eClerx Services Ltd Management Discussions.

I. INDUSTRY OVERVIEW

Notwithstanding global headwinds and uncertainties, NASSCOM (National Association of Software and Services Companies) has projected a growth rate of 7% to 9% for the Indian IT and BPO industry in 2018-19 as against 7.8% in 2017-18. The industry is expecting to add one lakh jobs this financial year. The overall IT-BPO industry size would be adding $14-16 billion. The domestic industry is expected to grow by 10 to 12%, with contribution from this sector growing to $28-29 billion in 2018-19 from $26 billion in the current financial year.

II. BUSINESS PERFORMANCE Financial Markets

Revenues grew in FY 2017-18 and much of the growth came from emerging business lines and emerging clients. The addition of Two Four Consulting, a strategic and tactical consulting partner for banks, brokerages, hedge funds and asset managers helped in this endeavor. The core client accounts stabilised overall and a few experienced strong sequential growth. Much of this growth can be attributed to our investments in technology and people. eClerx has over the past year hired banking professionals with strong domain knowledge and industry experience in client geographies. On the Technology front, similar to the use of Robotics in FY 2016-17, FY 2017-18 was an exciting year for real-life projects on machine learning.

Digital

The Digital Services (DS) division continued its focus on growing emerging clients into strategic clients. Services such as eCommerce Photography and CGI (Computer Generated Imagery) did very well with Retail and Fashion industry clients. Digital also saw increased take up in advanced analytics, A/B testing and campaign management. All of this growth was underpinned by increased use of technology and robotic process automation (RPA) which is now a standard in our solution stack.

The division invested heavily to increase its onshore consulting practice across the US, UK and Singapore as client requirements and solution complexity increases. The consulting practice is largely Analytics focused but also seeing increased placements for creative and campaign management consulting.

Customer Operations

In FY 2017-18, the Customer Operations business witnessed churn due to changes in client environment. Significant strides were made in improving efficiency through implementation of technology led solutions. The client value proposition was strengthened by

leveraging emerging technologies and investment in Artificial Intelligence (AI) and Robotic Process Automation (RPA). Internally, eClerx deployed Chatbots to support training within Customer Operations. The onshore delivery center in United States went live in FY 2017-18. After initial investments in set up and training, the center is now engaged in client funded onshore work. Customer Operations also expanded geographically in Canada. The continued focus on growing customer base and exploring new solutions has resulted in a growing and more diversified client base.

Research and Development Centre

eClerx Research and Development Centre is located in Mumbai, India. The Centre is comprised of a state of the art working lab and includes innovative technologies that help accelerate the design and development of our numerous, cutting-edge solutions.

The Centre has capabilities to:

• Develop products and platforms that cater to next generation market needs driven by changing global trends in the financial services, cable and telecommunications, retail, fashion, media & entertainment, manufacturing, travel and leisure, software and high-tech industries

• Create intellectual properties around products and platforms by leveraging technologies machine learning, mobility, analytics, and big data

• Pioneer unique approaches that accelerate innovations in emerging technologies and enhance products and skills to deliver exceptional customer value

The frameworks and solutions developed at eClerxs Research & Development Center help to make global operational systems more effective, nimble, and reliable. Simultaneously, the resulting capabilities and IT and IT-related infrastructure development help to create differentiated services, scale up businesses, drive progress, and operate at significantly reduced cost

Key Products launched:

1. Roboworx

This comprehensive Robotic Process Automation platform offers improved business efficiency and effectiveness by replacing high volumes of repetitive and rule-driven tasks, allowing firms to save costs and focus on strategic, value-add activities. The ability to standardise business processes, build automation that can be leveraged across your organization, and drive improved control due to reduced human error are some of the benefits of this platform.

Roboworx is built to seamlessly integrate with existing applications for minimal business disruption.

2. DocIntel

DocIntel transforms complex documents into comprehensive data models which can be utilised to run analytics and feed downstream systems. The solution uses Optical Character Recognition and pattern matching based automated extraction algorithms to capture all the variables within the document. Each document is then converted to a machine-readable format to enable text searching data analytics and ensures that users are kept well informed of any changes to their itinerary regardless of their location or the type of device they use.

3. Billing Manager

eClerxs Billing Manager solution resolves your brokerage management challenges by providing robust support across the entire billing lifecycle. Utilising machine learning and advanced matching algorithms to automate intake of incoming invoices to reconciling with accruals, our holistic approach empowers firms to streamline and standardize invoices.

4. Loans Manager

The Loans Manager platform helps financial organisations reduce the time between loan origination, deal building and amendments, by offering subject matter expertise, automation, document extraction as well as data capture tools. The digitisation process uses Optical Character Recognition, Natural Language Processing, pattern recognition and table reading to capture the attributes from the document.

5. Compliance Manager

The Compliance Manager Solution automates the onboarding of customers, the refreshes of their information as well as the remediation process. This workflow helps financial institutions and corporations perform due diligence accurately and securely, while increasing transparency and reducing cost. Through the use of Robotic Process Automation, Machine Learning based data capture, Semantic Analysis and Natural Language Processing, the platform automates sourcing and review of data.

6. Confirmation Lifecycle Manager

Confirmation Lifecycle Manager provides an end-to-end workflow tool for OTC Trade confirmations offering features such as Drafting, Indexing, Incoming Review, Affirmation and Reconciliation. This centralized solution incorporates Optical Character Recognition, Machine Learning based automated capture, Robotic Process Automation as well as a Reconciliation Engine to reduce the manual effort involved in managing this process.

7. eCube

eCube provides a centralised system through which all the business lines can scrape data from specified websites. This technology enables the creation of a robust data lake utilizing the information collected, to carry out tasks such as competitor analysis. The platform navigates through online stores and uses various pattern matching techniques to extract relevant data. Given the volume of data that is required to be extracted, this solution relies on a high scale IT infrastructure to optimally run hundreds of processing threads.

8. Fleet Star

Fleet Star is a complete travel management solution aimed at helping corporations, transport administrators, employees, and vendors address the challenges associated with employee transport management. The solution is built leveraging cutting- edge technologies such as mobility, IOT, and data analytics and ensures that users are kept well informed of any changes to their itinerary regardless of their location or the type of device they use.

9. eVigilPro

eVigilPro is a Big Data Security analytics application built using open source and big data technologies. The application is capable of handling and processing Petabytes of log data to detect network anomalies and alert security teams on critical security events generated across diverse infrastructure devices.

In 2017-18 , we have been able to successfully industrialise our Research and Development in Artificial Intelligence. We have improved our capabilities in Competitive Intelligence through more exhaustive utilisation of unstructured competitor data, significantly reduced operating costs in customer data review processes for Financial Markets and applied chatbot technology to various customer support functions - from training to customer interactions.

Infrastructure

In India, eClerx operates out of three cities, Mumbai and Pune in western India, and Chandigarh in north India. Mumbai has eClerxs largest office, followed by Pune and Chandigarh. At the end of March 2018, the Companys India facilities had a total capacity of just under 9000 seats and the centers are functioning at approximately 82% capacity. The capacity saw a minor reduction over the previous year as we had to make changes to accommodate growth from some of our Financial Markets clients.

The acquisition of CLX has added delivery centers in Italy and Thailand. CLX has an employee headcount of more than 300 employees.

The Company also made progress on enhancing global capabilities by setting up of an organic onshore delivery center in the US with a capacity of around 70 seats. This will help eClerx address client needs, which cannot be met from offshore. At the end of FY 201718, the centre is functioning at 50% capacity. We expect the facility to be fully utilized in the next fiscal and we will evaluate further expansion of the facility.

eClerx also has sales offices across the US, Europe and Asia. Harnessing Talent

In FY 2017-18, the learning function impacted all areas of companys operations by providing both industry-recognised and internally created proprietary learning and development opportunities for eClerx employees.

To acquire talent with niche skills in areas like digital analytics and business intelligence, the learning team launched a Skill-and-Hire program this year. This new approach resulted in broad-basing the talent pool and providing us with a continuous supply of highly- skilled, ready-to-deploy professionals to meet our emerging business requirements in the Analytics and other niche domains.

To make our Customer Operations verticals on-boarding process more relevant and resilient, scenario-based learning was introduced for the new hire training phase. The goal here, as with all our learning interventions, is to promote critical thinking and decisionmaking, thereby making our people client-ready from week one. Our scenario based learning solution resulted in the company winning at the TISS-LeapVault CLO Awards - in the category of Best Customer Service Training Program.

The impact of the digital revolution, coupled with rapid adoption of machine learning and deep learning - caused wide-scale enterprise disruption and almost completely redefined customer expectations. We invested significantly in upskilling and reskilling our technology teams on critical areas such as digital, data science, security, and artificial intelligence.

Lastly, we invested in top of the line development programs for 500+ frontline managers so they may adopt a balanced approach to leadership and leverage tools like appreciative inquiry to delight our clients.

We remain deeply committed to nurture a culture of continuous learning that provides our people with varied opportunities to deepen their domain knowledge and technology skills through a broad range of classroom, online, and blended learning environments.

III OUTLOOK

The outlook for the client business environment remains largely similar to FY 2017-18. We expect higher growth in our onshore consulting work with setting up of a delivery center in Fayetteville and addition of Two Four Consulting in FY 2018-19. The consulting team will continue to grow disproportionately to the overall business to support more complex client needs. The use of technology and automation will continue to reshape existing client programs to be more efficient. For new service development, embedding technology will become the default model. Pricing models will continue to move away from traditional FTE pricing to value based pricing and more focused on client outcomes. There will be a strong focus on increasing share of wallet from existing clients to achieve growth targets for FY2018-19.

IV. OPPORTUNITIES, THREATS, RISK AND CONCERNS

Risk management is an integral part of the business. We have outlined the principal risks and uncertainties that could adversely impact the functioning of the Company through their effect on operating performance, financial performance, management performance and overall sustainability. These include, but are not limited to:

Macro - economic risk The Company derived 94% of its revenues during FY 2017-18 from US and Western Europe. Challenging business and economic conditions and travel restrictions in these markets and continued policy changes could enhance cost pressure on clients and thus may affect the Company adversely in a number of ways. The Company may witness a reduction in prices, or the loss of key projects and customers, in turn affecting the financial performance.
Concentration risk The Company derived 59% of its total revenues during FY 2017-18 from its top five clients. The concentration risk continues to be high. The Companys profitability and revenues would be significantly affected in case of loss of any of these clients or a significant downsizing of projects given to the Company by them.
Currency risk The Company derived around 82% of its revenues in US Dollars, 10% in Euros, and 8% in Sterling and other currencies. Adverse movements in foreign exchange rates on account of global, regional or local events could have a negative impact on our financial performance.
Competition risk New competitors may enter the markets the Company operates in. Likewise, current competitors could decide to focus more on these markets, and thereby intensify the competition. They could also offer new technologies or offer a different service model or offer similar services at reduced prices. Such developments could harm the Companys business and results of operations.
Integration risks The Companys recent or future acquisitions may pose challenges including financial, technological and people integration risks, which if not managed adequately, could result in failure to achieve the strategic and financial objectives of the transaction.
Key People risk Our business is critically dependent on the quality of our workforce. Failure to attract, retain and motivate key employees would impair the Companys ability to offer the right quality of service to clients.
Business disruption or IT system failure risk Business disruption following a major outage event or a failure of our IT systems could cause a disruption in the Companys services, thereby reducing client confidence.
Legal and regulatory risk Failure to comply with legal or regulatory requirements could impact the Companys reputation and financial position. Legislation in certain countries in which we operate may restrict companies in those countries from outsourcing work to overseas entities like us, which could hamper our growth prospects in major markets.
Technological risk With advancement of technology, artificial intelligence and robotics, the work volume for people-skill driven services might decrease or reshape significantly, and the Company might not be able to make transition to newer client demands quickly.
Personal data and Privacy Risk There is increased sensitivity on the part of governments and regulators with respect to personal data and privacy. Failure to comply with current and/or new regulations could impact companys reputation and financial position.
Breach of data privacy and protection / Noncompliance to GDPR Privacy and protection of personal data is an area of increasing concern globally. Legislations like GDPR in Europe carry severe consequences for non-compliance or breach. Any violation or security breach, observed non-compliance or inadequacy of privacy policies and procedures can result in substantive liabilities, penalties and reputational impact.

Mitigation Steps:

• A global Privacy Policy is in place covering all GDPR related requirement, applicable geographies and areas of operations

• A new organisational unit has been set up to ensure compliance to various Data Privacy Regulations, including GDPR

• Continued focus on employee related agreements with respect to Personally Identifiable Information (PII) and Sensitive Personal Data and Information (SPDI)

• Data protection by design is in place and Data breach notification process is in place

• Data protection controls are a part of the engagement security management process

• Documents / template / forms pertaining to the GDPR requirements are formed

• DPO [Data Protection Officer] has been appointed

• Robust risk response mechanisms are in place to cater to protection of sensitive data in the eClerx ecosystem as well protection of such data in Client-managed networks in Offshore/ Global Delivery Centres

• Sensitive and complex engagements leverage industry standard practice of data masking technologies to protect PII and SPDI

• Combination of enterprise-wide online training, educational tools, social media and other awareness initiatives regarding data privacy and protection and GDPR to foster a culture of awareness and responsibility among its employees

• Data Protection Impact Assessments of all applications / processes both within eClerx enterprise systems and outside

• Enhancement of vendor contracts

• Formal Data Transfer Agreements for explicit agreements on data sharing

• Information security management framework in place to secure & protect PII data

V. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has in place an adequate system of Internal Controls which is commensurate with the nature of business and size of its operations. The system is designed to adequately ensure that financial and other records are reliable for preparing financial statements and for maintaining accountability of assets. The Company has a strong and independent internal audit function which carries out regular internal audits to test the design, operations, adequacy and effectiveness of its internal control processes and also to suggest improvements and upgrades to the management.

The Audit Committee reviews the adequacy and effectiveness of the Companys internal control environment and monitors the implementation of the recommendations.

VI. CONSOLIDATED FINANCIAL PERFORMANCE

The financial statements of your Company are prepared in compliance with the Companies Act, 2013 and Indian Accounting Standards (Ind AS).

The Groups consolidated financial statements have been prepared in accordance with the principles and procedures for the preparation and presentation of consolidated accounts as set out in the IndAS 110 on Consolidated Financial Statements.

The following discussion and analysis should be read together with the consolidated Ind AS financial statements of the Company for the financial year ended March 31,2018.

i. RESULTS OF OPERATIONS

The following table gives an overview of consolidated financial results of the Company:

Particulars 2017-18 2016-17
Revenue from operations 13,650.62 13,300.33
Other income (net) 402.31 282.00
Total Revenue 14,052.93 13,582.33
Operating expenses 9,987.48 8,705.79
EBITDA 4,065.45 4,876.54
Finance costs 0.40 0.25
Depreciation and goodwill amortisation 482.42 517.96
Profit before exceptional items and Taxes 3,582.63 4,358.33
Exceptional item-gain/(loss) 212.59 -
Taxes 895.80 819.03
Minority interest (0.42) (0.97)
Net Profit attributable to shareholders 2,899.84 3,540.27

a. Income

Income from operations

Income from operations increased to 13,650.62 million in the year under review from 13,300.33 million in the previous year registering a growth of 2.63%. This also includes income on account of export incentive under Service Exports from India Scheme (the "Scheme" / "SEIS") of 107.17 million accounted during the year.

Other income:

Other income primarily comprises of foreign exchange gains / (loss), interest on bank deposits and dividend from debt oriented mutual funds. The total other income increased to 402.31 million in the year under review from 282.00 million in the previous year.

There was Foreign exchange gain of 59.75 million due to revaluation and realisation of foreign currency denominated assets and liabilities in the year under review (regrouped under Other Income) from loss of 90.89 million in the previous year (included under Other expenditure).

Income from investments increased to 292.44 million in the year under review from 259.18 million in the previous year, primarily due to higher investible surplus available.

b. Expenditure

Operating expenses comprises of employee costs, software product development cost and other general and administrative expenses. The total operating expenses increased to 9,987.48 million in the year under review from 8,705.79 million in the previous year.

Employee costs increased to 6,924.56 million in the year under review from 5,935.06 million in the previous year, primarily due to annual increment, head count increase in onshore delivery centre in USA and increase in other employee benefits.

Other expense increased to 3,062.92 million in the year under review from 2,770.73 million in the previous year. The increase was primarily due to:

• Increase in cost of technical sub-contractors by 160.73 million in overseas subsidiaries on account of onshore project.

• Gain in Foreign exchange (net) is 59.75 million in the year under review grouped under Other income, in previous year loss in Foreign exchange (net) was 90.89 million grouped under Other expense.

• Increase in rent by 38.01 million primarily due to new onshore delivery centre added in USA.

• Increase in AMC & consumables and office expenses by 46.70 million primarily due to AMC renewal and maintenance cost and increase in general office expenses.

• Increase in legal and professional expenses by 13.60 million due to increase in other professional services availed.

• Increase in provision for bad debts / written off cost by 22.08 million.

• Increase in travel expenses by 121.71 million due to increase in number of travel trips to onshore client locations.

c. Depreciation and Amortisation

Depreciation and amortisation charge has decreased to 482.42 million in the year under review from 517.96 million, due to lower capital asset addition during year under review.

d. Exceptional Item

During the year ended March 31, 2018, the Company has received duty credit scrips under Service Exports from India Scheme (the "Scheme" / "SEIS") for the financial year 201516. The duty credit scrips have been granted against export of services under defined category as per the Scheme. The Company has realised 121.85 million net of expenses, from the sale of duty credit scrips. In addition, the Company has also accrued net income of 90.74 million for the financial year 2016-17 based on estimation of net realisable value.

e. Income Tax Expense

The Companys consolidated tax expense (including deferred taxes) increased to 895.80 million in the year under review from 819.03 million in the previous year which is largely due to complete utilisation of MAT credit in the previous year.

ii. FINANCIAL CONDITION

a. Share Capital

The Company has authorised capital of 500.10 million as on March 31, 2018. The issued, subscribed and paid up capital was 386.29 million of equity shares of 10 each in the year under review as compared to 397.10 million in the previous year. The change in paid up capital was due to buyback of equity Shares, allotment of shares on exercise of employee stock options and elimination of shares held by eClerx Employee Welfare Trust.

b. Other Equity

The reserves and surplus of the Company decreased to 11,671.40 million in the year under review from 11,760.87 million in the previous year. Decrease in other equity is primarily from:

• Addition of retained earnings & other comprehensive income by 2,902.89 million in the year under review which includes foreign exchange translation gain of 299.19 million; cash flow hedge reserve reduction of 328.49 million and transfer from other comprehensive income of 3.05 million.

• Reduction on account of buy back of share 2,603.31 million in the year under review

c. Employee benefit obligations

Employee benefit obligations which include gratuity, leave encashment and other employee benefits is at 1,121.81 million in the year under review which has increased from 923.25 million in the previous year primarily due to increase in gratuity to 215.35 million (of this 174.35 million is non-current and 41.00 million is current) as compared to gratuity of 187.57 million for the previous year.

d. Trade Payables

I ncrease in trade payables to 204.70 million in the year under review from 128.60 million in the previous year primarily due to increase in creditors from subsidiaries.

e. Borrowings

Borrowings by subsidiaries have increase to 63.44 million in the year under review from 10.63 million in the previous year due to additional working capital loan by subsidiary in Italy.

f. Other financial liabilities

Includes unpaid dividend, unpaid fractional shares pay out, advance billing, accrued expenses and payable for capital expenditure have increased to 383.77 million in the year under review from 269.00 million primarily due to increase in accrued expense and increase in advance billing.

g. Fixed Assets

The Gross block of fixed assets as at March 31, 2018 was 4,881.99 million (of this 3,247.16 million is intangible asset). Whereas Gross block of fixed assets as at March 31, 2017 was 4,234.70 million (of this 2,842.35 million is intangible asset). During the year under review, additions to gross block (net off disposals) was 363.13 million and positive impact of translation exchange difference was 47.63 million

h. Investment

Investment represent non-current investment of 2.40 million as at March 31, 2018 which is same as per the last year.

Current investment represent surplus funds of the Company parked with mutual fund schemes that can be recalled at a very short notice.

The Companys treasury practices call for investing only in highly rated debt oriented mutual funds. Investment in mutual funds have reduced to 1,650.32 million during the year under review from 2,513.99 million in the previous year due to buy back of shares and more investment in bank fixed deposits.

i. Derivative instruments

The Company covers forex risk though hedging instrument as per the Boards approved policy.

Derivative instrument fair valuation is routed through other comprehensive income ("OCI"). As at March 31, 2018 derivative instrument fair valuation was at 249.24 million compared to 642.27 million as at March 31, 2017. Decrease is primarily due to rupee depreciation against hedged currency.

j. Other financial assets

Includes unbilled revenue, premises & other deposit, recoverable expense and other loans & advances. Other financial assets have increased as at March 31,2018 to 1,382.22 million from 1,150.92 million as at March 31, 2017. Increase is primarily in unbilled revenue by 193.22 million and deposits by 24.17 million due to incremental premises on lease, increase in loans and advance by 23.62 million and corresponding reduction in recoverable expenses.

k. Other current and non-current assets

Includes capital advances, tax credits, service tax and GST credits, duty benefit credits, prepaid expense and other advances. Other current & non-current asset marginally increased to 649.62 million as at March 31, 2018 from 623.86 million as at March 31, 2017.

l. Trade Receivables

Debtors increased to 2,328.47 million as at March 31, 2018 from 2,138.30 million as at March 31, 2017 primarily on account of increase in Days Sales Outstanding ("DSO"). These debts are considered good and realisable and hence only small provision for doubtful debts has been made. The need for provision is assessed based on various factors, including collectability of specific dues, risk perceptions of the industry in which the customer operates and general economic factors that could affect the customers ability to settle debts. The Company monitors trade receivables closely.

m. Cash and bank balances

The cash and bank balances increased to 4,402.67 million as at March 31, 2018 from 3,556.55 million as at March 31, 2017. Cash and bank balances mainly represent bank balances in current and fixed deposit accounts. These have increased due to increase in short term deposits placed with the banks.

n. Deferred Tax (net)

The Company has a net deferred tax liability of 31.01 million as at March 31, 2018 (net deferred tax liability 168.89 million as at March 31, 2017). Decrease in deferred tax liability is primarily due to recognition of deferred tax asset.

iii. CASH FLOWS

The Companys cash flows from operating, investing and financing activities, as reflected in the consolidated statement of cash flows, is summarised in the table below.

Summary of cash flow statement:

Particulars 2017-18 2016-17
Net cash generated by/ (used in)
Operating activities 3,050.03 3,124.28
Investing activities 169.89 (1,695.33)
Financing activities (3,035.09) (2,452.92)
Effect of exchange fluctuation on cash and cash equivalents 93.20 (58.51)
Net increase in cash and cash equivalents 278.03 (1,082.48)

a. Cash flows from operating activities

Particulars 2017-18 2016-17
Profit before tax 3,795.22 4,358.33
Adjustments: depreciation and Amortisation 482.42 517.96
Other non-cash adjustments 64.57 2.35
Non operating income (net) (301.49) (259.18)
Effect of working capital changes (26.88) (468.45)
Cash generated from operations 3,995.84 4,151.01
Taxes paid (945.81) (1,026.73)
Net cash generated by operating activities 3,050.03 3,124.28

Cash generated from operations, post adjustments to profit before tax, has gone down from 3,124.28 million in previous year to 3,050.03 million in current year, registering a de growth of 2.38% over the previous year primarily due to decrease in working capital change by 441.57 million, decrease in profit by 563.11 million and higher nonoperating income reduction from operating cash flow by 32.31 million and reduction in depreciation and amortization expense by 35.54 million.

b. Cash flows from investing activities

Particulars 2017-18 2016-17
Fixed asset (net) (416.54) (297.39)
Other investments (net) 297.29 (1,604.55)
Non operating income (net) 289.14 206.61
Net cash used in investing activities 169.89 (1,695.33)

c. Cash flows from financing activities

Particulars 2017-18 2016-17
Proceeds from equity issued 86.56 81.91
Buyback of equity shares (2,603.31) (2,354.55)
Finance Costs (0.40) (0.25)
Short term Bank Loan (repaid) / taken 52.81 (24.49)
Purchase of treasury shares (522.89) (106.39)
Dividend paid including dividend tax (47.86) (49.15)
Net cash used in financing activities (3,035.09) (2,452.92)

The proceeds from equity shares are on account of allotment of shares on exercise of employee stock options.

The Board of Directors vide their meeting dated December 22, 2017 approved, subject to shareholders approval, buyback of equity shares of the Company. The shareholders approval was procured vide postal ballot results of which were announced on January 22, 2018. The Share Buyback Committee accordingly determined the final buyback price of 2,000 per share and the final amount available for buyback was 2,580 million.

Dividend paid during the year under review comprise of dividend payout for the previous year ended March 31, 2017 approved by the shareholders at the last Annual General Meeting.

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

The Company recognizes people development as a key strategic differentiator and invests in multiple high-value learning solutions besides engaging with industry experts, stalwarts from specialized practice areas. Further details on human resource management are set out in the Management Discussion and Analysis Report, describing the initiatives taken by the Company, which forms part of the Annual Report.

The Company believes that employees are the core of our success. A fundamental tenet of our management philosophy is to invest in our employees, and enable them to develop new skills and capabilities, which benefit them as well as the Company and set direction of growth.

The organisation grew to more than 9,200 employees during FY 2017-18. To promote employee wellness, several exciting activities were organised, ranging from health camps like BMI and health check-up, eye check-up, etc along with wellness talks and value education activities. These initiatives received an overwhelming response from employees across locations.

We believe that we are heading in the right direction on our journey to become a work place where employees engages trusts for whom they work for, take pride in what they do, and enjoy the company of the people they work with. In FY 2018-19, we will continue to look for ways to best harness the potential of our resources through various people management interventions including skilling people on digital, robotics, and machine learning.

Cautionary Statement

Statements in the Management Discussion and Analysis describing the Companys objectives, projections, estimates, expectations may be forward-looking statements; within the meaning of applicable securities laws and regulations. Actual results could defer materially from those expressed or implied. Important factors that could influence the Companys operations include economic developments within the country, demand and supply conditions in the industry, changes in Government regulations, tax laws and other factors such as litigation and labour relations.

Readers are advised to exercise their own judgment in assessing risks associated with the Company, inter-alia, in view of discussion on risk factors herein and disclosures in regulatory filings, as applicable.