Cadsys (India) Ltd Management Discussions.

I. INDUSTRY DOMAIN STRUCTURE AND DEVELOPMENTS

India is the topmost offshoring destination for IT companies across the world. Having proven its capabilities in delivering both on-shore and off-shore services to global clients, emerging technologies now offer an entire new gamut of opportunities for top IT firms in India. Export revenue of the industry is expected to grow at 7-9 per cent year-on-year to US$ 135-137 billion in FY19. The industry is expected to grow to US$ 350 billion by 2025 and BPM is expected to account for US$ 50-55 billion out of the total revenue. The market survey reveals that, the software products and engineering services (ITeS) contributed up to US $ 33 billion during FY 2018 which is 83.9% of that revenue was earned from export of software and related services.

It is significant to mark how the Indian companies have achieved global presence over the past few years, emerging as one of the worlds fastest growing sourcing destination for Information Technology and IT enabled services across the world. Contributing approximately 55% market share (US $185-190 Billion) to Global Services Sourcing Business in 2017-18, India continues to grow rapidly as compared to overall IT-BPM Industry of the world. India since the advent of technology in the 21st century, has been aggressive in building an effective demand and supply route for the technology growth compared to other developing countries. More importantly, the IT industry has led the economic transformation of the country and altered the perception of India in the global economy.

What makes India an attractive destination for global giants in IT and ITES is the cost competitiveness. Indias cost competitiveness in providing IT services is approximately 3-4 times economical than the US. This continues to be the mainstay of its Unique Selling Proposition (USP) in the global sourcing market.

Indias IT &ITeS industry grew to US$ 181 billion in 2018-19. Exports from the industry increased to US$ 137 billion in FY19. Over the years, Government of India introduced several initiatives to promote this industry. Additionally, several states have extended benefits to the industry members in terms of tax subsidy, contracting software technology parks, etc. Utilizing one such initiative introduced by Government of Andhra Pradesh under its IT Policy 2015-2020, the Company purchased a land in Mangalgiri, Guntur District, Andhra Pradesh state to construct new facility (as an SEZ company) to promote employment to the youth of India. The policy specifies certain effective benefits for companies functioning out of Special Economic Zone. https://www.ibef.org/industry/information-technology-india. aspx, https://www.indiaservices.in/it-ites.

GIS Engineering Services and Software Services:

Cadsys has been providing a comprehensive range of geospatial information system (GIS) and engineering services to the companies in communications, utility, energy and rail industries. In addition, Cadsys also specializes in designing and developing next-generation fiber network and systems. The in-depth knowledge of geospatial data, our round-the-clock dual-shore service model has proven to enable us deliver high quality results at substantially lower cost. However, all project management and technology development are conducted by our US-based management team.

Cadsys is backed up by team of designing professionals who are highly experienced, possess extensive knowledge and expertise in engineering and designing all aspects of Outside Plant Network infrastructure, fiber network operations and Field Services.

II. CADSYS STRENGTHS AND

OPPORTUNITIES

One of Cadsyss significant scaling up the resources due to availability of large pool of qualified and experienced staff. Cadsys always works out aggressive and attractive pricing with prime focus on customer and project need. Inter-Alia, few major strengths of the Company that thrives Cadsys to what it is today are given below:

• Established relationships with customers and suppliers over the years.

We have established long-term relationships with our clients. Our unflinching commitment to ‘Value-based growth became the corner-stone of our existence. We have now added 3 new customers during FY 2018-19. The overall number of customers are 35. Our commitment to client satisfaction serves to strengthen our relationships. This relationship capital built over the years translated to a competitive strength as we are in a position to leverage these relationships to build scale. Cadsyss experienced team, combined with innovative technology, software capabilities, and formally documented procedures helps the Company will deliver a most successful outcome for the projects.

• Leverage quality processes and project management capabilities

We leverage in excellent quality processes and project management capabilities. Our philosophy since inception is to build and provide services through proprietary service delivery accelerators. We provide a comprehensive solution to address the need of our customers by using Cadsyss proprietary conflation tool. This Data conflation software solution has enabled Utility companies to align existing data with a new and more spatially accurate land base source. We specialize in providing highly accurate conflation and realignment solutions at substantially low costs, and thereby meeting the geospatial needs of organizations of varied strengths. Our project management software is a unique Spatial Intelligence for managing spatial projects. This software was conceptualized by experts in the field who have ensured that the features in software enable managing all the nuances of projects, objectively.

• Demonstrated track record of delivery.

Our operations involve developing a workflow that balances the onshore customer service and offshore back office strengths. Our blended onshore and offshore delivery model offers a smart balance of quality, cost savings and localizations. This model enables us to achieve consistently high standards ofstrength is its ability in quality in our delivery organization while optimizing the costs for our clients.

• Strong pool of technically -qualified base of IT professionals

The senior management team includes some of the most experienced managers in the Indian IT services industry. Few of our senior management team have been with us for over 10 (ten) years and have been instrumental in the growth of our Company. Our Promoter and Managing Director is recognized as one of the pioneers in the IT services industry. He is the member on the Board of Governors at Tiruchirappalli Regional Engineering College (TREC), Science and Technology Entrepreneurs Park (STEP). A cohesive team of our experienced senior management from India and USA coupled with trained managers and skilled employees enables us to identify new avenues of growth and help us to implement our business strategies in an efficient manner and to continue to build on our track record of successful projects.

III. RISKS AND THREATS IN IT and ITeS

INDUSTRY

Increased Competition from Local & Global Players

Security impediments to data acquisition / dissemination

Change in Government Policy with respect to mapping projects

Less awareness and encouragement for use of geospatial technology.

Government policies with respect to immigration.

Upskilling and reskilling of the workforce.

IV. OUTLOOK / STRATEGIES:

Adding new age technology such as Artificial Intelligence, machine learning has become path of choice for the utility, communication companies. At Cadsys, our highly experienced professionals work relentlessly to develop innovative solutions that cater to the new age technological needs. This includes adapting, remolding, renovating existing resources to not just address the existing challenges but also provide a sustainable solution. As part of our expansion program, Cadsys has widened its services by creating market presence in the foreign market through its Subsidiary "Apex Advance

Technologies LLC", USA. It has made a global footprint of long-standing relationships with major companies in US, UK, Middle East and Australia. Further, to create a niche for itself, Cadsys has also created "Concord Pro", an innovative and cost effective conflation software. This software helps the utility companies to combine their network data to form a new land base that gives more accurate data.

Cadsys warrants higher customer satisfaction for its varied services and the customised software products that we develop help our Customers meet each of their specific requirements. Cadsys also proposes to enter the market using IoT offerings with predictive analytics and asset-monitoring software. Using our solutions utilities can improve equipment reliability and performance while avoiding potential failures. These solutions provide the information needed to prioritize maintenance and reduce operational and maintenance expenditures.

In the next 5 year plan, your Company aims to help communications, engineering, and utility organizations to manage more effectively their people, data, and infrastructure. Take maximum leverage of innovative engineering services and enterprise software solutions to gain a competitive advantage by enhancing productivity and improving quality of your entire operation, from planning and installation to network maintenance and upgrades.

V. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

To ensure effective maintenance of Quality and Administrative processes Our Company has adopted and implemented in certain internal control systems. Our ISO 9001:2008 QMS and ISO 27001 ISMS certifications are proof of our unflinching commitment to perform jobs with the concept of "zero errors and quality first" in maintaining customers data secure.

The Finance and Compliance Department implements and monitors the internal control environment and compliance with statutory requirements. As required under the Companies Act, 2013, the Company has appointed A.V. Ratnam & Co., Chartered Accountants as the Internal Auditor of the Company who is continuing to perform Internal Audit and maintain the internal financial controls of the Company from time to time. Further, the Company also, appointed Mr. Nitesh Kumar Agarwal, practicing company secretary, partner at RANJ &

Associates, a company secretary firm as the Secretarial

Auditor of the Company to perform the Secretarial Audit for the FY 2019-20.

Further, it is the top priority for the management of the Company to focus on the safe and secured environment to work for women especially. Therefore, to maintain this safe and secured work environment, the Company has in place various policies such as Prevention of Sexual Harassment Policy to take stringent actions against any unforeseen behaviour or actions.

VI. MATERIAL DEVELOPMENTS IN HUMAN RESOURCES/ INDUSTRIAL RELATIONS FRONT, INCLUDING NUMBER OF PEOPLE EMPLOYED

Cadsys possesses requisite human resource in the form of 400+ professionals that include Engineers, Designers and 3D Modelers, based out of its GIS Centers at Hyderabad. The companys team provides assistance and practical support on all aspects of Outside Plant network infrastructure and Field operations. The Company also provide flexible, scalable content design, development/production services to the customers. Cadsys multi-discipline team has expertise on all leading Geospatial softwares including ESRIs ArcGIS, GE Smallworld, Intergraphs G/Tech, CIMAGE, ICGS, Byers EWO, SpatialNET, CableCAD, AutoCAD, Microstation, BSTCAD and proprietary GIS platforms like LODE, FOCUS etc. Keeping in view the ever changing global business environment, it is imperative for the Company to consistently build, develop, upgrade and train the existing workforce with new skills by providing appropriate avenues, knowledge material, soft skills and more importantly personality skills (such as leadership, responsibility, motivation, communication).

VII. DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE

From the Standalone Profit

2019 Fiscal, it is indicative that Revenue reduced from

3,280 Lakhs to 2,152 Lakhs.This reduction due to our increased business operations on the on-shore facility.Previous year the Company had undertaken domestic projects for GMR Airport. Major part of the work was subcontracted out and the margins were very low on the project for the kind of effort put by the company. Hence this year the company has decided not to undertake any domestic projects. However, the revenue indicated in the consolidated financials showcase a steep raise in the revenue from 4,555 Lakhs in 2017-18 to 5,338 Lakhs in FY 2019. Though the turnover got decreased the profit of the company has increased.Many customers who just gave pilot projects last year have started giving regular jobs reiterating the strong performance of your company and added 3 new customers to the Company.

The Other Operating Expenses have been reduced by

10.75 crores i.e. by 74%. This is due to the reduction in Job Work Charges by 8.45 crores which are the charges for sub-contracting of the domestic projects. The Job Work charges have comedown in tandem with the domestic income. Every Company thrives to balance the expenditure to Return. It is the similar obligation of the Company to safeguard the interest of the shareholders and thrive continuously expanding the market presence of the Company and simultaneously increase the return on Equity Employed.

FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements based on certain assumptions and expectations of future events. The Company, therefore, cannot guarantee that these assumptions and expectations are accurate or will be realized. The Companys actual results, performance or achievements can thus differ materially from those projected in any such forward-looking statements. The Company assumes no responsibility to publicly amend, modify or revise any forward-looking statements, on the basis of any subsequent developments, information or events.