income – Accounting policy
Other income is comprised primarily of interest income,
dividend income, gain / loss on investments and exchange
gain / loss on forward and options contracts and on translation
of other assets and liabilities. Interest income is recognized
using the effective interest method. Dividend income is
recognized when the right to receive payment is established.
2.18.2 Foreign currency – Accounting policy
Functional currency
The functional currency of the Company is the Indian rupee.
These financial statements are presented in Indian rupees
(rounded off to crore; one crore equals ten million).
Transactions and translations
Foreign-currency denominated monetary assets and liabilities
are translated into the relevant functional currency at
exchange rates in effect at the Balance Sheet date. The gains or
losses resulting from such translations are recognized in the
Statement of Profit and Loss and reported within exchange
gains / (losses) on translation of assets and liabilities, net, except
when deferred in “other comprehensive income” as qualifying
cash flow hedges. Non-monetary assets and non-monetary
liabilities denominated in a foreign currency and measured
at fair value are translated at the exchange rate prevalent at
the date when the fair value was determined. Non-monetary
assets and non-monetary liabilities denominated in a foreign
currency and measured at historical cost are translated at
the exchange rate prevalent at the date of the transaction.
The related revenue and expense are recognized using
the same exchange rate.
Transaction gains or losses realized upon settlement of foreign
currency transactions are included in determining net profit
for the period in which the transaction is settled. Revenue,
expense and cash-flow items denominated in foreign currencies
are translated into the relevant functional currencies using the
exchange rate in effect on the date of the transaction.
Other comprehensive income, net of taxes, includes
translation differences on non-monetary financial assets
measured at fair value at the reporting date, such as equities
classified as financial instruments and measured at fair value
through other comprehensive income (FVOCI).
Other income for the years ended March 31, 2020 and
March 31, 2019 is as follows :
in ` crore
Year ended March 31,
2020
2019
138
137
1,080
1,276
Particulars
Interest income on financial
assets carried at amortized cost
Tax-free bonds and
government bonds
Deposits with banks and
others
Interest income on financial
assets fair valued through other
comprehensive income
212 | Standalone financial statements
Non-convertible debentures,
commercial paper, certificates
of deposit and government
securities
Income on investments carried
at fair value through other
comprehensive income
Income on investments carried at
fair value through profit or loss
Dividend income on liquid
mutual funds
Gain / (loss) on liquid mutual
funds and other investments
Interest income on income tax
refund
Exchange gains / (losses) on
foreign currency forward and
options contracts
Exchange gains / (losses) on
translation of assets and liabilities
Miscellaneous income, net
Total other income
2.19 Expenses
Particulars
Employee benefit expenses
Salaries including bonus
Contribution to provident
and other funds
Share-based payments to
employees (Refer to Note 2.11)
Staff welfare
Cost of software packages and
others
For own use
Third-party items bought for
service delivery to clients
Other expenses
Power and fuel
Brand and marketing
Short-term leases (Refer to
Note 2.3)
Operating leases
Rates and taxes
Repairs and maintenance
Consumables
Insurance
Provision for post-sales client
support and others
Commission to non-whole-
time directors
Impairment loss recognized
/ (reversed) under expected
credit loss model
Year ended March 31,
2020
2019
282
581
41
2
188
250
–
2
175
50
(528)
184
1,056
191
2,700
144
303
2,852
in ` crore
Year ended March 31,
2020
2019
41,159
37,185
938
797
226
111
42,434
182
132
38,296
814
793
842
1,656
853
1,646
176
441
37
–
143
1,198
32
72
3
8
171
406
–
339
110
1,051
33
55
(6)
7
137
184
Infosys Annual Report 2019-20 Particulars
Auditor’s remuneration
Statutory audit fees
Tax matters
Other services
Contributions towards
Corporate Social
Responsibility
Others
2.20 Employee benefits
Accounting policy
Year ended March 31,
2020
2019
7
–
2
4
1
–
360
171
2,787
245
170
2,770
2.20.1 Gratuity
The Company provides for gratuity, a defined benefit
retirement plan (“the Gratuity Plan”) covering eligible
employees. The Gratuity Plan provides a lump-sum payment
to vested employees at retirement, death, incapacitation
or termination of employment, of an amount based
on the respective employee’s salary and the tenure of
employment with the Company.
Liabilities with regard to the Gratuity Plan are determined by
actuarial valuation, performed by an independent actuary,
at each Balance Sheet date using the projected unit credit
method. The Company fully contributes all ascertained
liabilities to the Infosys Limited Employees’ Gratuity Fund
Trust (“the Trust”). Trustees administer contributions made to
the Trusts and contributions are invested in a scheme with Life
Insurance Corporation of India as permitted by Indian law.
The Company recognizes the net obligation of a defined
benefit plan in its Balance Sheet as an asset or liability. Gains
and losses through re-measurements of the net defined benefit
liability / (asset) are recognized in other comprehensive income
and are not reclassified to profit or loss in subsequent periods.
The actual return of the portfolio of plan assets, in excess of
the yields computed by applying the discount rate used to
measure the defined benefit obligation is recognized in other
comprehensive income. The effect of any plan amendments
are recognized in net profit in the Statement of Profit and Loss.
2.20.2 Provident fund
Eligible employees of Infosys receive benefits from a provident
fund, which is a defined benefit plan. Both the eligible
employee and the Company make monthly contributions to
the provident fund plan equal to a specified percentage of
the covered employee’s salary. The Company contributes a
portion to the Infosys Limited Employees’ Provident Fund
Trust. The trust invests in specific designated instruments as
permitted by Indian law. The remaining portion is contributed
to the government-administered pension fund. The rate
at which the annual interest is payable to the beneficiaries
by the trust is being administered by the government.
The Company has an obligation to make good the shortfall,
if any, between the return from the investments of the Trust
and the notified interest rate.
2.20.3 Superannuation
Certain employees of Infosys are participants in a defined
contribution plan. The Company has no further obligations
to the plan beyond its monthly contributions which are
periodically contributed to a trust fund, the corpus of which
is invested with the Life Insurance Corporation of India.
2.20.4 Compensated absences
The Company has a policy on compensated absences
which are both accumulating and non-accumulating in
nature. The expected cost of accumulating compensated
absences is determined by actuarial valuation performed
by an independent actuary at each Balance Sheet date using
projected unit credit method on the additional amount
expected to be paid / availed as a result of the unused
entitlement that has accumulated at the Balance Sheet date.
Expense on non-accumulating compensated absences is
recognized in the period in which the absences occur.
a. Gratuity
The following tables set out the funded status of the gratuity
plans and the amounts recognized in the Company’s financial
statements as at March 31, 2020 and March 31, 2019 :
Particulars
Change in benefit obligations
Benefit obligations at the
beginning
Service cost
Interest expense
Transfer of obligation
Remeasurements – Actuarial
(gains) / losses
Benefits paid
Benefit obligations at the end
Change in plan assets
Fair value of plan assets at the
beginning
Interest income
Transfer of assets
Remeasurements – Return on
plan assets excluding amounts
included in interest income
Contributions
Benefits paid
Fair value of plan assets at the
end
Funded status
in ` crore
As at March 31,
2020
2019
1,158
155
78
1
(78)
(119)
1,195
1,183
84
1
8
180
(118)
1,338
143
1,028
135
73
1
31
(110)
1,158
1051
78
2
4
158
(110)
1,183
25
The amount for the years ended March 31, 2020 and
March 31, 2019 recognized in the Statement of Profit and
Loss under employee benefit expense are as follows :
in ` crore
Particulars
Year ended March 31,
Service cost
Net interest on the net defined
benefit liability / asset
Net gratuity cost
2020
155
(6)
149
2019
135
(5)
130
Standalone financial statements | 213
Infosys Annual Report 2019-20
Sensitivity of significant assumptions used for valuation of
defined benefit obligations
Impact from percentage point increase /
decrease in
Discount Rate
Weighted average rate of increase in
compensation level
(` in crore)
As at March
31, 2020
67
59
Sensitivity for significant actuarial assumptions is computed
by varying one actuarial assumption used for the valuation of
the defined benefit obligation by one percentage, keeping all
other actuarial assumptions constant. The sensitivity analysis
is based on a change in an assumption while holding all other
assumptions constant. In practice, this is not probable, and
changes in some of the assumptions may be correlated.
Gratuity is applicable only to employees drawing a salary in
Indian rupees and there are no other significant foreign-defined
benefit gratuity plans.
The Company contributes all ascertained liabilities towards
gratuity to the Infosys Limited Employees’ Gratuity Fund Trust.
Trustees administer contributions made to the trust. As at
March 31, 2020 and March 31, 2019, the plan assets have been
primarily invested in insurer managed funds.
Actual return on assets for each of the years ended March 31, 2020
and March 31, 2019 was ` 92 crore and ` 82 crore respectively.
The Company expects to contribute ` 100 crore to the gratuity
trusts during fiscal 2021.
Maturity profile of defined benefit obligation :
Within 1 year
1-2 year
2-3 year
3-4 year
4-5 year
5-10 years
in ` crore
171
178
184
196
114
1,059
b. Superannuation
The Company contributed ` 223 crore and ` 199 crore to
the Superannuation Trust during the years ended March 31,
2020 and March 31, 2019 respectively and the same has been
recognized in the Statement of Profit and Loss account under
the head employee benefit expense.
c. Provident fund
Infosys has an obligation to fund any shortfall on the yield
of the trust’s investments over the administered interest rates
on an annual basis. These administered rates are determined
annually predominantly considering the social rather than
economic factors and in most cases the actual return earned by
the Company has been higher in the past years. The actuary has
provided a valuation for provident fund liabilities on the basis
of guidance issued by Actuarial Society of India.
The amounts for the years ended March 31, 2020 and
March 31, 2019 recognized in the Statement of Other
Comprehensive Income are as follows :
Particulars
Remeasurements of the net
defined benefit liability / (asset)
Actuarial (gains) / losses
(Return) / loss on plan assets
excluding amounts included
in the net interest on the net
defined benefit liability / (asset)
Particulars
(Gain) / loss from change in
demographic assumptions
(Gain) / loss from change in
financial assumptions
(Gain) / loss from change in
experience assumptions
in ` crore
Year ended March 31,
2020
2019
(78)
31
(8)
(86)
(4)
27
in ` crore
Year ended March 31,
2020
2019
–
(61)
(17)
(78)
–
26
5
31
The weighted-average assumptions used to determine
benefit obligations as at March 31, 2020 and March 31,
2019 are as follows :
Particulars
Discount rate(1)
Weighted average rate of
increase in compensation
levels(2)
Weighted average duration of
defined benefit obligation(3)
As at March 31,
2020
6.2%
2019
7.1%
6.0%
8.0%
5.9 years
5.9 years
The weighted-average assumptions used to determine net
periodic benefit cost for the years ended March 31, 2020
and March 31, 2019 are as follows :
Particulars
Year ended March 31,
Discount rate
Weighted average rate of
increase in compensation levels
2020
7.1%
8.0%
2019
7.5%
8.0%
Assumptions regarding future mortality experience are set in
accordance with the published statistics by the Life Insurance
Corporation of India.
(1) In India, the market for high-quality corporate bonds being not developed,
the yield of government bonds is considered as the discount rate.
The tenure has been considered taking into account the past long-term
trend of employees’ average remaining service life which reflects the
average estimated term of the post- employment benefit obligations.
(2) The average rate of increase in compensation levels is determined
by the Company, considering factors such as, the Company’s past
compensation revision trends and the Management’s estimate of future
salary increases.
(3) Attrition rate considered is the Management’s estimate based on the past
long-term trend of employee turnover in the Company.
214 | Standalone financial statements
Infosys Annual Report 2019-20
The breakup of the plan assets into various categories as at
March 31, 2020 is as follows :
Particulars
Central and state government bonds
Public sector undertakings and private
sector bonds
Others
As at March
31, 2020
49%
48%
3%
The asset allocation for plan assets is determined based on
investment criteria prescribed under the relevant regulations.
As at March 31, 2020, the defined benefit obligation would
be affected by approximately ` 72 crore and ` 108 crore on
account of a 0.25% increase / decrease in the expected rate
of return on plan assets.
The actuary has provided a valuation for provident fund
liabilities on the basis of guidance issued by Actuarial Society
of India and based on the assumptions provided there is no
shortfall as at March 31, 2019. The details of the benefit
obligation as at March 31, 2019 are as follows :
Particulars
Benefit obligation at the period end
Net liability recognized in the Balance Sheet
in ` crore
As at
March 31,
2019
5,989
–
The Company contributed ` 541 crore and ` 451 crore to the
provident fund during the years ended March 31, 2020 and
March 31, 2019, respectively. The same has been recognized
in the net profit in the Statement of Profit and Loss under the
head employee benefit expense.
In February 2019, the Hon’ble Supreme Court of India vide its
judgment and subsequent review petition of August 2019 has
ruled in respect of compensation for the purpose of Provident
Fund contribution under the Employee’s Provident Fund Act.
The Company has assessed possible outcomes of the judgment
on determination of provident fund contributions and based
on the Company’s current evaluation of the judgment, it is
not probable that certain allowances paid by the Company
will be subject to payment of provident fund. The Company
will continue to monitor and evaluate its position based on
future events and developments.
The provident plans are applicable only to employees drawing
a salary in Indian rupees and there are no other significant
foreign defined benefit plans.
Employee benefits cost include :
The funded status of the defined benefit provident fund plan of
Infosys Limited and the amounts recognized in the Company’s
financial statements as at March 31, 2020 is as follows :
Particulars
Change in benefit obligations
Benefit obligations at the beginning
Service cost – employer contribution
Employee contribution
Interest expense
Actuarial (gains) / loss
Benefits paid
Benefit obligations at the end
Change in plan assets
Fair value of plan assets at the beginning
Interest income
Remeasurements – Return on plan assets
excluding amounts included in interest
income(1)
Contributions (employer and employee)
Benefits paid
Fair value of plan assets at the end
Net liability (Refer to Note 2.14)
in ` crore
As at March
31, 2020
5,989
407
857
561
216
(664)
7,366
5,989
561
(33)
1,264
(664)
7,117
(249)
(1) Includes unrealized losses on certain investments in bonds
Amount for the year ended March 31, 2020 recognized in the
Statement of Other Comprehensive income :
Particulars
Remeasurements of the net defined benefit
liability / (asset)
Actuarial (gains) / losses
(Return) / loss on plan assets excluding
amounts included in the net interest on the
net defined benefit liability / (asset)
in ` crore
Year ended
March 31,
2020
216
33
249
Assumptions used in determining the present value obligation
of the defined benefit plan under the Deterministic Approach :
As at March 31,
2020
2019
6.20%
7.10%
8.00%
9.20%
Particulars
Government of India (GOI)
bond yield(1)
Expected rate of return on
plan assets
Remaining term to maturity
of portfolio
Expected guaranteed interest
rate
First year
Thereafter
(1) In India, the market for high-quality corporate bonds being not
developed, the yield of government bonds is considered as the discount
rate. The tenure has been considered taking into account the past long-
term trend of employees’ average remaining service life which reflects
the average estimated term of the post- employment benefit obligations.
6 years
5.47 years
Particulars
8.50%
8.50%
8.65%
8.60%
Salaries and bonus(1)
Defined contribution plans
Defined benefit plans
in ` crore
Year ended March 31,
2019
37,516
199
581
38,296
2020
41,521
223
690
42,434
(1) Includes employee stock compensation expense of ` 226 crore and
` 182 crore for the years ended March 31, 2020 and March 31, 2019,
respectively (Refer to Note 2.11).
Standalone financial statements | 215
Infosys Annual Report 2019-20
2.21 Reconciliation of basic and diluted shares
used in computing earnings per share
Accounting policy
Basic earnings per equity share is computed by dividing the
net profit attributable to the equity holders of the Company
by the weighted average number of equity shares outstanding
during the period. Diluted earnings per equity share is
computed by dividing the net profit attributable to the equity
holders of the Company by the weighted average number of
equity shares considered for deriving basic earnings per equity
share and also the weighted average number of equity shares
that could have been issued upon conversion of all dilutive
potential equity shares. The dilutive potential equity shares
are adjusted for the proceeds receivable had the equity shares
been actually issued at fair value (i.e. the average market value
of the outstanding equity shares). Dilutive potential equity
shares are deemed converted as at the beginning of the period,
unless issued at a later date. Dilutive potential equity shares
are determined independently for each period presented.
The number of equity shares and potentially dilutive equity
shares are adjusted retrospectively for all periods presented for
any share splits and bonus shares issues including for changes
effected prior to the approval of the financial statements by
the Board of Directors.
The following is a reconciliation of the equity shares used in the computation of basic and diluted earnings per equity share :
Particulars
Basic earnings per equity share - weighted average number of equity shares
outstanding
Effect of dilutive common equivalent shares - share options outstanding
Diluted earnings per equity share - weighted average number of equity shares and
common equivalent shares outstanding
(1) Adjusted for the September 2018 bonus issue.(Refer to Note 2.11)
Year ended March 31,
2020
2019(1)
4,27,70,30,249
27,78,577
4,36,82,12,119
22,00,229
4,27,98,08,826
4,37,04,12,348
For the years ended March 31, 2020 and March 31, 2019, no number of options to purchase equity shares had an
anti-dilutive effect.
2.22 Contingent liabilities and commitments
Particulars
Contingent liabilities
Claims against the Company, not acknowledged as debts(2)
[Amount paid to statutory authorities ` 5,229 crore (` 5,861 crore)]
Commitments
Estimated amount of contracts remaining to be executed on capital contracts and not
provided for
(net of advances and deposits)(3)
Other commitments(1)
in ` crore
As at March 31,
2020
2019
3,410
2,947
1,305
1,653
15
17
(1) Uncalled capital pertaining to investments
(2) As at March 31, 2020, claims against the Company not acknowledged as debts in respect of income tax matters amounted to ` 3,274 crore. The claims
against the Company majorly represent demands arising on completion of assessment proceedings under the Income-tax Act, 1961. These claims are on
account of multiple issues of disallowances such as disallowance of profits earned from STP units and SEZ units, disallowance of deductions in respect
of employment of new employees under Section 80JJAA, disallowance of expenditure towards software being held as capital in nature, payments made
to Associated Enterprises held as liable for withholding of taxes. These matters are pending before various appellate authorities and the Management
including its tax advisors expect that its position will likely be upheld on ultimate resolution and will not have a material adverse effect on the Company’s
financial position and results of operations.
Amount paid to statutory authorities against the above tax claims amounted to ` 5,228 crore.
(3) Capital contracts primarily comprise commitments for infrastructure facilities and computer equipment.
Legal proceedings
The Audit Committee appointed an external legal counsel to
conduct an independent investigation into the whistleblower
allegations which have been previously disclosed to stock
exchanges on October 22, 2019 and to the Securities and
Exchange Commission (SEC) on Form 6-K on the same date.
As previously disclosed on January 10, 2020 the outcome of
the investigation has not resulted in restatement of previously
issued financial statements.
The Company cooperated with an investigation by the SEC
regarding the same matters. In March 2020, the Company
received notification from the SEC that the SEC has concluded
its investigation and the Company does not anticipate any
further action by the SEC on this matter. The Company
is responding to all the inquires received from the Indian
regulatory authorities and will continue to cooperate with
the authorities for any additional requests for information.
Additionally, in October 2019, a shareholder class action
lawsuit was filed in the United States District Court for the
216 | Standalone financial statements
Infosys Annual Report 2019-20 Eastern District of New York against the Company and certain of its current and former officers for alleged violations of the
US federal securities laws. The Company is presently unable to predict the scope, duration or the outcome of these matters.
The Company is subject to legal proceedings and claims, which have arisen in the ordinary course of business. The Company’s
management reasonably expects that these legal actions, when ultimately concluded and determined, will not have a material
and adverse effect on the Company’s results of operations or financial condition.
2.23 Related party transactions
List of related parties
Name of subsidiaries
Country
Holdings as at
Infosys Technologies (China) Co. Limited (Infosys China)
Infosys Technologies S. de R. L. de C. V. (Infosys Mexico)
Infosys Technologies (Sweden) AB (Infosys Sweden)
Infosys Technologies (Shanghai) Company Limited (Infosys Shanghai)
Infosys Tecnologia do Brasil Ltda (Infosys Brasil)(25)
Infosys Nova Holdings LLC. (Infosys Nova)
EdgeVerve Systems Limited (EdgeVerve)
Infosys Austria GmbH(1) (formerly Lodestone Management Consultants GmbH)
Skava Systems Pvt. Ltd. (Skava Systems)
Kallidus Inc. (Kallidus)
Infosys Chile SpA
Infosys Arabia Limited(2)
Infosys Consulting Ltda.(1)
Infosys CIS LLC(1)(18)(26)
Infosys Luxembourg S.à.r.l(1)(13)
Infosys Americas Inc. (Infosys Americas)
Infosys Technologies (Australia) Pty. Limited (Infosys Australia)(3)
Infosys Public Services, Inc. USA (Infosys Public Services)
Infosys Canada Public Services Inc(19)
Infosys BPM Limited
Infosys (Czech Republic) Limited s.r.o.(4)
Infosys Poland Sp. z o.o.(4)
Infosys McCamish Systems LLC(4)
Portland Group Pty Ltd(4)
Infosys BPO Americas LLC.(4)
Infosys Consulting Holding AG (Infosys Lodestone)
Lodestone Management Consultants Inc.(5)(11)
Infosys Management Consulting Pty Limited(5)
Infosys Consulting AG(5)
Infosys Consulting GmbH(5)
Infosys Consulting S.R.L.(1)
Infosys Consulting SAS(5)
Infosys Consulting s.r.o.(5)
Infosys Consulting (Shanghai) Co. Ltd.(formerly Lodestone Management
Consultants Co., Ltd)(5)
Infy Consulting Company Ltd(5)
Infy Consulting B.V.(5)
Infosys Consulting Sp. z.o.o(32)
Lodestone Management Consultants Portugal, Unipessoal, Lda.(5)
Infosys Consulting S.R.L.(5)
Infosys Consulting (Belgium) NV (formerly Lodestone Management Consultants
(Belgium) S.A.)(6)
Panaya Inc. (Panaya)
Panaya Ltd.(7)
Panaya GmbH(7)
Panaya Japan Co. Ltd.(7)(31)
Brilliant Basics Holdings Limited (Brilliant Basics)
Brilliant Basics Limited(8)
Brilliant Basics (MENA) DMCC(8)(26)
China
Mexico
Sweden
China
Brazil
US
India
Austria
India
US
Chile
Saudi Arabia
Brazil
Russia
Luxembourg
US
Australia
US
Canada
India
Czech Republic
Poland
US
Australia
US
Switzerland
US
Australia
Switzerland
Germany
Romania
France
Czech Republic
China
UK
The Netherlands
Poland
Portugal
Argentina
Belgium
US
Israel
Germany
Japan
UK
UK
Dubai
2020
100%
100%
100%
100%
–
100%
100%
100%
100%
100%
100%
70%
100%
–
100%
100%
–
100%
–
99.99%
99.99%
99.99%
99.99%
99.99%
99.99%
100%
–
100%
100%
100%
100%
100%
100%
100%
100%
100%
99.99%
100%
100%
99.90%
100%
100%
100%
–
100%
100%
100%
2019
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
70%
99.99%
–
100%
100%
100%
100%
–
99.98%
99.98%
99.98%
99.98%
99.98%
99.98%
100%
–
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
99.90%
100%
100%
100%
100%
100%
100%
100%
Standalone financial statements | 217
Infosys Annual Report 2019-20 Name of subsidiaries
Country
Holdings as at
Infosys Consulting Pte Ltd. (Infosys Singapore)(1)
Infosys Middle East FZ LLC(9)
Fluido Oy(9)(14)
Fluido Sweden AB (Extero)(15)
Fluido Norway A/S(15)
Fluido Denmark A/S(15)
Fluido Slovakia s.r.o(15)
Fluido Newco AB(15)
Infosys Compaz Pte Ltd (formerly Trusted Source Pte. Ltd)(16)
Infosys South Africa (Pty) Ltd(9)(17)
WongDoody Holding Company Inc. (WongDoody)(10)
WDW Communications, Inc(12)
WongDoody, Inc(12)
HIPUS Co., Ltd (formerly Hitachi Procurement Service Co. Ltd)(20)
Stater N.V.(21)
Stater Nederland B.V.(22)
Stater Duitsland B.V.(22)
Stater XXL B.V.(22)
HypoCasso B.V.(22)
Stater Participations B.V.(22)
Stater Deutschland Verwaltungs–GmbH(23)
Stater Deutschland GmbH & Co. KG(23)
Stater Belgium N.V./S.A.(24)
Outbox Systems Inc. dba Simplus (US)(27)
Simplus North America Inc.(28)
Simplus ANZ Pty Ltd.(28)
Simplus Australia Pty Ltd(30)
Sqware Peg Digital Pty Ltd(30)
Simplus Philippines, Inc.(28)
Simplus Europe, Ltd.(28)
Simplus U.K., Ltd.(29)
Simplus Ireland, Ltd.(29)
Singapore
Dubai
Finland
Sweden
Norway
Denmark
Slovakia
Sweden
Singapore
South Africa
US
US
US
Japan
The Netherlands
The Netherlands
The Netherlands
The Netherlands
The Netherlands
The Netherlands
Germany
Germany
Belgium
US
Canada
Australia
Australia
Australia
Philippines
UK
UK
Ireland
2020
100%
100%
100%
100%
100%
100%
100%
100%
60%
100%
100%
100%
100%
81%
75%
75%
75%
75%
75%
75%
75%
75%
53.99%
100%
100%
100%
100%
100%
100%
100%
100%
100%
2019
100%
100%
100%
100%
100%
100%
100%
100%
60%
–
100%
100%
100%
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(1) Wholly-owned subsidiary of Infosys Limited
(2) Majority-owned and controlled subsidiary of Infosys Limited
(3) Liquidated effective November 17, 2019
(4) Wholly-owned subsidiary of Infosys BPM Limited
(5) Wholly-owned subsidiary of Infosys Consulting Holding AG (formerly
Lodestone Holding AG)
(18) Incorporated effective November 29, 2018
(19) Incorporated effective November 27, 2018, wholly-owned subsidiary
of Infosys Public Services, Inc.
(20) On April 1, 2019, Infosys Consulting Pte Ltd. acquired 81% of the
voting interests in HIPUS Co., Ltd, Japan
(21) On May 23, 2019, Infosys Consulting Pte Ltd. acquired 75% of the
(6) Majority-owned and controlled subsidiary of Infosys Consulting
voting interests in Stater N.V.
Holding AG (formerly Lodestone Holding AG)
(7) Wholly-owned subsidiary of Panaya Inc.
(8) Wholly-owned subsidiary of Brilliant Basics Holding Limited.
(9) Wholly-owned subsidiary of Infosys Consulting Pte Ltd.
(10) On May 22, 2018, Infosys acquired 100% of the voting interest in
WongDoody
(11) Liquidated effective May 4, 2018
(12) Wholly-owned subsidiary of WongDoody
(13) Incorporated effective August 6, 2018
(14) On October 11, 2018, Infosys Consulting Pte Ltd. acquired 100% of
the voting interests in Fluido Oy and its subsidiaries
(15) Wholly-owned subsidiary of Fluido Oy
(16) On November 16, 2018, Infosys Consulting Pte Ltd. acquired 60% of
the voting interest in Infosys Compaz Pte Ltd
(17) Incorporated effective December 19, 2018
(22) Majority-owned and controlled subsidiary of Stater N.V.
(23) Majority-owned and controlled subsidiary of Stater Duitsland B.V.
(24) Majority-owned and controlled subsidiary of Stater Participations B.V.
(25) Effective October 1, 2019, merged into Infosys Consulting Ltda, a
wholly-owned subsidiary of Infosys Limited.
(26) Under liquidation
(27) On March 13, 2020, Infosys Nova Holdings LLC, acquired 100% of the
voting interests in Outbox Systems Inc.
(28) Wholly-owned subsidiary of Outbox Systems Inc.
(29) Wholly-owned subsidiary of Simplus Europe, Ltd.
(30) Wholly-owned subsidiary of Simplus ANZ Pty Ltd.
(31) Liquidated effective October 31, 2019
(32) On February 20, 2020, Infosys Poland Sp. z o.o. acquired 100% of the
voting interests in Infosys Consulting Sp. z.o.o from Infosys Consulting
Holding AG (formerly Lodestone Holding AG).
218 | Standalone financial statements
Infosys Annual Report 2019-20 Infosys has provided guarantee for performance of certain contracts entered into by its subsidiaries.
List of other related party
Particulars
Infosys Limited Employees’ Gratuity Fund Trust
Infosys Limited Employees’ Provident Fund Trust
Infosys Limited Employees’ Superannuation Fund Trust
Infosys Employees Welfare Trust
Infosys Employee Benefits Trust
Infosys Science Foundation
Infosys Expanded Stock Ownership Trust(1)
(1) Registered on May 15, 2019
Country
India
India
India
India
India
India
India
Nature of relationship
Post-employment benefit plan of Infosys
Post-employment benefit plan of Infosys
Post-employment benefit plan of Infosys
Controlled trust
Controlled trust
Controlled trust
Controlled trust
The Company’s material related party transactions during the years ended March 31, 2020 and March 31, 2019 and outstanding balances as at March 31,
2020 and March 31, 2019 are with its subsidiaries with whom the Company generally enters into transactions which are at arms length and in the
ordinary course of business.
Refer to Note 2.20 for information on transactions with post-employment benefit plans mentioned above.
List of key managerial personnel (KMP)
Particulars
Whole-time directors
• Salil Parekh, Chief Executive Officer and Managing Director
• U.B. Pravin Rao, Chief Operating Officer
Non-whole-time directors
• Nandan M. Nilekani
• Michael Gibbs (appointed an independent director
effective July 13, 2018)
• Ravi Venkatesan (resigned as member of the Board effective
May 11, 2018)
• Kiran Mazumdar-Shaw
• Roopa Kudva (retired as member of the Board effective
February 3, 2020)
• Dr. Punita Kumar-Sinha
• D.N. Prahlad
• D. Sundaram
Executive officers
Nilanjan Roy
(appointed as Chief Financial
Officer effective March 1, 2019)
Ravi Kumar S.
President and Deputy Chief
Operating Officer
Krishnamurthy Shankar
Group Head – Human
Resources
Inderpreet Sawhney
Group General Counsel and
Chief Compliance Officer
M.D. Ranganath
(resigned as Chief Financial Officer
effective November 16, 2018)
Mohit Joshi
President
Jayesh Sanghrajka
(appointed as Interim Chief Financial
Officer effective November 17, 2018. He
resumed his responsibilities as Deputy
Chief Financial Officer effective March
1, 2019)
Company Secretary
A.G.S. Manikantha
The details of amounts due to or due from related parties as
at March 31, 2020 and March 31, 2019 are as follows :
Particulars
Investment in debentures
EdgeVerve(1)
in ` crore
As at March 31,
2020
2019
1,159
1,445
Trade receivables
EdgeVerve
Brilliant Basics Limited
Infosys China
Infosys Mexico
Infosys Brasil
Infosys BPM
Infy Consulting Company Ltd.
Infosys Public Services
Infosys Shanghai
Infosys Sweden
Infosys Consulting Ltda.
Infosys McCamish Systems LLC
Panaya Ltd
Infosys Compaz Pte Ltd
Loans
Infosys China(2)
Infosys Consulting Holding AG(3)
Brilliant Basics Holdings
Limited(4)
Infosys Consulting Pte Ltd. (5)
Infosys Consulting S.R.L.(6)
Prepaid expense and other
assets
Panaya Ltd.
Other financial assets
Infosys BPM
Panaya Ltd.
Infosys Austria GmbH
Infosys Consulting GmbH
Infosys China
Infosys Shanghai
Infy Consulting Company Ltd.
Infosys Management Consulting
Pty Limited
Infosys Consulting AG
Infosys Public Services
As at March 31,
2020
1,159
2019
1,445
16
1
24
7
–
10
6
69
5
4
6
104
129
27
408
94
–
–
277
9
380
168
168
8
3
3
1
8
1
3
1
1
1
3
–
23
3
1
10
13
57
6
–
–
89
115
5
325
82
89
7
663
–
841
109
109
10
3
–
2
2
1
3
–
1
3
Standalone financial statements | 219
Infosys Annual Report 2019-20
Particulars
As at March 31,
Particulars
As at March 31,
Infosys Consulting Pte Ltd.
Kallidus
Infosys Consulting Ltda.
Skava Systems Pvt. Ltd.
Lodestone Management
Consultants Co., Ltd
Infy Consulting B.V.
Infosys Brasil
EdgeVerve
Brilliant Basics Limited
Infosys Mexico
McCamish Systems LLC
Infosys Poland Sp. z o.o.
Stater N.V.
Fluido Denmark A/S
Infosys Compaz Pte Ltd
Unbilled revenues
EdgeVerve
Kallidus
Stater Nederland B.V.
Trade payables
Infosys China
Infosys BPM
Infosys (Czech Republic)
Limited s.r.o.
Infosys Mexico
Infosys Sweden
Infosys Shanghai
Infosys Management Consulting
Pty Limited
Infosys Consulting Pte Ltd.
Infy Consulting Company Ltd.
Infosys Brasil
Infosys consulting Ltda
Brilliant Basics Limited
Panaya Ltd.
Infosys Public Services
Kallidus
Portland Group Pty Ltd
Infosys Chile SpA
Infosys Compaz Pte Ltd (formerly
Trusted Source Pte. Ltd)
Infosys Middle East FZ-LLC
Infosys Poland Sp. z o.o.
Infosys Consulting S.R.L.
Skava Systems Pvt. Ltd.
McCamish Systems LLC
WDW Communications, Inc.
Other financial liabilities
Infosys BPM
Brilliant Basics Limited
Fluido Oy
Fluido Sweden AB
Infosys Mexico
Infosys Public Services
220 | Standalone financial statements
2020
–
2
3
1
2019
–
2
1
1
–
1
–
–
2
2
1
1
21
1
–
65
45
8
31
84
6
60
10
4
3
5
8
3
93
–
5
8
12
3
5
2
3
1
12
3
10
1
1
13
271
4
1
9
2
1
–
–
–
1
–
1
1
1
–
–
–
1
34
40
11
–
51
8
50
6
6
3
6
9
4
87
2
–
7
4
4
2
1
1
–
12
1
–
–
1
6
220
4
–
–
–
2
–
Infosys Consulting Ltda.
Infosys Compaz Pte Ltd
Infosys China
Kallidus Inc.
Infosys Consulting GmbH
Stater Nederland B.V.
Infosys Middle East FZ-LLC
Infosys Consulting AG
Accrued expenses
Infosys BPM
2020
1
1
2
3
–
20
3
–
47
2
2
2019
–
–
1
–
5
–
–
1
13
6
6
(1) At an interest rate of 8.35% per annum.
(2) Interest at the rate of 6% per annum and loan-term of one year
(3) Interest at the rate of 2.5% per annum repayable on demand
(4) Interest at the rate of 3.5% per annum repayable on demand
(5) Interest at the rate of 3% per annum repayable on demand.
(6) Interest at the rate of 4% per annum repayable on demand.
Particulars
Loans and advances in the
nature of loans given to
Subsidiaries :
Infosys China
Brilliant Basics
Infosys Consulting Pte Ltd.
Infosys Consulting Holding AG
Infosys Consulting S.R.L
Argentina
Infosys Consulting S.R.L.
Romania
Maximum amount
outstanding during the
Year ended March 31,
2020
2019
94
8
1,906
86
8
9
86
8
678
114
–
–
The details of the related parties transactions entered into
by the Company for the years ended March 31, 2020 and
March 31, 2019 are as follows :
Particulars
Capital transactions
Financing transactions
Equity
Infosys Consulting Brazil
WongDoody Holding
Company Inc
Infosys Chile SpA
Infosys BPM(3)
Infosys Nova Holdings LLC
Brilliant Basics Holding
Limited
Infosys Luxembourg S.à.r.l.
Infosys Australia(1)
Infosys Brasil
S.C. Infosys Consulting S.R.L
Preference shares
Infosys Consulting Pte Ltd.(2)
in ` crore
Year ended March 31,
2020
2019
140
9
–
1
1,335
–
–
–
–
–
1,318
2,803
43
261
7
–
–
13
4
(33)
127
34
–
456
Infosys Annual Report 2019-20
Particulars
Year ended March 31,
Particulars
Year ended March 31,
Debentures (net of repayment)
EdgeVerve
Loans (net of repayment)
Infosys Consulting Holding
AG
Brilliant Basics Holdings
Limited
Infosys Consulting Pte Ltd.(2)
Infosys Consulting S.R.L.
Revenue transactions
Purchase of services
Infosys China
Infosys Management
Consulting Pty Limited
Infy Consulting Company
Limited
Infosys Consulting Pte Ltd.
Portland Group Pty Ltd
Infosys (Czech Republic)
Limited s.r.o.
Infosys BPM
Infosys Sweden
Infosys Shanghai
Infosys Mexico
Infosys Public Services
Panaya Ltd.
Infosys Brasil
Infosys Poland Sp. z o.o.
Infosys Consulting S.R.L.
Infosys Compaz Pte Ltd
(formerly Trusted Source Pte.
Ltd)
Infosys Consulting Ltda.
Kallidus
Brilliant Basics Limited
Brilliant Basics (MENA)
Infosys Chile SpA
Infosys Middle East FZ-LLC
Fluido Oy
Fluido Sweden AB (Extero)
McCamish Systems LLC
WDW Communications, Inc.
WongDoody, Inc.
Purchase of shared services
including facilities and
personnel
Brilliant Basics Limited
Infosys BPM
Fluido Oy
WDW Communications, Inc.
Interest income
Infosys China
Infosys Consulting Holding AG
2020
2019
(286)
(286)
(335)
(335)
(92)
(20)
(7)
(496)
8
(587)
76
108
1,030
34
22
98
733
48
74
67
35
102
10
30
22
6
14
26
95
–
14
83
12
18
6
61
–
2,824
5
3
1
12
21
6
1
–
678
–
658
85
94
857
40
16
56
655
52
74
71
39
94
13
29
–
–
–
51
74
3
5
95
–
–
7
11
2
2,423
7
3
–
1
11
5
2
Infosys Consulting Pte Ltd.
EdgeVerve
Guarantee income
Infosys Consulting Pte Ltd.
Sale of services
Infosys China
Infosys Mexico
Infy Consulting Company
Limited
Infosys Brasil
Infosys BPM
McCamish Systems LLC
Infosys Sweden
Infosys Shanghai
EdgeVerve
Infosys Public Services
Infosys Compaz Pte Ltd
Infosys Consulting Ltda.
Infosys Austria GmbH
Fluido Denmark A/S
Stater Nederland B.V.
Sale of shared services including
facilities and personnel
EdgeVerve
Panaya Ltd.
HIPUS
Infosys BPM
2020
39
107
153
1
1
23
34
44
3
121
320
11
5
597
749
64
5
2
1
45
2,024
33
9
1
25
68
2019
6
141
154
–
–
31
20
54
6
101
238
3
8
469
766
13
–
–
–
–
1,709
36
45
–
27
108
(1) Represents redemption of investment
(2) Includes redemption by way of issuing redeemable preference shares
(3) Represents purchase of non-controlling interest
Transactions with KMP
The related party transactions with above KMP which
comprise directors and executive officers are as follows :
Particulars
Salaries and other employee
benefits to whole-time directors
and executive officers(1)(2)
Commission and other benefits
to non-executive / independent
directors
Total
in ` crore
Year ended March 31,
2020
2019
118
96
8
126
7
103
(1) Total employee stock compensation expense for the years ended
March 31, 2020 and March 31, 2019 includes a charge of ` 56 crore
and ` 33 crore, towards KMP respectively. (Refer to Note 2.11)
(2) Does not include post-employment benefit based on actuarial valuation
as this is done for the Company as a whole.
Standalone financial statements | 221
Infosys Annual Report 2019-20
2.24 Corporate social responsibility
As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least 2%
of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities.
The areas for CSR activities are eradication of hunger and malnutrition, promoting education, art and culture, healthcare,
destitute care and rehabilitation, environment sustainability, disaster relief, COVID-19 relief and rural development projects.
A CSR committee has been formed by the Company as per the Act. The funds were primarily allocated to a corpus and utilized
through the year on these activities which are specified in Schedule VII of the Companies Act, 2013.
a) Gross amount required to be spent by the Company during the year is ` 360 crore.
b) Amount spent during the year on :
Particulars
1. Construction / acquisition of any asset
2. On purposes other than (1) above
In Cash
–
357
Yet to be
paid in Cash
–
3
in ` crore
Total
–
360
2.25 Segment reporting
The Company publishes this financial statement along with the consolidated financial statements. In accordance with Ind AS
108, Operating Segments, the Company has disclosed the segment information in the consolidated financial statements.
2.26 Function-wise classification of Statement of Profit and Loss
Particulars
Revenue from operations
Cost of sales
Gross profit
Operating expenses
Selling and marketing expenses
General and administration expenses
Total operating expenses
Operating profit
Reduction in the fair value of assets held for sale
Adjustment in respect of excess of carrying amount over recoverable amount
on reclassification from “Held for Sale”
Finance cost
Other income, net
Profit before tax
Tax expense
Current tax
Deferred tax
Profit for the year
Other comprehensive income
Items that will not be reclassified subsequently to profit or loss
Remeasurement of the net defined benefit liability / asset, net
Equity instruments through other comprehensive income, net
Items that will be reclassified subsequently to profit or loss
Fair value changes on derivatives designated as cash flow hedge, net
Fair value changes on investments, net
Total other comprehensive income / (loss), net of tax
Total comprehensive income for the year
Note No.
Year ended March 31,
in ` crore
2.17
2.4.7
2.4.7
2.18
2.16
2.16
2.4
2020
79,047
52,816
26,231
3,814
4,526
8,340
17,891
–
–
114
2,700
20,477
5,235
(301)
15,543
(184)
(31)
(36)
17
(234)
15,309
2019
73,107
47,412
25,695
3,661
4,225
7,886
17,809
265
469
–
2,852
19,927
5,189
36
14,702
(21)
78
21
1
79
14,781
for and on behalf of the Board of Directors of Infosys Limited
Nandan M. Nilekani
Chairman
Salil Parekh
Chief Executive Officer and
Managing Director
U.B. Pravin Rao
Chief Operating Officer and Whole-
time Director
Bengaluru
April 20, 2020
D. Sundaram
Director
Nilanjan Roy
Chief Financial Officer
A.G.S. Manikantha
Company Secretary
222 | Standalone financial statements
Infosys Annual Report 2019-20 Consolidated Financial Statements under Indian Accounting
Standards (Ind AS) for the year ended March 31, 2020
Index
Independent Auditor’s Report ....................................................................................................................................224
A
B Consolidated Balance Sheet ........................................................................................................................................231
C Consolidated Statement of Profit and Loss ............................................................................................................233
D Consolidated Statement of Changes in Equity ......................................................................................................235
E Consolidated Statement of Cash Flows ...................................................................................................................240
F Overview and notes to the consolidated financial statements ......................................................................242
1. Overview
1.1 Company overview ............................................................................................................................................242
1.2 Basis of preparation of financial statements ..............................................................................................242
1.3 Basis of consolidation ........................................................................................................................................242
1.4 Use of estimates and judgments ....................................................................................................................242
Critical accounting estimates and judgments ............................................................................................242
1.5
2. Notes to the consolidated financial statements
2.1
Business combinations and disposal group held for sale .......................................................................244
2.2 Property, plant and equipment .......................................................................................................................248
2.3 Goodwill and other intangible assets............................................................................................................250
2.4
Investments ...........................................................................................................................................................252
2.5 Loans ........................................................................................................................................................................258
2.6 Other financial assets .........................................................................................................................................258
2.7 Trade receivables .................................................................................................................................................258
2.8 Cash and cash equivalents ................................................................................................................................258
2.9 Other assets ...........................................................................................................................................................259
2.10 Financial instruments .........................................................................................................................................259
2.11 Equity .......................................................................................................................................................................266
2.12 Other financial liabilities ....................................................................................................................................272
2.13 Other liabilities .....................................................................................................................................................272
2.14 Provisions ...............................................................................................................................................................273
2.15 Income taxes .........................................................................................................................................................273
2.16 Revenue from operations ..................................................................................................................................276
2.17 Other income, net ................................................................................................................................................279
2.18 Expenses .................................................................................................................................................................280
2.19 Leases ......................................................................................................................................................................281
2.20 Employee benefits ...............................................................................................................................................282
2.21 Reconciliation of basic and diluted shares used in computing earnings per share .......................286
2.22 Contingent liabilities and commitments (to the extent not provided for) .......................................286
2.23 Related party transactions ................................................................................................................................287
2.24 Segment reporting ..............................................................................................................................................292
2.25 Function-wise classification of Consolidated Statement of Profit and Loss .....................................294
Consolidated financial statements | 223
Infosys Annual Report 2019-20
Independent Auditor’s Report
To The Members Of Infosys Limited
Report on the Audit of the Consolidated Financial Statements
Opinion
We have audited the accompanying consolidated financial statements of INFOSYS LIMITED (the “Company”) and its
subsidiaries, (the Company and its subsidiaries together referred to as the “Group”) which comprise the Consolidated Balance
Sheet as at March 31, 2020, and the Consolidated Statement of Profit and Loss (including Other Comprehensive Income),
the Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flows for the year then ended, and
a summary of significant accounting policies and other explanatory information (hereinafter referred to as the “consolidated
financial statements”).
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid consolidated
financial statements, give the information required by the Companies Act, 2013 (the “Act”) in the manner so required and give
a true and fair view in conformity with the Indian Accounting Standards (“Ind AS”) prescribed under section 133 of the Act
read with the Companies (Indian Accounting Standards) Rules, 2015, as amended and other accounting principles generally
accepted in India, of the consolidated state of affairs of the Group as at March 31, 2020, the consolidated profit, consolidated
total comprehensive income, consolidated changes in equity and its consolidated cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the consolidated financial statements in accordance with the Standards on Auditing (“SA”s)
specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s
Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group
in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (“ICAI”) together with the
ethical requirements that are relevant to our audit of the consolidated financial statements under the provisions of the Act and
the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and
the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for
our audit opinion on the consolidated financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated
financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have
determined the matters described below to be the key audit matters to be communicated in our report.
224 | Consolidated financial statements
Infosys Annual Report 2019-20 Sr. No. Key Audit Matter
1
Fixed price contracts using the percentage of completion method
Fixed price maintenance revenue is recognized either on a straight-line basis when services are performed through
an indefinite number of repetitive acts over a specified period or using percentage of completion method when the
pattern of benefits from services rendered to the customer and Group’s costs to fulfil the contract is not even through
the period of contract because the services are generally discrete in nature and not repetitive.
Revenue from other fixed-price, fixed-timeframe contracts, where the performance obligations are satisfied over
time has been recognized using the percentage-of-completion method. Use of the percentage-of-completion method
requires the Group to determine the actual efforts or costs expended to date as a proportion of the estimated total
efforts or costs to be incurred. Efforts or costs expended have been used to measure progress towards completion as
there is a direct relationship between input and productivity. The estimation of total efforts or costs involves significant
judgement and is assessed throughout the period of the contract to reflect any changes based on the latest available
information. Provisions for estimated losses, if any, on uncompleted contracts are recorded in the period in which
such losses become probable based on the estimated efforts or costs to complete the contract.
We identified the estimate of total efforts or efforts to complete fixed price contracts measured using the percentage
of completion method as a key audit matter as the estimation of efforts or costs involves significant judgement
throughout the period of the contract and is subject to revision as the contract progresses based on the latest
available information. This estimate has a high inherent uncertainty and requires consideration of progress of the
contract, efforts or costs incurred to-date and estimates of efforts or costs required to complete the remaining contract
performance obligations over the lives of the contracts.
Refer Notes 1.5(a) and 2.16 to the consolidated financial statements.
Auditor’s Response
Principal Audit Procedures
Our audit procedures related to estimates of total expected costs or efforts to complete for fixed-price contracts
included the following, among others :
We tested the effectiveness of controls relating to
• recording of efforts or costs incurred and estimation of efforts or costs required to complete the remaining contract
performance obligations and
• access and application controls pertaining to time recording, allocation and budgeting systems which prevents
unauthorised changes to recording of efforts incurred.
We selected a sample of fixed price contracts with customers accounted using percentage-of-completion method
and performed the following :
Compared efforts or costs incurred with Group’s estimate of efforts or costs incurred to date to identify significant
variations and evaluate whether those variations have been considered appropriately in estimating the remaining
costs or efforts to complete the contract.
Tested the estimate for consistency with the status of delivery of milestones and customer acceptances and sign off
from customers to identify possible delays in achieving milestones, which require changes in estimated costs or
efforts to complete the remaining performance obligations.
Sr. No. Key Audit Matter
2
Allowance for credit losses
The Group determines the allowance for credit losses based on historical loss experience adjusted to reflect current
and estimated future economic conditions. The Group considered current and anticipated future economic conditions
relating to industries the Group deals with and the countries where it operates. In calculating expected credit loss,
the Group has also considered credit reports and other related credit information for its customers to estimate
the probability of default in future and has taken into account estimates of possible effect from the pandemic
relating to COVID-19.
We identified allowance for credit losses as a key audit matter because the Group exercises significant judgment in
calculating the expected credit losses.
Refer Notes 1.5(h), 2.7 and 2.10 to the consolidated financial statements.
Consolidated financial statements | 225
Infosys Annual Report 2019-20 Auditor’s Response
Principal Audit Procedures
Our audit procedures related to the allowance for credit losses for trade receivables and unbilled revenue included
the following, among others :
We tested the effectiveness of controls over the
• development of the methodology for the allowance for credit losses, including consideration of the current and
estimated future economic conditions
• completeness and accuracy of information used in the estimation of probability of default and
• computation of the allowance for credit losses.
For a sample of customers :
We tested the input data such as credit reports and other credit related information used in estimating the probability
of default by comparing them to external and internal sources of information.
We tested the mathematical accuracy and computation of the allowances by using the same input data used by the Group
Emphasis of Matter
As more fully described in Note 2.22 to the Consolidated Financial Statements, the Company is responding to inquiries from
Indian regulatory authorities. The scope, duration or outcome of these matters are uncertain.
Our opinion is not modified in respect of this matter.
Information Other than the Financial Statements and Auditor’s Report Thereon
The Company’s Board of Directors is responsible for the preparation of the other information. The other information comprises
the information included in the Management Discussion and Analysis, Board’s Report including Annexures to Board’s Report,
Business Responsibility Report, Corporate Governance and Shareholder’s Information, but does not include the consolidated
financial statements, standalone financial statements and our auditor’s report thereon.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form
of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and
in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or
our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Management’s Responsibilities for the Consolidated Financial Statements
The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the
preparation and presentation of these consolidated financial statements that give a true and fair view of the consolidated
financial position, consolidated financial performance including other comprehensive income, consolidated changes in equity
and consolidated cash flows of the Group in accordance with the Ind AS and other accounting principles generally accepted in
India. The respective Boards of Directors of the companies included in the Group are responsible for maintenance of adequate
accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing
and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments
and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial
controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the
preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement,
whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial statements
by the Directors of the Company, as aforesaid.
In preparing the consolidated financial statements, the respective Boards of Directors of the companies included in the Group
are responsible for assessing the ability of the respective entities to continue as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern basis of accounting unless the respective Boards of Directors either intend
to liquidate their respective entities or to cease operations, or have no realistic alternative but to do so.
The respective Boards of Directors of the companies included in the Group are also responsible for overseeing the financial
reporting process of the Group.
226 | Consolidated financial statements
Infosys Annual Report 2019-20 Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect
a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
consolidated financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout
the audit. We also :
• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate
to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override
of internal control.
• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion
on whether the Company and its subsidiary companies which are companies incorporated in India, has adequate internal
financial controls system in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on
the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to
draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures
are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures,
and whether the consolidated financial statements represent the underlying transactions and events in a manner that
achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities within the Group to express
an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of
the audit of the financial statements of such entities included in the consolidated financial statements of which we are the
independent auditors.
Materiality is the magnitude of misstatements in the consolidated financial statements that, individually or in aggregate,
makes it probable that the economic decisions of a reasonably knowledgeable user of the consolidated financial statements
may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work
and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the consolidated
financial statements.
We communicate with those charged with governance of the Company and such other entities included in the consolidated
financial statements of which we are the independent auditors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought
to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance
in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe
these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences
of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Consolidated financial statements | 227
Infosys Annual Report 2019-20 Report on Other Legal and Regulatory Requirements
1. As required by Section 143(3) of the Act, based on our audit we report that :
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief
b)
were necessary for the purposes of our audit of the aforesaid consolidated financial statements.
In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated
financial statements have been kept so far as it appears from our examination of those books.
c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss (including Other Comprehensive
Income), Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flows dealt with
by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the
consolidated financial statements.
In our opinion, the aforesaid consolidated financial statements comply with the Ind AS specified under
section 133 of the Act.
d)
e) On the basis of the written representations received from the directors of the Company as on March 31, 2020 taken
on record by the Boards of Directors of the Company and its subsidiaries incorporated in India and the reports
of the statutory auditors of its subsidiary companies incorporated in India, none of the directors of the Group
companies incorporated in India is disqualified as on March 31, 2020 from being appointed as a director in terms
of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial controls over financial reporting and the operating effectiveness
of such controls, refer to our separate Report in “Annexure A” which is based on the auditors’ reports of the Company
and its subsidiary companies incorporated in India. Our report expresses an unmodified opinion on the adequacy
and operating effectiveness of internal financial controls over financial reporting of those companies.
g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of
section 197(16) of the Act, as amended :
In our opinion and to the best of our information and according to the explanations given to us, the remuneration
paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.
h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to
the explanations given to us :
i) The consolidated financial statements disclose the impact of pending litigations on the consolidated financial
position of the Group.
ii) Provision has been made in the consolidated financial statements, as required under the applicable law or accounting
standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts;
iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and
Protection Fund by the Company and its subsidiary companies incorporated in India.
For DELOITTE HASKINS & SELLS LLP
Chartered Accountants
(Firm’s Registration No.117366W/W-100018)
Sd/-
Sanjiv V. Pilgaonkar
Partner
(Membership No. 039826)
UDIN : 20039826AAAABV6735
Place : Mumbai
Date : April 20, 2020
228 | Consolidated financial statements
Infosys Annual Report 2019-20 Annexure “A” to the independent auditor’s report
(Referred to in paragraph 1 (f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report to the Members
of Infosys Limited of even date)
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of
Section 143 of the Companies Act, 2013 (“the Act”)
In conjunction with our audit of the consolidated financial statements of the Company as of and for the year ended March 31,
2020, we have audited the internal financial controls over financial reporting of Infosys Limited (hereinafter referred to as the
“Company”) and its subsidiary companies, which are companies incorporated in India, as of that date.
Management’s Responsibility for Internal Financial Controls
The Boards of Directors of the Company and its subsidiary companies, which are companies incorporated in India, are
responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting
criteria established by the respective Companies considering the essential components of internal control stated in the Guidance
Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of
India (the “ICAI”). These responsibilities include the design, implementation and maintenance of adequate internal financial
controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the
respective company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and
completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.
Auditor’s Responsibility
Our responsibility is to express an opinion on the internal financial controls over financial reporting of the Company and its
subsidiary companies, which are companies incorporated in India, based on our audit. We conducted our audit in accordance
with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the
Institute of Chartered Accountants of India (“ICAI”) and the Standards on Auditing, prescribed under Section 143(10) of the
Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about
whether adequate internal financial controls over financial reporting was established and maintained and if such controls
operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system
over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting
included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material
weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.
The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of
the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion
on the internal financial controls system over financial reporting of the Company and its subsidiary companies, which are
companies incorporated in India.
Meaning of Internal Financial Controls over Financial Reporting
A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies
and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that
receipts and expenditures of the company are being made only in accordance with authorisations of management and directors
of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition,
use, or disposition of the company’s assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion
or improper management override of controls, material misstatements due to error or fraud may occur and not be detected.
Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to
the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions,
or that the degree of compliance with the policies or procedures may deteriorate.
Consolidated financial statements | 229
Infosys Annual Report 2019-20 Opinion
In our opinion and to the best of our information and according to the explanations given to us, the Company and its subsidiary
companies, which are companies incorporated in India, have, in all material respects, an adequate internal financial controls
system over financial reporting and such internal financial controls over financial reporting were operating effectively as at
March 31, 2020, based on the internal financial control over financial reporting criteria established by the respective companies
considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting issued by the ICAI.
Place : Mumbai
Date : April 20, 2020
For DELOITTE HASKINS & SELLS LLP
Chartered Accountants
(Firm‘s Registration No.117366W/W-100018)
Sd/-
Sanjiv V. Pilgaonkar
Partner
(Membership No. 039826)
UDIN : 20039826AAAABV6735
230 | Consolidated financial statements
Infosys Annual Report 2019-20 Consolidated Balance Sheet
Particulars
Assets
Non-current assets
Property, plant and equipment
Right-of-use assets
Capital work-in-progress
Goodwill
Other intangible assets
Financial assets
Investments
Loans
Other financial assets
Deferred tax assets (net)
Income tax assets (net)
Other non-current assets
Total non-current assets
Current assets
Financial assets
Investments
Trade receivables
Cash and cash equivalents
Loans
Other financial assets
Income tax assets (net)
Other current assets
Total current assets
Total assets
Equity and liabilities
Equity
Equity share capital
Other equity
Note no.
As at March 31,
2020
2019
in ` crore
2.2
2.19
2.3.1 and
2.1
2.3.2
2.4
2.5
2.6
2.15
2.15
2.9
2.4
2.7
2.8
2.5
2.6
2.15
2.9
2.11
12,435
4,168
954
5,286
1,900
4,137
21
737
1,744
5,384
1,426
38,192
4,655
18,487
18,649
239
5,457
7
7,082
54,576
92,768
11,479
–
1,388
3,540
691
4,634
19
312
1,372
6,320
2,105
31,860
6,627
14,827
19,568
241
5,505
423
5,687
52,878
84,738
2,122
63,328
2,170
62,778
Consolidated financial statements | 231
Infosys Annual Report 2019-20 Particulars
Note no.
As at March 31,
Total equity attributable to equity holders of the Company
Non-controlling interests
Total equity
Liabilities
Non-current liabilities
Financial liabilities
Lease liabilities
Other financial liabilities
Deferred tax liabilities (net)
Other non-current liabilities
Total non-current liabilities
Current liabilities
Financial liabilities
Trade payables
Lease liabilities
Other financial liabilities
Other current liabilities
Provisions
Income tax liabilities (net)
Total current liabilities
Total equity and liabilities
2020
65,450
394
65,844
2019
64,948
58
65,006
4,014
807
968
279
6,068
2,852
619
10,481
4,842
572
1,490
20,856
92,768
–
147
672
275
1,094
1,655
–
10,452
4,388
576
1,567
18,638
84,738
2.19
2.12
2.15
2.13
2.19
2.12
2.13
2.14
2.15
The accompanying notes form an integral part of the Consolidated financial statements.
As per our report of even date attached
for Deloitte Haskins & Sells LLP
Chartered Accountants
Firm’s Registration Number :
117366W/ W-100018
Sanjiv V. Pilgaonkar
Partner
Membership Number : 39826
Mumbai
April 20, 2020
for and on behalf of the Board of Directors of Infosys Limited
Nandan M. Nilekani
Chairman
Salil Parekh
Chief Executive Officer
and Managing Director
U.B. Pravin Rao
Chief Operating Officer
and Whole-time Director
D. Sundaram
Director
Bengaluru
April 20, 2020
Nilanjan Roy
Chief Financial Officer
A.G.S. Manikantha
Company Secretary
232 | Consolidated financial statements
Infosys Annual Report 2019-20 Consolidated Statement of Profit and Loss
Particulars
Revenue from operations
Other income, net
Total income
Expenses
Employee benefit expenses
Cost of technical sub-contractors
Travel expenses
Cost of software packages and others
Communication expenses
Consultancy and professional charges
Depreciation and amortization expenses
Finance cost
Other expenses
Reduction in the fair value of disposal group held for sale
Adjustment in respect of excess of carrying amount over recoverable
amount on reclassification from “Held for Sale”
Total expenses
Profit before tax
Tax expense
Current tax
Deferred tax
Profit for the year
Other comprehensive income
Items that will not be reclassified subsequently to profit or loss
Remeasurement of the net defined benefit liability / asset, net
Equity instruments through other comprehensive income, net
2.16
2.17
2.18
2.18
2.2 and 2.3.2
2.19
2.18
2.1.2
2.1.2
2.15
2.15
2.20 and 2.15
2.4 and 2.15
Items that will be reclassified subsequently to profit or loss
Fair value changes on derivatives designated as cash flow hedge, net
Exchange differences on translation of foreign operations
Fair value changes on investments, net
2.10 and 2.15
2.4 and 2.15
Total other comprehensive income / (loss), net of tax
Total comprehensive income for the period
in ` crore, except equity share and per equity share data
Note no.
Years ended March 31,
2020
90,791
2,803
93,594
50,887
6,714
2,710
2,703
528
1,326
2,893
170
3,656
–
–
71,587
22,007
5,775
(407)
16,639
(180)
(33)
(213)
(36)
378
22
364
151
16,790
2019
82,675
2,882
85,557
45,315
6,033
2,433
2,553
471
1,324
2,011
–
3,655
270
451
64,516
21,041
5,727
(96)
15,410
(22)
70
48
21
63
2
86
134
15,544
Consolidated financial statements | 233
Infosys Annual Report 2019-20 Particulars
Profit attributable to
Owners of the Company
Non-controlling interests
Total comprehensive income attributable to
Owners of the Company
Non-controlling interests
Earnings per equity share
Equity shares of par value ` 5 each
Basic (`)
Diluted (`)
Note no.
Years ended March 31,
2020
2019
16,594
45
16,639
16,732
58
16,790
15,404
6
15,410
15,538
6
15,544
38.97
38.91
35.44
35.38
425,77,54,522 434,71,30,157
426,51,44,228 435,34,20,772
Weighted average equity shares used in computing earnings per equity
share
2.21
Basic
Diluted
The accompanying notes form an integral part of the Consolidated financial statements.
As per our report of even date attached
for Deloitte Haskins & Sells LLP
Chartered Accountants
Firm’s Registration Number :
117366W/W-100018
Sanjiv V. Pilgaonkar
Partner
Membership Number : 39826
Mumbai
April 20, 2020
for and on behalf of the Board of Directors of Infosys Limited
Nandan M. Nilekani
Chairman
Salil Parekh
Chief Executive Officer
and Managing Director
U.B. Pravin Rao
Chief Operating Officer
and Whole-time Director
D. Sundaram
Director
Bengaluru
April 20, 2020
Nilanjan Roy
Chief Financial Officer
A.G.S. Manikantha
Company Secretary
234 | Consolidated financial statements
Infosys Annual Report 2019-20 Consolidated Statement of Changes in Equity for the year ended March 31, 2019
Particulars
Equity
share
capital
(2)
Reserves and surplus
Other comprehensive income
Other equity
Securities
premium
Retained
earnings
Capital
reserve
General
reserve
Share options
outstanding
account
Special
Economic
Zone Re-
investment
Reserve(3)
Other
reserves(4)
Capital
redemption
reserve
Equity
instruments
through other
comprehensive
income
Exchange
differences
on translating
the financial
statements
of a foreign
operation
Effective
portion of
cash flow
hedges
Other items
of other
comprehensive
income / (loss)
in ` crore
Total
equity
Non-
controlling
interest
Total equity
attributable
to equity
holders of
the Company
Balance as at April 1,
2018
Changes in equity for
the year ended March
31, 2019
Profit for the period
Remeasurement of the
net defined benefit
liability / asset(1) (Refer to
Notes 2.20.1 and 2.15)
Equity instruments
through other
comprehensive income(1)
(Refer to Note 2.4)
Fair value changes on
derivatives designated as
cash flow hedge(1)
(Refer to Note 2.10)
Exchange differences
on translation of foreign
operations
Fair value changes on
investments(1)
(Refer to Note 2.4)
Total comprehensive
income for the period
Share-based payments
to employees (Refer to
Note 2.11)
Dividends (including
dividend distribution tax)
Buyback of equity shares
(Refer to Notes 2.11 and
2.12)
Non-controlling
interests on acquisition
of subsidiary (Refer to
Note 2.11)
C
o
n
s
o
l
i
d
a
t
e
d
f
i
n
a
n
c
i
a
l
s
t
a
t
e
m
e
n
t
s
|
2
3
5
1,088
36
58,477
54
2,725
130
1,583
5
56
2
779
–
(12)
64,923
1
64,924
–
–
15,404
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
15,404
–
–
–
(13,712)
–
–
–
–
–
–
–
–
–
–
–
–
(6)
–
–
–
(1,994)
–
–
–
–
–
–
–
–
–
–
–
–
197
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
15,404
6
15,410
–
–
(22)
(22)
–
(22)
70
–
–
–
–
–
2
70
–
70
21
63
2
–
–
–
21
63
2
21
(20)
15,538
6
15,544
–
–
–
–
–
197
–
197
(13,712)
–
(13,712)
–
(2,000)
–
(2,000)
–
21
–
–
63
–
63
–
–
–
–
–
–
–
51
51
–
–
–
70
–
–
–
–
Infosys Annual Report 2019-20
2
3
6
|
C
o
n
s
o
l
i
d
a
t
e
d
f
i
n
a
n
c
i
a
l
s
t
a
t
e
m
e
n
t
s
Particulars
Equity
share
capital
(2)
Reserves and surplus
Other comprehensive income
Other equity
Securities
premium
Retained
earnings
Capital
reserve
General
reserve
Share options
outstanding
account
Special
Economic
Zone Re-
investment
Reserve(3)
Other
reserves(4)
Capital
redemption
reserve
Equity
instruments
through other
comprehensive
income
Exchange
differences
on translating
the financial
statements
of a foreign
operation
Effective
portion of
cash flow
hedges
Other items
of other
comprehensive
income / (loss)
Non-
controlling
interest
Total
equity
Total equity
attributable
to equity
holders of
the Company
Exercise of stock options
(Refer to Note 2.11)
Transfer on account of
options not exercised
Income tax benefit
arising on exercise of
stock options
Transfer to general
reserve
Amount transferred to
other reserves
Amount transferred
to capital redemption
reserve upon buyback
(Refer to Note 2.11)
Shares issued on exercise
of employee stock
options – after bonus
issue (Refer to Note 2.11)
Transaction costs related
to buyback*
(Refer to Note 2.11)
Transferred to Special
Economic Zone Re-
investment Reserve
Transferred from
Special Economic Zone
Re-investment Reserve
on utilization
Increase in equity share
capital on account of
bonus issue
(Refer to Note 2.11)
Amounts utilized for
bonus issue
(Refer to Note 2.11)
Balance as at March 31,
2019
–
–
–
–
–
99
–
8
–
–
–
–
–
–
–
1
–
–
(1,615)
–
1,615
–
(1)
–
–
–
–
–
–
(5)
–
–
–
6
–
–
–
–
–
–
(12)
–
(2,417)
–
–
(99)
(1)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
2,417
–
–
1,430
–
–
–
(1,430)
1,088
–
–
–
–
–
–
–
–
(1,088)
–
–
–
–
2,170
149
57,566
54
1,242
227
2,570
–
–
–
–
1
–
–
–
–
–
–
–
6
–
–
–
–
–
5
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
8
–
–
–
6
–
–
–
–
–
–
–
8
–
–
–
–
–
6
(12)
–
(12)
–
–
–
–
–
–
–
1,088
–
1,088
–
(1,088)
–
(1,088)
61
72
842
21
(32)
64,948
58
65,006
Infosys Annual Report 2019-20
Consolidated Statement of Changes in Equity for the year ended March 31, 2020
Particulars
Equity
share
capital
(2)
Securities
premium
Retained
earnings
Capital
reserve
General
reserve
Reserves and surplus
Share options
outstanding
account
Other equity
Other comprehensive income
Special
Economic
Zone Re-
investment
Reserve(3)
Other
reserves(4)
Capital
redemption
reserve
Equity
instruments
through other
comprehensive
income
Effective
portion
of cash
flow
hedges
Other items
of other
comprehensive
income / (loss)
Exchange
differences
on
translating
the financial
statements
of a foreign
operation
in ` crore
Total
equity
Non-
controlling
interest
Total equity
attributable
to equity
holders
of the
Company
Balance as at April 1,
2019
Impact on account of
adoption of Ind AS
116(1) (Refer to Note 2.19)
Changes in equity for
the year ended March
31, 2020
Profit for the period
Remeasurement of the
net defined benefit
liability / asset(1)
(Refer to Notes 2.20.1
and 2.15)
Equity instruments
through other
comprehensive
income(1)
(Refer to Note 2.4)
Fair value changes on
derivatives designated
as cash flow hedge(1)
(Refer to Note 2.10)
Exchange differences
on translation of
foreign operations
Fair value changes on
investments(1)
(Refer to Note 2.4)
Total comprehensive
income for the period
Shares issued on
exercise of employee
stock options
(Refer to Note 2.11)
C
o
n
s
o
l
i
d
a
t
e
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c
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n
t
s
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7
2,170
149
57,566
54
1,242
227
2,570
–
–
(40)
–
–
–
–
2,170
149
57,526
54
1,242
227
2,570
6
–
6
61
–
61
72
842
21
(32)
64,948
58
65,006
–
72
–
–
–
(40)
–
(40)
842
21
(32)
64,908
58
64,966
–
–
16,594
–
–
–
–
–
–
–
–
–
–
16,594
45
16,639
–
–
–
–
–
–
–
–
–
–
–
–
(180)
(180)
–
(180)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
16,594
–
–
–
–
1
5
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(33)
–
–
–
(33)
–
(33)
–
–
–
–
(36)
365
–
–
–
–
–
(36)
–
(36)
365
13
378
22
22
–
22
(33)
365
(36)
(158)
16,732
58
16,790
–
–
–
–
6
–
6
Infosys Annual Report 2019-20
2
3
8
|
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s
Particulars
Equity
share
capital
(2)
Securities
premium
Retained
earnings
Capital
reserve
General
reserve
Reserves and surplus
Share options
outstanding
account
Other equity
Other comprehensive income
Special
Economic
Zone Re-
investment
Reserve(3)
Other
reserves(4)
Capital
redemption
reserve
Equity
instruments
through other
comprehensive
income
Effective
portion
of cash
flow
hedges
Other items
of other
comprehensive
income / (loss)
Exchange
differences
on
translating
the financial
statements
of a foreign
operation
Non-
controlling
interest
Total
equity
Total equity
attributable
to equity
holders
of the
Company
Buyback of equity
shares (Refer to Notes
2.11 and 2.12)
Transaction costs
relating to buyback(1)
(Refer to Note 2.11)
Amount transferred
to capital redemption
reserve upon buyback
(Refer to Note 2.11)
Employee stock
compensation expense
(Refer to Note 2.11)
Exercise of stock options
(Refer to Note 2.11)
Transfer on account of
options not exercised
Effect of modification
of equity-settled share-
based payment awards
to cash-settled awards
(Refer to Note 2.11)
Income tax benefit
arising on exercise of
stock options
Financial liability under
option arrangements
(Refer to Note 2.1)
Dividends paid to non-
controlling interest of
subsidiary
Dividends (including
dividend distribution
tax)
Non-controlling
interests on acquisition
of subsidiary
(Refer to Note 2.11)
Transfer to general
reserve
(49)
–
(4,717)
–
(1,494)
–
–
–
–
(11)
–
–
–
–
–
–
–
–
–
–
–
–
–
119
–
–
–
(50)
–
–
–
–
–
–
–
(9)
–
9
–
–
–
(598)
–
–
–
–
–
(9,517)
–
–
–
–
–
–
(1,470)
–
1,470
–
–
1
–
–
–
–
–
–
–
–
238
(119)
(1)
(48)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
50
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(6,260)
–
(6,260)
–
(11)
–
(11)
–
–
–
–
–
–
–
–
–
238
–
–
–
–
–
–
–
238
–
–
(57)
–
(57)
9
–
9
(598)
–
(598)
–
(33)
(33)
–
(9,517)
–
(9,517)
–
–
–
–
311
311
–
–
Infosys Annual Report 2019-20
Particulars
Equity
share
capital
(2)
Securities
premium
Retained
earnings
Capital
reserve
General
reserve
Reserves and surplus
Share options
outstanding
account
Other equity
Other comprehensive income
Special
Economic
Zone Re-
investment
Reserve(3)
Other
reserves(4)
Capital
redemption
reserve
Equity
instruments
through other
comprehensive
income
Effective
portion
of cash
flow
hedges
Other items
of other
comprehensive
income / (loss)
Exchange
differences
on
translating
the financial
statements
of a foreign
operation
Non-
controlling
interest
Total
equity
Total equity
attributable
to equity
holders
of the
Company
Transferred to Special
Economic Zone
Re-investment Reserve
Transferred from
Special Economic Zone
Re-investment reserve
on utilization
Balance as at March
31, 2020
(1) Net of tax
(2) Net of treasury shares
–
–
(2,580)
–
–
–
2,580
–
–
–
1,080
–
–
–
(1,080)
2,122
282
56,309
54
1,158
297
4,070
–
6
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
111
39
1,207
(15)
(190)
65,450
394
65,844
(3) The Special Economic Zone Re-investment Reserve has been created out of the profit of eligible SEZ units in terms of the provisions of Sec 10AA(1)(ii) of Income-tax Act,1961. The reserve should be
utilized by the Group for acquiring new plant and machinery for the purpose of its business in the terms of the Sec 10AA(2) of the Income-tax Act, 1961.
(4) Under the Swiss Code of Obligation, a few subsidiaries of Infosys Lodestone are required to appropriate a certain percentage of the annual profit to legal reserve, which may be used only to cover losses or for measures
designed to sustain the Company through difficult times, to prevent unemployment or to mitigate its consequences.
The accompanying notes form an integral part of the Consolidated financial statements.
As per our report of even date attached
for Deloitte Haskins & Sells LLP
Chartered Accountants
Firm’s Registration Number :
117366W/W-100018
Sanjiv V. Pilgaonkar
Partner
Membership Number : 39826
Mumbai
April 20, 2020
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9
for and on behalf of the Board of Directors of Infosys Limited
Nandan M. Nilekani
Chairman
D. Sundaram
Director
Bengaluru
April 20, 2020
Salil Parekh
Chief Executive Officer
and Managing Director
Nilanjan Roy
Chief Financial Officer
U.B. Pravin Rao
Chief Operating Officer
and Whole-time Director
A.G.S. Manikantha
Company Secretary
Infosys Annual Report 2019-20
Consolidated Statement of Cash Flows
Accounting policy
Cash flows are reported using the indirect method, whereby profit for the period is adjusted for the effects of transactions
of a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or
expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities
of the Group are segregated. The Group considers all highly liquid investments that are readily convertible to known amounts
of cash to be cash equivalents.
Particulars
Note no.
Years ended March 31,
2020
2019
in ` crore
Cash flow from operating activities
Profit for the period
Adjustments to reconcile net profit to net cash provided by operating activities
Income tax expense
Depreciation and amortization
Interest and dividend income
Finance cost
Impairment loss recognized / (reversed) under expected credit loss model
Exchange differences on translation of assets and liabilities
Reduction in the fair value of disposal group held for sale
Adjustment in respect of excess of carrying amount over recoverable amount
on reclassification from “Held for Sale”
Stock compensation expense
Other adjustments
2.15
2.2 and
2.3.2
2.19
2.1.2
2.1.2
2.11
Changes in assets and liabilities
Trade receivables and unbilled revenue
Loans, other financial assets and other assets
Trade payables
Other financial liabilities, other liabilities and provisions
Cash generated from operations
Income taxes paid
Net cash generated by operating activities
Cash flows from investing activities
Expenditure on property, plant and equipment
Loans to employees
Deposits placed with corporation
Interest and dividend received
Payment towards acquisition of business, net of cash acquired
Payment of contingent consideration pertaining to acquisition of business
Advance payment towards acquisition of business
Redemption of escrow pertaining to buyback
Other receipts
Payments to acquire investments
Preference, equity securities and others
Tax-free bonds and government bonds
Liquid mutual funds and fixed maturity plan securities
Non-convertible debentures
Certificates of deposit
Government securities
Commercial paper
Others
Proceeds on sale of financial assets
Tax-free bonds and government bonds
Non-convertible debentures
Government securities
Commercial paper
240 | Consolidated financial statements
2.6
16,639
15,410
5,368
5,631
2,893
(1,613)
170
161
184
–
–
249
(131)
(3,861)
76
(373)
1,791
21,553
(4,550)
17,003
(3,307)
–
(108)
1,929
(1,860)
(6)
–
257
46
(41)
(19)
(34,839)
(993)
(1,114)
(1,561)
–
(29)
87
1,888
1,674
500
2,011
(2,052)
–
239
66
270
451
202
(102)
(2,881)
(700)
916
2,212
21,673
(6,832)
14,841
(2,445)
14
(24)
1,557
(550)
(18)
(206)
(257)
–
(21)
(17)
(78,355)
(160)
(2,393)
(838)
(491)
(19)
1
738
123
300
Infosys Annual Report 2019-20 Particulars
Note no.
Years ended March 31,
Certificates of deposit
Liquid mutual funds and fixed maturity plan securities
Preference and equity securities
Others
Net cash (used in) / from investing activities
Cash flows from financing activities
Payment of lease liabilities
Payment of dividends (including dividend distribution tax)
Payment of dividend to non-controlling interest of subsidiary
Shares issued on exercise of employee stock options
Buyback of equity shares including transaction cost
Net cash used in financing activities
Net increase / (decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the period
Effect of exchange rate changes on cash and cash equivalents
Cash and cash equivalents at the end of the period
Supplementary information
Restricted cash balance
2020
2,545
34,685
27
–
(239)
(571)
(9,515)
(33)
6
(7,478)
(17,591)
(827)
19,568
(92)
18,649
2019
5,540
76,821
115
10
(575)
–
(13,705)
–
6
(813)
(14,512)
(246)
19,871
(57)
19,568
396
358
2.19
2.8
2.8
2.8
The accompanying notes form an integral part of the Consolidated financial statements.
As per our report of even date attached
for Deloitte Haskins & Sells LLP
Chartered Accountants
Firm’s Registration Number :
117366W/W-100018
Sanjiv V. Pilgaonkar
Partner
Membership Number : 39826
Mumbai
April 20, 2020
for and on behalf of the Board of Directors of Infosys Limited
Nandan M. Nilekani
Chairman
Salil Parekh
Chief Executive Officer
and Managing Director
U.B. Pravin Rao
Chief Operating Officer
and Whole-time Director
D. Sundaram
Director
Bengaluru
April 20, 2020
Nilanjan Roy
Chief Financial Officer
A.G.S. Manikantha
Company Secretary
Consolidated financial statements | 241
Infosys Annual Report 2019-20 Overview and notes to the consolidated financial statements
1. Overview
1.1 Company overview
Infosys Limited (“the Company” or Infosys) is a leading provider
of consulting, technology, outsourcing and next-generation
digital services, enabling clients to execute strategies for their
digital transformation. The strategic objective of Infosys is
to build a sustainable organization that remains relevant to
the agenda of clients, while creating growth opportunities for
employees and generating profitable returns for investors.
The strategy of the Company is to be a navigator for our
clients as they ideate, plan and execute on their journey
to a digital future.
Infosys together with its subsidiaries and controlled trusts is
hereinafter referred to as “the Group”.
The Company is a public limited company incorporated and
domiciled in India and has its registered office at Electronics
City, Hosur Road, Bengaluru 560100, Karnataka, India.
The Company has its primary listings on the BSE Limited and
the National Stock Exchange of India Limited. The Company’s
American Depositary Shares (ADSs) representing equity
shares are listed on the New York Stock Exchange (NYSE).
The Group’s Consolidated financial statements are approved for
issue by the Company’s Board of Directors on April 20, 2020.
1.2 Basis of preparation of financial statements
These Consolidated financial statements are prepared in
accordance with Indian Accounting Standards (Ind AS),
under the historical cost convention on the accrual basis
except for certain financial instruments which are measured
at fair values, the provisions of the Companies Act, 2013 (“the
Act”) (to the extent notified) and guidelines issued by the
Securities and Exchange Board of India (SEBI). The Ind AS
are prescribed under Section 133 of the Act read with Rule 3
of the Companies (Indian Accounting Standards) Rules, 2015
and relevant amendment rules issued thereafter.
Accounting policies have been consistently applied except
where a newly-issued accounting standard is initially adopted
or a revision to an existing accounting standard requires a
change in the accounting policy hitherto in use.
As the year-end figures are taken from the source and rounded
to the nearest digits, the figures reported for the previous
quarters might not always add up to the year-end figures
reported in this statement.
1.3 Basis of consolidation
Infosys consolidates entities which it owns or controls.
The Consolidated financial statements comprise the financial
statements of the Company, its controlled trusts and its
subsidiaries, as disclosed in Note 2.23. Control exists when
the parent has power over the entity, is exposed, or has rights,
to variable returns from its involvement with the entity and has
the ability to affect those returns by using its power over the
entity. Power is demonstrated through existing rights that give
the ability to direct relevant activities, those which significantly
affect the entity’s returns. Subsidiaries are consolidated from
the date control commences until the date control ceases.
242 | Consolidated financial statements
The financial statements of the Group companies are
consolidated on a line-by-line basis and intra-group
balances and transactions including unrealized gain / loss
from such transactions are eliminated upon consolidation.
These financial statements are prepared by applying uniform
accounting policies in use at the Group. Non-controlling
interests which represent part of the net profit or loss and
net assets of subsidiaries that are not, directly or indirectly,
owned or controlled by the Company, are excluded.
1.4 Use of estimates and judgments
The preparation of the financial statements in conformity
with Ind AS requires the Management to make estimates,
judgments and assumptions. These estimates, judgments and
assumptions affect the application of accounting policies and
the reported amounts of assets and liabilities, the disclosures
of contingent assets and liabilities at the date of the financial
statements and reported amounts of revenues and expenses
during the period. Application of accounting policies that
require critical accounting estimates involving complex
and subjective judgments and the use of assumptions in
these financial statements have been disclosed in Note 1.5.
Accounting estimates could change from period to period.
Actual results could differ from those estimates. Appropriate
changes in estimates are made as the Management becomes
aware of changes in circumstances surrounding the estimates.
Changes in estimates are reflected in the financial statements
in the period in which the changes are made and, if material,
their effects are disclosed in the notes to the Consolidated
financial statements.
Estimation of uncertainties relating to the global health
pandemic from COVID-19 :
The Group has considered the possible effects that may result
from the pandemic relating to COVID-19 on the carrying
amounts of receivables, unbilled revenues, goodwill and
intangible assets. In developing the assumptions relating
to the possible future uncertainties in the global economic
conditions because of this pandemic, the Group, as at the
date of approval of these financial statements, has used
internal and external sources of information including credit
reports and related information, economic forecasts and
consensus estimates from market sources on the expected
future performance of the Group. The Group has performed
sensitivity analysis on the assumptions used and, based on the
current estimates, expects the carrying amount of these assets
will be recovered. The impact of COVID-19 on the Group’s
financial statements may differ from that estimated as at the
date of approval of these Consolidated financial statements.
1.5 Critical accounting estimates and judgments
a. Revenue recognition
The Group’s contracts with customers include promises
to transfer multiple products and services to a customer.
Revenues from customer contracts are considered for
recognition and measurement when the contract has been
approved, in writing, by the parties to the contract, the parties
Infosys Annual Report 2019-20 to the contract are committed to perform their respective
obligations under the contract, and the contract is legally
enforceable. The Group assesses the services promised in a
contract and identifies distinct performance obligations in the
contract. Identification of distinct performance obligations to
determine the deliverables and the ability of the customer to
benefit independently from such deliverables, and allocation
of transaction price to these distinct performance obligations
involves significant judgment.
Fixed-price maintenance revenue is recognized ratably on a
straight-line basis when services are performed through an
indefinite number of repetitive acts over a specified period.
Revenue from fixed-price maintenance contracts is recognized
ratably using a percentage-of-completion method when the
pattern of benefits from the services rendered to the customer
and the Group’s costs to fulfil the contract is not even through
the period of the contract because the services are generally
discrete in nature and not repetitive. The use of a method
to recognize the maintenance revenues requires judgment
and is based on the promises in the contract and nature
of the deliverables.
The Group uses the percentage-of-completion method
in accounting for other fixed-price contracts. Use of the
percentage-of-completion method requires the Group to
determine the actual efforts or costs expended to date as a
proportion of the estimated total efforts or costs to be incurred.
Efforts or costs expended have been used to measure progress
towards completion as there is a direct relationship between
input and productivity. The estimation of total efforts or costs
involves significant judgment and is assessed throughout the
period of the contract to reflect any changes based on the
latest available information.
Provisions for estimated losses, if any, on uncompleted
contracts are recorded in the period in which such losses
become probable based on the estimated efforts or costs to
complete the contract.
b. Income taxes
The Company’s two major tax jurisdictions are India and
the US, though the Company also files tax returns in other
overseas jurisdictions.
Significant judgments are involved in determining the
provision for income taxes, including amount expected to
be paid / recovered for uncertain tax positions. Also, refer to
Notes 2.15 and 2.22.
In assessing the realizability of deferred income tax assets, the
Management considers whether some portion or all of the
deferred income tax assets will not be realized. The ultimate
realization of deferred income tax assets is dependent upon
the generation of future taxable income during the periods
in which the temporary differences become deductible.
Management considers the scheduled reversals of deferred
income tax liabilities, projected future taxable income and tax
planning strategies in making this assessment. Based on the level
of historical taxable income and projections for future taxable
income over the periods in which the deferred income tax assets
are deductible, the Management believes that the Group will
realize the benefits of those deductible differences. The amount
of the deferred income tax assets considered realizable, however,
could be reduced in the near term if estimates of future taxable
income during the carry forward period are reduced.
c. Business combinations and intangible assets
Business combinations are accounted for using Ind AS 103,
Business Combinations. Ind AS 103 requires the identifiable
intangible assets and contingent consideration to be fair
valued in order to ascertain the net fair value of identifiable
assets, liabilities and contingent liabilities of the acquiree.
Significant estimates are required to be made in determining
the value of contingent consideration and intangible assets.
These valuations are conducted by independent valuation
experts at the time of acquisition (refer to Notes 2.1 and 2.3.2).
d. Property, plant and equipment
Property, plant and equipment represent a significant
proportion of the asset base of the Group. The charge in
respect of periodic depreciation is derived after determining
an estimate of an asset’s expected useful life and the expected
residual value at the end of its life. The useful lives and residual
values of Group’s assets are determined by the Management
at the time the asset is acquired and reviewed periodically,
including at each financial year end. The lives are based on
historical experience with similar assets as well as anticipation
of future events, which may impact their life, such as changes
in technology (refer to Note 2.2).
Impairment of goodwill
e.
Goodwill is tested for impairment on an annual basis and
whenever there is an indication that the recoverable amount
of a cash generating unit (CGU) is less than its carrying
amount. For the impairment test, goodwill is allocated to the
CGU or groups of CGUs which benefit from the synergies of
the acquisition and which represent the lowest level at which
goodwill is monitored for internal management purposes.
The recoverable amount of CGUs is determined based on
higher of value-in-use and fair value less cost to sell.
Key assumptions in the cash flow projections are prepared
based on current economic conditions and comprises
estimated long-term growth rates, weighted average cost of
capital and estimated operating margins (refer to Note 2.3.1).
f. Non-current assets and disposal group held for sale
Assets and liabilities of disposal groups held for sale are
measured at the lower of carrying amount and fair value less
costs to sell. The determination of fair value less costs to sell
includes use of the Management estimates and assumptions.
The fair value of the disposal groups have been estimated
using valuation techniques including income and market
approach which includes unobservable inputs.
Non-current assets and the disposal group that ceases to be
classified as “Held for Sale” shall be measured at the lower
of carrying amount before the non-current asset and the
disposal group was classified as “Held for Sale” adjusted for
any depreciation / amortization and its recoverable amount
at the date when the disposal group no longer meets the
“Held for Sale” criteria. Recoverable amounts of assets
reclassified from “Held for Sale” have been estimated using
the Management’s assumptions which consist of significant
unobservable inputs (refer to Note 2.1.2).
Consolidated financial statements | 243
Infosys Annual Report 2019-20 g. Leases
Ind AS 116 requires lessees to determine the lease term
as the non-cancellable period of a lease adjusted with any
option to extend or terminate the lease, if the use of such
option is reasonably certain. The Group makes an assessment
on the expected lease term on a lease-by-lease basis and
thereby assesses whether it is reasonably certain that any
options to extend or terminate the contract will be exercised.
In evaluating the lease term, the Company considers factors
such as any significant leasehold improvements undertaken
over the lease term, costs relating to the termination of the
lease, and the importance of the underlying asset to Infosys’s
operations taking into account the location of the underlying
asset and the availability of suitable alternatives. The lease
term in future periods is reassessed to ensure that it reflects
the current economic circumstances. After considering
current and future economic conditions, the Group has
concluded that no changes are required to the lease periods
relating to the existing lease contracts (refer to Note 2.19).
h. Allowance for credit losses on receivables and
unbilled revenue
The Group determines the allowance for credit losses based
on historical loss experience adjusted to reflect current and
estimated future economic conditions. The Group considered
current and anticipated future economic conditions relating
to industries that the Group deals with and the countries
where it operates. In calculating expected credit loss, the
Group has also considered credit reports and other related
credit information for its customers to estimate the probability
of default in future and has taken into account estimates of
possible effect from the pandemic relating to COVID-19.
2.1 Business combinations and disposal group
held for sale
2.1.1 Business combinations
Accounting policy
Business combinations have been accounted for using the
acquisition method under the provisions of Ind AS 103,
Business Combinations.
The cost of an acquisition is measured at the fair value of the
assets transferred, equity instruments issued and liabilities
incurred or assumed at the date of acquisition, which is the
date on which control is transferred to the Group. The cost
of acquisition also includes the fair value of any contingent
consideration. Identifiable assets acquired and liabilities and
contingent liabilities assumed in a business combination are
measured initially at their fair value on the date of acquisition.
Contingent consideration is remeasured at fair value at
each reporting date and changes in the fair value of the
contingent consideration are recognized in the Consolidated
Statement of Profit and Loss.
The interest of non-controlling shareholders is initially
measured either at fair value or at the non-controlling
interests’ proportionate share of the acquiree’s identifiable
net assets. The choice of measurement basis is made on an
acquisition-by-acquisition basis. Subsequent to acquisition,
the carrying amount of non-controlling interests is the
244 | Consolidated financial statements
amount of those interests at initial recognition plus the
non-controlling interests’ share of subsequent changes in
equity of subsidiaries.
The payments related to options issued by the Group
over the non-controlling interests in its subsidiaries are
accounted as financial liabilities and initially recognized at
the estimated present value of gross obligations. Such options
are subsequently measured at fair value in order to reflect
the amount payable under the option at the date at which
it becomes exercisable. In the event that the option expires
unexercised, the liability is derecognized.
Business combinations between entities under common
control is accounted for at carrying value of the assets and
liabilities in the Group’s Consolidated financial statements.
Transaction costs that the Group incurs in connection with
a business combination such as, finder’s fees, legal fees, due
diligence fees, and other professional and consulting fees are
expensed as incurred.
WongDoody Holding Company Inc
On May 22, 2018, Infosys acquired 100% voting interests
in WongDoody Holding Company Inc. (WongDoody), a
US-based, full-service creative and consumer insights agency.
The business acquisition was conducted by entering into a
share purchase agreement for a total consideration of up to
US$ 75 million (approximately ` 514 crore on acquisition
date), which includes a cash consideration of US$ 38 million
(approximately ` 261 crore), contingent consideration of up
to US$ 28 million (approximately ` 192 crore on acquisition
date) and an additional consideration of up to US$ 9 million
(approximately ` 61 crore on acquisition date), referred to as
retention bonus, payable to the employees of WongDoody
over the next three years, subject to their continuous
employment with the Group. Retention bonus is recognized
in employee benefit expenses in the Consolidated Statement
of Profit and Loss over the period of service.
WongDoody brings to Infosys its creative talent, and marketing
and brand engagement expertise. Further, the acquisition
is expected to strengthen Infosys’ creative, branding and
customer experience capabilities to bring innovative thinking,
talent and creativity to clients.
The purchase price has been allocated based on the
Management’s estimates and independent appraisal of fair
values as follows :
Component
Net assets(1)
Intangible assets
– customer
relationships
Intangible assets –
trade name
Goodwill
Total purchase price
Acquiree’s
carrying
amount
37
Fair value
adjustments
–
in ` crore
Purchase
price
allocated
37
–
–
37
132
132
8
140
8
177
173
350
(1) Includes cash and cash equivalents acquired of ` 51 crore
Goodwill is tax-deductible.
Infosys Annual Report 2019-20
The fair value of each major class of consideration as at the
acquisition date is as follows :
The fair value of each major class of consideration as at the
acquisition date is as follows :
Component
Cash consideration
Fair value of contingent consideration
Total purchase price
in ` crore
Consideration
settled
261
89
350
Component
Cash consideration
Fair value of contingent consideration
Total purchase price
in ` crore
Consideration
settled
54
24
78
The gross amount of trade receivables acquired and its fair
value is ` 12 crore and the amount has been fully collected.
The payment of contingent consideration to sellers of
WongDoody is dependent upon the achievement of certain
financial targets by WongDoody. At the acquisition date,
the key inputs used in determination of the fair value of
contingent consideration are the discount rate of 16% and
the probabilities of achievement of the financial targets.
The undiscounted value of contingent consideration as at
March 31, 2020 is US$ 19 million (` 145 crore).
The transaction costs of ` 3 crore related to the acquisition
have been included in the Consolidated Statement of Profit
and Loss for the year ended March 31, 2019.
Infosys Compaz Pte Ltd (formerly Trusted Source Pte. Ltd)
On November 16, 2018, Infosys Consulting Pte Ltd.
(a wholly-owned subsidiary of Infosys Limited) acquired
60% stake in Infosys Compaz Pte Ltd, a Singapore-based IT
services company. The business acquisition was conducted
by entering into a share purchase agreement for a total
consideration of up to SGD 17 million (approximately ` 91
crore on acquisition date), which includes a cash consideration
of SGD 10 million (approximately ` 54 crore) and a contingent
consideration of up to SGD 7 million (approximately ` 37
crore on acquisition date).
The purchase price has been allocated based on the
Management’s estimates and independent appraisal of
fair values as follows :
Acquiree’s
carrying
amount
92
Fair value
adjustments
–
in ` crore
Purchase
price
allocated
92
–
44
44
–
92
(7)
37
Component
Net assets(1)
Intangible assets
– Customer
contracts and
relationships
Deferred tax
liabilities on
intangible assets
Non-controlling
interests
Total purchase
price
(1) Includes cash and cash equivalents acquired of ` 65 crore
The gross amount of trade receivables acquired and its fair value
is ` 50 crore and the amount has been substantially collected.
The payment of contingent consideration to sellers of Infosys
Compaz Pte Ltd is dependent upon the achievement of
certain revenue targets by Infosys Compaz Pte Ltd. At the
acquisition date, the key inputs used in determination of the
fair value of contingent consideration are the discount rate
of 9% and the probabilities of achievement of the financial
targets. The undiscounted value of contingent consideration
as at March 31, 2020 is SGD 7 million (` 37 crore).
The transaction costs of ` 3 crore related to the acquisition
have been included in the Consolidated Statement of Profit
and Loss for the year ended March 31, 2019.
Fluido Oy
On October 11, 2018, Infosys Consulting Pte Ltd.
(a wholly-owned subsidiary of Infosys Limited) acquired
100% voting interests in Fluido Oy (Fluido), a Nordic-based
Salesforce advisor and consulting partner in cloud consulting,
implementation and training services for a total consideration
of up to € 65 million (approximately ` 560 crore), comprising
cash consideration of € 45 million (approximately ` 388
crore), contingent consideration of up to € 12 million
(approximately ` 103 crore) and retention payouts of up
to € 8 million (approximately ` 69 crore), payable to the
employees of Fluido over the next three years, subject to
their continuous employment with the Group.
Fluido brings to Infosys Salesforce expertise, alongside an
agile delivery process that simplifies and scales digital efforts
across channels and touchpoints. Further, Fluido strengthens
Infosys’ presence across the Nordic region with developed
assets and client relationships. The excess of the purchase
consideration paid over the fair value of assets acquired has
been attributed to goodwill.
The purchase price has been allocated based on the
Management’s assumptions and estimates, and independent
appraisal of fair values as follows :
(7)
129
(51)
78
Component
Net assets(1)
Intangible assets
– Customer
contracts and
relationships
Intangible assets
– Salesforce
Relationships
Acquiree’s
carrying
amount
12
Fair value
adjustments
–
in ` crore
Purchase
price
allocated
12
–
–
158
158
62
62
Consolidated financial statements | 245
Infosys Annual Report 2019-20
Acquiree’s
carrying
amount
Fair value
adjustments
Purchase
price
allocated
The purchase price has been allocated based on the
Management’s assumptions and estimates and independent
appraisal of fair values as follows :
Component
Intangible assets
– Brand
Deferred tax
liabilities on
intangible assets
Goodwill
Total purchase
price
28
28
Component
–
–
12
(52)
196
(52)
208
240
448
Acquiree’s
carrying
amount
41
Fair value
adjustments
–
in ` crore
Purchase
price
allocated
41
–
116
116
–
41
(36)
80
(36)
121
108
(23)
206
Net assets(1)
Intangible assets
– Customer
contracts and
relationships
Deferred tax
liabilities on
intangible assets
Goodwill
Less: Non-
controlling
interest
Total purchase
price
(1) Includes cash and cash equivalents acquired of ` 179 crore
Goodwill is not tax-deductible.
The gross amount of trade receivables acquired and its fair value
is ` 1,400 crore and the amount has been fully collected. Trade
payables as on the acquisition date amounted to ` 1,508 crore.
The transaction costs of ` 8 crore related to the acquisition
have been included under administrative expenses in the
Consolidated Statement of Profit and Loss for the year
ended March 31, 2019.
Stater N.V.
On May 23, 2019, Infosys Consulting Pte Ltd. (a wholly-owned
subsidiary of Infosys Limited) acquired 75% voting interests
in Stater N.V. (Stater), a wholly-owned subsidiary of ABN
AMRO Bank N.V., Netherlands, for a total cash consideration
of € 154 million (approximately ` 1,195 crore). The Company
has recorded a financial liability for the estimated present
value of its gross obligation to purchase the non-controlling
interest as of the acquisition date in accordance with the
share purchase agreement with a corresponding adjustment
to equity (refer to Note 2.12)
Stater brings European mortgage expertise and a robust digital
platform to drive superior customer experience. The excess of
the purchase consideration paid over the fair value of assets
acquired has been attributed to goodwill.
The primary items that generated this goodwill are the value
of the acquired assembled workforce and estimated synergies,
neither of which qualify as an amortizable intangible asset.
(1) Includes cash and cash equivalents acquired of ` 28 crore
Goodwill is not tax-deductible.
The fair value of each major class of consideration as of the
acquisition date is as follows :
Component
Cash consideration
Fair value of contingent consideration
Total purchase price
in ` crore
Consideration
settled
388
60
448
The gross amount of trade receivables acquired and its fair
value is ` 27 crore and the amount has been fully collected.
The payment of contingent consideration to sellers of Fluido
is dependent upon the achievement of certain financial targets
by Fluido. At the acquisition date, the key inputs used in the
determination of the fair value of contingent consideration
are the discount rate of 16% and the probabilities of
achievement of the financial targets. The undiscounted value
of contingent consideration as at March 31, 2020 was € 9
million (` 73 crore).
The transaction costs of ` 5 crore related to the acquisition
have been included in the Consolidated Statement of Profit
and Loss for the year ended March 31, 2019.
HIPUS Co., Ltd (formerly Hitachi Procurement Service
Co. Ltd)
On April 1, 2019, Infosys Consulting Pte Ltd. (a wholly-owned
subsidiary of Infosys Limited) acquired 81% voting interests
in HIPUS Co., Ltd (HIPUS), a wholly-owned subsidiary of
Hitachi Ltd, Japan for a total cash consideration of JPY 3.29
billion (approximately ` 206 crore). The Group recorded a
financial liability for the estimated present value of its gross
obligation to purchase the non-controlling interest as of
the acquisition date in accordance with the share purchase
agreement with a corresponding adjustment to equity
(refer to Note 2.12).
HIPUS handles indirect materials purchasing functions for the
Hitachi Group. The entity provides end-to-end procurement
capabilities, through its procurement function expertise,
localized team and BPM networks in Japan. The excess of
the purchase consideration paid over the fair value of assets
acquired has been attributed to goodwill.
The primary items that generated this goodwill are the value
of the acquired assembled workforce and estimated synergies,
neither of which qualify as an amortizable intangible asset.
246 | Consolidated financial statements
Infosys Annual Report 2019-20
The purchase price has been allocated based on the
Management’s estimates and independent appraisal of fair
values as follows :
The purchase price has been allocated based on the
Management’s estimates and independent appraisal of fair
values as follows :
Acquiree’s
carrying
amount
541
–
–
–
Fair value
adjustments
–
549
110
24
–
541
(140)
543
Component
Net assets(1)
Intangible assets
– Customer
contracts and
relationships
Intangible assets
– Technology
Intangible assets
– Brand
Deferred tax
liabilities on
intangible assets
Goodwill
Less: Non-
controlling
interest
Total purchase
price
in ` crore
Purchase
price
allocated
541
549
110
24
(140)
1,084
399
(288)
1,195
(1) Includes cash and cash equivalents acquired of ` 505 crore
Goodwill is not tax-deductible.
The gross amount of trade receivables acquired and its fair
value is ` 78 crore and the amount is substantially collected.
The transaction costs of ` 5 crore related to the acquisition
have been included under administrative expenses in the
Consolidated Statement of Profit and Loss for the year
ended March 31, 2020.
Outbox Systems Inc. dba Simplus
On March 13, 2020, Infosys Nova Holdings LLC (a
wholly-owned subsidiary of Infosys Limited) acquired 100%
voting interests in Outbox Systems Inc. dba Simplus, a
US-based Salesforce advisor and consulting partner in cloud
consulting, implementation and training services for a total
consideration of up to US$ 250 million (approximately ` 1,892
crore), comprising a cash consideration of US$ 180 million
(approximately ` 1,362 crore), contingent consideration of
up to US$ 20 million (approximately ` 151 crore), additional
performance bonus and retention payouts of up to US$ 50
million (approximately ` 378 crore) payable to the employees
of Simplus over the next three years, subject to their
continuous employment with the Group and meeting certain
targets. Performance and retention bonus is recognized in
employee benefit expenses in the Statement of Profit and Loss
over the period of service.
Simplus brings to Infosys globally-recognized Salesforce
expertise, industry knowledge, solution assets, deep ecosystem
relationships and a broad clientele, across a variety of industries.
The excess of the purchase consideration paid over the fair value
of assets acquired has been attributed to goodwill. Goodwill
includes the value expected from addition of new customers and
estimated synergies which does not qualify as an intangible asset.
Component
Net assets(1)
Intangible assets
– Customer
contracts and
relationships
Intangible assets
– Salesforce
Relationships
Intangible assets
– Brand
Deferred tax
liabilities on
intangible assets
Goodwill
Total purchase
price
Acquiree’s
carrying
amount
22
Fair value
adjustments
–
in ` crore
Purchase
price
allocated
22
152
152
–
–
–
325
111
–
22
(152)
436
325
111
(152)
458
983
1,441
(1) Includes cash and cash equivalents acquired of ` 7 crore
Goodwill is not tax-deductible.
The fair value of each major class of consideration as of the
acquisition date is as follows :
Component
Cash consideration
Fair value of contingent consideration
Total purchase price
in ` crore
Consideration
settled
1,357
84
1,441
The gross amount of trade receivables acquired and its fair value
is approximately ` 73 crore, and the amount is recoverable.
The payment of contingent consideration to sellers of Simplus
is dependent upon the achievement of certain financial targets
by Simplus. At the acquisition date, the key inputs used in the
determination of the fair value of contingent consideration
are the discount rate of 10.5% and the probabilities of
achievement of the financial targets. The undiscounted value
of contingent consideration as of March 31, 2020 was US$ 13
million (approximately ` 97 crore).
The transaction costs of ` 6 crore related to the acquisition
have been included under administrative expenses in the
Consolidated Statement of Profit and Loss for the year
ended March 31, 2020.
Proposed transfer
On October 11, 2019, the Board of Directors of Infosys
authorized the Company to execute a Business Transfer
Agreement and related documents with its wholly-owned
subsidiaries, Kallidus Inc. and Skava Systems Private
Limited (together referred to as “Skava”), to transfer the
business of Skava to Infosys Limited, subject to securing
the requisite regulatory approvals for a consideration based
on an independent valuation. The transfer between entities
Consolidated financial statements | 247
Infosys Annual Report 2019-20
under common control would be accounted for at carrying
value and would not have any impact on the consolidated
financial statements.
2.1.2. Disposal group held for sale
Accounting policy
Non-current assets and disposal groups are classified as “Held
for Sale” if their carrying amount is intended to be recovered
principally through sale rather than through continuing use.
The condition for classification of “Held for Sale” is met when
the non-current asset or the disposal group is available for
immediate sale and the same is highly probable of being
completed within one year from the date of classification as
“Held for Sale”. Non-current assets and disposal groups held
for sale are measured at the lower of carrying amount and
fair value less cost to sell. Non-current assets and disposal
groups that cease to be classified as “Held for Sale” shall
be measured at the lower of carrying amount before the
non-current asset and the disposal group were classified as
“Held for Sale” adjusted for any depreciation / amortization
and its recoverable amount at the date when the disposal
group no longer meets the “Held for Sale” criteria.
In the year ended March 2018, the Company had initiated
identification and evaluation of potential buyers for Skava
and Panaya, collectively referred to as “the disposal group”.
The disposal group was classified and presented separately
as “Held for Sale” and was carried at the lower of carrying
value and fair value. During the year ended March 31, 2019,
on remeasurement, including consideration of progress in
negotiations on offers from prospective buyers for Panaya,
the Company has recorded a reduction in the fair value of
the disposal group held for sale amounting to ` 270 crore
in respect of Panaya.
Further, based on evaluation of proposals received and
progress of negotiations with potential buyers, the Company
concluded that the disposal group does not meet the criteria
for “Held for Sale” classification because it is no longer highly
probable that the sale would be consummated by March 31,
2019 (12 months from the date of initial classification as
“Held for Sale”). Accordingly, in accordance with Ind AS 105,
Non-current Assets Held for Sale and Discontinued Operations,
the assets and liabilities of Panaya and Skava have been
included on a line-by-line basis in the Consolidated financial
statements as at March 31, 2019.
On reclassification from “Held for Sale”, the assets of Panaya
and Skava have been remeasured at the lower of cost and
recoverable amount resulting in recognition of an adjustment
in respect of excess of carrying amount over recoverable
amount on reclassification from “Held for Sale” of ` 451 crore
(comprising ` 358 crore towards goodwill and ` 93 crore
towards value of customer relationships) in respect of Skava
in the Consolidated Statement of Profit and Loss for the year
ended March 31, 2019.
2.2 Property, plant and equipment
Accounting policy
Property, plant and equipment are stated at cost, less
accumulated depreciation and impairment, if any.
Costs directly attributable to acquisition are capitalized
248 | Consolidated financial statements
until the property, plant and equipment are ready for use,
as intended by the Management. The Group depreciates
property, plant and equipment over their estimated useful
lives using the straight-line method. The estimated useful
lives of assets are as follows :
Buildings(1)
Plant and machinery(1)(2)
Office equipment
Computer equipment(1)
Furniture and fixtures(1)
Vehicles(1)
Leasehold improvements
22-25 years
5 years
5 years
3-5 years
5 years
5 years
Lower of useful life of the
asset or lease term
(1) Based on technical evaluation, the Management believes that the
useful lives as given above best represent the period over which the
Management expects to use these assets. Hence, the useful lives for
these assets is different from the useful lives as prescribed under Part C
of Schedule II of the Companies Act 2013.
(2) Includes solar plant with a useful life of 20 years
Depreciation methods, useful lives and residual values are
reviewed periodically, including at each financial year end.
Advances paid towards the acquisition of property, plant and
equipment outstanding at each Balance Sheet date is classified
as capital advances under other non-current assets and the
cost of assets not ready to use before such date are disclosed
under ‘Capital work-in-progress’. Subsequent expenditures
relating to property, plant and equipment is capitalized only
when it is probable that future economic benefits associated
with these will flow to the Group and the cost of the item
can be measured reliably. Repairs and maintenance costs are
recognized in the Consolidated Statement of Profit and Loss
when incurred. The cost and related accumulated depreciation
are eliminated from the financial statements upon sale or
retirement of the asset and the resultant gains or losses are
recognized in the Consolidated Statement of Profit and Loss.
Impairment
Property, plant and equipment are evaluated for recoverability
whenever events or changes in circumstances indicate that their
carrying amounts may not be recoverable. For the purpose of
impairment testing, the recoverable amount (i.e. the higher
of the fair value less cost to sell and the value-in-use) is
determined on an individual asset basis unless the asset does
not generate cash flows that are largely independent of those
from other assets. In such cases, the recoverable amount is
determined for the CGU to which the asset belongs.
If such assets are considered to be impaired, the impairment
to be recognized in the Consolidated Statement of Profit and
Loss is measured by the amount by which the carrying value
of the asset exceeds the estimated recoverable amount of the
asset. An impairment loss is reversed in the Consolidated
Statement of Profit and Loss if there has been a change in
the estimates used to determine the recoverable amount.
The carrying amount of the asset is increased to its revised
recoverable amount, provided that this amount does not
exceed the carrying amount that would have been determined
(net of any accumulated depreciation) had no impairment
loss been recognized for the asset in prior years.
Infosys Annual Report 2019-20 The changes in the carrying value of property, plant and equipment for the year ended March 31, 2020 were as follows :
Particulars
Land –
Freehold
Land –
Leasehold
Buildings
(1)
Plant and
machinery
Office
equipment
Computer
equipment
Furniture
& fixtures
Leasehold
improvements
in ` crore
Vehicles
Total
Gross carrying value
as at April 1, 2019
Additions
Additions – Business
combination
Deletions
Reclassified on
account of adoption
of Ind AS 116
(Refer to Note 2.19)
Translation
difference
Gross carrying value
as at March 31,
2020
Accumulated
depreciation as at
April 1, 2019
Depreciation
Accumulated
depreciation on
deletions
Reclassified on
account of adoption
of Ind AS 116
(Refer to Note 2.19)
Translation
difference
Accumulated
depreciation as at
March 31, 2020
Carrying value as at
April 1, 2019
Carrying value as at
March 31, 2020
1,307
11
605
–
8,926
1,056
2,709
475
1,101
169
5,846
930
1,620
465
–
–
–
–
–
–
–
(3)
1
(8)
62
(179)
9
(24)
739
324
6
(18)
38
7
22,891
3,437
–
(1)
78
(233)
–
(605)
–
–
–
34
–
4
–
2
–
17
–
3
–
–
(605)
12
1
73
1,318
– 10,016
3,185
1,265
6,676
2,073
1,063
45
25,641
–
–
–
–
–
–
(33)
–
(2,927)
(353)
(1,841)
(306)
(813)
(128)
(4,192)
(862)
(1,170)
(233)
(414)
(146)
(22)
(7)
(11,412)
(2,035)
–
–
3
8
179
23
18
1
232
33
–
–
–
–
–
(4)
(1)
(1)
(10)
–
–
–
(8)
–
–
33
(24)
–
(3,284)
(2,145)
(934)
(4,885)
(1,380)
(550)
(28)
(13,206)
1,307
572
5,999
868
288
1,654
450
325
16
11,479
1,318
–
6,732
1,040
331
1,791
693
513
17
12,435
The changes in the carrying value of property, plant and equipment for the year ended March 31, 2019 were as follows :
Particulars
Land –
Freehold
Land –
Leasehold
Buildings
(1)
Plant and
machinery
Office
equipment
Computer
equipment
Furniture
& fixtures
Leasehold
improvements
in ` crore
Vehicles
Total
Gross carrying value
as at April 1, 2018
Additions
Additions – Business
combination
Deletions
Reclassified from
assets held for sale
(Refer to Note 2.1.2)
Translation
difference
Gross carrying
value as at March
31, 2019
Accumulated
depreciation as at
April 1, 2018
1,229
78
673
–
8,130
916
2,306
462
1,002
136
4,884
1,129
1,393
254
–
–
–
–
–
(68)
–
(116)
1
(60)
2
(40)
34
(239)
7
(40)
–
–
–
1
2
40
8
(4)
(1)
(1)
(2)
(2)
531
209
3
(21)
17
–
31
9
20,179
3,193
–
(2)
47
(586)
–
–
68
(10)
1,307
605
8,926
2,709
1,101
5,846
1,620
739
38
22,891
–
(31)
(2,719)
(1,597)
(719)
(3,632)
(1,017)
(330)
(18)
(10,063)
Consolidated financial statements | 249
Infosys Annual Report 2019-20
Particulars
Depreciation
Accumulated
depreciation on
deletions
Reclassified from
assets held for sale
(Refer to Note 2.1.2)
Translation
difference
Accumulated
depreciation as at
March 31, 2019
Carrying value as at
April 1, 2018
Carrying value as at
March 31, 2019
Land –
Freehold
–
Land –
Leasehold
(5)
Buildings
(1)
(313)
Plant and
machinery
(293)
Office
equipment
(125)
Computer
equipment
(766)
Furniture
& fixtures
(185)
Leasehold
improvements
(89)
Vehicles
Total
(6)
(1,782)
–
–
–
3
103
50
32
229
36
20
2
475
–
–
–
2
(1)
(1)
(25)
(5)
(15)
–
–
2
1
–
–
–
(47)
5
–
(33)
(2,927)
(1,841)
(813)
(4,192)
(1,170)
(414)
(22)
(11,412)
1,229
642
5,411
709
283
1,252
376
201
13
10,116
1,307
572
5,999
868
288
1,654
450
325
16
11,479
(1) Buildings include ` 250 being the value of five shares of ` 50 each in Mittal Towers Premises Co-operative Society Limited.
The aggregate depreciation has been included under
depreciation and amortization expense in the Consolidated
Statement of Profit and Loss.
A summary of the changes in the carrying amount of
goodwill is as follows :
in ` crore
2.3 Goodwill and other intangible assets
2.3.1 Goodwill
Accounting policy
Goodwill represents the purchase consideration in excess
of the Group’s interest in the net fair value of identifiable
assets, liabilities and contingent liabilities of the acquired
entity. When the net fair value of the identifiable assets,
liabilities and contingent liabilities acquired exceeds the
purchase consideration, the fair value of net assets acquired
is reassessed and the bargain purchase gain is recognized
in capital reserve. Goodwill is measured at cost less
accumulated impairment losses.
Impairment
Goodwill is tested for impairment on an annual basis and
whenever there is an indication that the recoverable amount
of a CGU is less than its carrying amount. For the impairment
test, goodwill is allocated to the CGU or groups of CGUs
which benefit from the synergies of the acquisition. A CGU
is the smallest identifiable group of assets that generates cash
inflows that are largely independent of the cash inflows from
other assets or group of assets. Impairment occurs when the
carrying amount of a CGU including the goodwill, exceeds the
estimated recoverable amount of the CGU. The recoverable
amount of a CGU is the higher of its fair value less cost to
sell and its value-in-use. Value-in-use is the present value of
future cash flows expected to be derived from the CGU.
Total impairment loss of a CGU is allocated first to reduce the
carrying amount of goodwill allocated to the CGU and then
to the other assets of the CGU pro-rata on the basis of the
carrying amount of each asset in the CGU. An impairment loss
on goodwill is recognized in the Consolidated Statement of
Profit and Loss and is not reversed in the subsequent period.
250 | Consolidated financial statements
Particulars
As at March 31,
Carrying value at the beginning
Goodwill on HIPUS acquisition
(Refer to Note 2.1.1)
Goodwill on WongDoody
acquisition (Refer to Note 2.1.1)
Goodwill on Fluido Oy
acquisition (Refer to Note 2.1.1)
Goodwill on Stater acquisition
(Refer to Note 2.1.1)
Goodwill on Simplus acquisition
(Refer to Note 2.1.1)
Goodwill reclassified from
assets held for sale, net of
reduction in recoverable
amount (Refer to Note 2.1.2)
Translation differences
Carrying value at the end
2020
3,540
108
–
–
399
983
2019
2,211
–
173
240
–
–
–
256
5,286
863
53
3,540
For the purpose of impairment testing, goodwill acquired in
a business combination is allocated to the CGU or groups of
CGUs, which benefit from the synergies of the acquisition.
The Group internally reviews the goodwill for impairment at
the operating segment level, after allocation of the goodwill
to CGUs or groups of CGUs.
The allocation of goodwill to operating segments as at
March 31, 2020 and March 31, 2019,is as follows :
Segment
Financial services
Retail
Communication
Energy, Utilities, Resources and
Services
in ` crore
As at March 31,
2020
1,262
500
472
2019
743
437
389
886
374
Infosys Annual Report 2019-20
Segment
Manufacturing
Operating segments without
significant goodwill
Total
As at March 31,
2020
378
3,498
766
4,264
2019
239
2,182
417
2,599
Consequent to reclassification from “Held for Sale” (refer to
Note 2.1.2), the goodwill pertaining to Panaya, Kallidus and
Skava acquisitions are tested for impairment at the respective
entity level, which amounts to ` 1,022 crore and ` 941 crore
as at March 31, 2020 and March 31, 2019, respectively.
The recoverable amount of a CGU is the higher of its fair value
less cost to sell and its value-in-use. The fair value of a CGU is
determined based on the market capitalization. Value-in-use
is determined based on discounted future cash flows. The key
assumptions used for the calculations are as follows :
in %
Particulars
As at March 31,
Long-term growth rate
Operating margins
Discount rate
2020
7-10
17-20
11.9
2019
8-10
17-20
12.5
The above discount rate is based on the Weighted Average
Cost of Capital (WACC) of the Company. As at March 31,
2020, the estimated recoverable amount of the CGU
exceeded its carrying amount. Reasonable sensitivities in key
assumptions consequent to the change in estimated future
economic conditions on account of possible effects relating
to COVID-19 is unlikely to cause the carrying amount to
exceed the recoverable amount of the cash generating units.
2.3.2 Other intangible assets
Accounting policy
Intangible assets are stated at cost less accumulated
amortization and impairment. Intangible assets are amortized
over their respective individual estimated useful lives on a
straight-line basis, from the date that they are available for
use. The estimated useful life of an identifiable intangible
asset is based on a number of factors including the effects
of obsolescence, demand, competition, and other economic
factors (such as the stability of the industry and known
technological advances). Amortization methods and
useful lives are reviewed periodically including at each
financial year end.
Research costs are expensed as incurred. Software product
development costs are expensed as incurred unless technical
and commercial feasibility of the project is demonstrated,
future economic benefits are probable, the Group has an
intention and ability to complete and use or sell the software,
and the costs can be measured reliably. The costs which can
be capitalized include the cost of material, direct labour and
overhead costs that are directly attributable to preparing the
asset for its intended use.
Impairment
Intangible assets are evaluated for recoverability whenever
events or changes in circumstances indicate that their
carrying amounts may not be recoverable. For the purpose
of impairment testing, the recoverable amount (i.e. the higher
of the fair value less cost to sell and the value-in-use) is
determined on an individual asset basis unless the asset does
not generate cash flows that are largely independent of those
from other assets. In such cases, the recoverable amount is
determined for the CGU to which the asset belongs.
If such assets are considered to be impaired, the impairment
to be recognized in the Consolidated Statement of Profit and
Loss is measured by the amount by which the carrying value
of the assets exceeds the estimated recoverable amount of
the asset. An impairment loss is reversed in the Consolidated
Statement of Profit and Loss if there has been a change in
the estimates used to determine the recoverable amount.
The carrying amount of the asset is increased to its revised
recoverable amount, provided that this amount does not
exceed the carrying amount that would have been determined
(net of any accumulated amortization) had no impairment
loss been recognized for the asset in prior years.
The changes in the carrying value of acquired intangible assets for the year ended March 31, 2020 are as follows :
Particulars
Customer
-related
Software
-related
Gross carrying value as at April 1, 2019
Additions
Acquisition through business combination
(Refer to Note 2.1.1)
Reclassified on account of adoption of Ind AS 116
Translation difference
Gross carrying value as at March 31, 2020
Accumulated amortization as at April 1, 2019
Amortization expense
Reclassified on account of adoption of Ind AS 116
Translation differences
Accumulated amortization as at March 31, 2020
937
–
441
86
817
–
124
1,878
(557)
(146)
–
(52)
(755)
110
–
60
697
(302)
(105)
–
(43)
(450)
Intellectual
property
rights
-related
1
–
Land
use-
rights
-related
73
–
–
–
–
1
(1)
–
–
–
(1)
–
(73)
–
–
(11)
–
11
–
–
in ` crore
Others(1)
Total
Brand or
Trademark
-related
99
–
135
–
7
241
(44)
(17)
–
(5)
(66)
83
–
1,634
86
325
–
3
411
(28)
(27)
–
(1)
1,387
(73)
194
3,228
(943)
(295)
11
(101)
(56) (1,328)
Consolidated financial statements | 251
Infosys Annual Report 2019-20 Particulars
Customer
-related
Software
-related
Carrying value as at April 1, 2019
Carrying value as at March 31, 2020
Estimated useful life (in years)
Estimated remaining useful life (in years)
380
1,123
1-15
0-14
139
247
3-10
0-9
Intellectual
property
rights
-related
–
–
–
–
Land
use-
rights
-related
62
–
–
–
Others(1)
Total
Brand or
Trademark
-related
691
1,900
55
175
5-10
1-10
55
355
3-5
1-5
The changes in the carrying value of acquired intangible assets for the year ended March 31, 2019 were as follows :
Particulars
Gross carrying value as at April 1, 2018
Reclassified from assets held for sale
(Refer to Note 2.1.2)
Additions
Acquisition through business combination
(Refer to Note 2.1.1)
Deletions
Translation difference
Gross carrying value as at March 31, 2019
Accumulated amortization as at April 1, 2018
Reclassified from assets held for sale
(Refer to Note 2.1.2)
Amortization expense
Reduction in value (Refer to Note 2.1.2)
Deletions
Translation differences
Accumulated amortization as at March 31, 2019
Carrying value as at April 1, 2018
Carrying value as at March 31, 2019
Estimated useful life (in years)
Estimated remaining useful life (in years)
Customer
-related
Software
-related
445
19
Intellectual
property
rights
-related
–
Land
use-
rights
-related
73
157
–
334
–
1
937
(289)
(56)
(112)
(93)
–
(7)
(557)
156
380
1-10
0-7
388
9
–
–
25
441
(19)
(182)
(90)
–
–
(11)
(302)
–
139
3-8
1
1
–
–
–
–
1
–
(1)
–
–
–
–
(1)
–
–
–
–
–
–
–
–
–
73
(10)
–
(2)
–
–
1
(11)
63
62
50
43
in ` crore
Others(1)
Total
Brand or
Trademark
-related
26
37
–
36
–
–
99
(12)
(21)
(10)
–
–
(1)
(44)
14
55
5-10
2-8
27
590
–
–
583
9
432
–
20
1,634
(343)
(260)
(229)
(93)
–
(18)
(943)
247
691
62
–
(6)
83
(13)
–
(15)
–
–
–
(28)
14
55
3-5
2-3
(1) Majorly includes intangibles related to Salesforce relationships
The amortization expense has been included under depreciation and amortization expense in the Consolidated
Statement of Profit and Loss.
Research and development expenditure
Research and development expense recognized in the Consolidated Statement of Profit and Loss for the years ended March 31,
2020 and March 31, 2019 was ` 829 crore and ` 769 crore, respectively.
2.4
Investments
Particulars
Non-current
Unquoted
Investments carried at fair value through other comprehensive income (Refer to Note 2.4.1)
Preference securities
Equity instruments
Investments carried at fair value through profit and loss (Refer to Note 2.4.1)
Preference securities
Others(1)
252 | Consolidated financial statements
in ` crore
As at March 31,
2020
2019
101
1
102
9
54
63
89
11
100
23
16
39
Infosys Annual Report 2019-20
Particulars
Quoted
Investments carried at amortized cost (Refer to Note 2.4.2)
Tax-free bonds
Government bonds
Investments carried at fair value through profit and loss (Refer to Note 2.4.3)
Fixed maturity plan securities
Investments carried at fair value through other comprehensive income (Refer to Note 2.4.4)
Non-convertible debentures
Government securities
Total non-current investments
Current
Unquoted
Investments carried at fair value through profit or loss (Refer to Note 2.4.3)
Liquid mutual fund units
Investments carried at fair value through other comprehensive income
Commercial paper (Refer to Note 2.4.4)
Certificates of deposit (Refer to Note 2.4.4)
Quoted
Investment carried at amortized cost (Refer to Note 2.4.2)
Government bonds
Investments carried at fair value through profit and loss (Refer to Note 2.4.3)
Fixed maturity plan securities
Investments carried at fair value through other comprehensive income (Refer to Note 2.4.4)
Non-convertible debentures
Total current investments
Total investments
Aggregate amount of quoted investments
Market value of quoted investments (including interest accrued), current
Market value of quoted investments (including interest accrued), non current
Aggregate amount of unquoted investments
Aggregate amount of impairment on value of investments
Investments carried at amortized cost
Investments carried at fair value through other comprehensive income
Investments carried at fair value through profit or loss
As at March 31,
2020
2019
1,825
21
1,846
–
–
1,462
664
2,126
4,137
2,104
2,104
–
1,126
1,126
–
–
489
489
936
936
4,655
8,792
5,397
1,425
4,268
3,395
–
1,846
4,290
2,656
1,893
–
1,893
458
458
1,420
724
2,144
4,634
1,786
1,786
495
2,482
2,977
18
18
–
–
1,846
1,846
6,627
11,261
6,359
1,862
4,711
4,902
–
1,911
7,067
2,283
(1) Uncalled capital commitments outstanding as at March 31, 2020 and March 31, 2019 were ` 61 crore and ` 86 crore, respectively.
Refer to Note 2.10 for Accounting policies on Financial Instruments.
The details of amounts recorded in other comprehensive income during the years ended March 31, 2020 and March 31,
2019, are as follows :
Net gain / (loss) on
Non-convertible debentures
Certificates of deposit
Government securities
Equity and preference securities
Year ended March 31, 2020
Gross
Tax
27
(4)
–
(27)
(3)
2
–
(6)
Net
24
(2)
–
(33)
in ` crore
Year ended March 31, 2019
Gross
Tax
1
(5)
5
63
–
2
(1)
7
Net
1
(3)
4
70
Consolidated financial statements | 253
Infosys Annual Report 2019-20 Method of fair valuation
Class of investment
Method
Liquid mutual fund units
Fixed maturity plan securities
Tax-free bonds and government bonds
Non-convertible debentures
Government securities
Commercial papers
Certificates of deposits
Unquoted equity and preference securities
– carried at fair value through other
comprehensive income
Unquoted equity and preference securities –
carried at fair value through profit and loss
Others
Quoted price
Market observable inputs
Quoted price and market observable inputs
Quoted price and market observable inputs
Quoted price
Market observable inputs
Market observable inputs
Discounted cash flows method, Market
multiples method, Option pricing model
Discounted cash flows method, Market
multiples method, Option pricing model
Discounted cash flows method, Market
multiples method, Option pricing model
Total
in ` crore
Fair value as at March 31,
2019
1,786
458
2,125
3,266
724
495
2,482
2020
2,104
489
2,144
2,398
664
–
1,126
102
9
100
23
54
9,090
16
11,475
Note : Certain quoted investments are classified as Level 2 in the absence of active market for such investments.
2.4.1 Details of investments
The details of investments in preference, equity and other instruments at March 31, 2020 and March 31, 2019 are as follows :
in ` crore, except as otherwise stated
Particulars
Preference securities
Airviz, Inc.
2,82,279 (2,82,279) Series A Preferred Stock, fully paid up, par value USD 0.001 each
Whoop, Inc.
16,48,352(16,48,352) Series B Preferred Stock, fully paid up, par value USD 0.0001 each
Nivetti Systems Private Limited
2,28,501 (2,28,501) Preferred Stock, fully paid up, par value ` 1 each
Waterline Data Science, Inc.
Nil (39,33,910) Series B Preferred Shares, fully paid up, par value USD 0.00001 each
Nil (13,35,707) Series C Preferred Shares, fully paid up, par value USD 0.00001 each
Trifacta Inc.
31,40,181 (11,80,358) Series C-1 Preferred Stock
Tidalscale, Inc.
36,74,269 (36,74,269) Series B Preferred Stock
Ideaforge Technology Private Limited
5,402 (5,402) Series A compulsorily convertible cumulative Preference shares of ` 10 each,
fully paid up
Total investment in preference securities
Equity instruments
Merasport Technologies Private Limited
2,420 (2,420) equity shares at ` 8,052 each, fully paid up, par value ` 10 each
Global Innovation and Technology Alliance
15,000 (15,000) equity shares at ` 1,000 each, fully paid up, par value ` 1,000 each
Unsilo A / S
Nil (69,894) equity shares, fully paid up, par value DKK 1 each
Ideaforge
100 (100) equity shares at ` 10, fully paid up
Total investment in equity instruments
Others
Stellaris Venture Partners India
The House Fund II, L.P.
Total investment in others
Total
254 | Consolidated financial statements
As at March 31,
2020
2019
–
40
10
–
42
9
9
3
14
10
25
27
23
10
110
112
–
1
–
–
1
30
24
54
165
–
1
10
–
11
16
–
16
139
Infosys Annual Report 2019-20 2.4.2 Details of investments in tax-free bonds and government bonds
The balances held in tax-free bonds as at March 31, 2020 and March 31, 2019 are as follows :
Particulars
7.04% Indian Railway Finance Corporation Limited
Bonds 03MAR2026
7.16% Power Finance Corporation Limited Bonds
17JUL2025
7.18% Indian Railway Finance Corporation Limited
Bonds 19FEB2023
7.28% Indian Railway Finance Corporation Limited
Bonds 21DEC2030
7.28% National Highways Authority of India Limited
Bonds 18SEP2030
7.34% Indian Railway Finance Corporation Limited
Bonds 19FEB2028
7.35% National Highways Authority of India Limited
Bonds 11JAN2031
7.93% Rural Electrification Corporation Limited Bonds
27MAR2022
8.00% Indian Railway Finance Corporation Limited
Bonds 23FEB2022
8.10% Indian Railway Finance Corporation Limited
Bonds 23FEB2027
8.20% Power Finance Corporation Limited Bonds
01FEB2022
8.26% India Infrastructure Finance Company Limited
Bonds 23AUG2028
8.30% National Highways Authority of India Limited
Bonds 25JAN2027
8.35% National Highways Authority of India Limited
Bonds 22NOV2023
8.46% India Infrastructure Finance Company Limited
Bonds 30AUG2028
8.46% Power Finance Corporation Limited Bonds
30AUG2028
8.48% India Infrastructure Finance Company Limited
Bonds 05SEP2028
8.54% Power Finance Corporation Limited Bonds
16NOV2028
Total investments in tax-free bonds
Face value `
As at March 31, 2020
As at March 31, 2019
Units
Amount
Units
Amount
in ` crore, except as otherwise stated
10,00,000
470
49
470
10,00,000
1,000
105
1,000
1,000 20,00,000
201
20,00,000
1,000
4,22,800
42
4,22,800
10,00,000
3,300
341
3,300
1,000 21,00,000
210
21,00,000
1,000
5,71,396
57
5,71,396
1,000
2,00,000
20
2,00,000
1,000
–
–
1,50,000
1,000
5,00,000
52
5,00,000
1,000
–
–
5,00,000
50
105
201
42
342
210
57
21
15
52
50
10,00,000
1,000
100
1,000
100
1,000
5,00,000
53
5,00,000
10,00,000
1,500
150
1,500
10,00,000
2,000
200
2,000
10,00,000
1,500
150
1,500
10,00,000
450
45
450
53
150
200
150
45
1,000
5,00,000
68,05,416
50
1,825
5,00,000
74,55,416
50
1,893
The balances held in government bonds as at March 31, 2020 and March 31, 2019 are as follows :
Particulars
Treasury Notes Philippines Govt. 29MAY2019
Treasury Notes Philippines Govt. 17APRIL2019
Treasury Notes Philippines Govt. 8MARCH2023
Treasury Notes Philippines Govt. 4DECEMBER2022
Total investments in government bonds
in ` crore, except as otherwise stated
Face value
PHP
100
100
100
100
As at March 31, 2020
As at March 31, 2019
Units
–
–
55,000
90,000
1,45,000
Amount
–
–
8
13
21
Units
45,000
90,000
–
–
1,35,000
Amount
6
12
–
–
18
2.4.3 Details of investments in liquid mutual fund units and fixed maturity plans
The balances held in liquid mutual fund units as at March 31, 2020 and March 31, 2019 are as follows :
Particulars
Aditya Birla Sun Life Liquid Fund – Growth – Direct Plan
Aditya Birla Sun life Corporate Bond Fund – Growth - Direct Plan
in ` crore, except as otherwise stated
As at March 31, 2020
As at March 31, 2019
Units
16,90,522
2,66,97,315
Amount
54
211
Units
13,32,847
1,96,00,407
Amount
40
141
Consolidated financial statements | 255
Infosys Annual Report 2019-20
Particulars
As at March 31, 2020
As at March 31, 2019
Aditya Birla Sun life Money Manager Fund – Growth – Direct Plan
Aditya Birla Sun Life Cash Manager – Growth
Axis Treasury Advantage Fund – Growth
HDFC Overnight Fund Direct Plan – Growth Option
HDFC Money market Fund – Direct Plan – Growth Option
HDFC Liquid fund – Direct Plan growth option
ICICI Prudential Liquid Fund – Direct plan – Growth
ICICI Prudential Savings Fund – Direct Plan – Growth
IDFC Corporate Bond – Fund Direct Plan
Kotak Liquid Fund – Direct Plan – Growth Option
Kotak Money Market Fund – Direct Plan – Growth Option
SBI Overnight Fund – Direct Plan – Growth
SBI Premier Liquid Fund – Direct Plan – Growth
HDFC Corporate Bond Fund – Growth – Direct Plan
IDFC Banking and PSU fund Direct Plan – Growth Option
Total investments in liquid mutual fund units
Units
–
1,68,237
8,65,146
10,10,508
–
5,55,555
79,30,594
–
1,19,02,495
7,47,509
–
9,22,151
3,31,803
–
8,88,49,927
14,16,71,762
Amount
–
8
201
300
–
217
233
–
Units
79,75,385
1,11,344
–
–
7,72,637
68,035
–
83,40,260
17 13,14,84,437
–
9,73,751
–
10,25,678
–
–
2,104 17,16,84,781
300
–
300
103
–
160
Amount
201
5
–
–
303
25
–
301
169
-
301
–
300
–
–
1,786
The balances held in fixed maturity plans as at March 31, 2020 and March 31, 2019 are as follows :
Particulars
Aditya Birla Sun Life Fixed Term Plan – Series OD 1145
Days – GR Direct
Aditya Birla Sun Life Fixed Term Plan – Series OE 1153
Days – GR Direct
HDFC FMP 1155D Feb 2017 – Direct Growth – Series 37
HDFC FMP 1169D Feb 2017 – Direct- Quarterly Dividend –
Series 37
ICICI FMP Series 80 – 1194 D Plan F Div
ICICI Prudential Fixed Maturity Plan Series 80 – 1187 Days Plan
G Direct Plan
ICICI Prudential Fixed Maturity Plan Series 80 – 1253 Days Plan
J Direct Plan
IDFC Fixed Term Plan Series 129 Direct Plan – Growth 1147
Days
IDFC Fixed Term Plan Series 131 Direct Plan – Growth 1139
Days
Kotak FMP Series 199 Direct – Growth
Nippon India Fixed Horizon Fund – XXXII Series 8 – Dividend
Plan
Total investments in fixed maturity plan securities
in ` crore, except as otherwise stated
As at March 31, 2020
As at March 31, 2019
Units
Amount
Units
Amount
6,00,00,000
74
6,00,00,000
2,50,00,000
3,80,00,000
4,50,00,000
5,50,00,000
31
47
45
68
2,50,00,000
3,80,00,000
4,50,00,000
5,50,00,000
4,20,00,000
52
4,20,00,000
3,00,00,000
37
3,00,00,000
1,00,00,000
12
1,00,00,000
1,50,00,000
3,50,00,000
19
44
1,50,00,000
3,50,00,000
70
29
44
45
63
49
35
12
17
40
5,00,00,000
40,50,00,000
60
5,00,00,000
489 40,50,00,000
54
458
2.4.4
Details of investments in non-convertible debentures, government securities, certificates of deposit and
commercial paper
The balances held in non-convertible debenture units as at March 31, 2020 and March 31, 2019 are as follows :
in ` crore, except as otherwise stated
Particulars
Face value `
As at March 31, 2020
As at March 31, 2019
7.03% LIC Housing Finance Ltd 28DEC2021
7.24% LIC Housing Finance Ltd 23AUG2021
7.48% Housing Development Finance Corporation
Ltd 18NOV2019
7.58% LIC Housing Finance Ltd 28FEB2020
7.58% LIC Housing Finance Ltd 11JUN2020
7.59% LIC Housing Finance Ltd 14OCT2021
7.75% LIC Housing Finance Ltd 27AUG2021
7.78% Housing Development Finance Corporation
Ltd 24MAR2020
256 | Consolidated financial statements
10,00,000
10,00,000
1,00,00,000
10,00,000
10,00,000
10,00,000
10,00,000
Units
2,500
2,500
–
–
500
3,000
1,250
Amount
254
259
–
–
52
312
131
Units
–
–
50
1,000
500
3,000
1,250
1,00,00,000
–
–
100
Amount
–
–
51
101
51
306
127
100
Infosys Annual Report 2019-20 Particulars
7.79% LIC Housing Finance Ltd 19JUN2020
7.80% Housing Development Finance Corporation
Ltd 11NOV2019
7.81% LIC Housing Finance Ltd 27APR2020
7.95% Housing Development Finance Corporation
Ltd 23SEP2019
8.02% LIC Housing Finance Ltd 18FEB2020
8.26% Housing Development Finance Corporation
Ltd 12AUG2019
8.37% LIC Housing Finance Ltd 03OCT2019
8.37% LIC Housing Finance Ltd 10MAY2021
8.47% LIC Housing Finance Ltd 21JAN2020
8.49% Housing Development Finance Corporation
Ltd 27APR2020
8.50% Housing Development Finance Corporation
Ltd 31AUG2020
8.50% LIC Housing Finance Ltd 20JUN2022
8.58% Housing Development Finance Corporation
Ltd 22MAR2022
8.59% Housing Development Finance Corporation
Ltd 14JUN2019
8.60% LIC Housing Finance Ltd 22JUL2020
8.60% LIC Housing Finance Ltd 29JUL2020
8.61% LIC Housing Finance Ltd 11DEC2019
8.72% Housing Development Finance Corporation
Ltd 15APR2019
8.75% Housing Development Finance Corporation
Ltd 13JAN2020
8.75% LIC Housing Finance Ltd 14JAN2020
8.75% LIC Housing Finance Ltd 21DEC2020
8.80% LIC Housing Finance Ltd 24Dec2020
8.97% LIC Housing Finance Ltd 29OCT2019
9.45% Housing Development Finance Corporation
Ltd 21AUG2019
Total investments in non-convertible debentures
Face value `
As at March 31, 2020
As at March 31, 2019
10,00,000
Units
500
Amount
53
Units
500
Amount
53
1,00,00,000
10,00,000
–
2,000
–
215
150
2,000
1,00,00,000
10,00,000
1,00,00,000
10,00,000
10,00,000
10,00,000
5,00,000
–
–
–
–
500
–
900
1,00,00,000
10,00,000
100
2,950
10,00,000
1,250
1,00,00,000
10,00,000
10,00,000
10,00,000
–
1,000
1,750
–
–
–
–
–
54
–
49
106
323
129
–
107
187
–
50
500
100
2,000
500
500
900
100
–
–
50
1,000
1,750
1,000
1,00,00,000
–
–
75
5,00,000
10,00,000
10,00,000
10,00,000
10,00,000
10,00,000
–
–
1,000
650
–
–
22,350
–
–
101
66
–
5,000
1,070
1,000
650
500
–
2,398
3,000
28,295
318
3,266
154
214
52
51
105
216
54
51
49
105
–
–
51
107
186
103
75
256
110
101
67
52
The balances held in government securities as at March 31, 2020 and March 31, 2019 are as follows :
Particulars
7.17% Government of India 8JAN2028
7.26% Government of India 14JAN2029
7.95% Government of India 28AUG2032
Total investments in government securities
in ` crore, except as otherwise stated
Face value `
As at March 31, 2020
As at March 31, 2019
10,000
10,000
10,000
Units
1,25,000
5,00,000
–
6,25,000
Amount
132
532
–
664
Units
6,75,000
–
50,000
7,25,000
Amount
672
–
52
724
The balances held in certificates of deposit as at March 31, 2020 and March 31, 2019 are as follows :
in ` crore, except as otherwise stated
Particulars
Face value `
As at March 31, 2020
As at March 31, 2019
Axis Bank
Bank of Baroda
ICICI Bank
Kotak Bank
Oriental Bank of Commerce
Vijaya Bank
Total investments in certificates of deposit
1,00,000
1,00,000
1,00,000
1,00,000
1,00,000
1,00,000
Units
25,000
65,000
–
–
25,000
–
1,15,000
Amount
240
638
–
–
248
–
1,126
Units
90,000
–
75,000
77,000
–
12,500
2,54,500
Amount
872
–
738
747
–
125
2,482
Consolidated financial statements | 257
Infosys Annual Report 2019-20
The balances held in commercial paper as at March 31, 2019 are as follows :
Particulars
LIC
Total investments in commercial paper
2.5 Loans
Particulars
Non-current
Unsecured, considered good
Other loans
Loans to employees
Unsecured, considered doubtful
Other loans
Loans to employees
Less: Allowance for doubtful loans
to employees
Total non-current loans
Current
Unsecured, considered good
Other loans
Loans to employees
Total current loans
Total loans
2.6 Other financial assets
Particulars
Non-current
Security deposits(1)
Rental deposits(1)
Net investment in sublease of right
of use asset (Refer to Note 2.19)(1)
Restricted deposits(1)*
Others(1)
Total non-current other financial
assets
Current
Security deposits(1)
Rental deposits(1)
Restricted deposits(1)*
Unbilled revenues(1)#
Interest accrued but not due(1)
Foreign currency forward and
options contracts(2)(3)
Escrow and other deposits pertaining
to buyback(1)
Net investment in sublease of right
of use asset (Refer to Note 2.19)(1)
Others(1)
Total current other financial assets
Total other financial assets
(1) Financial assets carried at amortized cost
258 | Consolidated financial statements
in ` crore
As at March 31,
2020
2019
21
21
30
51
30
21
19
19
24
43
24
19
239
239
260
241
241
260
in ` crore
As at March 31,
2020
2019
50
221
398
55
13
52
193
–
67
–
737
312
8
27
1,795
2,796
474
4
15
1,671
2,093
905
62
336
–
257
35
260
5,457
6,194
6,132
–
224
5,505
5,817
5,481
in ` crore, except as otherwise stated
Face value `
As at March 31, 2019
5,00,000
Units
10,000
10,000
Amount
495
495
Particulars
(2) Financial assets carried at fair value
through other comprehensive income
(3) Financial assets carried at fair value
through profit or loss
As at March 31,
2020
2019
9
53
37
299
* Restricted deposits represent deposits with financial institutions to settle
employee-related obligations as and when they arise during the normal
course of business.
# Classified as financial asset as right to consideration is unconditional
and is due only after a passage of time.
2.7 Trade receivables
Particulars
Current
Unsecured
Considered good (1)
Considered doubtful
Less: Allowance for credit loss
Total trade receivables
(1) Includes dues from companies where
directors are interested
2.8 Cash and cash equivalents
Particulars
Balances with banks
In current and deposit accounts
Cash on hand
Others
Deposits with financial
institutions
Total cash and cash equivalents
Balances with banks in unpaid dividend
accounts
Deposit with more than 12 months maturity
Balances with banks held as margin money
deposits against guarantees
in ` crore
As at March 31,
2020
2019
18,487
557
19,044
557
18,487
14,827
483
15,310
483
14,827
–
–
in ` crore
As at March 31,
2020
2019
12,288
–
14,197
–
6,361
18,649
5,371
19,568
30
6,895
29
6,582
71
114
Cash and cash equivalents as at March 31, 2020 and
March 31, 2019 include restricted cash and bank balances of
` 396 crore and ` 358 crore, respectively. The restrictions are
primarily on account of bank balances held by irrevocable
trusts controlled by the Company and bank balances held as
margin money deposits against guarantees.
The deposits maintained by the Group with banks and
financial institutions comprise time deposits, which can be
withdrawn by the Group at any point without prior notice or
penalty on the principal.
Infosys Annual Report 2019-20
in ` crore
As at March 31,
2020
2019
the asset in order to collect contractual cash flows and the
contractual terms of the financial asset give rise on specified
dates to cash flows that are solely payments of principal and
interest on the principal amount outstanding.
(ii) Financial assets at
through other
fair value
310
489
comprehensive income (FVOCI)
2.9 Other assets
Particulars
Non-current
Capital advances
Advances other than capital
advances
Others
Withholding taxes and others
Prepaid gratuity
(Refer to Note 2.20.1)
Prepaid expenses
Deferred contract cost
Advance for business acquisition
(Refer to Note 2.1.1)
Total non-current other assets
Current
Advances other than capital
advances
Payment to vendors for supply of
goods
Others
Unbilled revenues(1)
Withholding taxes and others
Prepaid expenses
Deferred contract cost
Other receivables
Total current other assets
Total other assets
777
929
151
87
101
42
162
277
–
1,426
206
2,105
145
109
4,325
1,583
968
33
28
7,082
8,508
3,281
1,488
751
58
–
5,687
7,792
(1) Classified as non-financial asset as the contractual right to consideration
is dependent on completion of contractual milestones.
Withholding taxes and others primarily consist of input tax
credits and Cenvat recoverable from the Government of India.
As at March 31, 2020, Cenvat recoverable includes ` 372
crore which is pending adjudication. The Group expects these
amounts to be sustainable on adjudication and recoverable
on final resolution.
2.10 Financial instruments
Accounting policy
2.10.1 Initial recognition
The Group recognizes financial assets and financial liabilities
when it becomes a party to the contractual provisions of the
instrument. All financial assets and liabilities are recognized
at fair value on initial recognition, except for trade receivables
which are initially measured at transaction price. Transaction
costs that are directly attributable to the acquisition or issue
of financial assets and financial liabilities, that are not at fair
value through profit or loss, are added to the fair value on
initial recognition. Regular way purchase and sale of financial
assets are accounted for at trade date.
2.10.2 Subsequent measurement
a. Non-derivative financial instruments
(i) Financial assets carried at amortized cost
A financial asset is subsequently measured at amortized cost if
it is held within a business model whose objective is to hold
A financial asset is subsequently measured at fair value
through other comprehensive income if it is held within a
business model whose objective is achieved by both collecting
contractual cash flows and selling financial assets and the
contractual terms of the financial asset give rise on specified
dates to cash flows that are solely payments of principal and
interest on the principal amount outstanding. The Group has
made an irrevocable election for its investments which are
classified as equity instruments to present the subsequent
changes in fair value in other comprehensive income based
on its business model.
(iii) Financial assets at fair value through profit or loss
A financial asset which is not classified in any of the above
categories is subsequently fair valued through profit or loss.
(iv) Financial liabilities
Financial liabilities are subsequently carried at amortized
cost using the effective interest method, except for
contingent consideration and financial liability under option
arrangements recognized in a business combination which is
subsequently measured at fair value through profit or loss.
For trade and other payables maturing within one year from
the Balance Sheet date, the carrying amounts approximate
the fair value due to the short maturity of these instruments.
b. Derivative financial instruments
The Group holds derivative financial instruments such
as foreign exchange forward and options contracts to
mitigate the risk of changes in exchange rates on foreign
currency exposures. The counterparty for these contracts
is generally a bank.
(i) Financial assets or financial liabilities, at fair value
through profit or loss
This category has derivative financial assets or liabilities
which are not designated as hedges.
Although the Group believes that these derivatives constitute
hedges from an economic perspective, they may not qualify
for hedge accounting under Ind AS 109, Financial Instruments.
Any derivative that is either not designated as hedge, or
is so designated but is ineffective as per Ind AS 109, is
categorized as a financial asset or financial liability, at fair
value through profit or loss.
Derivatives not designated as hedges are recognized initially
at fair value and attributable transaction costs are recognized
in net profit in the Consolidated Statement of Profit and
Loss when incurred. Subsequent to initial recognition, these
derivatives are measured at fair value through profit or loss
and the resulting exchange gains or losses are included in
other income. Assets / liabilities in this category are presented
as current assets / current liabilities if they are either held for
trading or are expected to be realized within 12 months after
the Balance Sheet date.
Consolidated financial statements | 259
Infosys Annual Report 2019-20 (ii) Cash flow hedge
The Group designates certain foreign exchange forward
and options contracts as cash flow hedges to mitigate the
risk of foreign exchange exposure on highly probable
forecast cash transactions.
When a derivative is designated as a cash flow hedging
instrument, the effective portion of changes in the fair value
of the derivative is recognized in other comprehensive
income and accumulated in the cash flow hedging reserve.
Any ineffective portion of changes in the fair value of the
derivative is recognized immediately in the net profit in the
Consolidated Statement of Profit and Loss. If the hedging
instrument no longer meets the criteria for hedge accounting,
then hedge accounting is discontinued prospectively. If the
hedging instrument expires or is sold, terminated or exercised,
the cumulative gain or loss on the hedging instrument
recognized in cash flow hedging reserve till the period the
hedge was effective remains in cash flow hedging reserve
until the forecasted transaction occurs. The cumulative
gain or loss previously recognized in the cash flow hedging
reserve is transferred to the net profit in the Consolidated
Statement of Profit and Loss upon the occurrence of the
related forecasted transaction. If the forecasted transaction is
no longer expected to occur, then the amount accumulated
in cash flow hedging reserve is reclassified to net profit in the
Consolidated Statement of Profit and Loss.
2.10.3 Derecognition of financial instruments
The Group derecognizes a financial asset when the contractual
rights to the cash flows from the financial asset expire or
it transfers the financial asset and the transfer qualifies for
derecognition under Ind AS 109. A financial liability (or a
part of a financial liability) is derecognized from the Group’s
Balance Sheet when the obligation specified in the contract
is discharged or cancelled or expires.
2.10.4 Fair value of financial instruments
In determining the fair value of its financial instruments,
the Group uses a variety of methods and assumptions that
are based on market conditions and risks existing at each
reporting date. The methods used to determine fair value
include discounted cash flow analysis, available quoted
market prices and dealer quotes. All methods of assessing
fair value result in general approximation of value, and such
value may never actually be realized.
Refer to table ‘Financial instruments by category’ below for the
disclosure on carrying value and fair value of financial assets
and liabilities. For financial assets and liabilities maturing
within one year from the Balance Sheet date and which are
not carried at fair value, the carrying amounts approximate
fair value due to the short maturity of those instruments.
2.10.5 Impairment
The Group recognizes loss allowances using the expected
credit loss (ECL) model for the financial assets and unbilled
revenue which are not fair valued through profit or loss. Loss
allowance for trade receivables and unbilled revenues with no
significant financing component is measured at an amount
equal to lifetime ECL. For all other financial assets, ECLs are
measured at an amount equal to the 12-month ECL, unless
there has been a significant increase in credit risk from initial
recognition in which case those are measured at lifetime ECL.
The amount of ECLs (or reversal) that is required to adjust
the loss allowance at the reporting date to the amount that
is required to be recognized is recognized as an impairment
gain or loss in Consolidated Statement of Profit and Loss.
Financial instruments by category
The carrying value and fair value of financial instruments by categories as at March 31, 2020 are as follows :
Particulars
Amortized
cost
Assets
Cash and cash equivalents
(Refer to Note 2.8)
Investments (Refer to Note 2.4)
Equity and preference securities
Tax-free bonds and government
bonds
Liquid mutual fund units
Non-convertible debentures
Government securities
Certificates of deposit
Other investments
Fixed maturity plan securities
Trade receivables (Refer to Note 2.7)
260 | Consolidated financial statements
18,649
–
1,846
–
–
–
–
–
–
18,487
in ` crore
Total fair
value
Total
carrying
value
Financial assets /
liabilities at fair value
through profit or loss
Designated
upon initial
recognition
Mandatory
Financial assets /
liabilities at fair value
through OCI
Equity
instruments
designated
upon initial
recognition
Mandatory
–
–
–
–
–
–
–
–
–
–
–
9
–
2,104
–
–
–
54
489
–
–
102
–
–
–
–
–
–
–
–
–
18,649
18,649
–
111
111
–
–
2,398
664
1,126
–
–
–
1,846
2,104
2,398
664
1,126
54
489
18,487
2,144
2,104
2,398
664
1,126
54
489
18,487
Infosys Annual Report 2019-20 Particulars
Amortized
cost
Financial assets /
liabilities at fair value
through profit or loss
Designated
upon initial
recognition
Mandatory
Loans (Refer to Note 2.5)
Other financials assets
(Refer to Note 2.6)(3)
Total
Liabilities
Trade payables
Lease liabilities
Financial Liability under option
arrangements (Refer to Note 2.1.1)
Other financial liabilities
(Refer to Note 2.12)
Total
260
6,132
45,374
2,852
4,633
–
7,966
15,451
–
–
–
–
–
–
–
–
–
53
2,709
–
–
621
811
1,432
Mandatory
Financial assets /
liabilities at fair value
through OCI
Equity
instruments
designated
upon initial
recognition
–
–
Total
carrying
value
Total fair
value
260
260
–
102
9
4,197
6,194
52,382
6,112
52,598
–
–
–
–
–
–
–
–
2,852
4,633
2,852
4,633
621
621
20
20
8,797
16,903
8,797
16,903
(1) On account of fair value changes including interest accrued
(2) Excludes interest accrued on tax-free bonds and government bonds carried at amortized cost of ` 82 crore
(3) Excludes unbilled revenue on contracts where the right to consideration is dependent on completion of contractual milestones
The carrying value and fair value of financial instruments by categories as at March 31, 2019 were as follows :
Particulars
Amortized
cost
Assets
Cash and cash equivalents
(Refer to Note 2.8)
Investments (Refer to Note 2.4)
Equity and preference securities
Tax-free bonds and government
bonds
Liquid mutual fund units
Non-convertible debentures
Government securities
Commercial paper
Certificates of deposit
Other investments
Fixed maturity plan securities
Trade receivables (Refer to Note 2.7)
Loans (Refer to Note 2.5)
Other financials assets
(Refer to Note 2.6)
Total
Liabilities
Trade payables
Other financial liabilities
(Refer to Note 2.12)
Total
19,568
–
1,911
–
–
–
–
–
–
14,827
260
5,481
42,047
1,655
8,731
10,386
in ` crore
Total fair
value
Total
carrying
value
Financial assets /
liabilities at fair value
through profit or loss
Designated
upon initial
recognition
Mandatory
Financial assets /
liabilities at fair value
through OCI
Equity
instruments
designated
upon initial
recognition
Mandatory
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
23
–
1,786
–
–
–
16
458
–
–
299
2,582
–
205
205
–
100
–
19,568
19,568
–
123
123
–
–
–
–
–
–
–
–
–
–
–
3,266
724
495
2,482
–
–
–
–
1,911
1,786
3,266
724
495
2,482
16
458
14,827
260
2,125
1,786
3,266
724
495
2,482
16
458
14,827
260
–
100
37
7,004
5,817
51,733
5,733
51,863
–
–
–
–
1,655
1,655
–
–
8,936
10,591
8,936
10,591
(1) On account of fair value changes including interest accrued
(2) Excludes interest accrued on tax-free bonds and government bonds carried at amortized cost of ` 84 crore
(3) Excludes unbilled revenue on contracts where the right to consideration is dependent on completion of contractual milestones
Consolidated financial statements | 261
Infosys Annual Report 2019-20 Fair value hierarchy
Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly
(i.e. as prices) or indirectly (i.e. derived from prices)
Level 3 – Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs)
The fair value hierarchy of assets and liabilities measured at fair value on a recurring basis as at March 31, 2020 is as follows :
in ` crore
Particulars
As at March
31, 2020
Fair value measurement at end of
the reporting period using
Level 1
Level 3
Level 2
Assets
Investments in liquid mutual funds (Refer to Note 2.4)
Investments in tax-free bonds (Refer to Note 2.4)
Investments in government bonds (Refer to Note 2.4)
Investments in equity instruments (Refer to Note 2.4)
Investments in preference securities (Refer to Note 2.4)
Investments in non-convertible debentures (Refer to Note 2.4)
Investments in certificates of deposit (Refer to Note 2.4)
Investment in government securities (Refer to Note 2.4)
Investments in fixed maturity plan securities (Refer to Note 2.4)
Other investments (Refer to Note 2.4)
Derivative financial instruments – gain on outstanding foreign currency
forward and options contracts (Refer to Note 2.6)
Liabilities
Derivative financial instruments – loss on outstanding foreign currency
forward and options contracts (Refer to Note 2.12)
Financial liability under option arrangements (Refer to Note 2.1.1)
Liability towards contingent consideration (Refer to Note 2.12)(1)
(1) Discount rate pertaining to contingent consideration ranges from 8% to 14%.
2,104
2,122
22
1
110
2,398
1,126
664
489
54
62
491
621
340
2,104
1,960
22
–
–
2,032
–
664
–
–
–
–
–
–
–
162
–
–
–
366
1,126
–
489
–
–
–
–
1
110
–
–
–
–
54
62
–
491
–
–
–
621
340
During the year ended March 31, 2020, tax-free bonds and non-convertible debentures of ` 662 crore were transferred from
Level 2 to Level 1 of fair value hierarchy, since these were valued based on quoted price and ` 50 crore was transferred from
Level 1 to Level 2 of fair value hierarchy, since these were valued based on market observable inputs.
The fair value hierarchy of assets and liabilities as at March 31, 2019 was as follows :
in ` crore
Particulars
As at March
31, 2019
Fair value measurement at end of
the reporting period using
Level 1
Level 3
Level 2
Assets
Investments in liquid mutual funds (Refer to Note 2.4)
Investments in tax-free bonds (Refer to Note 2.4)
Investments in government bonds (Refer to Note 2.4)
Investments in equity instruments (Refer to Note 2.4)
Investments in preference securities (Refer to Note 2.4)
Investments in non-convertible debentures (Refer to Note 2.4)
Investments in certificates of deposit (Refer to Note 2.4)
Investment in Government securities (Refer to Note 2.4)
Investments in commercial paper (Refer to Note 2.4)
Investments in fixed maturity plan securities (Refer to Note 2.4)
Other investments (Refer to Note 2.4)
Derivative financial instruments - gain on outstanding foreign currency
forward and options contracts (Refer to Note 2.6)
Liabilities
Derivative financial instruments - loss on outstanding foreign currency
forward and options contracts (Refer to Note 2.12)
Liability towards contingent consideration (Refer to Note 2.12)(1)
(1) Discount rate pertaining to contingent consideration ranges from 9% to 16%.
262 | Consolidated financial statements
1,786
2,107
18
11
112
3,266
2,482
724
495
458
16
1,786
1,836
18
–
–
1,780
–
724
–
–
–
–
271
–
–
–
1,486
2,482
–
495
458
–
–
–
–
11
112
–
–
–
–
–
16
336
–
336
–
15
190
–
–
15
–
–
190
Infosys Annual Report 2019-20 During the year ended March 31, 2019, tax-free bonds and
non-convertible debentures of ` 336 crore were transferred
from Level 2 to Level 1 of fair value hierarchy, since these were
valued based on quoted price and ` 746 crore was transferred
from Level 1 to Level 2 of fair value hierarchy, since these were
valued based on market observable inputs.
A one percentage point change in the unobservable inputs
used in the fair valuation of Level 3 assets and liabilities does
not have a significant impact in its value.
Financial risk management
Financial risk factors
The Group’s activities expose it to a variety of financial
risks : market risk, credit risk and liquidity risk. The Group’s
primary focus is to foresee the unpredictability of financial
markets and seek to minimize potential adverse effects on
its financial performance. The primary market risk to the
Group is foreign exchange risk. The Group uses derivative
financial instruments to mitigate foreign exchange-related risk
exposures. The Group’s exposure to credit risk is influenced
mainly by the individual characteristic of each customer and
the concentration of risk from the top few customers.
Market risk
The Group operates internationally and a major portion of the
business is transacted in several currencies and consequently,
the Group is exposed to foreign exchange risk through its sales
and services in the United States and elsewhere, and purchases
from overseas suppliers in various foreign currencies.
The Group holds derivative financial instruments such as
foreign exchange forward and options contracts to mitigate
the risk of changes in exchange rates on foreign currency
exposures. The exchange rate between the Indian rupee and
foreign currencies has changed substantially in recent years
and may fluctuate substantially in the future. Consequently,
the results of the Group’s operations are adversely affected as
the rupee appreciates / depreciates against these currencies.
The foreign currency risk from financial assets and liabilities as at March 31, 2020 is as follows :
Particulars
USD
Euro
GBP
AUD
Cash and cash equivalents
Trade receivables
Other financial assets (including loans)
Trade payables
Lease liabilities
Other financial liabilities
Net assets / (liabilities)
1,228
11,565
3,060
(764)
(1,681)
(4,040)
9,368
507
2,331
555
(157)
(988)
(796)
1,452
163
1,064
178
(103)
(355)
(160)
787
208
652
174
(74)
(59)
(268)
633
The foreign currency risk from financial assets and liabilities as at March 31, 2019 was as follows :
Particulars
USD
Euro
GBP
AUD
Cash and cash equivalents
Trade receivables
Other financial assets (including loans)
Trade payables
Other financial liabilities
Net assets / (liabilities)
1,640
9,950
2,050
(708)
(3,523)
9,409
266
1,844
430
(128)
(454)
1,958
110
1,025
145
(139)
(192)
949
213
527
144
(80)
(177)
627
Sensitivity analysis between Indian rupee and US dollar
Particulars
Impact on the Group’s incremental operating margins
Other
currencies
1,242
2,200
392
(1,453)
(496)
(1,348)
537
Other
currencies
1,113
971
431
(107)
(595)
1,813
in ` crore
Total
3,348
17,812
4,359
(2,551)
(3,579)
(6,612)
12,777
in ` crore
Total
3,342
14,317
3,200
(1,162)
(4,941)
14,756
Years ended March 31,
2019
0.47%
2020
0.45%
Sensitivity analysis is computed based on the changes in the income and expenses in foreign currency upon conversion into
functional currency, due to exchange rate fluctuations between the previous reporting period and the current reporting period.
Derivative financial instruments
The Group holds derivative financial instruments such as foreign currency forward and options contracts to mitigate the
risk of changes in exchange rates on foreign currency exposures. The counterparty for these contracts is generally a bank.
These derivative financial instruments are valued based on quoted prices for similar assets and liabilities in active markets or
inputs that are directly or indirectly observable in the marketplace.
Consolidated financial statements | 263
Infosys Annual Report 2019-20 The details in respect of outstanding foreign currency forward and options contracts are as follows :
Particulars
Derivatives designated as cash flow hedges
Options contracts
In Australian dollars
In Euro
In United Kingdom Pound Sterling
Other derivatives
Forward contracts
In Australian dollars
In Brazilian Real
In Canadian dollars
In Chinese Yuan
In Euro
In Japanese Yen
In New Zealand dollars
In Norwegian Krone
In Philippine Peso
In Poland Zloty
In Romanian Leu
In Singapore dollars
In South African Rand
In Swedish Krona
In Swiss Franc
In US dollars
In United Kingdom Pound Sterling
Options contracts
In Australian dollars
In Canadian Dollars
In Euro
In Swiss Franc
In US dollars
In United Kingdom Pound Sterling
Total forwards and options contracts
As at March 31, 2020
In million
In ` crore
As at March 31, 2019
In million
In ` crore
110
120
21
2
57
21
210
191
–
16
40
–
92
20
177
–
50
1
1,048
50
–
–
–
–
555
–
507
993
196
9
102
117
226
1,581
–
72
29
–
165
33
954
–
37
9
7,925
469
–
–
–
–
4,196
–
17,620
120
135
25
8
–
13
–
176
550
16
40
–
–
–
140
–
50
25
955
80
10
13
60
5
433
10
588
1,049
226
37
–
68
–
1,367
34
75
32
–
–
–
716
–
37
172
6,608
724
49
69
466
35
2,995
91
15,438
The foreign exchange forward and options contracts mature
within 12 months. The table below analyses the derivative
financial instruments into relevant maturity groupings based
on the remaining period as at the Balance Sheet date :
Particulars
Not later than one month
Later than one month and not
later than three months
Later than three months and
not later than one year
in ` crore
As at March 31,
2020
5,687
2019
4,432
8,727
6,921
3,206
17,620
4,085
15,438
During the year ended March 31, 2020, the Group has designated
certain foreign exchange forward and options contracts as cash
flow hedges to mitigate the risk of foreign exchange exposure
on highly probable forecast cash transactions. The related hedge
transactions for balance in cash flow hedges as of March 31, 2020
are expected to occur and will be reclassified to the Consolidated
Statement of Profit and Loss within three months.
The Group determines the existence of an economic
relationship between the hedging instrument and the hedged
item based on the currency, amount and timing of its forecasted
cash flows. Hedge effectiveness is determined at the inception
of the hedge relationship, and through periodic prospective
effectiveness assessments to ensure that an economic
relationship exists between the hedged item and hedging
instrument, including whether the hedging instrument is
expected to offset changes in cash flows of hedged items.
If the hedge ratio for risk management purposes is no
longer optimal but the risk management objective remains
unchanged and the hedge continues to qualify for hedge
accounting, the hedge relationship will be rebalanced by
adjusting either the volume of the hedging instrument
or the volume of the hedged item so that the hedge ratio
aligns with the ratio used for risk management purposes.
Any hedge ineffectiveness is calculated and accounted for in
the Consolidated Statement of Profit and Loss at the time of
the hedge relationship rebalancing.
264 | Consolidated financial statements
Infosys Annual Report 2019-20
The reconciliation of cash flow hedge reserve for the years ended March 31, 2020 and March 31, 2019 is as follows :
Particulars
Gain / (loss)
Balance at the beginning of the period
Gain / (Loss) recognized in other comprehensive income during the period
Amount reclassified to profit or loss during the period
Tax impact on above
Balance at the end of the period
in ` crore
Years ended March 31,
2020
21
25
(73)
12
(15)
2019
–
118
(90)
(7)
21
The Group offsets a financial asset and a financial liability when it currently has a legally enforceable right to set off the recognized
amounts and the Group intends either to settle on a net basis, or to realize the asset and settle the liability simultaneously.
The quantitative information about offsetting of derivative financial assets and derivative financial liabilities is as follows :
Particulars
Gross amount of recognized financial asset / liability
Amount set off
Net amount presented in Balance Sheet
in ` crore
As at March 31, 2020
Derivative
financial asset
86
(24)
62
Derivative
financial liability
(515)
24
(491)
As at March 31, 2019
Derivative
financial asset
338
(2)
336
Derivative
financial liability
(17)
2
(15)
Credit risk
Credit risk refers to the risk of default on its obligation by
the counterparty resulting in a financial loss. The maximum
exposure to the credit risk at the reporting date is primarily
from trade receivables amounting to ` 18,487 crore and
` 14,827 crore as at March 31, 2020 and March 31, 2019,
respectively, and unbilled revenues amounting to ` 7,121
crore and ` 5,374 crore as at March 31, 2020 and March 31,
2019, respectively. Trade receivables and unbilled revenues
are typically unsecured and are derived from revenues
from customers primarily located in the US. Credit risk has
always been managed by the Group through credit approvals,
establishing credit limits and continuously monitoring the
creditworthiness of customers to which the Group grants credit
terms in the normal course of business. The Group uses the
expected credit loss model to assess any required allowances;
and uses a provision matrix to compute the expected credit
loss allowance for trade receivables and unbilled revenues.
This matrix takes into account credit reports and other related
credit information to the extent available.
The Group’s exposure to credit risk is influenced mainly
by the individual characteristic of each customer and the
concentration of risk from the top few customers. Exposure
to customers is diversified and there is no single customer
contributing more than 10% of outstanding trade receivables
and unbilled revenues.
The details in respect of percentage of revenues generated
from top customer and top 10 customers are as follows :
Particulars
Revenue from top customer
Revenue from top 10 customers
in %
Years ended March 31,
2019
3.6
19.0
2020
3.1
19.2
Credit risk exposure
The allowance for lifetime ECL on customer balances for the
years ended March 31, 2020 and March 31, 2019 was ` 161
crore and ` 239 crore, respectively.
The movement in credit loss allowance on customer
balance is as follows :
Particulars
Balance at the beginning
Impairment loss recognized
Write-offs
Translation differences
Balance at the end
in ` crore
Years ended March 31,
2019
449
239
(73)
12
627
2020
627
161
(100)
17
705
The gross carrying amount of a financial asset is written
off (either partially or in full) when there is no realistic
prospect of recovery.
Credit exposure
The Group’s credit period generally ranges from 30-60 days.
in ` crore except otherwise stated
Particulars
Trade receivables
Unbilled revenues
As at March 31,
2020
18,487
7,121
2019
14,827
5,374
Days sales outstanding was 69 days and 66 days as of
March 31, 2020 and March 31, 2019, respectively.
Credit risk on cash and cash equivalents is limited as the
Group generally invest in deposits with banks and financial
institutions with high ratings assigned by international
and domestic credit rating agencies. Ratings are monitored
periodically and the Group has considered the latest available
credit ratings as at the date of approval of these Consolidated
financial statements.
Consolidated financial statements | 265
Infosys Annual Report 2019-20 Majority of investments of the Group are fair valued based
on Level 1 or Level 2 inputs. These investments primarily
include investment in liquid mutual fund units, fixed maturity
plan securities, certificates of deposit, commercial papers,
quoted bonds issued by government and quasi-government
organizations and non-convertible debentures. The Group
invests after considering counterparty risks based on multiple
criteria including Tier I Capital, Capital Adequacy Ratio,
Credit Rating, Profitability, NPA levels and Deposit base of
banks and financial institutions. These risks are monitored
regularly as per its risk management program.
Liquidity risk
Liquidity risk is defined as the risk that the Group will not be
able to settle or meet its obligations on time.
The Group’s principal sources of liquidity are cash and
cash equivalents and the cash flow that is generated from
operations. The Group has no outstanding borrowings.
The Group believes that the working capital is sufficient to
meet its current requirements.
As at March 31, 2020, the Group had a working capital
of ` 33,720 crore including cash and cash equivalents of
` 18,649 crore and current investments of ` 4,655 crore. As at
March 31, 2019, the Group had a working capital of ` 34,240
crore including cash and cash equivalents of ` 19,568 crore
and current investments of ` 6,627 crore.
As at March 31, 2020 and March 31, 2019, the outstanding
compensated absences were ` 1,870 crore and ` 1,663
crore, respectively, which have been substantially funded.
Accordingly, no liquidity risk is perceived.
The details regarding the contractual maturities of significant financial liabilities as at March 31, 2020 are as follows :
Particulars
Trade payables
Other financial liabilities (excluding liability towards
contingent consideration) (Refer to Note 2.12)
Financial liability under option arrangements
Liability towards contingent consideration on an
undiscounted basis (Refer to Note 2.12)
Less than 1 year
2,852
1-2 years
–
2-4 years
–
4-7 years
–
7,939
–
225
22
–
75
5
621
67
–
–
–
in ` crore
Total
2,852
7,966
621
367
The details regarding the contractual maturities of significant financial liabilities as at March 31, 2019 were as follows :
Less than 1 year
1,655
1-2 years
–
2-4 years
–
4-7 years
–
in ` crore
Total
1,655
Particulars
Trade payables
Other financial liabilities (excluding liability towards
contingent consideration) (Refer to Note 2.12)
Liability towards contingent consideration on an
undiscounted basis (Refer to Note 2.12)
2.11 Equity
Accounting policy
Ordinary shares
Ordinary shares are classified as equity. Incremental costs
directly attributable to the issuance of new ordinary shares,
share options and buyback are recognized as a deduction
from equity, net of any tax effects.
Treasury shares
When any entity within the Group purchases the Company’s
ordinary shares, the consideration paid including any directly
attributable incremental cost is presented as a deduction from
total equity, until they are cancelled, sold or reissued. When
treasury shares are sold or reissued subsequently, the amount
received is recognized as an increase in equity, and the
resulting surplus or deficit on the transaction is transferred
to / from the securities premium.
In December 2017, Ind AS 12, Income Taxes was amended
which clarified that an entity shall recognize the income tax
consequences of dividends on financial instruments classified as
equity according to where the entity originally recognized those
past transactions or events that generated distributable profits
266 | Consolidated financial statements
8,716
114
11
83
4
–
–
8,731
36
233
were recognized. On April 1, 2019, the Group adopted these
amendments and there was no impact of these amendments on
the Company’s consolidated financial statements.
Description of reserves
Retained earnings
Retained earnings represent the amount of accumulated
earnings of the Group.
Securities premium
The amount received in excess of the par value has been
classified as securities premium.
Share options outstanding account
The share options outstanding account is used to record the
fair value of equity-settled share-based payment transactions
with employees. The amounts recorded in share options
outstanding account are transferred to securities premium
upon exercise of stock options and transferred to general
reserve on account of stock options not exercised by employees.
Other reserves
The Special Economic Zone Re-investment Reserve has been
created out of the profit of the eligible SEZ unit in terms
of the provisions of Sec 10AA (1)(ii) of Income-tax Act,
Infosys Annual Report 2019-20 1961. The reserve should be utilized by the Company for
acquiring new plant and machinery for the purpose of its
business in terms of the provisions of the Sec 10AA (2) of the
Income-tax Act, 1961.
Capital Redemption Reserve
In accordance with section 69 of the Act, the Company creates
capital redemption reserve equal to the nominal value of the
shares bought back as an appropriation from general reserve.
Other components of equity
Other components of equity include currency translation,
remeasurement of net defined benefit liability / asset, equity
instruments fair valued through other comprehensive
income, changes on fair valuation of investments and
changes in fair value of derivatives designated as cash flow
hedges, net of taxes.
Currency translation reserve
The exchange differences arising from the translation of
financial statements of foreign subsidiaries with functional
currency other than the Indian rupee is recognized in other
comprehensive income and is presented within equity.
Cash flow hedge reserve
When a derivative is designated as a cash flow hedging
instrument, the effective portion of changes in the fair value of
the derivative is recognized in other comprehensive income and
accumulated in the cash flow hedging reserve. The cumulative
gain or loss previously recognized in the cash flow hedging
reserve is transferred to the Consolidated Statement of Profit and
Loss upon the occurrence of the related forecasted transaction.
Share capital
Particulars
in ` crore, except as otherwise stated
As at March 31,
2020
2019
Authorized
Equity shares, ` 5 par value
480,00,00,000 (480,00,00,000)
equity shares
Issued, subscribed and paid-up
Equity shares, ` 5 par value(1)
424,07,53,210 (433,59,54,462)
equity shares fully paid-up(2)
2,400
2,400
2,122
2,170
2,122
2,170
Note : Forfeited shares amounted to ` 1,500 (` 1,500)
(1) Refer to Note 2.21 for details of basic and diluted shares
(2) Net of treasury shares 1,82,39,356 (2,03,24,982)
The Company has only one class of shares referred to as
equity shares having a par value of ` 5. Each holder of equity
shares is entitled to one vote per share. The equity shares
represented by American Depositary Shares (ADSs) carry
similar rights to voting and dividends as the other equity
shares. Each ADS represents one underlying equity share.
In the event of liquidation of the Company, the holders of
equity shares will be entitled to receive any of the remaining
assets of the Company in proportion to the number of equity
shares held by the shareholders, after distribution of all
preferential amounts. However, no such preferential amounts
exist currently, other than the amounts held by irrevocable
controlled trusts. For irrevocable controlled trusts, the corpus
would be settled in favour of the beneficiaries.
For details of shares reserved for issue under the employee
stock option plan of the Company refer to the note below.
In the period of five years immediately preceding March 31, 2020 :
Bonus Issue
The Company has allotted 2,18,41,91,490 and 1,14,84,72,332
and 57,42,36,166 fully paid-up shares of face value ` 5 each
during the quarter ended September 30, 2018, June 30,
2015 and December 31, 2014, respectively pursuant to the
bonus issue approved by the shareholders through postal
ballot. The bonus shares were issued by capitalization of
profits transferred from the general reserve. A bonus share
of one equity share for every equity share held, and a bonus
issue, viz., a stock dividend of one ADS for every ADS held,
respectively, has been allotted. Consequently, the ratio of
equity shares underlying the ADSs held by an American
Depositary Receipt holder remains unchanged. Options
granted under the stock option plan have been adjusted for
bonus shares wherever appropriate.
The bonus shares once allotted shall rank pari passu in all
respects and carry the same rights as the existing equity
shareholders and shall be entitled to participate in full, in
any dividend and other corporate action, recommended and
declared after the new equity shares are allotted.
Update on Capital Allocation Policy and buyback
Effective fiscal 2018, the Company’s policy was to pay
up to 70% of the free cash flow annually by way of
dividend and / or buyback.
Effective fiscal 2020, the Company expects to return
approximately 85% of the free cash flow cumulatively over
a five-year period through a combination of semi-annual
dividends and / or share buyback and / or special dividends,
subject to applicable laws and requisite approvals, if any.
Free cash flow is defined as net cash provided by operating
activities less capital expenditure as per the Consolidated
Statement of Cash Flows prepared under Ind AS.
In line with the Capital Allocation Policy announced in April
2018, the Board, at its meeting held on January 11, 2019,
approved the following :
(a) Declared a special dividend of ` 4 per equity share;
(b) Recommended buyback of equity shares from the open
market route through Indian stock exchanges of up to
` 8,260 crore (maximum buyback size) at a price not
exceeding ` 800 per share (maximum buyback price)
which would comprise approximately 2.36% of the
paid-up equity share capital of the Company, subject
to shareholders’ approval by way of postal ballot. The
shareholders approved the proposal of buyback of equity
shares recommended by its Board of Directors in its
meeting held on January 11, 2019 through the postal
ballot that concluded on March 12, 2019.
The buyback was offered to all eligible equity shareholders
of the Company (other than the Promoters, the Promoter
Group and Persons in Control of the Company) under the
open market route through the stock exchange. The buyback
of equity shares through the stock exchange commenced on
March 20, 2019 and was completed on August 26, 2019.
During this buyback period, the Company had purchased
and extinguished a total of 11,05,19,266 equity shares from
Consolidated financial statements | 267
Infosys Annual Report 2019-20
the stock exchange at an average buyback price of ` 747 per
equity share comprising 2.53% of the pre-buyback paid-up
equity share capital of the Company. The buyback resulted in
a cash outflow of ` 8,260 crore (excluding transaction costs).
The Company funded the buyback from its free reserves.
In accordance with Section 69 of the Companies Act, 2013,
as at March 31, 2020 the Company has created ‘Capital
Redemption Reserve’ of ` 55 crore equal to the nominal
value of the above shares bought back as an appropriation
from general reserve.
After the execution of the above buyback, payment of special
dividend (including dividend distribution tax) of ` 2,107
crore in January 2019 and payment of special dividend
(including dividend distribution tax) of ` 2,633 crore in
June 2018, the Company has completed the distribution of
` 13,000 crore, which was announced as part of its Capital
Allocation Policy in April 2018.
The Company’s objective when managing capital is to safeguard
its ability to continue as a going concern and to maintain an
optimal capital structure so as to maximize shareholder value.
In order to maintain or achieve an optimal capital structure, the
Company may adjust the amount of dividend payment, return
capital to shareholders, issue new shares or buy back issued
shares. As at March 31, 2020, the Company has only one class of
equity shares and has no debt. Consequent to the above capital
structure, there are no externally imposed capital requirements.
Dividend
The final dividend on shares is recorded as a liability on the
date of approval by the shareholders and interim dividends
are recorded as a liability on the date of declaration by the
Company’s Board of Directors.
The Company declares and pays dividends in Indian rupees.
The Finance Act 2020 has repealed the Dividend Distribution
Tax (DDT). Companies are now required to pay / distribute
dividend after deducting applicable taxes. The remittance of
dividends outside India is governed by Indian law on foreign
exchange and is also subject to withholding tax at applicable rates.
Dividend and buyback include applicable taxes.
The amount of per share dividend recognized as distribution
to equity shareholders is as follows :
Particulars
Final dividend for fiscal 2018(1)
Special dividend for fiscal
2018(1)
Interim dividend for fiscal 2019
Special dividend for fiscal 2019
Final dividend for fiscal 2019
Interim dividend for fiscal 2020
in `
Years ended March 31,
2019
10.25
2020
–
–
–
–
10.50
8.00
5.00
7.00
4.00
–
–
(1) Dividend per share declared previously, retrospectively adjusted for
September 2018 bonus issue
During the year ended March 31, 2020, on account of the
final dividend for fiscal 2019 and interim dividend for fiscal
2020, the Company has incurred a net cash outflow of ` 9,517
crore (excluding dividend paid on treasury shares) inclusive
of dividend distribution tax.
The Board of Directors, at its meeting on April 20, 2020,
recommended a final dividend of ` 9.50 per equity share
for fiscal 2020. This payment is subject to the approval of
shareholders in the Annual General Meeting of the Company.
In view of COVID-19, the Company is working on an
Annual General Meeting date which will be announced by
the Company in due course. This final dividend, if approved
by shareholders, would result in a net cash outflow of
approximately ` 4,029 crore (excluding dividend paid
on treasury shares).
The details of shareholders holding more than 5% shares as at March 31, 2020 and March 31, 2019 are as follows :
Name of the shareholder
Deutsche Bank Trust Company Americas (Depository of
ADRs – legal ownership)
Life Insurance Corporation of India
As at March 31, 2020
No. of shares
% held
As at March 31, 2019
No. of shares
% held
73,93,01,182
28,20,08,863
17.36
6.62
74,62,54,648
25,43,32,376
17.11
5.83
The reconciliation of the number of shares outstanding and the amount of share capital as at March 31, 2020 and March 31,
2019 are as follows :
Particulars
As at the beginning of the period
Add : Shares issued on exercise of employee stock options
– before bonus issue
Add : Bonus shares issued
Add : Shares issued on exercise of employee stock options
– after bonus issue
Less : Shares bought back(1)(2)
As at the end of the period
in ` crore, except as stated otherwise
As at March 31, 2020
As at March 31, 2019
Number of shares
433,59,54,462
Amount Number of shares
217,33,12,301
2,170
Amount
1,088
–
–
–
–
3,92,528
217,37,04,829
26,66,014
9,78,67,266
424,07,53,210
1
49
2,122
11,96,804
1,26,52,000
433,59,54,462
–
1,088
–
6
2,170
(1) Includes 18,18,000 shares which have been purchased on account of buyback during the three months ended March 31, 2019 and have not been
extinguished as of March 31, 2019
(2) Includes 36,36,000 shares which have been purchased on account of buyback during the three months ended March 31, 2019 but have not been settled
and therefore not extinguished as of March 31, 2019
268 | Consolidated financial statements
Infosys Annual Report 2019-20 Employee Stock Option Plan (ESOP) :
Accounting policy
The Group recognizes compensation expense relating to
share-based payments in net profit based on estimated
fair-values of the awards on the grant date. The estimated fair
value of awards is recognized as an expense in the Statement
of Profit and Loss on a straight-line basis over the requisite
service period for each separately vesting portion of the award
as if the award was in substance, multiple awards with a
corresponding increase to share premium.
Infosys Expanded Stock Ownership Program
2019 (“the 2019 Plan”) :
On June 22, 2019, pursuant to the approval by the shareholders
in the Annual General Meeting, the Board has been authorized
to introduce, offer, issue and provide share-based incentives to
eligible employees of the Company and its subsidiaries under the
2019 Plan. The maximum number of shares under the 2019 Plan
shall not exceed 5,00,00,000 equity shares. To implement the
2019 Plan, up to 4,50,00,000 equity shares may be issued by way
of secondary acquisition of shares by the Infosys Expanded Stock
Ownership Trust. The RSUs granted under the 2019 Plan shall
vest based on the achievement of defined annual performance
parameters as determined by the administrator (the nomination
and remuneration committee). The performance parameters will
be based on a combination of relative Total Shareholder Return
(TSR) against selected industry peers and certain broader market
domestic and global indices and operating performance metrics
of the Company as decided by the administrator. Each of the
above performance parameters will be distinct for the purposes
of calculation of quantity of shares to vest based on performance.
These instruments will generally vest between a minimum of one
to a maximum of three years from the grant date.
2015 Stock Incentive Compensation Plan (“the 2015 Plan”) :
On March 31, 2016, pursuant to the approval by the
shareholders through postal ballot, the Board was authorized
to introduce, offer, issue and allot share-based incentives
to eligible employees of the Company and its subsidiaries
under the 2015 Plan. The maximum number of shares under
the 2015 Plan shall not exceed 2,40,38,883 equity shares
(this includes 1,12,23,576 equity shares which are held
by the trust towards the 2011 Plan as at March 31, 2016).
The Company expects to grant the instruments under the
2015 Plan over the period of four to seven years. The plan
numbers mentioned above would further be adjusted for the
September 2018 bonus issue.
The equity-settled and cash-settled RSUs and stock options
would vest generally over a period of four years and shall be
exercisable within the period as approved by the nomination
and remuneration committee. The exercise price of the RSUs
will be equal to the par value of the shares and the exercise
price of the stock options would be the market price as
on the date of grant.
Consequent to the September, 2018 bonus issue, all the then
outstanding options granted under the stock option plan have
been adjusted for bonus shares. Unless otherwise stated, all
the prior period share numbers, share prices and weighted
average exercise prices in this note have been adjusted to give
effect to the September 2018 bonus issue.
Controlled trust holds 1,82,39,356 and 2,03,24,982 shares
as at March 31, 2020 and March 31, 2019, respectively,
under the 2015 Plan. Out of these shares, 2,00,000 equity
shares each have been earmarked for welfare activities of the
employees as at March 31, 2020 and March 31, 2019.
The summary of grants during the years ended March 31, 2020 and March 31, 2019 is as follows :
Particulars
Equity-settled RSUs
KMP
Employees other than KMP
Cash-settled RSUs
KMP
Employees other than KMP
(1) Information is adjusted for September 2018 bonus issue.
Notes on grants to KMP
CEO & MD
Under the 2015 Plan :
In accordance with the employee agreement which has been
approved by the shareholders, the CEO is eligible to receive
an annual grant of RSUs of fair value ` 3.25 crore which will
vest over time in three equal annual installments upon the
completion of each year of service from the respective grant
2019 Plan
Year ended March 31,
2015 Plan
Year ended March 31,
2020
2019
2020
2019(1)
3,56,793
17,34,500
20,91,293
–
–
–
20,91,293
–
–
–
–
–
–
–
5,07,896
33,46,280
38,54,176
6,75,530
36,65,170
43,40,700
1,80,400
4,75,740
6,56,140
45,10,316
–
74,090
74,090
44,14,790
date. Accordingly, annual time-based grant of 41,782 RSUs
was made effective February 27, 2020 for fiscal 2020. Though
the annual time-based grants for the remaining employment
term ending on March 31, 2023 have not been granted
as of March 31, 2020, since the service commencement
date precedes the grant date, the Company has recorded
employment stock compensation expense in accordance with
Ind AS 102, Share-based Payment.
Consolidated financial statements | 269
Infosys Annual Report 2019-20
The Board, on April 12, 2019, based on the recommendations
of the nomination and remuneration committee, approved the
performance-based grant of RSUs amounting to ` 13 crore for
fiscal 2020 under the 2015 Plan. These RSUs will vest in line
with the employment agreement based on the achievement
of certain performance targets. Accordingly, 1,77,887
performance-based RSUs were granted effective May 2, 2019.
In accordance with the shareholders approval in the Annual
General meeting held on June 22, 2019, the Board, based on
the recommendations of the nomination and remuneration
committee, approved to amend the vesting period of the
annual performance equity grant from three years to one
year. Accordingly, the vesting period of 2,17,200 (adjusted for
September 2018 bonus issue) performance-based RSUs granted
effective May 2, 2018 and 1,77,887 performance-based RSUs
granted effective May 2, 2019 have been amended to one year.
Under the 2019 Plan :
In accordance with the shareholders approval in the Annual
General meeting held on June 22, 2019, the Board, based on
the recommendations of the nomination and remuneration
committee, approved performance-based grant of RSUs
amounting to ` 10 crore for fiscal 2020 under the 2019 Plan.
These RSUs will vest in line with the employment agreement
based on the achievement of certain performance targets.
Accordingly, 1,34,138 performance-based RSUs were granted
effective June 22, 2019.
COO and Whole-time Director
Under the 2015 Plan :
On February 20, 2020, based on the recommendations
of the nomination and remuneration committee, the
Board approved time-based grant of 58,650 RSUs granted
effective February 27, 2020.
Under the 2019 Plan :
In accordance with the shareholders approval in Annual
General meeting held on June 22, 2019, the Board, based on
the recommendations of the nomination and remuneration
committee, approved performance-based grant of RSUs
amounting to ` 4 crore for fiscal 2020 under the 2019 Plan.
These RSUs will vest in line with the employment agreement
based on the achievement of certain performance targets.
Accordingly, 53,655 performance-based RSUs were granted
effective June 22, 2019.
Other KMP
Under the 2015 Plan :
On April 12, 2019, based on the recommendations of the
nomination and remuneration committee, in accordance
with the employment agreement, the Board approved
performance-based grant of 10,263 RSUs and time-based grant
of 23,946 RSUs to other KMP under the 2015 Plan. The grants
were made effective May 2, 2019. The time-based RSUs will
generally vest over four years and the performance-based RSUs
will vest over three years based on certain performance targets.
On February 20, 2020, based on the recommendations of
the nomination and remuneration committee, the Board
approved time-based grant of 3,75,768 RSUs to other KMP
under the 2015 Plan. The grants were made effective February
27, 2020. These RSUs will vest over four years.
Under the 2019 Plan :
On February 20, 2020, based on the recommendations of
the nomination and remuneration committee, the Board
approved performance-based grants of 1,69,000 RSUs to other
KMP under the 2019 Plan. The grants were made effective
February 27, 2020. These RSUs will vest over three years
based on the achievement of certain performance targets.
The break-up of employee stock compensation
expense is as follows :
Particulars
Granted to
KMP
Employees other than KMP
Total(1)
(1) Cash-settled stock compensation
expense included above
in ` crore
Years ended March 31,
2020
2019
56
193
249
11
33
169
202
5
Share-based payment arrangements that were modified
during the year ended March 31, 2020 :
During the year ended March 31, 2020, the Company issued
stock appreciation rights as replacement for outstanding
ADS-settled RSU and ESOP awards. The replacement was
pursuant to SEBI Circular ‘Framework for issue of Depository
Receipts’ dated October 10, 2019 which prohibited companies
to allot ADSs to Indian residents and non-resident Indians.
The awards were granted after necessary approvals from the
nomination and remuneration committee. All other terms
and conditions of the replaced awards remain the same
as the original award.
The replacement awards was accounted as a modification
and the fair value on the date of modification of ` 57 crore
is recognized as financial liability with a corresponding
adjustment to equity.
The activity in the 2015 and 2019 Plan for equity-settled share-based payment transactions during the years ended March 31,
2020 and March 31, 2019 is as follows :
Particulars
2015 Plan : RSUs
Outstanding at the beginning
Granted
Exercised
Modification to cash-settled awards
270 | Consolidated financial statements
Year ended March 31, 2020
Year ended March 31, 2019(1)
Shares arising
out of options
Weighted average
exercise price (`)
Shares arising
out of options
Weighted average
exercise price (`)
91,81,198
38,54,176
25,61,218
10,61,820
3.13
5.00
2.95
–
75,00,818
43,40,700
18.64,510
–
2.50
3.84
2.50
–
Infosys Annual Report 2019-20
Particulars
Forfeited and expired
Outstanding at the end
Exercisable at the end
2015 Plan : ESOPs
Outstanding at the beginning
Granted
Exercised
Modification to cash-settled awards
Forfeited and expired
Outstanding at the end
Exercisable at the end
2019 Plan : RSUs
Outstanding at the beginning
Granted
Exercised
Forfeited and expired
Outstanding at the end
Exercisable at the end
Year ended March 31, 2020
Year ended March 31, 2019(1)
Shares arising
out of options
6,31,438
87,80,898
3,92,185
Weighted average
exercise price (`)
3.29
3.96
2.54
Shares arising
out of options
7,95,810
91,81,198
2,35,256
Weighted average
exercise price (`)
2.61
3.13
2.50
16,23,176
–
1,04,796
3,51,550
66,500
11,00,330
7,80,358
–
20,91,293
–
–
20,91,293
–
516
–
516
–
528
539
543
–
5.00
–
–
5.00
–
19,33,826
–
1,17,350
–
1,93,300
16,23,176
6,98,500
–
–
–
–
–
–
493
–
515
–
521
516
517
–
–
–
–
–
–
(1) Information is adjusted for the September 2018 bonus issue
During the years ended March 31, 2020 and March 31, 2019, the weighted average share price of options exercised under the
2015 Plan on the date of exercise was ` 751 and ` 701 (adjusted for the September 2018 bonus issue), respectively.
The summary of information about equity-settled RSUs and ESOPs outstanding as at March 31, 2020 is as follows :
Range of exercise prices per share (`)
2019 Plan – Options outstanding
2015 Plan – Options outstanding
0-5 (RSU)
450-600 (ESOP)
No. of
shares
arising out
of options
20,91,293
–
20,91,293
Weighted
average
remaining
contractual life
1.76
–
1.76
Weighted
average
exercise
price (`)
5.00
–
5.00
No. of
shares
arising out
of options
87,80,898
11,00,330
98,81,228
Weighted
average
remaining
contractual life
1.59
3.48
1.80
Weighted
average
exercise
price (`)
3.96
539
64
The summary of information about equity-settled RSUs and ESOPs outstanding as at March 31, 2019 was as follows :
Range of exercise prices per share (`)
0-5 (RSU)
450-600 (ESOP)
(1) Information is adjusted for the September, 2018 bonus issue.
As at March 31, 2020 and March 31, 2019, 17,56,521
and 1,77,454 (net of forfeitures) cash-settled options were
outstanding, respectively. The carrying value of liability
towards cash-settled share-based payments was ` 48 crore and
` 9 crore as at March 31, 2020 and March 31, 2019, respectively.
The fair value of the awards are estimated using
the Black-Scholes Model for time and non-market
performance-based options and Monte Carlo simulation
model is used for TSR-based options.
The inputs to the model include the share price at date of
grant, exercise price, expected volatility, expected dividends,
expected term and the risk-free rate of interest. Expected
volatility during the expected term of the options is based
2015 Plan – Options outstanding(1)
No. of shares
arising out of
options
91,81,198
16,23,176
1,08,04,374
Weighted average
remaining
contractual life
1.70
5.04
2.20
Weighted
average exercise
price (`)
3.13
516
80
on historical volatility of the observed market prices of the
Company’s publicly-traded equity shares during a period
equivalent to the expected term of the options. Expected
volatility of the comparative company have been modelled
based on historical movements in the market prices of their
publicly-traded equity shares during a period equivalent to
the expected term of the options. Correlation coefficient is
calculated between each peer entity and the indices as a whole
or between each entity in the peer group.
Consolidated financial statements | 271
Infosys Annual Report 2019-20
The fair value of each equity-settled award is estimated on the date of grant with the following assumptions :
Particulars
For options granted in
Weighted average share price (`) / ($ ADS)(1)
Exercise price (`) / ($ADS)(1)
Expected volatility (%)
Expected life of the option (years)
Expected dividends (%)
Risk-free interest rate (%)
Weighted average fair value as on grant date (`) /
($ADS)(1)
Fiscal 2020 –
Equity shares
– RSU
728
5.00
22-30
1-4
2-3
6-7
607
Fiscal 2020 –
ADS – RSU
10.52
0.07
22-26
1-4
2-3
1-3
7.84
Fiscal 2019 –
Equity shares
– RSU
696
3.31
21-25
1-4
2.65
7-8
648
Fiscal 2019 –
ADS – RSU
10.77
0.06
22-26
1-4
2.65
2-3
10.03
(1) Fiscal 2019 values are adjusted for the September 2018 bonus issue, wherever applicable.
The expected life of the RSU / ESOP is estimated based on the vesting term and contractual term of the RSU / ESOP, as well as
expected exercise behavior of the employee who receives the RSU / ESOP.
2.12 Other financial liabilities
Particulars
Particulars
Non-current
Others
Accrued compensation to
employees(1)
Compensated absences
Financial liability under option
arrangements
(Refer to Note 2.1.1)(2)
Payable for acquisition of business
(Refer to Note 2.1.1)(2)
Contingent consideration
Other payables(1)
Total non-current other financial
liabilities
Current
Unpaid dividends(1)
Others
Accrued compensation to
employees(1)
Accrued expenses(1)
Retention monies(1)
Payable for acquisition of
business
Contingent consideration
(Refer to Note 2.1.1)(2)
Payable by controlled trusts(1)
Financial liability relating to
buyback (Refer to Note 2.11)(1)(4)
Compensated absences
Foreign currency forward and
options contracts(2)(3)
Capital creditors(1)
Other payables(1)
Total current other financial
liabilities
Total other financial liabilities
(1) Financial liability carried at amortized
cost
272 | Consolidated financial statements
in ` crore
As at March 31,
2020
2019
22
38
15
44
621
–
121
5
88
–
807
147
30
29
2,958
3,921
72
2,572
3,319
112
219
188
102
168
–
1,832
1,202
1,619
491
280
490
15
676
638
10,481
11,288
10,452
10,599
7,966
8,731
(2) Financial liability carried at fair value
through profit or loss
(3) Financial liability carried at fair value
through other comprehensive income
Contingent consideration on
undiscounted basis
As at March 31,
2020
2019
1,432
205
20
–
367
233
(4) In accordance with Ind AS 32, Financial Instruments : Presentation, the
Company has recorded a financial liability as at March 31, 2019 for the
obligation to acquire its own equity shares to the extent of standing
instructions provided to its registered broker for the buyback (refer to
Note 2.11). The financial liability is recognized at the present value of
the maximum amount that the Company would be required to pay to
the registered broker for buyback, with a corresponding debit in general
reserve / retained earnings. The liability has been utilized towards
buyback of equity shares which was completed on August 26, 2019.
2.13 Other liabilities
Particulars
Non-current
Others
Deferred income – government
grant on land use rights
Accrued gratuity
(Refer to Note 2.20.1)
Accrued provident fund liability
(Refer to Note 2.20.2)
Deferred rent
(Refer to Note 2.19)
Deferred income
Others
Total non-current other liabilities
Current
Unearned revenue
Client deposit
Others
Withholding taxes and others
Accrued gratuity
(Refer to Note 2.20.1)
Accrued provident fund liability
(Refer to Note 2.20.2)
in ` crore
As at March 31,
2020
2019
43
28
185
–
21
2
279
42
30
–
174
29
–
275
2,990
18
2,809
26
1,759
1,487
3
64
2
–
Infosys Annual Report 2019-20 Particulars
As at March 31,
Deferred rent (Refer to Note 2.19)
Deferred income – government
grant on land use rights
Others
Total current other liabilities
Total other liabilities
2.14 Provisions
2020
–
2
6
4,842
5,121
2019
63
1
–
4,388
4,663
Accounting policy
A provision is recognized if, as a result of a past event, the Group
has a present legal or constructive obligation that is reasonably
estimable, and it is probable that an outflow of economic
benefits will be required to settle the obligation. Provisions are
determined by discounting the expected future cash flows at a
pre-tax rate that reflects current market assessments of the time
value of money and the risks specific to the liability.
Contingent liability is a possible obligation arising from past
events and whose existence will be confirmed only by the
occurrence or non-occurrence of one or more uncertain
future events not wholly within the control of the entity
or a present obligation that arises from past events but is
not recognized because it is not probable that an outflow of
resources embodying economic benefits will be required to
settle the obligation or the amount of the obligation cannot
be measured with sufficient reliability.
a. Post-sales client support
The Group provides its clients with a fixed-period post-sales
support on its fixed-price, fixed-timeframe contracts. Costs
associated with such support services are accrued at the time
related revenues are recorded and included in Consolidated
Statement of Profit and Loss. The Group estimates such costs
based on historical experience and estimates are reviewed on
a periodic basis for any material changes in assumptions and
likelihood of occurrence.
b. Onerous contracts
Provisions for onerous contracts are recognized when
the expected benefits to be derived by the Group from a
contract are lower than the unavoidable costs of meeting
the future obligations under the contract. The provision is
measured at the present value of the lower of the expected
cost of terminating the contract and the expected net
cost of continuing with the contract. Before a provision is
established, the Group recognizes any impairment loss on
the assets associated with that contract.
The provision for post-sales client support and other
provisions is as follows :
Particulars
Current
Others
in ` crore
As at March 31,
2020
2019
Post-sales client support and
other provisions
Total provisions
572
572
576
576
The movement in the provision for post-sales client support
and other provisions is as follows :
Particulars
Balance at the beginning
Provision recognized / (reversed)
Provision utilized
Exchange difference
Balance at the end
in ` crore
Year ended
March 31, 2020
576
116
(174)
54
572
Provision for post-sales client support and other provisions
represents cost associated with providing post-sales support
services which are accrued at the time of recognition of revenues
and are expected to be utilized over a period of one year.
2.15 Income taxes
Accounting policy
Income tax expense comprises current and deferred income
tax. Income tax expense is recognized in net profit in the
Consolidated Statement of Profit and Loss except to the extent
that it relates to items recognized directly in equity, in which
case it is recognized in other comprehensive income. Current
income tax for current and prior periods is recognized at the
amount expected to be paid to or recovered from the tax
authorities, using the tax rates and tax laws that have been
enacted or substantively enacted by the Balance Sheet date.
Deferred income tax assets and liabilities are recognized for all
temporary differences arising between the tax bases of assets
and liabilities and their carrying amounts in the financial
statements except when the deferred income tax arises from
the initial recognition of goodwill or an asset or liability in
a transaction that is not a business combination and affects
neither accounting nor taxable profit or loss at the time of the
transaction. Deferred tax assets are reviewed at each reporting
date and are reduced to the extent that it is no longer probable
that the related tax benefit will be realized.
Deferred income tax assets and liabilities are measured using
tax rates and tax laws that have been enacted or substantively
enacted by the Balance Sheet date and are expected to apply
to taxable income in the years in which those temporary
differences are expected to be recovered or settled. The effect of
changes in tax rates on deferred income tax assets and liabilities
is recognized as income or expense in the period that includes
the enactment or the substantive enactment date. A deferred
income tax asset is recognized to the extent that it is probable
that future taxable profit will be available against which the
deductible temporary differences and tax losses can be utilized.
Deferred income taxes are not provided on the undistributed
earnings of subsidiaries and branches where it is expected that
the earnings of the subsidiary or branch will not be distributed
in the foreseeable future.
The Group offsets current tax assets and current tax liabilities,
where it has a legally enforceable right to set off the recognized
amounts and where it intends either to settle on a net basis,
or to realize the asset and settle the liability simultaneously.
Tax benefits of deductions earned on exercise of employee
share options in excess of compensation charged to income
are credited to securities premium.
Consolidated financial statements | 273
Infosys Annual Report 2019-20 the profit of the eligible SEZ units and utilization of such
reserve by the Group for acquiring new plant and machinery
for the purpose of its business as per the provisions of the
Income-tax Act, 1961.
Deferred income tax for the years ended March 31, 2020
and March 31, 2019 substantially relates to origination and
reversal of temporary differences.
Infosys is subject to a 15% Branch Profit Tax (BPT) in the
US to the extent its US branch’s net profit during the year is
greater than the increase in the net assets of the US branch
during the year, computed in accordance with the Internal
Revenue Code. As at March 31, 2020, Infosys’ US branch
net assets amounted to approximately ` 5,474 crore. As at
March 31, 2020, the Company has a deferred tax liability for
BPT of ` 178 crore (net of credits), as the Company estimates
that these branch profits are expected to be distributed in
the foreseeable future.
Deferred income tax liabilities have not been recognized on
temporary differences amounting to ` 8,386 crore and ` 6,007
crore as at March 31, 2020 and March 31, 2019, respectively,
associated with investments in subsidiaries and branches as
it is probable that the temporary differences will not reverse
in the foreseeable future.
Deferred income tax assets have not been recognized on
accumulated losses of ` 3,187 crore and ` 2,624 crore as
at March 31, 2020 and March 31, 2019, respectively, as it
is probable that future taxable profit will be not available
against which the unused tax losses can be utilized in the
foreseeable future.
The details of expiration of unused tax losses as at March 31,
2020 are as follows :
Year
2021
2022
2023
2024
2025
Thereafter
Total
in ` crore
83
142
209
172
121
2,460
3,187
The details of expiration of unused tax losses as at March 31,
2019 are as follows :
Year
2020
2021
2022
2023
2024
Thereafter
Total
in ` crore
173
80
142
198
187
1,844
2,624
Income tax expense in the Consolidated Statement of Profit
and Loss comprises :
Particulars
Current taxes
Deferred taxes
Income tax expense
in ` crore
Years ended March 31,
2019
5,727
(96)
5,631
2020
5,775
(407)
5,368
During the year ended March 31, 2019, the Company entered
into an Advance Pricing Agreement (APA) in an overseas
jurisdiction resulting in a reversal of income tax expense of
` 94 crore which pertained to prior periods.
Additionally, income tax expense for the years ended
March 31, 2020 and March 31, 2019 includes reversal (net
of provisions) of ` 379 crore and ` 129 crore, respectively.
These reversals pertain to prior periods on account of
adjudication of certain disputed matters in favor of the
Company across various jurisdictions and on account of
changes to tax regulations.
A reconciliation of the income tax provision to the amount
computed by applying the statutory income tax rate to the
income before income taxes is summarized below :
Particulars
Profit before income taxes
Enacted tax rates in India
Computed expected tax expense
Tax effect due to non-taxable
income for Indian tax purposes
Overseas taxes
Tax provision (reversals)
Effect of exempt non-operating
income
Effect of unrecognized deferred
tax assets
Effect of differential tax rates
Effect of non-deductible
expenses
Branch profit tax (net of credits)
Others
Income tax expense
in ` crore
Years ended March 31,
2019
21,041
34.94%
7,353
2020
22,007
34.94%
7,691
(2,718)
728
(379)
(2,705)
719
(176)
(41)
(58)
53
(81)
120
(35)
30
5,368
92
(1)
353
25
29
5,631
The applicable Indian corporate statutory tax rate for the years
ended March 31, 2020 and March 31, 2019 is 34.94% each.
The foreign tax expense is due to income taxes payable
overseas principally in the US. In India, the Group has
benefited from certain tax incentives that the Government of
India had provided for export of software and services from
the units registered under the Special Economic Zones (SEZs)
Act, 2005. SEZ units, which began the provision of services
on or after April 1, 2005, are eligible for a deduction of 100%
of profits or gains derived from the export of services for
the first five years from the financial year in which the unit
commenced the provision of services and 50% of such profits
or gains for a further five years. Up to 50% of such profits or
gains is also available for a further five years subject to creation
of a Special Economic Zone Re-investment Reserve out of
274 | Consolidated financial statements
Infosys Annual Report 2019-20 The details of income tax assets and income tax liabilities as at March 31, 2020 and March 31, 2019 are as follows :
Particulars
Income tax assets
Current income tax liabilities
Net current income tax asset / (liability) at the end
in ` crore
As at March 31,
2020
5,391
1,490
3,901
2019
6,743
1,567
5,176
The gross movement in the current income tax asset / (liability) for the years ended March 31, 2020 and March 31, 2019 is as follows :
in ` crore
Particulars
Net current income tax asset / (liability) at the beginning
Translation differences
Income tax paid
Current income tax expense
Reclassified under assets held for sale (Refer to Note 2.1.2)
Reclassified from held for sale (Refer to Note 2.1.2)
Income tax benefit arising on exercise of stock options
Additions through business combination
Tax impact on buyback expenses
Income tax on other comprehensive income
Net current income tax asset / (liability) at the end
Years ended March 31,
2019
4,027
(1)
6,832
(5,727)
23
13
8
(9)
4
6
5,176
2020
5,176
(4)
4,550
(5,775)
–
–
9
(40)
4
(19)
3,901
The movement in gross deferred income tax assets / liabilities (before set-off) for the year ended March 31, 2020 is as follows :
in ` crore
Carrying
value as
at April 1,
2019
Changes
through
profit and
loss
Addition
through
business
combination
Changes
through
OCI
Reclassification Impact on
account
of Ind
AS 116
adoption
Translation
difference
Carrying
value as of
March 31,
2020
Particulars
Deferred income
tax assets/
(liabilities)
Property, plant
and equipment
Lease liabilities
Accrued
compensation to
employees
Trade receivables
Compensated
absences
Post-sales client
support
Credits related to
branch profits
Derivative
financial
instruments
Intangible assets
Intangibles
arising on
business
combinations
Branch profit tax
Others
Total deferred
income tax assets /
(liabilities)
(20)
76
1
–
262
–
31
176
397
104
340
23
21
35
7
14
(106)
16
255
1
(128)
(541)
149
44
22
(71)
(326)
–
9
–
–
–
–
–
–
–
–
–
–
–
–
–
–
12
–
–
–
(7)
–
52
–
6
–
–
–
–
–
–
–
–
–
(52)
–
–
–
–
–
–
–
–
–
–
1
2
(2)
–
1
–
23
1
3
244
136
52
197
433
111
377
162
20
(16)
(36)
(3)
(426)
(555)
25
700
407
(316)
5
–
6
(26)
776
Consolidated financial statements | 275
Infosys Annual Report 2019-20 The movement in gross deferred income tax assets / liabilities (before set-off) for the year ended March 31, 2019 is as follows :
in ` crore
Particulars
Deferred income
tax assets /
(liabilities)
Property, plant
and equipment
Accrued
compensation to
employees
Trade receivables
Compensated
absences
Post-sales client
support
Credits related to
branch profits
Derivative
financial
instruments
Intangible assets
Intangibles
arising on
business
combinations
Branch profit tax
Others
Total deferred
income tax assets
/ (liabilities)
Carrying
value as
at April 1,
2018
Changes
through
profit and
loss
Addition
through
business
combination
Changes
through
OCI
Impact on
account of
Ind AS 116
adoption
Reclassified
from Held
for Sale,
net
Translation
difference
Carrying
value as of
March 31,
2019
215
46
12
141
366
98
16
35
29
5
341
(22)
11
9
(111)
6
–
–
–
–
–
–
–
–
(38)
(505)
91
63
(3)
32
(56)
–
(8)
741
96
(64)
–
–
–
–
–
–
(7)
–
–
–
8
1
–
–
–
–
–
–
–
–
–
–
–
–
1
2
–
2
–
–
–
–
–
1
–
–
1
21
1
1
262
31
176
397
104
340
(106)
16
(86)
–
28
(11)
(33)
(2)
(128)
(541)
149
(53)
(21)
700
The deferred income tax assets and liabilities are as follows :
in ` crore
Particulars
Deferred income tax assets after
set-off
Deferred income tax liabilities
after set-off
As at March 31,
2020
2019
1,744
1,372
(968)
(672)
Deferred tax assets and deferred tax liabilities have been offset
wherever the Group has a legally enforceable right to set off
current tax assets against current tax liabilities and where the
deferred tax assets and deferred tax liabilities relate to income
taxes levied by the same taxation authority.
In assessing the reliability of deferred income tax assets, the
Management considers whether some portion or all of the
deferred income tax assets will not be realized. The ultimate
realization of deferred income tax assets is dependent upon
the generation of future taxable income during the periods
in which the temporary differences become deductible.
The Management considers the scheduled reversals of deferred
income tax liabilities, projected future taxable income, and tax
planning strategies in making this assessment. Based on the level
of historical taxable income and projections for future taxable
income over the periods in which the deferred income tax assets
276 | Consolidated financial statements
are deductible, the Management believes that the Group will
realize the benefits of those deductible differences. The amount
of the deferred income tax assets considered realizable, however,
could be reduced in the near term if estimates of future taxable
income during the carry forward period are reduced.
2.16 Revenue from operations
Accounting policy
The Group derives revenues primarily from IT services
comprising software development and related services,
maintenance, consulting and package implementation,
licensing of software products and platforms across the
Group’s core and digital offerings (together called as “software
related services”) and business process management services.
Contracts with customers are either on a time-and-material,
unit-of-work, fixed-price or on a fixed-timeframe basis.
Effective April 1, 2018, the Company adopted Ind AS 115,
Revenue from Contracts with Customers using the cumulative
catch-up transition method, applied to contracts that were
not completed as of April 1, 2018. The effect on adoption of
Ind AS 115 was insignificant.
Revenues from customer contracts are considered for
recognition and measurement when the contract has been
approved in writing by the parties to the contract, the parties
Infosys Annual Report 2019-20 to the contract are committed to perform their respective
obligations under the contract, and the contract is legally
enforceable. Revenue is recognized upon transfer of control
of promised products or services (“performance obligations”)
to customers in an amount that reflects the consideration
the Group has received or expects to receive in exchange for
these products or services (“transaction price”). When there
is uncertainty as to collectability, revenue recognition is
postponed until such uncertainty is resolved.
The Group assesses the services promised in a contract and
identifies distinct performance obligations in the contract.
The Group allocates the transaction price to each distinct
performance obligation based on the relative standalone
selling price. The price that is regularly charged for an item
when sold separately is the best evidence of its standalone
selling price. In the absence of such evidence, the primary
method used to estimate standalone selling price is the
expected cost plus a margin, under which the Group estimates
the cost of satisfying the performance obligation and then
adds an appropriate margin based on similar services.
The Group’s contracts may include variable consideration
including rebates, volume discounts and penalties. The Group
includes variable consideration as part of transaction price
when there is a basis to reasonably estimate the amount
of the variable consideration and when it is probable that
a significant reversal of cumulative revenue recognized will
not occur when the uncertainty associated with the variable
consideration is resolved.
Revenue on time-and-material and unit-of-work-based
contracts, are recognized as the related services are
performed. Fixed-price maintenance revenue is recognized
ratably either on a straight-line basis when services are
performed through an indefinite number of repetitive acts
over a specified period or ratably using a percentage-of-
completion method when the pattern of benefits from the
services rendered to the customer and the Group’s costs to
fulfil the contract is not even through the period of contract
because the services are generally discrete in nature and not
repetitive. Revenue from other fixed-price, fixed-timeframe
contracts, where the performance obligations are satisfied
over time is recognized using the percentage-of-completion
method. Efforts or costs expended are used to determine
progress towards completion as there is a direct relationship
between input and productivity. Progress towards completion
is measured as the ratio of costs or efforts incurred to date
(representing work performed) to the estimated total costs or
efforts. Estimates of transaction price and total costs or efforts
are continuously monitored over the term of the contracts
and are recognized in net profit of the period when these
estimates change or when the estimates are revised. Revenues
and the estimated total costs or efforts are subject to revision
as the contract progresses. Provisions for estimated losses, if
any, on uncompleted contracts are recorded in the period in
which such losses become probable based on the estimated
efforts or costs to complete the contract.
The billing schedules agreed with customers include periodic
performance-based billing and / or milestone-based progress
billings. Revenues in excess of billing are classified as unbilled
revenue while billing in excess of revenues are classified as
contract liabilities (which we refer to as unearned revenues).
In arrangements for software development and related
services and maintenance services, by applying the revenue
recognition criteria for each distinct performance obligation,
the arrangements with customers generally meet the criteria
for considering software development and related services
as distinct performance obligations. For allocating the
transaction price, the Group measures the revenue in respect
of each performance obligation of a contract at its relative
standalone selling price. The price that is regularly charged
for an item when sold separately is the best evidence of its
standalone selling price. In cases where the Group is unable
to determine the standalone selling price, the Group uses
the expected cost plus margin approach in estimating the
standalone selling price. For software development and
related services, the performance obligations are satisfied
as and when the services are rendered since the customer
generally obtains control of the work as it progresses.
Revenue from licenses where the customer obtains a “right
to use” the licenses is recognized at the time the license is
made available to the customer. Revenue from licenses
where the customer obtains a “right to access” is recognized
over the access period.
Arrangements to deliver software products generally have
three elements : license, implementation and Annual
Technical Services (ATS). When implementation services are
provided in conjunction with the licensing arrangement and
the license and implementation have been identified as two
distinct separate performance obligations, the transaction
price for such contracts are allocated to each performance
obligation of the contract based on their relative standalone
selling prices. In the absence of standalone selling price
for implementation, the Group uses the expected cost plus
margin approach in estimating the standalone selling price.
Where the license is required to be substantially customized
as part of the implementation service, the entire arrangement
fee for license and implementation is considered to be a single
performance obligation and the revenue is recognized using
the percentage-of-completion method as the implementation
is performed. Revenue from client training, support and
other services arising due to the sale of software products
is recognized as the performance obligations are satisfied.
ATS revenue is recognized ratably on a straight line-basis over
the period in which the services are rendered.
Contracts with customers includes subcontractor services or
third-party vendor equipment or software in certain integrated
services arrangements. In these types of arrangements,
revenue from sales of third-party vendor products or services
is recorded net of costs when the Group is acting as an agent
between the customer and the vendor, and gross when the
Group is the principal for the transaction. In doing so, the
Group first evaluates whether it controls the product or
service before it is transferred to the customer. The Group
considers whether it has the primary obligation to fulfil the
contract, inventory risk, pricing discretion and other factors
to determine whether it controls the goods or service and
therefore, is acting as a principal or an agent.
The incremental costs of obtaining a contract (i.e., costs that
would not have been incurred if the contract had not been
obtained) are recognized as an asset if the Group expects to
Consolidated financial statements | 277
Infosys Annual Report 2019-20 recover them. Any capitalized contract costs are amortized,
with the expense recognized as the Group transfers the related
goods or services to the customer.
The Group presents revenues net of indirect taxes in its
Consolidated Statement of Profit and Loss.
Revenues for the years ended March 31, 2020 and March 31,
2019 are as follows :
Particulars
Revenue from software services
Revenue from products and
platforms
Total revenue from operations
in ` crore
Years ended March 31,
2020
85,260
2019
78,359
5,531
90,791
4,316
82,675
The Group has evaluated the impact of COVID-19 resulting
from (i) the possibility of constraints to render services which
For the years ended March 31, 2020 and March 31, 2019 :
Particulars
Financial
Services(1)
Retail(2) Communication(3)
Revenues by geography(6)
North America
Europe
India
Rest of the world
Total
Revenue by offerings
Digital
Core
Total
16,749
16,052
5,983
4,890
1,311
1,209
4,582
4,326
9,222
8,792
3,966
3,836
48
23
799
905
28,625 14,035
26,477 13,556
6,165
11,562
4,715
8,277
7,870
17,063
18,200
8,841
28,625 14,035
26,477 13,556
7,332
5,579
1,925
1,897
192
56
2,535
2,894
11,984
10,426
4,843
3,598
7,141
6,828
11,984
10,426
may require revision of estimations of costs to complete the
contract because of additional efforts; (ii) onerous obligations;
(iii) penalties relating to breaches of service level agreements,
and (iv) termination or deferment of contracts by customers.
The Group has concluded that the impact of COVID-19 is
not material-based on these estimates. Due to the nature
of the pandemic, the Group will continue to monitor
developments to identify significant uncertainties relating to
revenue in future periods.
Disaggregated revenue information
The table below presents disaggregated revenues from
contracts with customers by geography and offerings for
each of our business segments. The Group believes that this
disaggregation best depicts how the nature, amount, timing
and uncertainty of our revenues and cash flows are affected
by industry, market and other economic factors.
Energy,
Utilities,
Resources
& Services
6,456
5,867
4,207
3,550
12
3
1,061
970
11,736
10,390
4,485
3,061
7,251
7,329
11,736
10,390
Manufacturing Hi-Tech
Life
Sciences(4)
Others
(5)
in ` crore
Total
5,131
4,336
3,576
3,497
88
86
336
233
9,131
8,152
3,481
2,427
5,650
5,725
9,131
8,152
6,537
5,914
191
106
207
137
37
20
6,972
6,177
2,541
2,084
4,431
4,093
6,972
6,177
564 55,807
3,816
432 50,038
3,066
176 21,916
1,892
155 19,942
2,011
2,365
468
39
12
2,048
522
90 1,263 10,703
114 1,185 10,647
5,837 2,471 90,791
5,203 2,294 82,675
1,850
690 35,617
346 25,797
1,289
3,987 1,781 55,174
3,914 1,948 56,878
5,837 2,471 90,791
5,203 2,294 82,675
(1) Financial Services include enterprises in Financial Services and Insurance
(2) Retail includes enterprises in Retail, Consumer Packaged Goods and Logistics
(3) Communication includes enterprises in Communication, Telecom OEM and Media
(4) Life Sciences includes enterprises in Life sciences and Health care
(5) Others include operating segments of businesses in India, Japan, China, Infosys Public Services and other enterprises in Public Services
(6) Geographical revenues are based on the domicile of customer.
Digital services
Digital services comprise service and solution offerings of the
Group that enable our clients to transform their businesses.
These include offerings that enhance customer experience,
leverage AI-based analytics and Big Data, engineer digital
products and IoT, modernize legacy technology systems,
migrate to cloud applications and implement advanced
cybersecurity systems.
Core services
Core services comprise traditional offerings of the Group
that have scaled and industrialized over a number of
years. These primarily include application management
services, proprietary application development services,
independent validation solutions, product engineering and
management, infrastructure management services, traditional
enterprise application implementation, and support and
integration services.
278 | Consolidated financial statements
Infosys Annual Report 2019-20
Products and platforms
The Group also derives revenues from the sale of products
and platforms including Finacle® – core banking solution,
Edge suite of products, Infosys NIA® – Artificial Intelligence
(AI) platform which applies next-generation AI and machine
learning, Panaya® platform, Skava® platform, Stater digital
platform, and Infosys McCamish – insurance platform.
The percentage of revenue from fixed-price contracts for
each of the years ended March 31, 2020 and March 31, 2019
is approximately 55%.
Trade receivables and contract balances
The timing of revenue recognition, billings and cash
collections results in receivables, unbilled revenue, and
unearned revenue on the Group’s Consolidated Balance
Sheet. Amounts are billed as work progresses in accordance
with agreed-upon contractual terms, either at periodic
intervals (e.g., monthly or quarterly) or upon achievement
of contractual milestones.
The Group’s receivables are rights to consideration that
are unconditional. Unbilled revenues comprising revenues
in excess of billings from time-and-material contracts and
fixed-price maintenance contracts are classified as financial
asset when the right to consideration is unconditional and is
due only after a passage of time.
Invoicing to the clients for other fixed-price contracts is based
on milestones as defined in the contract and therefore, the
timing of revenue recognition is different from the timing
of invoicing to the customers. Therefore, unbilled revenues
for other fixed-price contracts (contract asset) are classified
as non-financial asset because the right to consideration is
dependent on completion of contractual milestones.
Invoicing
as unearned revenue.
Trade receivables and unbilled revenues are presented net of
impairment in the Consolidated Balance Sheet.
During the years ended March 31, 2020 and March 31, 2019,
the Company recognized revenue of ` 2,421 crore and ` 2,237
crore arising from opening unearned revenue as of April 1,
2019 and April 1, 2018, respectively.
During fiscal 2020 and 2019, ` 2,971 crore and ` 2,685
crore of unbilled revenue pertaining to other fixed-price and
fixed-timeframe contracts as of April 1, 2019 and April 1,
2018, respectively has been reclassified to trade receivables
upon billing to customers on completion of milestones.
in excess of earnings are classified
Performance obligations and remaining performance
obligations
The remaining performance obligation disclosure provides the
aggregate amount of the transaction price yet to be recognized
as at the end of the reporting period and an explanation as
to when the Group expects to recognize these amounts in
revenue. Applying the practical expedient as given in Ind AS
115, the Group has not disclosed the remaining performance
obligation related disclosures for contracts where the revenue
recognized corresponds directly with the value to the customer
of the entity’s performance completed to date, typically those
contracts where invoicing is on time and material and unit
of work-based contracts. Remaining performance obligation
estimates are subject to change and are affected by several
factors, including terminations, changes in the scope of
contracts, periodic revalidations, adjustment for revenue that
has not materialized and adjustments for currency.
The aggregate value of performance obligations that are
completely or partially unsatisfied as at March 31, 2020, other
than those meeting the exclusion criteria mentioned above,
is ` 55,926 crore. Out of this, the Group expects to recognize
revenue of around 51% within the next one year and the
remaining thereafter. The aggregate value of performance
obligations that are completely or partially unsatisfied as at
March 31, 2019 is ` 51,274 crore. The contracts can generally
be terminated by the customers and typically includes an
enforceable termination penalty payable by them. Generally,
customers have not terminated contracts without cause.
2.17 Other income, net
Accounting policy
Other income is comprised primarily of interest income,
dividend income, gain / loss on investment and exchange gain
/ loss on forward and options contracts and on translation of
other assets and liabilities. Interest income is recognized using
the effective interest method. Dividend income is recognized
when the right to receive payment is established.
Foreign currency
Accounting policy
Functional currency
The functional currency of Infosys, Infosys BPM, controlled
trusts, EdgeVerve and Skava is the Indian rupee. The functional
currencies for other subsidiaries are their respective local
currencies. These financial statements are presented in Indian
rupees (rounded off to crore; one crore equals ten million).
Transactions and translations
Foreign-currency denominated monetary assets and liabilities
are translated into the relevant functional currency at
exchange rates in effect at the Balance Sheet date. The gains
or losses resulting from such translations are recognized in
the Consolidated Statement of Profit and Loss and reported
within exchange gains / (losses) on translation of assets and
liabilities, net, except when deferred in other comprehensive
income as qualifying cash flow hedges. Non-monetary assets
and non-monetary liabilities denominated in a foreign
currency and measured at fair value are translated at the
exchange rate prevalent at the date when the fair value
was determined. Non-monetary assets and non-monetary
liabilities denominated in a foreign currency and measured
at historical cost are translated at the exchange rate prevalent
at the date of transaction. The related revenue and expense
are recognized using the same exchange rate.
Transaction gains or losses realized upon settlement of foreign
currency transactions are included in determining net profit
for the period in which the transaction is settled. Revenue,
expense and cash-flow items denominated in foreign currencies
are translated into the relevant functional currencies using the
exchange rate in effect on the date of the transaction.
Consolidated financial statements | 279
Infosys Annual Report 2019-20 The translation of financial statements of the foreign
subsidiaries to the presentation currency is performed
for assets and liabilities using the exchange rate in effect
at the Balance Sheet date and for revenue, expense and
cash-flow items using the average exchange rate for the
respective periods. The gains or losses resulting from such
translation are included in currency translation reserves
under other components of equity. When a subsidiary is
disposed of, in full, the relevant amount is transferred to
net profit in the Consolidated Statement of Profit and Loss.
However when a change in the parent’s ownership does not
result in loss of control of a subsidiary, such changes are
recorded through equity.
Other comprehensive income, net of taxes, includes
translation differences on non-monetary financial assets
measured at fair value at the reporting date, such as equities
classified as financial instruments and measured at fair value
through other comprehensive income (FVOCI).
Goodwill and fair value adjustments arising on the acquisition
of a foreign entity are treated as assets and liabilities of the
foreign entity and translated at the exchange rate in effect at
the Balance Sheet date.
Government grant
The Group recognizes government grants only when there
is reasonable assurance that the conditions attached to them
will be complied with, and the grants will be received.
Government grants related to assets are treated as deferred
income and are recognized in net profit in the Consolidated
Statement of Profit and Loss on a systematic and rational basis
over the useful life of the asset. Government grants related
to revenue are recognized on a systematic basis in net profit
in the Consolidated Statement of Profit and Loss over the
periods necessary to match them with the related costs which
they are intended to compensate.
Other income for the years ended March 31, 2020 and
March 31, 2019 is as follows :
in ` crore
Years ended March 31,
2020
2019
143
1,146
143
1,261
322
646
2
2
Particulars
Interest income on financial
assets carried at amortized cost
Tax-free bonds and
government bonds
Deposit with bank and others
Interest income on financial
assets carried at fair value
through other comprehensive
income :
Non-convertible debentures
and certificates of deposit,
commercial paper and
government securities
Income on investments carried
at fair value through profit or
loss
Dividend income on liquid
mutual funds
280 | Consolidated financial statements
Particulars
Gain / (loss) on liquid mutual
funds and other investments
Income on investments carried
at fair value through other
comprehensive income
Interest income on income tax
refund
Exchange gains / (losses) on
foreign currency forward and
options contracts
Exchange gains / (losses)
on translation of assets and
liabilities
Miscellaneous income, net
Total other income
Years ended March 31,
2020
2019
183
170
41
259
–
51
(511)
185
1,023
195
2,803
133
291
2,882
2.18 Expenses
Particulars
Employee benefit expenses
Salaries including bonus
Contribution to provident
and other funds
Share-based payments to
employees (Refer to Note. 2.11)
Staff welfare
Cost of software packages and
others
For own use
Third-party items bought for
service delivery to clients
Other expenses
Repairs and maintenance
Power and fuel
Brand and marketing
Short-term leases
(Refer to Note 2.19)
Operating leases
Rates and taxes
Consumables
Insurance
Provision for post-sales client
support and others
Commission to non-whole-
time directors
Impairment loss recognized /
(reversed) under expected
credit loss model
Contributions towards
corporate social responsibility
Others
in ` crore
Years ended March 31,
2020
2019
49,252
43,894
1,107
946
249
279
50,887
202
273
45,315
1,035
930
1,668
2,703
1,480
229
528
89
–
193
100
90
–
8
1,623
2,553
1,269
221
489
–
585
184
47
67
1
8
172
248
385
382
3,656
266
270
3,655
Infosys Annual Report 2019-20 2.19 Leases
Accounting Policy
The Group as a lessee
The Group’s lease asset classes primarily consist of leases for
land and buildings. The Group assesses whether a contract
contains a lease at the inception of a contract. A contract
is, or contains, a lease if the contract conveys the right to
control the use of an identified asset for a period of time
in exchange for consideration. To assess whether a contract
conveys the right to control the use of an identified asset,
the Group assesses whether : (i) the contract involves the
use of an identified asset; (ii) the Group has substantially all
of the economic benefits from use of the asset through the
period of the lease, and (iii) the Group has the right to direct
the use of the asset.
At the date of commencement of the lease, the Group
recognizes a right-of-use (ROU) asset and a corresponding
lease liability for all lease arrangements in which it is a
lessee, except for leases with a term of 12 months or less
(short-term leases) and low-value leases. For these short-term
and low-value leases, the Group recognizes the lease
payments as an operating expense on a straight-line basis
over the term of the lease.
Certain lease arrangements include the option to extend or
terminate the lease before the end of the lease term. ROU
assets and lease liabilities include these options when it is
reasonably certain that they will be exercised.
The ROU assets are initially recognized at cost, which
comprises the initial amount of the lease liability adjusted for
any lease payments made at or prior to the commencement
date of the lease plus any initial direct costs less any lease
incentives. They are subsequently measured at cost less
accumulated depreciation and impairment losses.
ROU assets are depreciated from the commencement date
on a straight-line basis over the shorter of the lease term
and useful life of the underlying asset. ROU assets are
evaluated for recoverability whenever events or changes in
circumstances indicate that their carrying amounts may not
be recoverable. For the purpose of impairment testing, the
recoverable amount (i.e. the higher of the fair value less cost
to sell and the value-in-use) is determined on an individual
asset basis unless the asset does not generate cash flows that
are largely independent of those from other assets. In such
cases, the recoverable amount is determined for the CGU to
which the asset belongs.
The lease liability is initially measured at amortized cost at the
present value of the future lease payments. The lease payments
are discounted using the interest rate implicit in the lease or,
if not readily determinable, using the incremental borrowing
rates in the country of domicile of the leases. Lease liabilities
are remeasured with a corresponding adjustment to the
related right of use asset if the Group changes its assessment if
whether it will exercise an extension or a termination option.
Lease liability and ROU asset have been separately presented
in the Balance Sheet and lease payments have been classified
as financing cash flows.
The Group as a lessor
Leases for which the Group is a lessor is classified as a finance
or operating lease. Whenever the terms of the lease transfer
substantially all the risks and rewards of ownership to the
lessee, the contract is classified as a finance lease. All other
leases are classified as operating leases.
When the Group is an intermediate lessor, it accounts for
its interests in the head lease and the sublease separately.
The sublease is classified as a finance or operating lease by
reference to the ROU asset arising from the head lease.
For operating leases, rental income is recognized on a
straight-line basis over the term of the relevant lease.
Transition
Effective April 1, 2019, the Group adopted Ind AS 116,
Leases, and applied the standard to all lease contracts existing
on April 1, 2019 using the modified retrospective method and
has taken the cumulative adjustment to retained earnings,
on the date of initial application. Consequently, the Group
recorded the lease liability at the present value of the lease
payments discounted at the incremental borrowing rate and
the ROU asset at its carrying amount as if the standard had
been applied since the commencement date of the lease, but
discounted at the lessee’s incremental borrowing rate at the
date of initial application. Comparatives as at and for the
year ended March 31, 2019 have not been retrospectively
adjusted and therefore will continue to be reported under the
accounting policies included as part of our Annual Report for
the year ended March 31, 2019
On transition, the adoption of the new standard resulted
in recognition of ‘Right of Use’ asset of ` 2,907 crore, ‘Net
investment in sublease’ of ROU asset of ` 430 crore and a lease
liability of ` 3,598 crore. The cumulative effect of applying
the standard, amounting to ` 40 crore was debited to retained
earnings, net of taxes. The effect of this adoption is insignificant
on the profit before tax, profit for the period and earnings per
share. Ind AS 116 has resulted in an increase in cash inflows
from operating activities and an increase in cash outflows
from financing activities on account of lease payments.
The following is the summary of practical expedients elected
on initial application :
1. Applied a single discount rate to a portfolio of leases of
similar assets in similar economic environment with a
similar end date
2. Applied the exemption not to recognize ROU assets and
liabilities for leases with less than 12 months of lease term
on the date of initial application
3. Excluded the initial direct costs from the measurement
of the right-of-use asset at the date of initial application.
4. Applied the practical expedient to grandfather the
assessment of which transactions are leases. Accordingly,
Ind AS 116 is applied only to contracts that were previously
identified as leases under Ind AS 17.
Consolidated financial statements | 281
Infosys Annual Report 2019-20 The difference between the lease obligation recorded as of March 31, 2019 under Ind AS 17 disclosed under Note 2.19 of the
2019 Annual Report and the value of the lease liability as of April 1, 2019 is primarily on account of inclusion of extension
and termination options reasonably certain to be exercised, in measuring the lease liability in accordance with Ind AS 116 and
discounting the lease liabilities to the present value under Ind AS 116.
The weighted average incremental borrowing rate applied to lease liabilities as at April 1, 2019 is 4.5%.
The changes in the carrying value of right of use assets for the year ended March 31, 2020 are as follows :
Particulars
Balance as of April 1, 2019
Reclassified on account of adoption of Ind AS 116 (Refer to Notes 2.2 and 2.3)
Additions(1)
Additions through business combination (Refer to Note 2.1)
Deletions
Depreciation
Translation difference
Balance as of March 31, 2020
(1) Net of lease incentives of ` 115 crore related to lease of buildings
Category of ROU asset
Land Buildings Vehicles Computers
–
–
49
–
–
(8)
1
42
2,898
–
1,064
177
(130)
(540)
16
3,485
–
634
1
–
(3)
(6)
–
626
9
–
6
10
(1)
(9)
–
15
in ` crore
Total
2,907
634
1,120
187
(134)
(563)
17
4,168
The break-up of current and non-current lease liabilities as
of March 31, 2020 is as follows :
Particulars
Current lease liabilities
Non-current lease liabilities
Total
in ` crore
Amount
619
4,014
4,633
The movement in lease liabilities during the year ended
March 31, 2020 is as follows :
Particulars
Balance at the beginning
Additions
Additions through business combination
(Refer to Note 2.1)
Deletions
Finance cost accrued during the period
Payment of lease liabilities
Translation difference
Balance at the end
in ` crore
Year ended
March 31,
2020
3,598
1,241
224
(145)
170
(639)
184
4,633
The details regarding the contractual maturities of lease
liabilities as of March 31, 2020 on an undiscounted
basis are as follows :
Particulars
Less than one year
One to five years
More than five years
Total
in ` crore
Amount
796
2,599
2,075
5,470
The Group does not face a significant liquidity risk with regard to
its lease liabilities as the current assets are sufficient to meet the
obligations related to lease liabilities as and when they fall due.
Rental expense recorded for short-term leases was ` 89 crore
for the year ended March 31, 2020.
282 | Consolidated financial statements
The aggregate depreciation on ROU assets has been included
under depreciation and amortization expense in the
Consolidated Statement of Profit and Loss.
The movement in the net investment in sublease of ROU
assets during the year ended March 31, 2020 is as follows :
Particulars
Balance at the beginning
Interest income accrued during the period
Lease receipts
Translation difference
Balance at the end
in ` crore
Year ended
March 31,
2020
430
15
(46)
34
433
The details regarding the contractual maturities of net
investment in sublease of ROU asset as of March 31, 2020
on an undiscounted basis are as follows :
Particulars
Less than one year
One to five years
More than five years
Total
in ` crore
Amount
50
217
244
511
Leases not yet commenced to which Group is committed is
` 655 crore for a lease term ranging from two years to 13 years.
2.20 Employee benefits
Accounting policy
Gratuity
The Group provides for gratuity, a defined benefit retirement
plan ("the Gratuity Plan") covering eligible employees of
Infosys and its Indian subsidiaries. The Gratuity Plan provides
a lump-sum payment to vested employees at retirement,
death, incapacitation or termination of employment, of an
amount based on the respective employee’s salary and the
tenure of employment with the Group.
Infosys Annual Report 2019-20 Liabilities with regard to the Gratuity Plan are determined by
actuarial valuation, performed by an independent actuary, at
each Balance Sheet date using the projected unit credit method.
The Company fully contributes all ascertained liabilities to the
Infosys Limited Employees’ Gratuity Fund Trust (the Trust).
In case of Infosys BPM and EdgeVerve, contributions are
made to the Infosys BPM Employees’ Gratuity Fund Trust and
EdgeVerve Systems Limited Employees’ Gratuity Fund Trust,
respectively. Trustees administer contributions made to the
Trusts and contributions are invested in a scheme with the Life
Insurance Corporation of India as permitted by Indian law.
The Group recognizes the net obligation of a defined benefit
plan in its Balance Sheet as an asset or liability. Gains and losses
through remeasurements of the net defined benefit liability /
(asset) are recognized in other comprehensive income and
are not reclassified to profit or loss in subsequent periods.
The actual return of the portfolio of plan assets, in excess of
the yields computed by applying the discount rate used to
measure the defined benefit obligation is recognized in other
comprehensive income. The effect of any plan amendments is
recognized in the Consolidated Statement of Profit and Loss.
Provident fund
Eligible employees of Infosys receive benefits from a provident
fund, which is a defined benefit plan. Both the eligible
employee and the Company make monthly contributions
to the provident fund plan equal to a specified percentage of
the covered employee’s salary. The Company contributes a
portion to the Infosys Limited Employees’ Provident Fund
Trust. The trust invests in specific designated instruments as
permitted by Indian law. The remaining portion is contributed
to the government-administered pension fund. The rate at which
the annual interest is payable to the beneficiaries by the trust is
being administered by the government. The Company has an
obligation to make good the shortfall, if any, between the return
from the investments of the trust and the notified interest rate.
In respect of Indian subsidiaries, eligible employees receive
benefits from a provident fund, which is a defined contribution
plan. Both the eligible employee and the respective companies
make monthly contributions to this provident fund plan
equal to a specified percentage of the covered employee’s
salary. Amounts collected under the provident fund plan are
deposited in a government-administered provident fund.
The Companies have no further obligation to the plan beyond
its monthly contributions.
Superannuation
Certain employees of Infosys, Infosys BPM and EdgeVerve
are participants in a defined contribution plan. The Group
has no further obligations to the plan beyond its monthly
contributions which are periodically contributed to a trust
fund, the corpus of which is invested with the Life Insurance
Corporation of India.
Compensated absences
The Group has a policy on compensated absences which
are both accumulating and non-accumulating in nature.
The expected cost of accumulating compensated absences
is determined by actuarial valuation performed by an
independent actuary at each Balance Sheet date using
projected unit credit method on the additional amount
expected to be paid / availed as a result of the unused
entitlement that has accumulated at the Balance Sheet date.
Expense on non-accumulating compensated absences is
recognized in the period in which the absences occur.
2.20.1 Gratuity
The funded status of the gratuity plans and the amounts
recognized in the Group’s financial statements as at March 31,
2020 and March 31, 2019 are as follows :
Particulars
Change in benefit obligations
Benefit obligations at the
beginning
Service cost
Interest expense
Remeasurements – Actuarial
(gains) / losses
Benefits paid
Translation difference
Reclassified from held for
sale (Refer to Note 2.1.2)
Benefit obligations at the end
Change in plan assets
Fair value of plan assets at
the beginning
Interest income
Remeasurements – Return on
plan assets excluding amounts
included in interest income
Contributions
Benefits paid
Fair value of plan assets at
the end
Funded status
Prepaid gratuity benefit
(Refer to Note 2.9)
Accrued gratuity (Refer to
Note 2.13)
in ` crore
As at March 31,
2020
2019
1,351
178
90
(79)
(141)
3
–
1,402
1,201
157
85
32
(128)
2
2
1,351
1,361
97
1,216
90
9
191
(136)
1,522
120
151
(31)
4
174
(123)
1,361
10
42
(32)
The amounts for the years ended March 31, 2020 and
March 31, 2019 recognized in the Consolidated Statement of
Profit and Loss under employee benefit expense are as follows :
in ` crore
Particulars
Service cost
Net interest on the net defined
benefit liability / (asset)
Net gratuity cost
Years ended March 31,
2019
157
2020
178
(7)
171
(5)
152
Consolidated financial statements | 283
Infosys Annual Report 2019-20 The sensitivity of significant assumptions used for valuation
of defined benefit obligation is as follows :
Impact from percentage point increase /
decrease in
Discount rate
Weighted average rate of increase in
compensation levels
in ` crore
As at March
31, 2020
67
59
Sensitivity to significant actuarial assumptions is computed by
varying one actuarial assumption used for the valuation of the
defined benefit obligation by one percentage, keeping all other
actuarial assumptions constant. In practice, this is not probable,
and changes in some of the assumptions may be correlated.
Gratuity is applicable only to employees drawing a salary
in Indian rupees and there are no other significant foreign
defined benefit gratuity plans.
The Company contributes all ascertained liabilities towards
gratuity to the Infosys Limited Employees’ Gratuity Fund
Trust. In case of Infosys BPM and EdgeVerve, contributions
are made to the Infosys BPM Employees’ Gratuity Fund Trust
and EdgeVerve Systems Limited Employees Gratuity Fund
Trust, respectively. Trustees administer contributions made to
the trust as at March 31, 2020 and March 31, 2019. The plan
assets have been primarily invested in insurer-managed funds.
Actual return on assets for the years ended March 31, 2020 and
March 31, 2019 were ` 106 crore and ` 95 crore, respectively.
The Group expects to contribute ` 145 crore to the gratuity
trusts during fiscal 2021.
The maturity profile of defined benefit obligation is as follows :
in ` crore
Within 1 year
1-2 year
2-3 year
3-4 year
4-5 year
5-10 years
215
218
220
231
148
1,183
2.20.2 Provident fund
Infosys has an obligation to fund any shortfall on the yield
of the trust’s investments over the administered interest rates
on an annual basis. These administered rates are determined
annually predominantly considering the social rather than
economic factors and in most cases, the actual return earned
by the Company has been higher in the past years. The actuary
has provided a valuation for provident fund liabilities on the
basis of guidance issued by the Actuarial Society of India.
The amounts for the years ended March 31, 2020 and
March 31, 2019 recognized in the Consolidated Statement
of Other Comprehensive Income are as follows :
Particulars
Remeasurements of the net
defined benefit liability / (asset)
Actuarial (gains) / losses
(Return) / loss on plan assets
excluding amounts included
in the net interest on the net
defined benefit liability / (asset)
Particulars
(Gain) / loss from change in
demographic assumptions
(Gain) / loss from change in
financial assumptions
(Gain) / loss from experience
adjustment
in ` crore
Years ended March 31,
2019
2020
(79)
32
(9)
(88)
(4)
28
in ` crore
Years ended March 31,
2019
2020
1
(57)
(23)
(79)
(4)
30
6
32
The weighted-average assumptions used to determine
benefit obligations as at March 31, 2020 and March 31,
2019 are as follows :
Particulars
As at March 31,
Discount rate(1)
Weighted average rate of increase
in compensation levels(2)
Weighted average duration of
defined benefit obligation (3)
2020
6.2%
6.0%
2019
7.1%
8.0%
5.9 years
5.9 years
The weighted-average assumptions used to determine net
periodic benefit cost for the years ended March 31, 2020
and March 31, 2019 are as follows :
Particulars
Discount rate (%)
Weighted average rate of increase
in compensation levels (%)
Years ended March 31,
2019
7.5
2020
7.1
8.0
8.0
Note : Assumptions regarding future mortality experience are set in
accordance with the published statistics by the Life Insurance
Corporation of India.
(1) In India, the market for high-quality corporate bonds being not
developed, the yield of government bonds is considered as the
discount rate. The tenure has been considered taking into account
the past long-term trend of employees’ average remaining service life
which reflects the average estimated term of the post-employment
benefit obligations.
(2) The average rate of increase in compensation levels is determined
by the Company, considering factors such as, the Company’s past
compensation revision trends and the Management’s estimate of
future salary increases.
(3) Attrition rate considered is the Management’s estimate based on the
past long-term trend of employee turnover in the Company.
284 | Consolidated financial statements
Infosys Annual Report 2019-20
The funded status of the defined benefit provident fund plan of
Infosys Limited and the amounts recognized in the Company’s
financial statements as at March 31, 2020 are as follows :
Particulars
Change in benefit obligations
Benefit obligations at the beginning
Service cost – employer contribution
Employee contribution
Interest expense
Actuarial (gains) / loss
Benefits paid
Benefit obligations at the end
Change in plan assets
Fair value of plan assets at the beginning
Interest income
Remeasurements – Return on plan assets
excluding amounts included in interest
income(1)
Contributions
Benefits paid
Fair value of plan assets at the end
Net liability (Refer to Note 2.13)
in ` crore
As at March
31, 2020
5,989
407
857
561
216
(664)
7,366
5,989
561
(33)
1,264
(664)
7,117
(249)
(1) Includes unrealized losses on certain investments in bonds
The amount for the year ended March 31, 2020 recognized
in the Consolidated Statement of Other Comprehensive
Income is as follows :
Particulars
Remeasurements of the net defined
benefit liability / (asset)
Actuarial (gains) / losses
(Return) / loss on plan assets excluding
amounts included in the net interest on
the net defined benefit liability / (asset)
in ` crore
Year ended
March 31, 2020
216
33
249
The assumptions used in determining the present value
obligation of the defined benefit plan under the Deterministic
Approach are as follows :
Particulars
Government of India (GOI)
bond yield (1)
Expected rate of return on plan
assets
Remaining term to maturity of
portfolio
Expected guaranteed interest
rate
First year
Thereafter
As at March 31,
2020
2019
6.20%
7.10%
8.00%
9.20%
6 years
5.47 years
8.50%
8.50%
8.65%
8.60%
(1) In India, the market for high-quality corporate bonds being not
developed, the yield of government bonds is considered as the
discount rate. The tenure has been considered taking into account
the past long-term trend of employees’ average remaining service life
which reflects the average estimated term of the post- employment
benefit obligations.
The break-up of the plan assets into various categories as at
March 31, 2020 is as follows :
Particulars
Central and state government bonds
Public-sector undertakings and private-
sector bonds
Others
As at March
31, 2020
49%
48%
3%
The asset allocation for plan assets is determined based on the
investment criteria prescribed under the relevant regulations.
As at March 31, 2020 the defined benefit obligation would
be affected by approximately ` 72 crore and ` 108 crore on
account of a 0.25% increase / decrease in the expected rate
of return on plan assets.
The actuary has provided a valuation for provident fund
liabilities on the basis of guidance issued by Actuarial Society
of India and based on the assumptions provided there is no
shortfall as at March 31, 2019. The details of the benefit
obligation as at March 31, 2019 are as follows :
Particulars
Benefit obligation at the period end
Net liability recognized in Balance Sheet
in ` crore
As at March
31, 2019
5,989
–
The Group contributed ` 639 crore and ` 543 crore to the
provident fund during the years ended March 31, 2020 and
March 31, 2019, respectively. The same has been recognized
in the Consolidated Statement of Profit and Loss under the
head employee benefit expense.
In February 2019, the Supreme Court of India vide its
judgment and subsequent review petition of August 2019 has
ruled in respect of compensation for the purpose of provident
fund contribution under the Employees' Provident Funds
and Miscellaneous Provisions Act, 1952. The Company has
assessed possible outcomes of the judgment on determination
of provident fund contributions and based on the Company’s
current evaluation of the judgment, it is not probable that certain
allowances paid by the Company will be subject to payment of
provident fund. The Company will continue to monitor and
evaluate its position based on future events and developments.
The provident plans are applicable only to employees drawing
a salary in Indian rupees and there are no other significant
foreign defined benefit plans.
2.20.3 Superannuation
The Group contributed ` 240 crore and ` 215 crore during
the years ended March 31, 2020 and March 31, 2019,
respectively, and the same has been recognized in the
Consolidated Statement of Profit and Loss under the head
employee benefit expense.
Consolidated financial statements | 285
Infosys Annual Report 2019-20
2.20.4 Employee benefit costs include :
Particulars
Salaries and bonus(1)
Defined contribution plans
Defined benefit plans
in ` crore
Years ended March 31,
2019
44,405
307
603
45,315
2020
49,837
338
712
50,887
(1) Includes employee stock compensation expense of ` 249 crore and
` 202 crore for the years ended March 31, 2020 and March 31, 2019,
respectively
2.21 Reconciliation of basic and diluted shares
used in computing earnings per share
Accounting policy
Basic earnings per equity share is computed by dividing the
net profit attributable to the equity holders of the Company
by the weighted average number of equity shares outstanding
during the period. Diluted earnings per equity share is
computed by dividing the net profit attributable to the equity
holders of the Company by the weighted average number of
equity shares considered for deriving basic earnings per equity
share and also the weighted average number of equity shares
that could have been issued upon conversion of all dilutive
potential equity shares. The dilutive potential equity shares
are adjusted for the proceeds receivable had the equity shares
been actually issued at fair value (i.e. the average market value
of the outstanding equity shares). Dilutive potential equity
shares are deemed converted as at the beginning of the period,
unless issued at a later date. Dilutive potential equity shares
are determined independently for each period presented.
The number of equity shares and potentially dilutive equity
shares are adjusted retrospectively for all periods presented for
any share splits and bonus shares issues including for changes
effected prior to the approval of the financial statements by
the Board of Directors.
A reconciliation of the equity shares used in the computation of basic and diluted earnings per equity share is as follows :
Particulars
Basic earnings per equity share – weighted average number of equity shares
outstanding(1)
Effect of dilutive common equivalent shares – share options outstanding
Diluted earnings per equity share – weighted average number of equity shares and
common equivalent shares outstanding
Years ended March 31,
2020
2019
425,77,54,522
73,89,706
434,71,30,157
62,90,615
426,51,44,228
435,34,20,772
Information in the table above is adjusted for September 2018 bonus issue whereever applicable (refer to Note 2.11).
(1) Excludes treasury shares
For the years ended March 31, 2020 and March 31, 2019, 13,093 and nil number of options to purchase equity shares had
an anti-dilutive effect, respectively.
2.22 Contingent liabilities and commitments (to the extent not provided for)
Particulars
Contingent liabilities
Claims against the Group, not acknowledged as debts(2)
[Amount paid to statutory authorities ` 5,353 crore (` 5,925 crore)]
Commitments
Estimated amount of contracts remaining to be executed on capital contracts and not provided
for (net of advances and deposits)(3)
Other commitments(1)
in ` crore
As at March 31,
2020
2019
3,583
3,081
1,365
61
1,724
86
(1) Uncalled capital pertaining to investments
(2) As at March 31, 2020, claims against the Group not acknowledged as debts in respect of income tax matters amounted to ` 3,353 crore. The claims
against the Group majorly represent demands arising on completion of assessment proceedings under the Income-tax Act, 1961. These claims are on
account of multiple issues of disallowances such as disallowance of profits earned from STP units and SEZ units, disallowance of deductions in respect
of employment of new employees under Section 80JJAA, disallowance of expenditure towards software being held as capital in nature, payments made
to associated enterprises held as liable for withholding of taxes. These matters are pending before various appellate authorities and the Management,
including its tax advisors, expect that its position will likely be upheld on ultimate resolution and will not have a material adverse effect on the Group’s
financial position and results of operations.
Amount paid to statutory authorities against the above tax claims amounted to ` 5,352 crore.
(3) Capital contracts primarily comprises commitments for infrastructure facilities and computer equipment.
Legal proceedings
The Audit Committee appointed an external legal counsel to conduct an independent investigation into the whistleblower
allegations which have been previously disclosed to stock exchanges on October 22, 2019 and to the Securities and Exchange
Commission (SEC) on Form 6-K on the same date. As previously disclosed on January 10, 2020, the outcome of the investigation
has not resulted in restatement of previously issued financial statements.
286 | Consolidated financial statements
Infosys Annual Report 2019-20
The Company cooperated with an investigation by the SEC regarding the same matters. In March 2020, the Company received
notification from the SEC that the SEC has concluded its investigation and the Company does not anticipate any further action
by the SEC on this matter. The Company is responding to all the inquires received from the Indian regulatory authorities and
will continue to cooperate with the authorities for any additional requests for information. Additionally, in October 2019, a
shareholder class action lawsuit was filed in the United States District Court for the Eastern District of New York against the
Company and certain of its current and former officers for alleged violations of the US federal securities laws. The Company
is presently unable to predict the scope, duration or the outcome of these matters.
The Group is subject to legal proceedings and claims, which have arisen in the ordinary course of business. The Group’s
Management reasonably expects that these legal actions, when ultimately concluded and determined, will not have a material
and adverse effect on the Group’s results of operations or financial condition.
2.23 Related party transactions
List of related parties :
Name of subsidiaries
Infosys Technologies (China) Co. Limited (Infosys China)
Infosys Technologies S. de R. L. de C. V. (Infosys Mexico)
Infosys Technologies (Sweden) AB. (Infosys Sweden)
Infosys Technologies (Shanghai) Company Limited (Infosys Shanghai)
Infosys Tecnologia do Brasil Ltda. (Infosys Brasil)(25)
Infosys Nova Holdings LLC. (Infosys Nova)
EdgeVerve Systems Limited (EdgeVerve)
Infosys Austria GmbH(1) (formerly Lodestone Management Consultants GmbH)
Skava Systems Pvt. Ltd. (Skava Systems)
Kallidus Inc. (Kallidus)
Infosys Chile SpA
Infosys Arabia Limited(2)
Infosys Consulting Ltda.(1)
Infosys CIS LLC(1)(18)(26)
Infosys Luxembourg S.à.r.l(1)(13)
Infosys Americas Inc., (Infosys Americas)
Infosys Technologies (Australia) Pty. Limited (Infosys Australia)(3)
Infosys Public Services, Inc. USA (Infosys Public Services)
Infosys Canada Public Services Inc(19)
Infosys BPM Limited
Infosys (Czech Republic) Limited s.r.o.(4)
Infosys Poland Sp. z o.o.(4)
Infosys McCamish Systems LLC(4)
Portland Group Pty Ltd(4)
Infosys BPO Americas LLC.(4)
Infosys Consulting Holding AG (Infosys Lodestone)
Lodestone Management Consultants Inc.(5) (11)
Infosys Management Consulting Pty Limited(5)
Infosys Consulting AG(5)
Infosys Consulting GmbH(5)
Infosys Consulting S.R.L.(1)
Infosys Consulting SAS(5)
Infosys Consulting s.r.o.(5)
Infosys Consulting (Shanghai) Co., Ltd.(formerly Lodestone Management
Consultants Co., Ltd)(5)
Infy Consulting Company Ltd(5)
Infy Consulting B.V.(5)
Infosys Consulting Sp. z.o.o(32)
Lodestone Management Consultants Portugal, Unipessoal, Lda.(5)
Infosys Consulting S.R.L.(5)
Infosys Consulting (Belgium) NV (formerly Lodestone Management Consultants
(Belgium) S.A.)(6)
Panaya Inc. (Panaya)
Panaya Ltd.(7)
Panaya GmbH(7)
Country
China
Mexico
Sweden
China
Brazil
US
India
Austria
India
US
Chile
Saudi Arabia
Brazil
Russia
Luxembourg
US
Australia
US
Canada
India
Czech Republic
Poland
US
Australia
US
Switzerland
US
Australia
Switzerland
Germany
Romania
France
Czech Republic
China
UK
The Netherlands
Poland
Portugal
Argentina
Belgium
US
Israel
Germany
Holdings as at March 31,
2019
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
70%
99.99%
–
100%
100%
100%
100%
–
99.98%
99.98%
99.98%
99.98%
99.98%
99.98%
100%
–
100%
100%
100%
100%
100%
100%
2020
100%
100%
100%
100%
–
100%
100%
100%
100%
100%
100%
70%
100%
–
100%
100%
–
100%
–
99.99%
99.99%
99.99%
99.99%
99.99%
99.99%
100%
–
100%
100%
100%
100%
100%
100%
100%
100%
100%
99.99%
100%
100%
99.90%
100%
100%
100%
100%
100%
100%
100%
100%
100%
99.90%
100%
100%
100%
Consolidated financial statements | 287
Infosys Annual Report 2019-20 Name of subsidiaries
Panaya Japan Co. Ltd(7)(31)
Brilliant Basics Holdings Limited (Brilliant Basics)
Brilliant Basics Limited(8)
Brilliant Basics (MENA) DMCC(8)(26)
Infosys Consulting Pte Ltd. (Infosys Singapore)(1)
Infosys Middle East FZ LLC(9)
Fluido Oy(9)(14)
Fluido Sweden AB (Extero)(15)
Fluido Norway A/S(15)
Fluido Denmark A/S(15)
Fluido Slovakia s.r.o(15)
Fluido Newco AB(15)
Infosys Compaz Pte Ltd (formerly Trusted Source Pte. Ltd)(16)
Infosys South Africa (Pty) Ltd(9)(17)
WongDoody Holding Company Inc. (WongDoody)(10)
WDW Communications, Inc(12)
WongDoody, Inc(12)
HIPUS Co., Ltd(20) (formerly Hitachi Procurement Service Co. Ltd)
Stater N.V.(21)
Stater Nederland B.V.(22)
Stater Duitsland B.V.(22)
Stater XXL B.V.(22)
HypoCasso B.V.(22)
Stater Participations B.V.(22)
Stater Deutschland Verwaltungs-GmbH(23)
Stater Deutschland GmbH & Co. KG(23)
Stater Belgium N.V./S.A.(24)
Outbox systems Inc. dba Simplus (US)(27)
Simplus North America Inc.(28)
Simplus ANZ Pty Ltd.(28)
Simplus Australia Pty Ltd(30)
Sqware Peg Digital Pty Ltd(30)
Simplus Philippines, Inc.(28)
Simplus Europe, Ltd.(28)
Simplus U.K., Ltd.(29)
Simplus Ireland, Ltd.(29)
Country
Japan
UK
UK
Dubai
Singapore
Dubai
Finland
Sweden
Norway
Denmark
Slovakia
Sweden
Singapore
South Africa
US
US
US
Japan
The Netherlands
The Netherlands
The Netherlands
The Netherlands
The Netherlands
The Netherlands
Germany
Germany
Belgium
US
Canada
Australia
Australia
Australia
Philippines
UK
UK
Ireland
Holdings as at March 31,
2019
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
60%
–
100%
100%
100%
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
2020
–
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
60%
100%
100%
100%
100%
81%
75%
75%
75%
75%
75%
75%
75%
75%
53.99%
100%
100%
100%
100%
100%
100%
100%
100%
100%
(1) Wholly-owned subsidiary of Infosys Limited
(2) Majority-owned and controlled subsidiary of Infosys Limited
(3) Liquidated effective November 17, 2019
(4) Wholly-owned subsidiary of Infosys BPM Limited
(5) Wholly-owned subsidiary of Infosys Consulting Holding AG (formerly
(18) Incorporated effective November 29, 2018
(19) Incorporated effective November 27, 2018, a wholly-owned subsidiary
of Infosys Public Services, Inc.
(20) On April 1, 2019, Infosys Consulting Pte Ltd. acquired 81% voting
interests in HIPUS Co., Ltd.
Lodestone Holding AG)
(21) On May 23, 2019, Infosys Consulting Pte Ltd. acquired 75% voting
(6) Majority-owned and controlled subsidiary of Infosys Consulting
interests in Stater N.V.
Holding AG (formerly Lodestone Holding AG)
(7) Wholly-owned subsidiary of Panaya Inc.
(8) Wholly-owned subsidiary of Brilliant Basics Holding Limited
(9) Wholly-owned subsidiary of Infosys Consulting Pte Ltd.
(10) On May 22, 2018, Infosys acquired 100% voting interests in
WongDoody.
(11) Liquidated effective May 4, 2018
(12) Wholly-owned subsidiary of WongDoody
(13) Incorporated effective August 6, 2018
(14) On October 11, 2018, Infosys Consulting Pte Ltd. acquired 100% voting
interests in Fluido Oy and its subsidiaries.
(15) Wholly-owned subsidiary of Fluido Oy
(16) On November 16, 2018, Infosys Consulting Pte Ltd. acquired 60%
voting interests in Infosys Compaz Pte Ltd.
(17) Incorporated effective December 19, 2018
(22) Majority-owned and controlled subsidiary of Stater N.V.
(23) Majority-owned and controlled subsidiary of Stater Duitsland B.V.
(24) Majority-owned and controlled subsidiary of Stater Participations B.V.
(25) Effective October 1, 2019, merged into Infosys Consulting Ltda, a
wholly-owned subsidiary of Infosys Limited.
(26) Under liquidation
(27) On March 13, 2020, Infosys Nova Holdings LLC acquired 100% voting
interests in Outbox Systems Inc.
(28) Wholly-owned subsidiary of Outbox Systems Inc.
(29) Wholly-owned subsidiary of Simplus Europe, Ltd.
(30) Wholly-owned subsidiary of Simplus ANZ Pty Ltd.
(31) Liquidated effective October 31, 2019
(32) On February 20, 2020, Infosys Poland Sp z o.o. acquired 100% voting
interests in Infosys Consulting Sp. z.o.o from Infosys Consulting
Holding AG (formerly Lodestone Holding AG).
288 | Consolidated financial statements
Infosys Annual Report 2019-20 Infosys has provided guarantee for performance of certain contracts entered into by its subsidiaries.
List of other related parties
Particulars
Infosys Limited Employees’ Gratuity Fund Trust
Infosys Limited Employees’ Provident Fund Trust
Infosys Limited Employees’ Superannuation Fund Trust
Infosys BPM Limited Employees’ Superannuation Fund Trust
Infosys BPM Limited Employees’ Gratuity Fund Trust
EdgeVerve Systems Limited Employees’ Gratuity Fund Trust
EdgeVerve Systems Limited Employees’ Superannuation
Fund Trust
Infosys Employees Welfare Trust
Infosys Employee Benefits Trust
Infosys Science Foundation
Infosys Expanded Stock Ownership Trust(1)
Country
India
India
India
India
India
India
India
India
India
India
India
Nature of relationship
Post-employment benefit plan of Infosys
Post-employment benefit plan of Infosys
Post-employment benefit plan of Infosys
Post-employment benefit plan of Infosys BPM
Post-employment benefit plan of Infosys BPM
Post-employment benefit plan of EdgeVerve
Post-employment benefit plan of EdgeVerve
Controlled trust
Controlled trust
Controlled trust
Controlled trust
Refer to Note 2.20 for information on transactions with post-employment benefit plans mentioned above.
(1) Registered on May 15, 2019
List of key managerial personnel (KMP)
Whole-time directors
• Salil Parekh, Chief Executive Officer and Managing Director
• U.B. Pravin Rao, Chief Operating Officer
Non-whole-time directors
• Nandan M. Nilekani
• Michael Gibbs (appointed as independent director effective July 13, 2018)
• Ravi Venkatesan (resigned as member of the Board effective May 11, 2018)
• Kiran Mazumdar-Shaw
• Roopa Kudva (retired as member of the Board effective February 3, 2020)
• Dr. Punita Kumar-Sinha
• D.N. Prahlad
• D. Sundaram
Ravi Kumar S.
President and Deputy Chief
Operating Officer
Mohit Joshi
President
Krishnamurthy Shankar
Group Head - Human Resources
Executive officers
Nilanjan Roy
(appointed as Chief Financial
Officer effective March 1, 2019)
Jayesh Sanghrajka
(appointed as Interim Chief
Financial Officer effective
November 17, 2018. He resumed
his responsibilities as Deputy
Chief Financial Officer effective
March 1, 2019)
M.D. Ranganath
(resigned as Chief Financial Officer
effective November 16, 2018)
Inderpreet Sawhney
Group General Counsel and Chief
Compliance Officer
Company Secretary
A.G.S. Manikantha
Transaction with KMP
The related party transactions with above KMP which
comprise directors and executive officers are as follows :
Particulars
Salaries and other employee
benefits to whole-time directors
and executive officers(1)(2)
Commission and other benefits
to non-executive / independent
directors
Total
in ` crore
Years ended March 31,
2019
2020
118
96
8
126
8
104
(1) Total employee stock compensation expense for the years ended March
31, 2020 and March 31, 2019, includes a charge of ` 56 crore and ` 33
crore respectively, towards KMP (refer to Note 2.11).
(2) Does not include post-employment benefit based on actuarial valuation
as this is done for the Company as a whole
Consolidated financial statements | 289
Infosys Annual Report 2019-20 Additional information pursuant to para 2 of general instructions for the preparation of consolidated
financial statements
Name of entity
Net assets
Share in profit or loss
Amount
as %age of
consolidated
net assets
Amount
as %age of
consolidated
profit or loss
85.38
62,234
90.95
15,543
6.40
4,666
3.79
648
(0.83)
(607)
2.22
379
0.06
45
(0.01)
(1)
0.00
0.02
0.01
–
12
8
(0.01)
(7)
600
1
–
4
56
4
(6)
1
3
–
8
72
–
157
5
0.82
0.00
0.00
0.01
0.08
0.01
(0.01)
0.00
0.00
0.00
0.01
0.10
0.00
0.22
0.01
0.00
0.00
–
(0.01)
(1)
0.05
0.06
0.02
0.02
0.00
0.02
0.04
0.01
(0.05)
0.00
0.00
0.00
9
11
3
4
–
4
7
2
(8)
–
–
–
(0.01)
(2)
(0.16)
(28)
0.02
0.00
4
–
3
(0.01)
(1)
0.28
203
1.87
1,362
0.24
0.00
41
–
0.84
614
(0.71)
(121)
0.04
32
0.05
9
Infosys Limited
Indian subsidiaries
Infosys BPM Limited
EdgeVerve Systems
Limited
Skava Systems Private
Limited.
Foreign subsidiaries
Brilliant Basics
(MENA) DMCC
Brilliant Basics
Holdings Limited
Brilliant Basics
Limited
Infosys Middle East
FZ LLC
Infosys BPO (Poland)
Sp Z.o.o.
Fluido Denmark A/S
Fluido Newco AB
Fluido Norway A/S
Fluido Oy
Fluido Slovakia s.r.o.
Fluido Sweden AB
Infosys Americas Inc.
Infosys Arabia
Limited
Infosys Technologies
(Australia) Pty.
Limited
Infosys BPO Americas
LLC
Infosys (Czech
Republic) Limited
s.r.o.
Infosys Tecnologia
DO Brasil LTDA
Infosys Technologies
(China) Co. Limited
Infosys Chile SpA
Infosys Luxembourg
S.à.r.l.
Infosys Technologies
S. de R. L. de C. V.
Infosys Nova
Holdings LLC
Infosys Technologies
(Shanghai) Company
Limited
Infosys Technologies
(Sweden) AB.
290 | Consolidated financial statements
Share in other
comprehensive income
Amount
as %age of
consolidated
other
comprehensive
income
102.63
in ` crore
Share in total
comprehensive income
Amount
as %age of
consolidated
total
comprehensive
income
(234)
90.80 15,309
(1.32)
(0.44)
0.00
0.00
0.00
0.00
(2.19)
(1.32)
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
3
1
–
–
–
–
5
3
–
–
–
–
–
–
–
–
–
–
3.86
651
2.25
380
(0.01)
(1)
0.00
–
(0.01)
(1)
0.05
0.09
0.04
0.02
0.00
0.02
0.04
0.01
(0.05)
0.00
0.00
0.00
9
16
6
4
–
4
7
2
(8)
–
–
–
(0.01)
(2)
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
–
–
–
–
–
–
–
–
(0.17)
(28)
0.02
0.00
4
–
(0.01)
(1)
0.24
0.00
41
–
(0.72)
(121)
0.05
9
0.07
12
2.63
(6)
0.04
6
Infosys Annual Report 2019-20 Name of entity
Net assets
Share in profit or loss
Amount
as %age of
consolidated
net assets
Amount
as %age of
consolidated
profit or loss
Share in other
comprehensive income
Amount
as %age of
consolidated
other
comprehensive
income
Share in total
comprehensive income
Amount
as %age of
consolidated
total
comprehensive
income
Infosys Public
Services, Inc.
Kallidus Inc.
Infosys Consulting
S.R.L.
Infosys Management
Consulting Pty
Limited
Infosys Austria
GmbH
Infosys Consulting
(Belgium) NV
Infosys Consulting
Ltda.
Infosys Consulting
(Shanghai) Co. Ltd.
Infosys Consulting
s.r.o.
Infosys Consulting
SAS
Infosys Consulting
GmbH
Infosys Consulting
Holding AG
Infy Consulting B.V.
Infosys Consulting
Sp. z.o.o.
Lodestone
Management
Consultants Portugal,
Unipessoal, Lda.
S.C. Infosys
Consulting S.R.L.
Infosys Consulting
Pte Ltd.
Infosys Consulting
AG
Infy Consulting
Company Ltd.
Lodestone
Management
Consultants Inc.
Infosys McCamish
Systems LLC
Noah Consulting LLC
Noah Information
Management
Consulting Inc.
Panaya GmbH
Panaya Inc.
Panaya Japan Co. Ltd.
Panaya Ltd.
Portland Group Pty
Ltd
0.80
(0.08)
581
(60)
0.47
(0.17)
80
(29)
0.00
3
0.03
0.03
0.00
22
2
(0.03)
(19)
0.03
0.01
0.01
5
5
2
2
(0.08)
(59)
(0.39)
(67)
(0.27)
(196)
(0.11)
(19)
0.00
0.01
0.04
0.48
0.02
0.02
0.01
0.04
1
9
32
348
15
16
6
28
1.74
1,270
0.18
131
0.05
35
0.00
0.58
0.00
0.00
0.00
0.19
0.00
(0.88)
–
425
1
–
(2)
139
–
(644)
0.00
0.01
0.26
0.54
0.04
0.10
0.01
0.04
0.23
0.23
0.15
0.00
0.74
0.00
0.00
0.01
0.01
0.01
(0.25)
–
2
44
93
7
17
2
6
40
39
25
–
127
–
–
(1)
1
1
(43)
0.16
112
0.03
5
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
0.47
(0.17)
0.03
0.03
0.01
0.01
80
(29)
5
5
2
2
(0.40)
(67)
(0.11)
(19)
0.00
0.01
0.26
0.55
0.04
0.10
0.01
0.04
0.24
0.23
0.15
0.00
0.75
0.00
0.00
(0.01)
0.01
0.01
(0.26)
–
2
44
93
7
17
2
6
40
39
25
–
127
–
–
(1)
1
1
(43)
0.03
5
Consolidated financial statements | 291
Infosys Annual Report 2019-20 Name of entity
Net assets
Share in profit or loss
Amount
as %age of
consolidated
net assets
Amount
as %age of
consolidated
profit or loss
Share in other
comprehensive income
Amount
as %age of
consolidated
other
comprehensive
income
Share in total
comprehensive income
Amount
as %age of
consolidated
total
comprehensive
income
Infosys Compaz Pte
Ltd
WDW
Communications, Inc.
WongDoody Holding
Company Inc.
WongDoody, Inc.
HIPUS Co., Ltd
Stater N.V.
Stater Nederland B.V.
Stater Duitsland B.V.
Stater XXL B.V.
HypoCasso B.V.
Stater Participations
B.V.
Stater Deutschland
Verwaltungs-GmbH
Stater Deutschland
GmbH & Co. KG
Stater Belgium
N.V./S.A.
Outbox Systems Inc.
dba Simplus (US)
Simplus Australia
Pty Ltd
Simplus Philippines,
Inc.
Simplus U.K., Ltd.
Simplus Ireland, Ltd.
Subtotal
Adjustment arising out
of consolidation
Controlled trusts
Non-controlling
interests
Total
0.23
164
0.32
54
(0.25)
(180)
(0.07)
(12)
0.01
0.36
0.09
1.20
0.37
(0.21)
0.00
0.04
9
262
62
878
270
(152)
1
29
(0.33)
(242)
0.00
0.03
0.10
0.05
–
25
70
33
(0.02)
(15)
0.01
0.00
0.00
100.00
5
1
(2)
72,884
(7,199)
159
65,844
(394)
65,450
0.00
0.17
0.10
0.43
0.29
0.00
0.00
0.09
0.00
0.00
0.00
0.02
0.01
0.00
0.00
0.00
0.00
100
–
29
17
74
49
–
–
16
–
–
–
3
1
–
–
–
–
17,089
(453)
3
16,639
(45)
16,594
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
100
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(228)
379
–
151
(13)
138
0.32
54
(0.07)
(12)
0.00
0.17
0.10
0.44
0.29
0.00
0.00
0.09
0.00
0.00
0.00
0.02
0.01
0.00
–
29
17
74
49
–
–
16
–
–
–
3
1
–
–
0.00
–
0.00
0.00
–
100 16,861
(74)
3
16,790
(58)
16,732
2.24 Segment reporting
Ind AS 108 establishes standards for the way that public
business enterprises report information about operating
segments and related disclosures about products and
services, geographic areas, and major customers. The Group’s
operations predominantly relate to providing end-to-end
business solutions to enable clients to enhance business
performance. During the three months ended June 30,
2018, the Group internally reorganized some of its business
segments to deepen customer relationships, improve focus
of sales investments and increase management oversight.
Consequent to the internal reorganization, there were changes
in the reportable business segments based on “Management
approach” as defined under Ind AS 108, Operating Segments.
Therefore, enterprises in Insurance which was earlier
considered under the Life Sciences, Healthcare and Insurance
business segment are now considered under the Financial
Services business segment and enterprises in Communication,
Telecom OEM and Media which was earlier under Energy &
Utilities, Communication and Services is shown as a separate
business segment. Segmental operating income has changed
in line with these as well as changes in the allocation method.
The Chief Operating Decision Maker evaluates the Group’s
performance and allocates resources based on an analysis
of various performance indicators by business segments.
Accordingly, information has been presented along business
segments. The accounting principles used in the preparation
of the financial statements are consistently applied to record
revenue and expenditure in individual segments, and are as
set out in the accounting policies.
Business segments of the Group are primarily enterprises in
Financial Services and Insurance, enterprises in Manufacturing,
292 | Consolidated financial statements
Infosys Annual Report 2019-20
enterprises in Retail, Consumer Packaged Goods and
Logistics, enterprises in the Energy, Utilities, Resources and
Services, enterprises in Communication, Telecom OEM and
Media, enterprises in Hi-Tech, enterprises in Life Sciences
and Healthcare and all other segments. The Financial
Services reportable segments has been aggregated to include
the Financial Services operating segment and Finacle
operating segment because of the similarity of the economic
characteristics. All other segments represent the operating
segments of businesses in India, Japan, China, Infosys Public
Services and other enterprises in Public Services.
Revenue and identifiable operating expenses in relation to
segments are categorized based on items that are individually
identifiable to that segment. Revenue for ‘all other segments’
represents revenue generated by Infosys Public Services and
revenue generated from customers located in India, Japan
and China and other enterprises in Public Services. Allocated
expenses of segments include expenses incurred for rendering
services from the Group’s offshore software development
centers and onsite expenses, which are categorized in
relation to the associated efforts of the segment. Certain
expenses such as depreciation and amortization, which form
a significant component of total expenses, are not specifically
allocable to specific segments as the underlying assets are
used interchangeably. The Management believes that it is not
practical to provide segment disclosures relating to those
costs and expenses, and accordingly, these expenses are
separately disclosed as ‘unallocated’ and adjusted against the
total income of the Group.
Assets and liabilities used in the Group’s business are not
identified to any of the reportable segments, as these are
used interchangeably between segments. The Management
believes that it is currently not practicable to provide segment
disclosures relating to total assets and liabilities since a
meaningful segregation of the available data is onerous.
Business segment revenue information is collated based on
individual customers invoiced or in relation to which the
revenue is otherwise recognized.
Disclosure of revenue by geographic locations is given in Note
2.16 Revenue from operations.
Business segments
Years ended March 31, 2020 and March 31, 2019 :
Particulars
Financial
Services(1)
Retail(2) Communication(3)
Manufacturing Hi-Tech
Life
Sciences(4)
All other
segments(5)
in ` crore
Total
Energy,
Utilities,
Resources
and
Services
Revenue from
operations
Identifiable
operating
expenses
Allocated
expenses
Segmental
operating
income
28,625 14,035
13,556
26,477
11,984
10,426
11,736
10,390
9,131
8,152
6,972
6,177
5,837
5,203
2,471 90,791
82,675
2,294
14,977
14,164
6,989
6,823
6,342
5,435
2,834
2,699
7,084
5,720
2,476
2,189
6,104
5,661
2,416
2,187
4,991
4,513
4,125
3,546
3,212
2,756
1,486 48,968
44,598
1,415
2,081
1,786
1,243
1,083
1,194
1,028
921 19,507
17,170
763
7,306
6,878
4,212
4,034
2,424
2,517
3,216
2,542
2,059
1,853
1,604
1,548
1,431
1,419
Unallocable expenses(6)
Other income, net (Refer to Note 2.17)
Finance costs (Refer to Note 2.19)
Reduction in the fair value of disposal group held for sale (Refer to Note 2.1.2)
Adjustment in respect of excess of carrying amount over recoverable amount on
reclassification from “Held for Sale” (Refer to Note 2.1.2)
Profit before tax
64 22,316
20,907
116
2,942
2,027
2,803
2,882
(170)
–
–
(270)
–
(451)
22,007
21,041
Consolidated financial statements | 293
Infosys Annual Report 2019-20 Particulars
Financial
Services(1)
Retail(2) Communication(3)
Manufacturing Hi-Tech
Life
Sciences(4)
All other
segments(5)
Total
Energy,
Utilities,
Resources
and
Services
Income tax expense
Net profit
Depreciation and amortization expense
Non-cash expenses other than depreciation and amortization
5,368
5,631
16,639
15,410
2,893
2,011
49
740
(1) Financial Services include enterprises in Financial Services and Insurance
(2) Retail includes enterprises in Retail, Consumer Packaged Goods and Logistics
(3) Communication includes enterprises in Communication, Telecom OEM and Media
(4) Life Sciences includes enterprises in Life sciences and Health care
(5) Others include operating segments of businesses in India, Japan, China, Infosys Public Services & other enterprises in Public Services
(6) Unallocable expenses for the year ended March 31, 2020 includes amortization on ROU assets consequent to adoption of Ind AS 116, Leases effective
April 1, 2019.
Significant clients
No client individually accounted for more than 10% of the revenues in the years ended March 31, 2020 and March 31, 2019.
2.25 Function-wise classification of Consolidated Statement of Profit and Loss
Particulars
Revenue from operations
Cost of sales
Gross profit
Operating expenses
Selling and marketing expenses
General and administration expenses
Total operating expenses
Operating profit
Reduction in the fair value of disposal group held for sale
Adjustment in respect of excess of carrying amount over recoverable amount on
reclassification from “Held for Sale”
Other income, net
Finance cost
Profit before tax
Tax expense
Current tax
Deferred tax
Profit for the period
Other comprehensive income
Items that will not be reclassified subsequently to profit or loss
Remeasurement of the net defined benefit liability / asset
Equity instruments through other comprehensive income, net
Note no.
Years ended March 31,
in ` crore
2.16
2.1.2
2.1.2
2.17
2.19
2.15
2.15
2020
90,791
60,732
30,059
4,711
5,974
10,685
19,374
–
–
2,803
170
22,007
5,775
(407)
16,639
2019
82,675
53,867
28,808
4,473
5,455
9,928
18,880
(270)
(451)
2,882
–
21,041
5,727
(96)
15,410
2.20 and
2.15
2.4 and 2.15
(180)
(33)
(213)
(22)
70
48
294 | Consolidated financial statements
Infosys Annual Report 2019-20
Particulars
Note no.
Years ended March 31,
2020
2019
Items that will be reclassified subsequently to profit or loss
Fair value changes on derivatives designated as cash flow hedge, net
Exchange differences on translation of foreign operations, net
Fair value changes on investments, net
2.10 and
2.15
2.4 and 2.15
Total other comprehensive income / (loss), net of tax
Total comprehensive income for the period
Profit attributable to
Owners of the Company
Non-controlling interests
Total comprehensive income attributable to
Owners of the Company
Non-controlling interests
(36)
378
22
364
151
16,790
16,594
45
16,639
16,732
58
16,790
21
63
2
86
134
15,544
15,404
6
15,410
15,538
6
15,544
for and on behalf of the Board of Directors of Infosys Limited
Nandan M. Nilekani
Chairman
Bengaluru
April 20, 2020
D. Sundaram
Director
Salil Parekh
Chief Executive Officer
and Managing Director
Nilanjan Roy
Chief Financial Officer
U.B. Pravin Rao
Chief Operating Officer
and Whole-time Director
A.G.S. Manikantha
Company Secretary
Consolidated financial statements | 295
Infosys Annual Report 2019-20 Business Responsibility Report 2019-20
The Infosys Business Responsibility Report 2019-20 follows the National Voluntary Guidelines on Social, Environmental and
Economic Responsibilities of Business, as notified by the Ministry of Corporate Affairs (MCA), Government of India. This report
substantially complies with the National Guidelines on Responsible Business Conduct (NGRBC) released by MCA in 2019.
We also publish a comprehensive Sustainability Report annually, independently assured by DNV GL.
The Sustainability Report will be available at https://www.infosys.com/sustainability/resources/Pages/index.aspx.
Our Business Responsibility Report includes our responses to questions on our practices and performance on key principles
defined by Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, covering topics
across environment, governance, and stakeholder relationships. In keeping with the guiding principles of integrated reporting,
we have provided cross-references to the reported data within the main sections of this Annual Report and Sustainability Report
for all aspects that are material to us and to our stakeholders.
Business Responsibility Report
As per Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Section A : General information about the Company
Corporate Identity Number (CIN) of the Company
1.
L 8 5 1 1 0 K A 1 9 8 1 P L C 0 1 3 1 1 5
2. Name of the Company
Infosys Limited
3.
Registered address
Electronics City, Hosur Road, Bengaluru, Karnataka 560 100, India
4. Website
Email ID
www.infosys.com
sustainability@infosys.com
Financial year reported
April 1, 2019 to March 31, 2020
Sector(s) that the Company is engaged in
(industrial activity code-wise)
Name and description of main products / services :
Computer programming, consultancy and related activities
NIC code of the product / service : 620
List three key products / services that the Company
manufactures / provides (as in Balance Sheet)
Total number of locations where business activity
is undertaken by the Company
Software services, consulting, and products
i. Number of international locations
https://www.infosys.com/about/Pages/locations.aspx
(Provide details of major five)
ii. Number of national locations
https://www.infosys.com/about/Pages/locations.aspx
10. Markets served by the Company – Local / State /
National / International
Refer to Segment reporting, page 222 and page 292
Section B : Financial details of the Company(1)
1.
Paid-up capital (`)
Total turnover (`)
Total profit after taxes (`)
` 2,129 crore
` 79,047 crore
` 15,543 crore
Total spending on Corporate Social Responsibility
(CSR) as percentage of profit after tax (%)
2% of average net profits of the Company made during the three
immediately preceding financial years. Refer to Annexure 7 to
the Board’s report in the Annual Report, page 72
List of activities in which expenditure in 4 above
has been incurred
Refer to Annexure 7 to the Board’s report in the Annual Report,
page 72
(1) As per the standalone Ind AS financials
296 | Business Responsibility Report
5.
6.
7.
8.
9.
2.
3.
4.
5.
Infosys Annual Report 2019-20 Section C : Other details
1. Does the Company have any subsidiary company /
companies?
2. Do the subsidiary company / companies participate in
the BR initiatives of the parent Company? If yes, then
indicate the number of such subsidiary company(s).
3. Do any other entity / entities (e.g. suppliers,
distributors, etc.) that the Company does business
with participate in the BR initiatives of the Company?
If yes, then indicate the percentage of such entity /
entities (Less than 30%, 30%, 60%, More than 60%).
:
:
:
Section D : BR information
1. Details of Director / Directors responsible for BR
Yes.
Yes. Refer to Annexure 1 to the Board’s report in the Annual
Report, page 46
Yes. Less than 30%.
a. Details of the Director responsible for implementation of the BR policy / policies
1. DIN Number
2. Name
3. Designation
:
0 6 7 8 2 4 5 0
: U.B. Pravin Rao
: Chief Operating Officer and Whole-time Director
b. Details of the BR Head
1. DIN Number (if applicable)
2. Name
3. Designation
4. Telephone number
5. E-mail ID
: Not applicable
: Aruna C. Newton
: Associate Vice President
:
91 80 4961 4243
:
arunacnewton@infosys.com
Business Responsibility Report | 297
Infosys Annual Report 2019-20 2
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2. Principle-wise (as per National Voluntary Guidelines) Business Responsibility (BR) policy / policies (reply with Yes / No)
S.No. Questions
1.
Do you have a policy / policies for...
2.
3.
4.
5.
6.
7.
8.
9.
10.
Has the policy been formulated
in consultation with the relevant
stakeholders?(1)
Does the policy conform to any
national / international standards?(1)
Has the policy been approved by the
Board? If yes, has it been signed by the
MD / owner / CEO / appropriate Board
Director?(2)
Does the Company have a specified
committee of the Board / Director /
Official to oversee the implementation of
the policy?
Indicate the link for the policy to be
viewed online.
Has the policy been formally
communicated to all relevant internal
and external stakeholders?
Does the Company have an in-house
structure to implement the policy /
policies?
Does the Company have a grievance
redressal mechanism related to the
policy / policies to address stakeholders’
grievances related to the policy /
policies?
Has the Company carried out
independent audit / evaluation of the
working of this policy by an internal or
external agency?
P1
Yes
Yes
Yes
Yes
Yes
P2
Yes
Yes
P3
Yes
Yes
Yes
Yes
Yes
Yes
P4
Yes
Yes
Yes
Yes
P5
Yes
Yes
P6
Yes
Yes
P7
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
P8
Yes
Yes
Yes
Yes
Yes
P9
Yes
Yes
Yes
Yes
Yes
Refer to the Whistleblower
Policy, Code of Conduct
and Ethics (available on
www.infosys.com) and
Anti-Bribery Policy
(available on our intranet)
Available
on our
intranet
Available
on our
intranet
Refer to the CSR
Policy (available on
www.infosys.com) and
Sustainability Policy
(available on our
intranet).
Refer to
the Human
Rights
Statement
Refer to
the
HSE
policy
Available
on our
intranet
Refer to the CSR Policy
(available on www.infosys.
com) and Sustainability
Policy (available on our
intranet).
Available
on our
intranet
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
(1) Please refer to our Sustainability Report for more information.
Principle-wise index :
P1 – Whistleblower Policy, Anti-Bribery Policy and Code of Conduct and Ethics
P2 – Responsible Supply Chain Policy, Supplier Code of Conduct, Information Security Policy
P3 – HR Policies, Human Rights Statement
P4 – CSR Policy, Sustainability Policy
P5 – Human Rights Statement
P6 – HSE Policy
P7 – Sustainability Policy
P8 – CSR Policy, Sustainability Policy
P9 – Information Security Policy, Brand Guidelines, Data Privacy Policy
(2) Designated department heads, who report to the Chief Executive Officer (CEO) / Chief Operating Officer (COO) monitor and oversee policy implementation. The CEO / COO monitors policy implementation and
progress on initiatives and actions through periodic reviews.
Infosys Annual Report 2019-20
If answer to Sl. No. 1 against any principle is ‘No’, please explain why (tick up to two options) – Not applicable
P1
P2
P3
P4
P5
P6
P7
P8
P9
Not applicable
2a.
S.No. Questions
1.
2.
The Company has not understood the principles.
The Company is not at a stage where it finds itself in
a position to formulate and implement the policies on
specified principles.
The Company does not have financial or manpower
resources available for the task.
It is planned to be done within the next six months.
It is planned to be done within the next one year.
Any other reason (please specify).
3.
4.
5.
6.
3. Governance related to BR
Indicate the frequency with which the Board of Directors, committee of the Board or
CEO assesses the BR performance of the Company – Within 3 months, 3-6 months,
annually, more than 1 year.
Does the Company publish a BR or a Sustainability Report? What is the hyperlink
for viewing this report? How frequently is it published?
: The Board of Directors, committees of the Board, and the CEO assess the BR
performance of the Company every three months. For more information, read the
Corporate governance report, which is part of this Annual Report.
: Yes, annually.
https://www.infosys.com/sustainability/resources/Pages/index.aspx
Section E : Principle-wise performance
Description
Principle No.
Response
P1 – Businesses should conduct and govern themselves with ethics, transparency, and accountability.
Does the policy relating to ethics,
bribery and corruption cover
only the Company? Yes / No.
Does it extend to the Group /
Joint Ventures / Suppliers /
Contractors / NGOs / Others?
Our corporate governance practices apply across the Infosys Group and extend to our suppliers and partners. Our Code
of Conduct and Ethics complies with the legal requirements of applicable laws and regulations, including anti-bribery and
anti-corruption policies, ethical handling of conflicts of interest, and fair, accurate and timely disclosure of reports and
documents that are filed with the required regulatory bodies in the regions we operate. Additionally, we have the Supplier
Code of Conduct, which sets out standards of ethical conduct for our third parties. We also have the Anti-Bribery Policy
and Anti-Corruption Policy for our employees in the Infosys Group.
How many stakeholder
complaints have been received in
the past financial year, and what
percentage was satisfactorily
resolved by the Management? If
so, provide the details thereof, in
about 50 words or so.
Infosys’ stakeholders include our investors, clients, employees, vendors / partners, government, and local communities.
For details on investor complaints and resolution, refer to the ‘Investor complaints’ in the Shareholder information section
under Corporate Governance Report of this Annual Report.
For details on employee grievances and resolution, refer to the table in section 3.7. More details will be available in our
Sustainability Report at https://www.infosys.com/sustainability/resources/Pages/index.aspx.
1.1
1.2
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Principle No.
Description
Response
P2 – Businesses should provide goods and services that are safe and contribute to sustainability throughout their lifecycle.
2.1
List up to three of your products
or services whose design
has incorporated social or
environmental concerns, risks
and / or opportunities.
Infosys is a provider of consulting, technology, outsourcing and next-generation digital services. Our sustainability
strategy strives to make :
• Our business sustainable
• Our clients’ businesses sustainable
• Our ecosystem sustainable
Infosys continues to work on large-scale digital transformation projects that significantly impact the socio-economic
progress of the country. Here is a brief account of three noteworthy projects in this regard.
Enhancing business set-up speed in India : As part of the Government of India’s Ease of Doing Business (EODB) initiative,
the Ministry of Corporate Affairs (MCA) upgraded to a new web form called SPICe+, replacing the existing SPICe form.
The vision behind upgrading the web form was to effectively offer 10 services by three Central Government ministries and
departments (Ministry of Corporate Affairs, Ministry of Labor, and Department of Revenue in the Ministry of Finance)
and one State Government (Maharashtra). It helps improve procedures and save time and costs of starting a business in
India and is applicable for all new company incorporations. Infosys developed and deployed this web form within a short
time on February 23, 2020. So far, more than 5,120 companies have been incorporated using the new SPICe+.
Improving solar panel efficiency through automated cleaning : Dust and dirt accumulate on solar panels installed across
farms, reducing their efficiency. Cleaning these panels with water or brushing off the dust needs additional manpower
and is costly. Infosys helped develop a solar panel cleaning technology that offers a hybrid option of both dry and wet
cleaning. The cleaning process is initiated when the sensors detect accumulation of dust. Besides improving efficiency of
the solar panels by over 20%, it has also reduced dependence on conventional sources of energy.
Building autonomous vehicles for deployment in key facilities : Infosys developed a level-four autonomous vehicle for
Maini, leveraging the LiDar-based technology for buggies in the first phase. The team is in the process of industrializing it.
These electric buggies can be in used at airports, bus stations, railway stations, educational institutions, and hospitals to
ferry people. The Bangalore International Airport Terminal 2 will soon have these buggies, and there will be a dedicated
lane for them. After the first phase, Infosys is now striving to develop cheaper sensors and algorithms to enhance the
comfort of the ride.
2.2
For each such product, provide
the following details in respect of
resource use (energy, water, raw
material, etc.) per unit of product
(optional) :
Our business being IT services and consulting, our solutions that have been detailed under 2.1, fuel the digital
transformation of our nation.
Being a responsible corporation, we track the consumption of resources diligently, and our goals and performance related
to these parameters will be provided in our Sustainability Report at
https://www.infosys.com/sustainability/resources/Pages/index.aspx.
Infosys Annual Report 2019-20
Principle No.
Description
Response
2.3
2.4
2.5
Does the Company have
procedures in place for
sustainable sourcing (including
transportation)?
If yes, what percentage of your
inputs was sourced sustainably?
Also, provide details thereof, in
about 50 words or so.
Has the Company taken
any steps to procure goods
and services from local and
small producers, including
communities surrounding their
place of work? If yes, what steps
have been taken to improve their
capacity and capability of local
and small vendors?
Does the Company have a
mechanism to recycle products
and waste?
If yes, what is the percentage of
recycling of products and waste
(separately as <5%, 5-10%,
>10%)? Also, provide details
thereof, in about 50 words or so.
We have a Responsible Supply Chain Policy and a Supplier Code of Conduct. Our suppliers are categorized into three
broad categories – People, Services and Products. Our contracts have appropriate clauses and checks to prevent the
employment of child labor or forced labor in any form. We also provide forums where suppliers can voice their concerns
and issues. We continue to engage with all supplier segments working within our boundary covering People and Services
categories by conducting training, assessments and audits on Health and Safety, Compliance and Anti-corruption, Human
Rights and Anti-harassment. We engage with local suppliers for our People and Services categories.
Our Responsible Supply Chain Policy guides our actions in the supply chain and interactions with our supply chain
partners. We have a comprehensive engagement model to meaningfully engage with our suppliers on material aspects.
Regular capacity-building and assessments are conducted for key suppliers. The proportion of spending on domestic
suppliers at significant locations was about 75% in fiscal 2020.
As an environmentally-responsible Company, we have adopted a focused approach to managing the waste generated by
our operations. Our waste management strategy is framed around the three Rs – Reduce, Reuse, and Recycle. We are
recycling >10% of our waste. Rigorous waste segregation at source, followed by appropriate treatment or disposal in
adherence to applicable legislations, ensure that we send minimum waste to landfills. Organic waste (food waste and
garden waste) is treated at in-house biogas / organic waste converters.
For more information, visit our Sustainability Report at https://www.infosys.com/sustainability/.
P3 – Businesses should promote the wellbeing of all employees.
3.1
3.2
3.3
3.4
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Please indicate the total number
of employees.
Please indicate the total number
of employees hired on a
temporary / contractual / casual
basis.
Please indicate the number of
permanent women employees.
Please indicate the number of
permanent employees with
disabilities.
Our global, full-time, permanent employee count stands at 2,42,371 as on March 31, 2020
Most of our employees work as full-time, permanent employees. More details will be available in our Sustainability Report
at https://www.infosys.com/sustainability/resources/Pages/index.aspx.
The number of our global permanent women employees is 91,679 as on March 31, 2020.
Being an equal opportunity employer, we encourage employees to disclose their disabilities and seek reasonable
accommodation to allow them to perform to their full potential.
The number of employees who have voluntarily disclosed their disability status and the nature of disability stands at 379
as on March 31, 2020
Infosys Annual Report 2019-20
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Principle No.
Description
Response
3.5
3.6
3.7
Do you have an employee
association that is recognized by
the Management?
We recognize the right to freedom of association through Collective Bargaining Agreements (CBAs) in accordance with the
guidelines and compliance frameworks put forth by governments in countries where we have our operations.
A de minimis percentage of our employees are covered by CBA.
What percentage of your
permanent employees are
members of this recognized
employee association?
Details will be available in our Sustainability Report at https://www.infosys.com/sustainability/resources/Pages/index.aspx.
Please indicate the number of
complaints relating to child
labor, forced labor, involuntary
labor and sexual harassment in
the last financial year, and those
that are pending, as on the end
of the financial year.
Our anti-discrimination and anti-harassment policies apply to everyone involved in the operations of the Company,
including vendors and clients. The forums to deal with issues and concerns raised by our employees are as follows :
• Hearing Employees and Resolving (HEAR)
• Anti-Sexual Harassment Initiative (ASHI)
• Whistleblower Policy (WB)
The details of concerns and grievances raised in fiscal 2020 are as follows :
Employee grievances
Workplace harassment(1)
Workplace concerns(2)
Disciplinary issues – major(3)
Disciplinary issues – minor(4)
Total reported
Closure statistics
Internal arbitration
Disciplinary action
Open cases(5)
Total closed
Scope : Infosys Group
(1) Workplace harassment – Refers to all major and minor sexual harassment issues heard and resolved at the workplace. (We are reporting cases involving
Number of grievances
88
1,165
423
486
2,162
1,163
988
11
2,151
employees only)
(2) Workplace concerns – Refers to grievances employees raise at the workplace.
(3) Major – These cases involve reputation risk to the Company / employees, fraud or other ethical misconduct. This year, we are reporting the disciplinary
action taken on individuals on account of incorrect data provided at the time of joining.
(4) Minor – These cases refer to misdemeanors or mistakes that can be corrected.
(5) Neutral panel investigations are in progress for 11 open cases as on May 29, 2020.
Infosys Annual Report 2019-20
Principle No.
Description
Response
The details of workplace sexual harassment complaints in India, reported as per the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013, are as follows :
Particulars
Number of complaints received(1)
Disposal by conciliation
Disposed of due to other reasons (false / mala
fide complaints, lack of evidence, anonymous
and lack of sufficient material / document /
evidence)
Disciplinary issues – major
Disposal by disciplinary action(s)
Reported in March 2020 and the investigation
process was underway as on May 29, 2020
Number of cases pending for more than
90 days
Number of workshops or awareness programs
against sexual harassment conducted
Nature of action taken by the employer or
District Officer
In fiscal 2020
60
7
–
7
45
1
–
• Mandatory onboarding sessions for new joiners – approx. 800
sessions for laterals and 32 sessions for freshers through the year
• Awareness programs extended to all employees – 12 mailers
• Segmented sessions for leaders and managers – approx. 22 sessions
• 100% compliance to ASHI awareness quiz (SAQ)
Warning letters, suspension, transfer of work location, monetary
impact, withholding of promotions / onsite opportunities, termination
of employment, etc.
(1) These cases pertain to inquiries done by the Internal Committee of the Company. During fiscal 2020, there were 12 complaints received, involving
respondents from third parties, that have been addressed by the Internal Committees of such third parties.
For more information, please refer to our Sustainability Report at www.infosys.com/sustainability.
Skill upgradation : Our training programs cover all our employees irrespective of race, gender, or physical disability. Our
Education, Training and Assessment (ETA) group offers industry-benchmarked learning programs to ensure talent enablement.
The total number of training days for the last three years is as follows :
Particulars
Employee count
Fiscal 2020
2,42,371
Fiscal 2019
2,28,123
Fiscal 2018
2,04,107
28,71,288
25,76,913
Total training days
Safety : Ozone, our Health, Safety and Environmental Management System (HSEMS) seeks to provide a safe and healthy workplace
to our employees, visitors and contract workers. The initiative also keeps personnel well-informed, trained and committed to our
Health, Safety and Environment (HSE) Policy and procedures.
The HSE training needs are identified for different personnel based on the nature of their jobs. Accordingly, training –
including awareness sessions, mock drills, classroom sessions and periodic demonstrations related to safety, security and
well-being, is provided. HSEMS training is also a part of our employee-induction programs. E-learning modules have also
been rolled out for creating awareness. For more information, please refer to our Sustainability Report at https://www.infosys.
com/sustainability/resources/Pages/index.aspx.
16,87,983
What percentage of your under
mentioned employees were given
safety and skill upgradation
training in the last year?
• Permanent employees
• Permanent women employees
• Casual / temporary / contractual
employees
• Employees with disabilities
3.8
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Principle No.
Description
Response
P4 – Businesses should respect the interests of, and be responsive towards all stakeholders, especially those who are disadvantaged, vulnerable, and marginalized.
4.1
4.2
4.3
Has the Company mapped
its internal and external
stakeholders?
Out of the above, has the
Company identified the
disadvantaged, vulnerable and
marginalized stakeholders?
Yes. The details are provided on our website, at
https://www.infosys.com/sustainability/about-us/overview/pages/index.aspx.
Yes. The details are provided under the ‘Foundations’ tab on our website, at https://www.infosys.com/sustainability/social.
Are there any special initiatives
undertaken by the Company to
engage with the disadvantaged,
vulnerable and marginalized
stakeholders? If so, provide the
details thereof, in about 50 words
or so.
Yes. Our community engagement interventions include :
• Grant-making
• Organization-led projects
• Employee-driven initiatives
• Community sabbaticals
For more details on our work with communities, refer to Annexure 7 to Board’s report in the Annual Report and our
websites, www.infosys.org and https://www.infosys.com/sustainability/.
P5 – Businesses should respect and promote human rights.
5.1
5.2
Does the policy of the Company
on human rights cover only the
Company or extend to the Group
/ Joint Ventures / Suppliers /
Contractors / NGOs / Others?
How many stakeholder
complaints have been received in
the past financial year, and what
percentage was satisfactorily
resolved by the Management?
Yes, all companies in the Infosys Group, including employees and contractors, are covered by the policy.
Our stakeholder engagement processes are robust and have strong listening mechanisms.
Additionally, all stakeholders have access to the Whistleblower Policy of Infosys at
https://www.infosys.com/investors/corporate-governance/Documents/whistleblower-policy.pdf.
Refer to the table under 1.2 for more information.
P6 – Business should respect, protect, and make efforts to restore the environment.
6.1
Does the policy related to
Principle 6 cover only the
Company, or does it extend to
the Group / Joint Ventures /
Suppliers / Contractors / NGOs /
Others?
As a responsible corporate citizen, we have established a global HSE policy, which defines our commitment to ensuring
environmental protection. The policy is made available to all our employees worldwide on our intranet, through posters
and instructions on digital and physical display areas across our campuses. It is also published in our sustainability
microsite. We are certified to ISO 14001 :2015 and OHSAS 18001 :2007 at 100% of identified locations in India. All
personnel working for or on behalf of the organization are expected to mandatorily adhere to the established HSE policy
and procedures. Vendor partners are also encouraged to follow our stated HSE requirements and ensure compliance as
detailed in our agreements. Audits of our suppliers are also conducted to evaluate their adherence to our requirements.
Infosys Annual Report 2019-20
Principle No.
Description
Response
6.2
6.3
6.4
6.5
6.6
6.7
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Does the Company have
strategies / initiatives to address
global environmental issues
such as climate change, global
warming, etc.? Yes / No. If yes,
please give the hyperlink for the
web page, etc.
Does the Company identify
and assess potential
environmental risks?
Global environmental issues are addressed as a part of our business context. Our efforts included aggressive targets
to reduce consumption and switch to renewable energy resources for our business operations. We have undertaken
aggressive goals of carbon neutrality, and we propose to achieve them by fiscal 2021.
For more details, visit our website, www.infosys.com, and our sustainability microsite,
https://www.infosys.com/sustainability/.
The activities and services of the campus lead to aspects, which may have an impact on the surrounding environment.
Significant aspects of all the activities and services of each site of Infosys are identified, monitored, measured and
managed in a structured manner to minimize or control their impacts and achieve continual improvement. Significant
aspects are those, which have or can have significant impact on the environment, which can be controlled and over
which Infosys can be expected to have an influence. This also takes into account planned or new developments, new or
modified activities, products and services. Environmental risks also form a part of our operational risks in the ‘Integrated
Enterprise Risk Management’ framework.
Read our Sustainability Reports at https://www.infosys.com/sustainability/about-us/overview/pages/index.aspx for
information on the progress of our environmental sustainability efforts.
Not applicable
Does the Company have any
project related to the Clean
Development Mechanism? If so,
provide details thereof, in about
50 words or so. Also, if yes, has
any environmental compliance
report been filed?
Has the Company undertaken
any other initiatives on clean
technology, energy efficiency,
renewable energy, etc.? Yes / No.
If yes, please give the hyperlink
for the web page, etc.
In continuation of our efforts to invest more in cleaner and greener technologies, we augmented the 30 MW solar
photo-voltaic (PV) plant in Sira, Karnataka with an additional capacity of 10 MW taking the overall capacity to 40 MW.
In fiscal 2020, we also added around 1 MW of solar PV capacity in our campuses. With this, we now have a total 60 MW
of solar power plant capacity, including rooftop and ground-mounted systems. For more details, visit our website,
www.infosys.com, and our sustainability microsite,
https://www.infosys.com/sustainability/environment.
Are the emissions / waste
generated by the Company
within the permissible limits
given by CPCB / SPCB for the
financial year being reported?
Number of show cause / legal
notices received from CPCB /
SPCB which are pending (i.e.,
not resolved to satisfaction) as on
the end of the financial year.
Yes, we comply with all applicable environmental legislations in the locations we operate in. We monitor and track all
parameters as defined by CPCB or SPCBs and ensure they are maintained within norms.
For more details, visit our sustainability microsite, https://www.infosys.com/sustainability/.
We did not have any monetary or non-monetary sanctions imposed on us for non-compliance with environmental laws
and regulations during fiscal 2020.
Infosys Annual Report 2019-20
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Description
Response
P7 – Businesses, when engaged in influencing public and regulatory policy, should do so in a responsible manner.
7.1
Is your Company a member
of any trade and chamber or
association? If yes, name only
those major ones that your
business deals with.
7.2
Have you advocated / lobbied
through the above associations
for the advancement or
improvement of public good?
Yes / No. If yes, specify the
broad areas (Governance and
Administration, Economic
Reforms, Inclusive Development
Policies, Energy Security, Water,
Food Security, Sustainable
Business Principles, Others).
Yes, as an industry influencer, we are part of global and local associations. We forge strategic partnerships with industry bodies
and consortiums at the local, national and international levels. U. B. Pravin Rao, COO, took over as Chairperson of NASSCOM
in April 2020. Ravi Kumar S., President and Deputy COO, is a part of the advisory panels in the US for responding to
COVID-19. The following are the significant associations during fiscal 2020 :
India :
• National Association of Software and Services Companies
(NASSCOM)
• Confederation of Indian Industry (CII)
• Federation of Indian Chambers of Commerce and
Industry (FICCI)
Overseas :
• Indo-Australian Chamber of Commerce
• Bureau of Indian Standards
• IIT Bombay
• Alliance for an Energy Efficient Economy (AEEE), India
• Indian Green Building Council (IGBC)
• U.S. Chamber of Commerce
• National Renewable Energy Laboratory (NREL), US
• Advisory group on “Energy Efficiency in India Data
Center” by CII-IGBC and Lawrence Berkeley National
Laboratory, US
• United Nations Economic and Social Commission for
Asia and the Pacific (UNESCAP)
• United States Green Building Council (USGBC)
• Center for the Built Environment, Berkeley (CBE)
• RE 100
• World Economic Forum (WEF)
• Business Council of Australia (BCA)
• Trans-Tasman Business Circle (TTBC)
• NASSCOM Australia (Forum of Indian IT Companies in
Australia)
• Australian HR Institute (AHRI)
• Australian Network on Disability (AND)
• Australian Information Industry Association (AIIA)
• New Zealand and India Trade Associations
• US-India Business Council
• US-Strategic Partnership Forum
• Confederation of British Industry
• techUK
• Bitkom (Germany)
• Confederation of British Industry
• National Foundation for American Policy
• TechPoint (Indiana)
• Greater Raleigh Chamber of Commerce
• North Carolina Technology Association
• Greater Providence Chamber of Commerce
• ReadyCT (Connecticut)
• Arizona Chamber of Commerce
• Bay Area Council
• Silicon Valley Leadership Group
• Indiaspora
We believe that it is our responsibility to help build a better business environment and thus a better world with
opportunities for everyone. Our advocacy efforts are championed across the world by our senior leaders. In an effort to
drive advocacy globally and locally, we have been part of governance bodies of national and international organizations
across economic, social and environmental dimensions.
For more details, visit https://www.infosys.com/sustainability/about-us/overview/Pages/partnerships.aspx.
Infosys Annual Report 2019-20
Principle No.
Description
Response
P8 – Businesses should support inclusive growth and equitable development.
8.1
8.2
8.3
8.4
8.5
Does the Company have
specified programs / initiatives /
projects in pursuit of the policy
related to Principle 8? If yes,
provide the details thereof.
Our corporate social responsibility supports inclusive growth not only of communities in the locations where we operate,
but also encompasses the overall development of societies and human capabilities. From ensuring the well-being of the
poorest sections of the society through Infosys Foundation, promoting computer science and Maker education in the US
through Infosys Foundation USA, encouraging science and research through Infosys Science Foundation, increasing the
employability of engineering students through Campus Connect, to empowering our employees to become responsible
citizens through volunteering, we will continue to strive towards inclusive growth and community development.
For more details, refer to www.infosys.org.
Are the programs / projects
undertaken through an in-house
team / own foundation / external
NGO / government structures /
any other organization?
Have you done any impact
assessment of your initiative?
What is your Company’s direct
contribution to community
development projects – amount
in ` and the details of the
projects undertaken.
Have you taken steps to
ensure that this community
development initiative is
successfully adopted by the
community? Please explain in 50
words or so.
Infosys has established foundations in India and the US. For more details on our work with the community, visit
www.infosys.org.
Yes, the impact due to the Foundations’ programs are provided on the respective websites, at www.infosys.org.
Refer to Annexure 7 of the Annual Report. For more details on our work with the community, visit www.infosys.org and
https://www.infosys.com/infosys-foundation/about/reports.html.
Yes, a majority of our community development projects go beyond the philanthropic one-time engagement and are
designed for self-sustenance through a ‘teach fishing’ model, with increased involvement from the local community and
administration. For more details on our work with the community, visit www.infosys.org and https://www.infosys.com/
infosys-foundation/about/reports.html.
P9 – Businesses should engage with and provide value to their customers and consumers in a responsible manner.
9.1
9.2
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What percentage of client
complaints / consumer cases are
pending as on the end of the
financial year?
None
Not applicable
Does the Company display
product information on the
product label, over and above
what is mandated as per local
laws? Yes / No / NA / Remarks
(additional information).
Infosys Annual Report 2019-20
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Description
Response
9.3
9.4
Is there any case filed by any
stakeholder against the Company
regarding unfair trade practices,
irresponsible advertising, and / or
anti-competitive behavior during
the last five years and pending as
on the end of the financial year?
If so, provide the details thereof,
in about 50 words or so.
Did your Company carry out
any consumer survey / measure
consumer satisfaction trends?
We have various mechanisms to receive and address complaints from stakeholders related to compliance, corruption
or bribery. As of March 31, 2020, there are no pending cases against the Company regarding unfair trade practices,
irresponsible advertising and / or anti-competitive behavior.
Yes. Our customer satisfaction survey enables us to understand the client’s expectations, needs, satisfaction levels and
overall experience of working with Infosys. It serves as one of the inputs to make investment decisions. The feedback
is collected through a web survey, which includes a structured questionnaire hosted by an independent organization.
The account teams use this data to review their engagement with clients and design interventions that create a positive
and visible impact. Various members across levels engage with clients to implement the improvement actions.
For more details on our business and sustainable practices, visit our website, www.infosys.com/investors/reports-filings and https://www.infosys.com/sustainability.
Message from the Chief Operating Officer
It is our strengths as a Live Enterprise that is serving us in mitigating disruption and
restoring business continuity in the tumultuous time we are trying to navigate. Among
the many challenges exacerbated by this crisis, the digital divide is perhaps the most
telling. We are redoubling our focus on making massive-scaled digital reskilling and
upskilling of our talent pools. This experience of managing an exponentially growing
crisis is also helping us understand and respond better to the similar but slower-moving
danger that the climate crises poses.
U.B Pravin Rao
Chief Operating Officer
and Whole-time Director
Infosys Annual Report 2019-20
Investor contacts
For queries relating to financial statements
Jayesh Sanghrajka
EVP, Deputy Chief Financial Officer
Tel: 91 80 4116 7903 Fax: 91 80 2852 0754
Email : jayesh.sanghrajka@infosys.com
Investor correspondence
Sandeep Mahindroo
VP, Financial Controller & Head – Investor Relations
Tel : 91 80 3980 1018 Fax : 91 80 2852 0754
Email : sandeep_mahindroo@infosys.com
For queries relating to shares / dividend /
compliance
A.G.S. Manikantha
AVP, Company Secretary
Tel : 91 80 4116 7775 Fax : 91 80 2852 0754
Email : investors@infosys.com
Depositary bank (ADS)
For queries relating to the business
responsibility report
Aruna C. Newton
AVP, Head – Diversity and Inclusion
Tel : 91 80 2852 0261
Email : arunacnewton@infosys.com
Registrar and share transfer agents
KFin Technologies Private Limited
Selenium Tower B, Plot Nos. 31 & 32,
Financial District, Nanakramguda,
Serilingampally Mandal, Hyderabad 500 032
Contact person
C. Shobha Anand
Deputy General Manager, KFin Technologies Private Limited
Tel : 91 40 6716 2222
Toll Free Number: 1800-3454-001
Email : einward.ris@kfintech.com
United States
Custodian in India (ADS)
ICICI Bank Limited
Securities Market Services
1st Floor, Empire Complex, 414, Senapati Bapat Marg,
Lower Parel, Mumbai 400 013,
Maharashtra, India.
Tel : 91 22 6667 2005 / 4343 4116 / 4343 4121
Fax : 91 22 6667 2779
Deutsche Bank Trust Company Americas
Deutsche Bank, 60 Wall Street, 16th Floor
Global Transaction Banking
Depositary Receipts
New York 10005, NY, US
Tel : 1 212 250 2500 Fax : 1 732 544 6346
India
Deutsche Bank AG, Filiale Mumbai
Global Transaction Banking – Depositary Receipts
The Capital, C-70, G Block
Bandra Kurla Complex, Mumbai 400 051, India
Tel : 91 22 7180 6449 Fax : 91 22 7180 3794
Depository for equity shares in India
National Securities Depository Limited
Trade World, ‘A’ Wing, 4th Floor
Kamala Mills Compound Senapati Bapat Marg,
Lower Parel, Mumbai 400 013, India
Tel : 91 22 2499 4200 Fax : 91 22 2497 6351
Central Depository Services (India) Limited
Marathon Futurex, A-Wing,
25th floor, Mafatlal Mills Compound
NM Joshi Marg,Lower Parel (East), Mumbai 400 013
Tel : 91 22 2300 2041 / 2300 2033 Fax : 91 22 2300 2036
Investor contacts | 309
Infosys Annual Report 2019-20 Addresses of stock exchanges
In India
National Stock Exchange of India Ltd.
Exchange Plaza, Plot No. C / 1, G Block
Bandra Kurla Complex
Bandra (East), Mumbai 400 051, India
Tel : 91 22 2659 8100-14 / 6641 8100 Fax : 91 22 2659 8120
BSE Ltd.
Phiroze Jeejeebhoy Towers
Dalal Street, Kala Ghoda, Mumbai 400 001, India
Tel : 91 22 2272 1233/4, 91 22 6654 5695
Fax : 91 22 2272 1919
Outside India
New York Stock Exchange
11 Wall Street, New York, NY 10005, US
Tel : 1 212 656 3000 Fax : 1 212 656 5549
310 | Investor contacts
Infosys Annual Report 2019-20 Safe Harbor
This Annual Report contains ‘forward-looking statements’ within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that involve substantial risks and uncertainties.
Forward-looking statements generally relate to future events or our future financial or operating performance and are based
on our current expectations, assumptions, estimates and projections about the Company, our industry, economic conditions
in the markets in which we operate, and certain other matters. Generally, these forward-looking statements can be identified
by the use of forward-looking terminology such as ‘anticipate’, ‘believe’, ‘estimate’, ‘expect’, ‘intend’, ‘will’, ‘project’, ‘seek’,
‘should’ and similar expressions. Those statements include, among other things, the discussions of our business strategy,
including the localization of our workforce and investments to reskill our employees and expectations concerning our market
position, future operations, margins, profitability, liquidity, capital resources and corporate actions. These statements are
subject to known and unknown risks, uncertainties and other factors, which may cause actual results or outcomes to differ
materially from those implied by the forward-looking statements. Important factors that may cause actual results or outcomes
to differ from those implied by the forward-looking statements include, but are not limited to, those discussed in the “Outlook,
risks and concerns” section in this Annual Report. In the light of these and other uncertainties, you should not conclude that
the results or outcomes referred to in any of the forward-looking statements will be achieved. All forward-looking statements
included in this Annual Report are based on information and estimates available to us on the date hereof, and we do not
undertake any obligation to update these forward-looking statements unless required to do so by law.
Creative concept and design by Communication Design Group, Infosys Limited.
© 2020 Infosys Limited, Bengaluru, India. Infosys acknowledges the proprietary rights in the trademarks and product names of other companies mentioned in this report.
Infosys Annual Report 2019-20 www.infosys.com
Dear Member,
You are cordially invited to attend the 39th Annual General Meeting of the members of Infosys Limited (“the Company”)
to be held on Saturday, June 27, 2020 at 4:00 p.m. IST through video conference and other audio visual means (VC).
The Notice of the meeting, containing the business to be transacted, is enclosed herewith. As per Section 108 of the
Companies Act, 2013, (‘the Act’) read with the related Rules and Regulation 44 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Company is pleased to provide its members the facility to cast their
vote by electronic means on all resolutions set forth in the Notice.
May 29, 2020
Very truly yours,
Sd/-
Nandan M. Nilekani
Chairman
Enclosures :
1. Notice to the 39th Annual General Meeting
2. Instructions for participation through VC
3. Instructions for e-voting
Note : Attendees who require technical assistance to access and participate in the meeting through VC are requested to contact the helpline number :
+91 80 4156 5555 / +91 80 4156 5777
INFOSYS LIMITED
CIN : L85110KA1981PLC013115
Electronics City, Hosur Road
Bengaluru 560 100, India
Tel : 91 80 2852 0261
Fax : 91 80 2852 0362
investors@infosys.com
www.infosys.com
Notice of the 39th Annual General Meeting
Notice is hereby given that the 39th Annual General Meeting (AGM) of the members of Infosys Limited (“the Company”)
will be held on Saturday, June 27, 2020, at 4:00 p.m. IST through Video Conferencing / Other Audio Visual Means (VC) to
transact the following business :
Ordinary business
Item No. 1 – Adoption of financial statements
To consider and adopt the audited financial statements (including the consolidated financial statements) of the Company
for the financial year ended March 31, 2020 and the reports of the Board of Directors (“the Board”) and auditors thereon.
Item No. 2 – Declaration of dividend
To declare a final dividend of ` 9.50 per equity share, for the year ended March 31, 2020.
Item No. 3 – Appointment of Salil Parekh as a director liable to retire by rotation
To appoint a director in place of Salil Parekh (DIN : 01876159), who retires by rotation and, being eligible, seeks re-appointment.
Explanation : Based on the terms of appointment, office of executive directors and the non-executive & non independent
chairman are subject to retirement by rotation. Salil Parekh, who was appointed on January 2, 2018, whose office is liable to
retire at the ensuing AGM, being eligible, seeks re-appointment. Based on performance evaluation and the recommendation
of the nomination and remuneration committee, the Board recommends his re-appointment.
Therefore, members are requested to consider and if thought fit, to pass the following resolution as an ordinary resolution :
RESOLVED THAT, pursuant to the provisions of Section 152 and other applicable provisions of the Companies Act, 2013,
Salil Parekh (DIN : 01876159), who retires by rotation, be and is hereby re-appointed as a director liable to retire by rotation.
Special business
Item No. 4 – Appointment of Uri Levine as an independent director
To consider and if thought fit, to pass the following resolution as an ordinary resolution :
RESOLVED THAT Uri Levine (DIN : 08733837), who was appointed as an additional and independent director, pursuant to
Sections 149, 152 and 161 and other relevant provisions of the Companies Act, 2013 and Rules made thereunder (including
any statutory modification(s) or re-enactment(s) thereof, for the time being in force), Articles of Association of the Company,
approvals and recommendations of the nomination and remuneration committee, and that of the Board, be and is hereby
appointed as an independent director, not liable to retire by rotation, for a period up to April 19, 2023.
RESOLVED FURTHER THAT the Board be and is hereby authorized to delegate all or any of the powers to any committee
of directors with power to further delegate to any other officer(s) / authorized representative(s) of the Company to do all
acts, deeds and things and take all such steps as may be necessary, proper or expedient to give effect to this resolution.
by order of the Board of Directors
for Infosys Limited
Sd/-
A.G.S. Manikantha
Company Secretary
INFOSYS LIMITED
CIN : L85110KA1981PLC013115
Electronics City, Hosur Road
Bengaluru 560 100, India
Tel : 91 80 2852 0261
Fax : 91 80 2852 0362
investors@infosys.com
www.infosys.com
May 29, 2020
2 | Notice of the 39th Annual General Meeting
Infosys Limited Notes
1. Pursuant to the General Circular numbers 20/2020, 14/2020, 17/2020 issued by the Ministry of Corporate Affairs (MCA)
and Circular number SEBI/HO/CFD/CMD1/CIR/P/2020/79 issued by the Securities and Exchange Board of India (SEBI)
(hereinafter collectively referred to as “the Circulars”), companies are allowed to hold AGM through VC, without the
physical presence of members at a common venue. Hence, in compliance with the Circulars, the AGM of the Company
is being held through VC.
2. A member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and vote on his / her behalf
and the proxy need not be a member of the Company. Since the AGM is being held in accordance with the Circulars
through VC, the facility for appointment of proxies by the members will not be available.
3. Participation of members through VC will be reckoned for the purpose of quorum for the AGM as per section 103 of
the Companies Act, 2013 (“the Act”).
4. Members of the Company under the category of Institutional Investors are encouraged to attend and vote at the AGM
through VC. Corporate members intending to authorize their representatives to participate and vote at the meeting
are requested to send a certified copy of the Board resolution / authorization letter to the Company or upload on the
VC portal / e-voting portal.
5. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the
Act, and the Register of Contracts or Arrangements in which the directors are interested, maintained under Section 189
of the Act, will be available electronically for inspection by the members during the AGM. All documents referred to in
the Notice will also be available for electronic inspection without any fee by the members from the date of circulation
of this Notice up to the date of AGM, i.e. June 27, 2020. Members seeking to inspect such documents can send an email
to investors@infosys.com.
6. Members whose shareholding is in electronic mode are requested to direct notifications about change of address and
updates about bank account details to their respective depository participants(s) (DP). Members whose shareholding
is in physical mode are requested to opt for the Electronic Clearing System (ECS) mode to receive dividend on time
in line with the Circulars. We urge members to utilize the ECS for receiving dividends. Please refer point no. 16 for the
process to be followed for updating bank account mandate.
7. Members may note that the Board of Directors, in its meeting held on April 20, 2020 has recommended a final dividend
of ` 9.50 per share. The record date for the purpose of final dividend for fiscal 2020 will be June 01, 2020. The final
dividend, once approved by the members in the ensuing AGM will be paid on the fifth working day (i.e. July 03, 2020),
from the date of AGM, electronically through various online transfer modes to those members who have updated their
bank account details. For members who have not updated their bank account details, dividend warrants / demand
drafts / cheques will be sent out to their registered addresses once the postal facility is available. To avoid delay in
receiving the dividend, members are requested to update their KYC with their depositories (where shares are held in
dematerialized mode) and with the Company’s Registrar and Transfer Agent (RTA) (where shares are held in physical
mode) to receive the dividend directly into their bank account on the payout date.
8. Members may note that the Income Tax Act, 1961, (“the IT Act”) as amended by the Finance Act, 2020, mandates that
dividends paid or distributed by a company after April 01, 2020 shall be taxable in the hands of members. The Company
shall therefore be required to deduct tax at source (TDS) at the time of making the payment of final dividend. In order
to enable us to determine the appropriate TDS rate as applicable, members are requested to submit the following
documents in accordance with the provisions of the IT Act.
For resident shareholders, taxes shall be deducted at source under Section 194 of the IT Act as follows-
Members having valid PAN
Members not having PAN / valid PAN
7.5% or as notified by the Government of India
20% or as notified by the Government of India
However, no tax shall be deducted on the dividend payable to a resident individual if the total dividend to be received by
them during Financial Year 2020-21 does not exceed ` 5,000 and also in cases where members provide Form 15G / Form
15H (applicable to individuals aged 60 years or more) subject to conditions specified in the IT Act. Resident shareholders
may also submit any other document as prescribed under the IT Act to claim a lower / Nil withholding tax. Registered
members may also submit any other document as prescribed under the IT Act to claim a lower / Nil withholding tax.
PAN is mandatory for members providing Form 15G / 15H or any other document as mentioned above.
For non-resident shareholders, taxes are required to be withheld in accordance with the provisions of Section 195
and other applicable sections of the IT Act, at the rates in force. The withholding tax shall be at the rate of 20% (plus
applicable surcharge and cess) or as notified by the Government of India on the amount of dividend payable. However,
as per Section 90 of the IT Act, non-resident shareholders have the option to be governed by the provisions of the
Notice of the 39th Annual General Meeting | 3
Infosys Limited
Double Tax Avoidance Agreement (DTAA) between India and the country of tax residence of the member, if they are
more beneficial to them. For this purpose, i.e. to avail the benefits under the DTAA, non-resident shareholders will have
to provide the following :
• Copy of the PAN card allotted by the Indian Income Tax authorities duly attested by the member
• Copy of Tax Residency Certificate (TRC) for the FY 2020-21 obtained from the revenue authorities of the country of
tax residence, duly attested by member
• Self-declaration in Form 10F
• Self-declaration by the shareholder of having no permanent establishment in India in accordance with the applicable
tax treaty
• Self-declaration of beneficial ownership by the non-resident shareholder
• Any other documents as prescribed under the IT Act for lower withholding of taxes if applicable, duly attested
by member
In case of Foreign Institutional Investors / Foreign Portfolio Investors, tax will be deducted under Section 196D of the
IT Act @ 20% (plus applicable surcharge and cess)
The aforementioned documents are required to be uploaded on the shareholder portal at https://www.infosys.com/
investors/shareholder-services/dividend-tax.html during the period commencing from June 01, 2020 and ending on
June 15, 2020. We request you to visit https://www.infosys.com/investors/shareholder-services/dividend-tax.html for
more instructions and information in this regard. No communication would be accepted from members after June 15,
2020 regarding the tax withholding matters.
9. Members are requested to address all correspondence, including dividend related matters, to the RTA, KFin Technologies
Private Limited, Unit : Infosys Limited, Selenium Tower B, Plot 31-32, Financial District, Nanakramguda Serilingampally
Mandal, Hyderabad 500 032.
10. Members wishing to claim dividends that remain unclaimed are requested to correspond with the RTA as mentioned
above, or with the Company Secretary, at the Company’s registered office. Members are requested to note that dividends
that are not claimed within seven years from the date of transfer to the Company’s Unpaid Dividend Account, will be
transferred to the Investor Education and Protection Fund (IEPF). Shares on which dividend remains unclaimed for
seven consecutive years shall be transferred to the IEPF as per Section 124 of the Act, read with applicable IEPF rules.
11. In compliance with Section 108 of the Act, read with the corresponding rules, and Regulation 44 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (“the Listing Regulations”), the Company has provided a
facility to its members to exercise their votes electronically through the electronic voting (“e-voting”) facility provided
by the National Securities Depository Limited (NSDL). Members who have cast their votes by remote e-voting prior to
the AGM may participate in the AGM but shall not be entitled to cast their votes again. The manner of voting remotely
by members holding shares in dematerialized mode, physical mode and for members who have not registered their
email addresses is provided in the instructions for e-voting section which forms part of this Notice. The Board has
appointed Parameshwar G. Hegde of Hegde & Hegde, Practicing Company Secretaries, as the Scrutinizer to scrutinize
the e-voting in a fair and transparent manner.
12. The e-voting period commences on Monday, June 22, 2020 (9:00 a.m. IST) and ends on Friday, June 26, 2020 (5:00 p.m. IST).
During this period, members holding shares either in physical or dematerialized form, as on cut-off date, i.e. as on
June 20, 2020 may cast their votes electronically. The e-voting module will be disabled by NSDL for voting thereafter.
A member will not be allowed to vote again on any resolution on which vote has already been cast. The voting rights
of members shall be proportionate to their share of the paid-up equity share capital of the Company as on the cut-off
date, i.e. as on June 20, 2020.
13. The facility for voting during the AGM will also be made available. Members present in the AGM through VC and who
have not cast their vote on the resolutions through remote e-voting and are otherwise not barred from doing so, shall
be eligible to vote through the e-voting system during the AGM.
14. Any person who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and
holding shares as of the cut-off date, may obtain the login ID and password by sending a request at evoting@nsdl.co.in.
However, if he / she is already registered with NSDL for remote e-voting then he / she can use his / her existing user ID
and password for casting the vote.
15. In compliance with the Circulars, the Annual Report 2019-20, the Notice of the 39th AGM, and instructions for
e-voting are being sent only through electronic mode to those members whose email addresses are registered with
the Company / depository participant(s).
16. We urge members to support our commitment to environmental protection by choosing to receive the Company’s
communication through email. Members holding shares in demat mode, who have not registered their email addresses
are requested to register their email addresses with their respective depository participants, and members holding shares
4 | Notice of the 39th Annual General Meeting
Infosys Limited in physical mode are requested to update their email addresses with the Company’s RTA, KFin Technologies Private Limited
at einward.ris@kfintech.com to receive copies of the Annual Report 2019-20 in electronic mode. Members may follow
the process detailed below for registration of email ID to obtain the Annual Report, user ID / password for e-voting and
updation of bank account mandate for the receipt of dividend.
Type of Holder
Physical
Registering Email Address
Send a request to the RTA of the
Company, KFin Technologies
Private Limited at einward.ris@
kfintech.com providing Folio No.,
Name of member, scanned copy
of the share certificate (front
and back), PAN (self-attested
scanned copy of PAN card),
AADHAR (self-attested scanned
for
copy of Aadhar card)
registering email address.
Process to be followed
Updating bank account details
Send a request to the RTA of the Company, KFin Technologies Private
Limited at einward.ris@kfintech.com providing Folio No., Name of
member, scanned copy of the share certificate (front and back), PAN
(self-attested scanned copy of PAN card), AADHAR (self-attested
scanned copy of Aadhar card) for updating bank account details.
The following additional details need to be provided in case of
updating bank account details :
• Name and branch of the bank in which you wish to receive the
dividend,
the bank account type,
•
• Bank account number allotted by their banks after implementation
of core banking solutions
• 9 digit MICR Code Number
• 11 digit IFSC
• a scanned copy of the cancelled cheque bearing the name of the
first member.
Demat
Please contact your DP and register your email address and bank account details in your demat
account, as per the process advised by your DP.
17. Members may also note that the Notice of the 39th AGM and the Annual Report 2019-20 will also be available on
the Company’s website, https://www.infosys.com/investors/reports-filings/annual-report/Pages/annual-reports.aspx,
websites of the Stock Exchanges, i.e. BSE Limited and National Stock Exchange of India Limited, at www.bseindia.com
and www.nseindia.com respectively, and on the website of NSDL https://www.evoting.nsdl.com
18. Additional information, pursuant to Regulation 36 of the Listing Regulations, in respect of the directors seeking
appointment / reappointment at the AGM, forms part of this Notice.
19. SEBI has mandated the submission of the Permanent Account Number (PAN) by every participant in the securities
market. Members holding shares in electronic form are, therefore, requested to submit their PAN to their depository
participant(s). Members holding shares in physical form are required to submit their PAN details to the RTA.
20. As per the provisions of Section 72 of the Act, the facility for making nomination is available for the Members in respect
of the shares held by them. Members who have not yet registered their nomination are requested to register the same
by submitting Form No. SH-13. The form can be downloaded from the Company’s website at https://www.infosys.com/
investors/shareholder-services/documents/form-sh-13-14.pdf. Members are requested to submit these details to their
DP in case the shares are held by them in electronic form, and to the RTA, KFin Technologies Private Limited, in case
the shares are held in physical form.
21. The Scrutinizer will submit his report to the Chairman of the Company (‘the Chairman’) or to any other person authorized
by the Chairman after the completion of the scrutiny of the e-voting (votes casted during the AGM and votes casted
through remote e-voting), not later than 48 hours from the conclusion of the AGM. The result declared along with the
Scrutinizer’s report shall be communicated to the stock exchanges, NSDL, and RTA and will also be displayed on the
Company’s website, www.infosys.com.
22. Since the AGM will be held through VC in accordance with the Circulars, the route map, proxy form and attendance slip
are not attached to this Notice.
INFOSYS LIMITED
CIN : L85110KA1981PLC013115
Electronics City, Hosur Road
Bengaluru 560 100, India
Tel : 91 80 2852 0261
Fax : 91 80 2852 0362
investors@infosys.com
www.infosys.com
May 29, 2020
by order of the Board of Directors
for Infosys Limited
Sd/-
A.G.S. Manikantha
Company Secretary
Notice of the 39th Annual General Meeting | 5
Infosys Limited Explanatory statement
Item no. 4 – Appointment of Uri Levine as an independent director
The Board, based on the recommendation of the nomination and remuneration committee, at its meeting held on April
20, 2020, appointed Uri Levine as an additional and independent director of the Company with effect from April 20,
2020, pursuant to Section 161 of the Companies Act, 2013. The Company has received from him all statutory disclosures /
declarations including, (i) consent in writing to act as director in Form DIR-2, pursuant to Rule 8 of the Companies
(Appointment & Qualification of Directors) Rules, 2014 (“the Appointment Rules”), (ii) intimation in Form DIR-8 in terms of
the Appointment Rules to the effect that he is not disqualified under sub-section (2) of Section 164 of the Act, and (iii) a
declaration to the effect that he meets the criteria of independence as provided in sub-section (6) of Section 149 of the Act.
In the opinion of the Board, he is a much admired serial tech entrepreneur with extensive and in-depth business
understanding of emerging technologies and will bring tremendous value to the Board and to the Company. He fulfils
the conditions for independence specified in the Act, the Rules made thereunder and the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 and such other laws / regulations for the time being in force, to the extent
applicable to the Company. A copy of the draft letter for the appointment of Uri Levine as an independent director setting
out the terms and conditions is available for electronic inspection without any fee by the members.
The resolution seeks the approval of members for the appointment of Uri Levine as an independent director of the Company
up to April 19, 2023 pursuant to Sections 149, 152 and other applicable provisions of the Act and the Rules made thereunder
(including any statutory modification(s) or re-enactment(s) thereof ) and his office shall not be liable to retire by rotation.
As per the provisions of Section 161 of the Act, an additional director appointed by the Board shall hold office up to the
date of the ensuing annual general meeting and shall be appointed as a director by the members. The Board, at its meeting
held on April 20, 2020, appointed Uri Levine as an additional and independent director who holds office up to the ensuing
AGM. Accordingly, his appointment is placed for the approval of members. In compliance with the General circular number
20/2020 issued by the MCA, this item is considered unavoidable and forms part of this Notice.
No director, key managerial personnel or their relatives except Uri Levine, to whom the resolution relates, is interested in
or concerned with the resolution in Item no. 4.
The Board recommends the resolution set forth in Item no. 4 for the approval of members.
6 | Notice of the 39th Annual General Meeting
Infosys Limited Additional information on directors recommended for appointment / reappointment as required
under Regulation 36 of the Listing Regulations and applicable Secretarial Standards
Salil Parekh
CEO and Managing Director
Salil Parekh, as Chief Executive Officer and Managing
Director, sets and evolves the strategic direction for the
Company and its portfolio of offerings, while nurturing
a strong leadership team to drive its execution. Salil
has nearly three decades of global experience in the IT
services industry with a strong track record of driving
digital transformation for enterprises, executing business
turnarounds and managing successful acquisitions.
Earlier, Salil was a member of the Group Executive Board
at Capgemini, where he held several leadership positions
for 25 years. He was responsible for overseeing a business
cluster comprising Application Services (North America, UK,
Asia), Cloud Infrastructure Services, and Sogeti (Technology
& Engineering Services Division). He was responsible for
the strategy and execution of these businesses – setting
direction and enabling rapid client adoption. He was also
the Chairman of Capgemini’s North America Executive
Council. He was the architect of the North America growth
and turnaround strategy, and was instrumental in setting
up their offshoring capabilities.
Salil was also Partner at Ernst & Young and widely credited
for bringing scale and value to the Indian operations of
the consultancy firm.
He holds Master of Engineering degrees in Computer Science
and Mechanical Engineering from Cornell University, and a
Bachelor of Technology degree in Aeronautical Engineering
from the Indian Institute of Technology, Bombay.
Age : 55 years
Nature of expertise in specific functional areas : Leadership,
Technology, Board service & governance, Sales & Marketing,
Financial, Diversity, Global business, Mergers & Acquisition
and Sustainability & ESG.
Disclosure of inter-se relationships between directors and
key managerial personnel : None
Listed entities (other than the Infosys Group) in which Salil
Parekh holds directorship and committee membership : Nil
Shareholding in the Company as on March 31, 2020 : Salil
Parekh holds 2,03,278 equity shares
Remuneration proposed to be paid : There are no changes
to the remuneration proposed. The remuneration is as
approved by the shareholders vide postal ballot concluded
on February 20, 2018 and amended as per the resolution
passed at the AGM dated June 22, 2019.
Key terms and conditions of re-appointment : Salil Parekh
is appointed as CEO & MD for a period of five years from
January 2, 2018 till January 1, 2023. The members have
approved his appointment vide postal ballot concluded on
February 20, 2018. The terms of remuneration were further
amended at the 38th AGM held on June 22, 2019. The
details are available at https://www.infosys.com/investors/
documents/postal-ballot-jan2018.pdf and https://www.
infosys.com/investors/reports-filings/documents/agm-
notice2019.pdf. As per the resolution of the members with
respect to his appointment, his office as director shall be
subject to retirement by rotation.
Date of first appointment to Board, last drawn remuneration
and number of board meetings attended : Salil Parekh was
first appointed to the Board on January 2, 2018 as Chief
Executive Officer and Managing Director. The details
pertaining to his appointment, remuneration, and number
of meetings attended are provided in the Corporate
Governance report section of the Annual Report 2019-20.
Notice of the 39th Annual General Meeting | 7
Infosys Limited Uri Levine
Independent Director
Uri Levine (http://urilevine.com/) is a passionate serial
entrepreneur and disruptor. He co-founded Waze, the
world’s largest community-based driving traffic and
navigation app, with more than 500 million drivers around
the globe, which was acquired by Google in June 2013 for
more than US$ 1.1 billion.
Levine heads “The Founders Kitchen”, a company-builder
fund, and serves as the co-founder and chairman of
FeeX, FairFly, Refundit, and Fibo. He also serves on the
Board of Directors of Moovit, Seetree, LiveCare, HERE
Technology and Dynamo.
Levine’s vision in building startups is specifically intended to
disrupt inefficient markets and improve under-functioning
services with a focus on solving “BIG problems” and saving
consumers time and money while empowering them and
changing the world for the better.
Levine has been in the high-tech business for the last 30 years,
half of them in the startup scene, and has seen everything
ranging from failure, middle success, and big success.
He is also a well-known speaker on entrepreneurship,
disruption, evolution vs. revolutions of markets, mobility
and startups. Motivated to encourage the next generation
of thinkers and innovators, he also leads an academic
workshop entitled “How to Build a Startup”, aimed at
undergraduate and graduate-level business students.
Levine is a BA graduate from Tel Aviv University. Before
attending university, he served in the Israeli army in its
special intelligence unit 8200. He is a trustee at the Tel Aviv
University and also mentors young entrepreneurs at the
Zell Entrepreneurship program at IDC Herzliya.
With the agenda of ‘doing good and doing well’, some of
Levine’s companies include :
• Co-founder and active Chairman at FeeX, which
addresses the biggest secret in the world, US$ 600 billion
of financial fees that no-one knows they are paying.
FeeX helps bring transparency and increase consumers’
retirement savings and long-term investment plans in
hundreds of thousands of dollars.
• Founder, Chairman and First investor at FairFly, which
addresses the biggest secret in the travel industry. What
happened to airfare after the booking? FairFly monitors
the airfare of your own itinerary after you made a
reservation and allows you to rebook the same flight or
a better flight once price drops.
• First Board Member of Moovit, which is like Waze but
for public transportation, and today, serves more than
750 million passengers in more than 3,000 cities around
the globe.
8 | Notice of the 39th Annual General Meeting
• Member of the Supervisory Board at HERE Technology,
location cloud company, which enables digital mapping
and real-time location applications for consumers,
vehicles, enterprises and cities.
•
• Co-founder and Chairman, Refundit, an advanced fully
digitized service with a simple mobile app that simplifies
tax-free shopping and helps tourists obtain their VAT
refund, saving them the time, paperwork and lines at
the airport.
Investor and Board Member at SeeTree, which responds
to the particularly devastating challenges in permanent
crop farming such as crop losses, epidemics, etc. Seetree
provides a unique intelligence platform for tree-farmers
fusing AI/ML, IoT multi-sensorics data and other
advanced technologies to enable them to manage their
permanent crops best.
Investor and Board Member at LiveCare, the first
smart medical alert device for the elderly population,
combining innovation with compliance to up-to-date
regulatory requirements and enabling remote patient
monitoring of elder and at-risk population.
•
• Co-founder and Chairman at Fibo : All over the world,
filing tax returns is either a lengthy and complex process
or a costly one. Fibo has built an online service that
minimizes the tax return filing process into less than
five minutes.
Age : 55 years
Nature of expertise in specific functional areas : Technology,
Leadership, Global business, Diversity, Mergers &
Acquisitions, Board service & governance, Sales & Marketing
and Sustainability & ESG.
Disclosure of inter-se relationships between directors and
key managerial personnel : None
Listed entities (other than the Infosys Group) in which Uri
Levine holds directorship and committee membership : Nil
Shareholding in the Company as on April 20, 2020 : Nil
Remuneration proposed to be paid : The criteria for
making payment to the independent directors is provided
in the Corporate Governance report section of the
Annual Report 2019-20.
Key terms and conditions of appointment : As per the
resolution at Item no. 4 of this Notice, read with the
explanatory statement thereto.
Date of first appointment on Board,
last drawn
remuneration and number of Board meetings attended :
It is proposed to appoint Uri Levine as an independent
director for his first term on the Board and hence, these
details are not applicable.
Infosys Limited Instructions for participation through VC
Please follow the below steps for registration and participation
Step 1 : Access the VC portal by clicking this link
https://epoch.onwingspan.com/InfosysAGM
Or
You could also join the AGM by visiting the investor page on
our Company’s website, www.infosys.com
Step 2 : Log in to join the VC session by using your DP ID and Client ID /
Folio Number together with your PAN
a) Members with NSDL account : 8-character DP ID followed
by 8-digit Client ID
(For example, if your DP ID is IN300*** and Client ID is 12******,
then your user ID is IN300***12******).
b) Members with CDSL account : 16-digit Beneficiary ID
(For example, if your Beneficiary ID is 12**************, then
your user ID is 12**************).
c) Members with physical folio : ITL + Folio Number
registered with the Company
(For example, if your folio number is 0*****, then your
user ID is ITL0*****)
System requirements for best VC
experience :
Internet connection – broadband,
wired or wireless (3G or 4G/LTE), with a
speed of 5 Mbps or more
Microphone and speakers – built-in or USB
plug-in or wireless Bluetooth
Browser :
Google Chrome : Version 72 or latest
Mozilla Firefox : Version 72 or latest
Microsoft Edge Chromium :
Version 72 or latest
Safari : Version 11 or latest
Internet Explorer : Not Supported
Helpline numbers
+91-80- 4156 5555
+91-80- 4156 5777
Note : Institutional / corporate shareholders are required to upload the Board Resolution/ Authorization Letter authorizing its
representatives to attend the AGM through VC.
Step 3 : Click ‘Join Now!’ link to join the virtual AGM
Step 4 : Members can post questions either through chat or video feature available in the VC. Members can exercise
these options once the floor is open for shareholder queries.
Step 5 : Members who have not cast their vote on the resolutions through remote e-voting and are otherwise not
barred from doing so, shall be eligible to vote through the e-voting system during the AGM by clicking the
link, https://www.evoting.nsdl.com/
General guidelines for VC participation
i. Members may note that the 39th AGM of the Company will be convened through VC in compliance with the applicable
provisions of the Companies Act, 2013, read with the Circulars. The facility to attend the meeting through VC will be
provided by the Company. Members may access the same at https://epoch.onwingspan.com/InfosysAGM.
ii. The facility of joining the AGM through VC / OAVM will be opened 60 minutes before the scheduled start-time of the
AGM and will be available for Members on a first-come-first-served-basis.
iii. The Company reserves the right to limit the number of Members asking questions depending on the
availability of time at the AGM.
iv. Members can participate in the AGM through their desktops / smartphones / laptops etc. However, for better
experience and smooth participation, it is advisable to join the meeting through desktops / laptops with high-speed
internet connectivity.
v. Please note that participants connecting from mobile devices or tablets, or through laptops via mobile hotspot may
experience audio / video loss due to fluctuation in their respective networks. It is therefore recommended to use a
stable Wi-Fi or LAN connection to mitigate any of the aforementioned glitches.
Instructions for e-voting
The details of the process and manner for remote e-voting are explained below :
Step 1 : Log-in to the NSDL e-voting system at https://www.evoting.nsdl.com/
Step 2 : Cast your vote electronically on NSDL e-voting system.
Notice of the 39th Annual General Meeting | 9
Infosys Limited
Step 1 : Log-in to the NSDL e-voting system
1. Visit the e-voting website of NSDL. Open web browser by typing the following URL : https://www.evoting.nsdl.com/
either on a personal computer or on a mobile.
2. Once the homepage of e-voting system is launched, click on the icon “Login” which is available under
“Shareholders” section.
3. A new screen will open. You will have to enter your User ID, your Password and a Verification Code as shown on the screen.
Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your
existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-voting and you
can proceed to Step 2 i.e. Cast your vote electronically.
4. Your User ID details are given below :
Manner of holding shares i.e. demat
(NSDL or CDSL) or physical
Your User ID is :
a) For Members who hold shares in
demat account with NSDL
b) For Members who hold shares in
demat account with CDSL
c) For Members holding
shares in Physical Form.
8-Character DP ID followed by 8-Digit Client ID
For example, if your DP ID is IN300*** and Client ID is 12******, then your
User ID is IN300***12******.
16-Digit Beneficiary ID
For example, if your Beneficiary ID is 12**************, then your User
ID is 12**************
EVEN Number followed by Folio Number registered with the Company
For example, if Folio Number is 001*** and EVEN is 101456, then
User ID is 101456001***
5.
If your email ID is not registered, please follow steps mentioned under point no. 16 for registration of email ID and
obtaining User ID / Password for e-voting.
6. Your password details are given below :
If you are already registered for e-voting, then you can use your existing password to log in and cast your vote.
a)
b) If you are using NSDL e-voting system for the first time, you will need to retrieve the ‘initial password’ which was
communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the
system will prompt you to change your password.
c) How to retrieve your ‘initial password’?
(i) If your email ID is registered in your demat account or with the Company, your ‘initial password’ is
communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the
email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit
client ID for NSDL account, the last 8 digits of your client ID for your CDSL account or Folio Number for shares
held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.
(ii) If your email ID is not registered, please follow the steps mentioned under point no. 16 for registration of email
ID and obtaining user ID / password for e-voting.
7.
If you are unable to retrieve or have not received the ‘initial password’ or have forgotten your password :
a)
Click on the “Forgot User Details / Password?”(If you hold shares in your demat account with NSDL or CDSL) option
available on www.evoting.nsdl.com.
b) A “Physical User Reset Password?” (If you hold shares in physical mode) option is available on www.evoting.nsdl.com.
If you are still unable to get the password by the above two options, you can send a request at evoting@nsdl.co.in
c)
mentioning your demat account number / Folio Number, your PAN, your name and your registered address.
d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-voting system of NSDL.
8. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
9. Now, you will have to click on the “Login” button.
10. After you click on the “Login” button, homepage of e-voting will open.
10 | Notice of the 39th Annual General Meeting
Infosys Limited
Step 2 : Cast your vote electronically
How to cast your vote electronically on NSDL e-voting system?
1. After successful login following Step 1, you will be able to see the homepage of e-voting. Click on e-voting. Then, click
on “Active Voting Cycles”.
2. After click on “Active Voting Cycles”, you will be able to see the EVEN of all the companies in which you hold shares and
whose voting cycle is in active status.
3. Select the EVEN of Infosys Limited, which is 112954.
4. Now you are ready for e-voting as the voting page opens.
5. Cast your vote by selecting the appropriate options i.e. assent or dissent, verify / modify the number of shares for which
you wish to cast your vote and click on the “Submit” and “Confirm button” when prompted.
6. Upon confirmation, the message “Vote cast successfully” will be displayed.
7. You can also take a printout of the votes cast by you by clicking on the print option on the confirmation page.
8. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
General Guidelines for e-voting
2.
1 Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send a scanned copy (PDF/JPG format)
of the relevant Board resolution / authorization letter etc. with attested specimen signature of the duly authorized
signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to evoting@infosys.com with a copy marked to
evoting@nsdl.co.in.
It is strongly recommended that you do not share your password with any other person and take utmost care to keep
your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in
the correct password. In such an event, you will need to go through the “Forgot User Details / Password?” or “Physical
User Reset Password?” option available on www.evoting.nsdl.com to reset the password.
In case of any queries, you may refer to the Frequently Asked Questions (FAQs) for shareholders and e-voting user
manual for shareholders available in the download section of www.evoting.nsdl.com or call on the toll-free number :
1800-222-990 or send a request at evoting@nsdl.co.in or contact Mr. Amit Vishal, Senior Manager or Ms. Pallavi
Mhatre, Manager, National Securities Depository Ltd., at the designated email IDs : evoting@nsdl.co.in or AmitV@
nsdl.co.in or pallavid@nsdl.co.in or at telephone nos. : +91-22-24994360 or +91-22-24994545 who will address the
grievances on e-voting.
3.
Notice of the 39th Annual General Meeting | 11
Infosys Limited Information at a glance
Particulars
Time and date of AGM
Mode
Details
4:00 p.m. IST, Saturday, June 27, 2020
Video conference and other audio-visual means
Participation through video-conferencing
https://epoch.onwingspan.com/InfosysAGM
Helpline number for VC participation
+91-80- 4156 5555 / +91-80- 4156 5777
Webcast and transcripts
Final dividend record date
Final dividend payment date
https://www.infosys.com/Investors/
Monday, June 01, 2020
Friday, July 03, 2020
Information of tax on final dividend 2019-20
https://www.infosys.com/investors/shareholder-
services/dividend-tax.html
Cut-off date for e-voting
E-voting start time and date
E-voting end time and date
E-voting website of NSDL
Name, address and contact details of
e-voting service provider
Name, address and contact details of
Registrar and Transfer Agent.
12 | Notice of the 39th Annual General Meeting
Saturday, June 20, 2020
9:00 a.m. IST, Monday, June 22, 2020
5:00 p.m. IST, Friday, June 26, 2020
https://www.evoting.nsdl.com/
Contact name :
Amit Vishal
Senior Manager
Pallavi Mhatre
Manager
National Securities Depository Limited,
4th Floor, A Wing, Trade World, Kamala Mills Compound,
Senapati Bapat Marg, Lower Parel, Mumbai 400013, India
Contact details :
Email id :
AmitV@nsdl.co.in;
pallavid@nsdl.co.in;
evoting@nsdl.co.in;
Contact number :
+91-22-24994360 or +91-22-24994545
Contact name :
Shobha Anand
Deputy General Manager
KFin Technlogies Private Limited,
Tower B, Plot 31-32, Financial District, Nanakramguda
Serilingampally, Mandal, Hyderabad 500 032.
Contact details:
Email id :
shobha.anand@kfintech.com;
einward.ris@kfintech.com;
Contact number : +91 40 6716 1559
Infosys Limited