NSE & BSE / 2024-25 / 087

June 20, 2024

The Manager The Manager

Corporate Services, Corporate Services,
National Stock Exchange of India Limited BSE Limited
Exchange Plaza, Bandra Kurla Complex, 14th Floor, P J Towers, Dalal Street,
Bandra (E), Mumbai 400 051 Mumbai 400 001

Ref: Symbol: PERSISTENT Ref: Scrip Code: 533179

Dear Sir/Madam,

Sub: Submission of the Annual Report 2023-24 of the Company

In terms of Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, please find enclosed the Annual Report 2023-24 of the Company.

Today, the Company, through the electronic mode has initiated the process to send the Annual Report
along with the Notice of the 34th Annual General Meeting to be held on Tuesday, July 16, 2024; to those
Members whose names were recorded in the Register of Members or the Register of Beneficial Owners
maintained by the Depositories as of Friday, June 14, 2024.

The Company has also uploaded the Annual Report 2023-24 on its website at
https://www.persistent.com/wp-content/uploads/2024/06/persistent-annual-report-2024.pdf
and Notice of the 34th Annual General Meeting is available at
https://www.persistent.com/wp-content/uploads/2024/06/agm-notice-2024.pdf

We request you to take the same on your records.

Please acknowledge the receipt.

Thanking you,
Yours Sincerely,
For Persistent Systems Limited
Digitally signed by
Amit Amit Murari Atre
Murari Atre Date: 2024.06.20
19:27:08 +05'30'
Amit Atre
Company Secretary
ICSI Membership No.: A20507

Encl.: As above

Persistent Systems Limited, Bhageerath, 402 Senapati Bapat Road, Pune 411 016, Maharashtra, India
CIN - L72300PN1990PLC056696
Tel: +91 (20) 670 30000 | Fax - +91 (20) 6703 0008 | E-mail - info@persistent.com | Website - www.persistent.com
1
 Contents
Resilient and Future-Ready: Partnering for Future-Ready Solutions
The Persistent Way AWS78

34 Annual General Meeting

th Introduction2

Message from the Chairman4

Google 80

IBM82

Message from the CEO6 Microsoft84

Tuesday, July 16, 2024 Financial Snapshot8 Salesforce86
1600 Hrs. IST OutSystems88
Our Future-Ready Global Workforce
Snowflake90
MyLife@Persistent10
Venue for Physical Meeting Zscaler92
Persistent University20

Environmental, Social and Governance22 The Persistent Way Forward94

Persistent Systems Limited, Dewang Mehta Auditorium
Persistent Foundation28
‘Bhageerath’, 402 Senapati Bapat Road Pune 411 016 Corporate Information
Client Resilience and Success Financial Highlights98
Video Conferencing and e-Voting Empowering a Global MedTech Leader with Committees of the Board100
persys.co/agm2024 Data to Accelerate Patient Recovery44 Directors’ Profiles102

Global Locations112
Promoting a Sustainability Mission
Members are requested to follow the instructions provided in
Through Digital Transformation46 Statutory
the Notice of 34th Annual General Meeting in order to attend
Message from the CFO120
the AGM in person or via video conferencing and to e-Vote. Elevating Care and Improving Patient
Report of the Directors122
Outcomes with Data and Cloud48
Report on Corporate Governance166
Remote e-Voting Period
Enabling Superior Athletic Performance Business Responsibility and Sustainability Report210

with Generative AI-Powered Insights50 Management Discussion and Analysis Report264

1\ 
0900 Hrs. IST on Thursday, July 11, 2024 —
Report on Risk Management282
1700 Hrs. IST on Monday, July 15, 2024 Building a GenAI-Driven Employee Collaboration

Platform for a Private Equity Firm52 Consolidated Financials

2\ 
During the AGM Independent Auditor’s Report292
Accelerating Business Value with Generative
Consolidated Financials302
AI for a US Healthcare Leader54
Section 129(3) Statement384

Transforming Time to Market for

Standalone Financials
a Global E-Commerce Leader56
Independent Auditor’s Report388

Creating Revenue, Growth, and Partnership Standalone Financials400

Opportunities for a Premier Global Brand58

FY24 Awards and Analyst Recognitions60

Innovation for Resilience and Excellence

Persistent.AI64
Read this Annual Report online: Persistent Consulting70
persys.co/ar2024 Open Source Hub74

IP, Accelerators and Marketplace75

2 1
 Resilient and Future-Ready:
The Persistent Way
The Persistent Way powers our ability to Clients gravitate to our future-ready
outperform competitors, enable growth, approach because we challenge
and unlock client value — a direct result conventional wisdom and business-as-
of the resilience we’ve deliberately usual thinking, pushing the boundaries
built into our company through years of of what’s possible for them and
investment, acquisition, and innovation. ourselves. We bring this same forward-
thinking approach to our global team,
Our resilience is reflected in many ways. arming them with new skills and
Every day, we collaborate with clients training to promote their success, and
to rethink and adapt their businesses encouraging them to make a positive
so they can remain competitive in difference in their communities and
turbulent markets. We’ve fortified our society at large.
operations to quickly respond to fast-
moving industry and macroeconomic We pride ourselves on developing
headwinds. Our expanded leadership scalable, trustworthy, and enterprise-
team promotes efficient and productive ready solutions that prepare clients
processes for our employees and, by to lead in their industries and exceed
extension, our clients. Our resilience, customer expectations throughout
which resulted in $1.186 billion in FY24 different sectors. Through an unwavering
revenue and 16 quarters of sequential focus on innovation and quality, our
growth, also continues to deliver positive collaborative efforts with ecosystem
outcomes for our investors, with a record partners, and our pioneering work in
of achievement and industry recognition AI-enabled software engineering,
that no other provider can match. product development, data and
analytics, and cloud, we ensure
Nonetheless, we don’t equate resilience continued growth and success for our
with complacency or settling for the clients and our business.
status quo. We match our resiliency
with a simultaneous commitment With each new client success and
to always remain future-ready and every breakthrough innovation, we
capitalise on new trends, technologies, demonstrate our differentiated market
and solutions for our clients’ benefit, positioning, industry strength, and
backed by a rich history in AI, data, an enduring commitment to invest and
and Digital Engineering. grow by remaining Resilient and Future-
Ready: The Persistent Way.

2 3
 with key partners allow us to learn, explore, has partnered with committed organisations
Message from and deploy the latest technologies for and supported them in carrying out
future-ready solutions. In tough times, our meaningful projects throughout the
the Chairman people – employees, partners, suppliers, community. I am delighted to share that
and vendors — are the source of our starting this year, the Foundation has added
resilience, driving continued success. wildlife conservation and heritage preservation
as additional focus areas. Beyond the
“In tough times, our We are committed to providing our 2% that Persistent Systems contributes to
employees and their families with holistic Persistent Foundation as part of our efforts in
people — employees,
experiences. We encourage diversity across CSR (Corporate Social Responsibility), I am
partners, suppliers, and the Company, and we implemented several incredibly proud of the contributions from
initiatives during the year that spotlight and thousands of our employees who go above
vendors — are the source
support diversity and inclusion. We have and beyond to make a difference in society.
of our resilience, driving a strong focus on health and wellness and
believe that healthy employees are happy During the year, we were consistently
continued success.”
employees — and happy employees are recognised for our achievements from a
productive employees. We have several diverse group of industry analysts, advisors,
programs encouraging employees to organisations, and market observers. The
learn and engage in various activities highlight was receiving CNBC TV's "Most
beyond work. This is the Persistent Way. Promising Company of the Year," recognising
our extraordinary growth journey.
Dear Valued Shareowners, In October 2023, we set three bicycling-
related Guinness World Records to reinforce Resilience is critical as we propel the
I am delighted to share our 34 Annual Report
th
growth rates during the financial year, our commitment towards the environment Company into our sixth orbit and reach
for the Financial Year 2023-24. This was our thanks in large part to our clients’ continued and employee health. ESG (Environmental, our two-billion-dollar goal. To bolster
first year as a billion-dollar enterprise, and trust and confidence in our capabilities. Social, and Governance) continues to be our resiliency, we have invested in senior
as we move into our sixth orbit, I am glad to an essential part of The Persistent Way, as leaders and have added new business
share that the team is geared up to continue The market continues to be challenging. While we continued our journey to reduce carbon lines and capabilities during the year to
our momentum as we march towards Generative AI and other next-generation emissions and make environmentally support our growth and strategies.
becoming a two-billion-dollar enterprise. technologies are promising and disruptive, friendly choices.
high inflation, elevated interest rates, and I thank all our employees, partners, vendors,
This year was challenging as our clients, who geopolitical uncertainties have contributed Giving and taking responsibility for our and suppliers for their consistent support.
were investing in their digital transformation to a slowdown in global tech spending commitment to society is part of our core Our shareowners have a crucial role in our
for several years during the pandemic, and delayed decision-making by clients. values, and we have practised these values resilience, and I seek your continued support
turned their focus to cost optimisation. ever since our inception. To formalise our as we continue to see beyond and rise above!
This tested our resilience. Thankfully, our Our multi-talented global team is our strength efforts, we set up Persistent Foundation
global delivery business model allows us to in this turbulent market, and we have invested in 2009. I am very proud of our achievements With Best Regards,
provide an equally compelling proposition in preparing our global workforce to respond as we look back on the variety of significant
to our clients, whether they accelerate their to new technology disruptions. We trained contributions made by the Foundation on —
roadmap or focus on better cost outcomes. more than 16,000 professionals on next- the occasion of their 15 anniversary. The
th

We responded with alacrity as the market generation tools and technologies during Foundation team, focusing on education, Anand Deshpande
shifted, and we maintained industry-leading the year. Our 360-degree relationships healthcare, and community development, Founder, Chairman and Managing Director

4 5
 edge technology to drive transformation sourcing for our owned facilities
Message from and growth for our clients. Strategic by mid-FY25.
collaborations with leading hyperscalers
the CEO along with extensive AI training for more We also celebrate the 15th anniversary
than 16,000 employees further enhance of Persistent Foundation, dedicated
our capabilities to serve our clients’ to positively impacting our
most complex technology challenges. planet, people, and society.
“The theme of this year’s
We were identified as a Challenger in As we pursue our goal of becoming
report, Resilient and Future-
the Gartner Magic Quadrant for Public a $2 billion company over the next
Ready: The Persistent Way, Cloud Transformation Services and named few years, we remain focused on
a GenAI Leader by HFS Research. building strong capabilities and
captures our ability to
We received accolades from ISG for delivering value to our stakeholders.
navigate challenging market overall excellence and from Everest Group As we enter FY25, our commitment to
for leadership in next-gen IT services resilience and future-readiness drives
conditions through strategic
talent. Additionally, we were honoured as our pursuit of continued success.
investments, client focus, the “Most Promising Company” at CNBC-
TV18’s India Business Leader Awards. We Thank you for your continuous support.
and adaptability.”
were also included in prestigious capital
market indices like MSCI India Index, S&P With Best Regards,
BSE 100, and S&P BSE SENSEX Next 50.
Dear Valued Shareholders, —
On the ESG front, we were recognised
I am pleased to present the Annual Report global team expanded to over 23,800 as one of India's leading ESG entities by Dun Sandeep Kalra
for the Financial Year 2023-24. employees across 20 countries, fostering & Bradstreet, and we are on track to achieve CEO and Executive Director
Our strong financial performance continuous value delivery to our clients. carbon neutrality for Scope 1 and Scope
and growth highlight our resilience 2 emissions and 100% renewable energy
and 30+ years of storied heritage. The theme of this year’s report, "Resilient
and Future-Ready: The Persistent Way",
Reflecting on our first full year as captures our ability to navigate challenging
a $1 billion company, I extend my gratitude market conditions through strategic
to our clients for their trust, our global team investments, client focus, and adaptability.
for their dedication, and our investors for We consistently remain in the top quartile of
their unwavering support. For FY24, revenue growth in our industry over
we achieved a 14.5% YoY growth with the last four years and maintain a forward-
$1.186 billion in revenue. We are deeply thinking approach, especially with AI
humbled by our 16 quarters of sequential and Generative AI-enabled solutions.
growth. We announced a total dividend
of ₹52 per share (pre-split) for FY24, Our AI solutions, including ExtenSURE.AI,
up from ₹50 in FY23, not factoring the SASVA, and Persistent iAURA, underscore
stock split effective April 1, 2024. Our our leadership in leveraging cutting-

6 7
FY24 Performance Highlights Revenue ($ million) 14.5% Revenue (₹ million) 17.6%

$310.9M $1,186.0M 1,036.0

1,186.0
83,505.9
98,215.9

FY24 Q4 Revenue +13.2% YoY FY24 Revenue +14.5% YoY

FY23 FY24 FY23 FY24

$316.8M $1,296.7M
EBIT (₹ million) 13.4% PAT (₹ million) 18.7%*

FY24 Q4 Annual Contract FY24 Annual Contract 14,149.3

9,210.9*
10,934.9*
12,472.3

Value (ACV) Booking Value (ACV)

Margin % 14.9% 14.4% 11.0%* 11.1%*

FY23 FY24 FY23 FY24

₹3.2B ₹10.9B
* Includes impact of one time expense

Ranking​Based on Market Capitalisation​ Dividend per Share

FY24 Q4 PAT +25.4% YoY FY24 PAT +18.7% YoY

$7.3B* 23,850
Market Capitalisation Employees

213 129 138 131 ₹ 10 ₹ 15.5 ₹ 25 ₹ 26*

17.3% 24.0% 2021 2022 2023 2024 2020-21 2021-22 2022-23 2023-24
Revenue in $M
Revenue CAGR Revenue CAGR
* Subject to Members' approval
from IPO to FY24 between FY20 and FY24 1,186
For ease of reference, the dividends of the previous years have been
restated in accordance with the Sub-Division
1,036

Persistent Total Shareholder Return Persistent 1-Year Stock Performance*

766
vs NIFTY 50 & NIFTY IT Index
1 Year 80.3%
566 Return 1.2% 80%
481 502
471
429
352 3 Year 315.7%
274 309 Return 6.2%
238
170 207
127
5 Year 1152.9%
Return 23.2% March-23 July-23 November-23 March-24
FY10 FY11 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24

1 USD = INR 83.30 Share Price Return Div Yield% Persistent Nifty 50 NIFTY IT Index

* Market cap as on March 31, 2024

8 9
Our Future-Ready
Global Workforce
We believe that our business succeeds
and our clients thrive when we help our
employees grow, achieve and aspire.
This belief guided our ongoing growth
this year, as our employees used their
technical, business, and personal skills
to deliver value for clients and create
positive impacts on society through
internal initiatives and external activities.

We foster a culture of trust and

collaboration among our people, global
clients, and partners, all working together
to deliver innovation and excellence.
Our culture continued to expand this year
as our global workforce grew to more
than 23,800 resilient employees, all of
whom made exceptional contributions
towards our $1.186 billion revenue
performance. We also expanded training
opportunities in areas such as data
and AI to ensure that our workforce is
future-ready and takes full advantage of
emerging technology trends.

We remain fully committed to being the

best employer for those who want to
grow personally and professionally, take
their careers and talents to new heights,
and work together for a better world.

10 11
FY24 People Highlights HR Excellence

23,850 03
Confederation of Indian Industry (CII) recognised us with
"Significant Achievement in HR Excellence" at the
global new locations added
14th National HR Excellence Award for the year 2023-2024
headcount to global footprint

CII acknowledged our HR excellence for:

\ Inclusive, collaborative leadership environment, enabling people to participate

in organisation-level decision-making.

\ Fostering a culture of continuous learning and upskilling through flagship

Learning and Development (L&D) interventions led by Persistent University.

Making Persistent a Phenomenal Place to Build a Life \ Ensuring growth while keeping work-life well-being and diversity at the core.

12 13
MyLife@Persistent Flagship Events
MyLife@Persistent, the brainchild of Dr. Anand Deshpande who advocates MyLife@Persistent organises several flagship events each year to
work-life harmony and employee happiness, aims to build a community of promote physical and social well-being among employees.
fulfilled individuals by positively impacting their lives beyond their professional

roles. The goal is to create and maintain an environment that robustly supports

Persistent employees in achieving their life goals by promoting work-life

Persistent Run
An impressive 8,746 employees across the globe participated in Persistent Run,
balance and implementing comprehensive well-being programmes.
our flagship event that promotes physical wellness and employee team spirit.
The framework consists of three levels: Individual, Collective, and Community.

Besides positioning Persistent as an employer of choice, MyLife@Persistent

fosters a happy and healthy work environment, cultivates a strong sense of

belonging for employees and their families, and reduces attrition.

In FY24, MyLife@Persistent offered eight comprehensive programmes

to support employees' overall well-being, encompassing physical,

emotional, social, and financial wellness.

Wellness Number of Number of

13
category events participants
locations
Emotional Wellness 46 2,017
280+
Financial Wellness 9 3,100 events

Physical Wellness 55 30,514

2,000+
Social Wellness 174 48,752 volunteers

Grand Total 284 84,383 84,000+

participants

14 15
Sports Fest Bring Your Kids to Office
More than 2,000 employees across India participated in our annual celebration More than 1,300 kids were welcomed and engaged across global
of team spirit through sports. Persistent locations.

Team Bonding Sessions PULSE

In FY24, 10,345 employees participated in 137 Team Bonding Sessions. These PULSE is the best platform to showcase the vibrancy of our collective talents
hour-long sessions are fun ice-breakers to create bonds between team members — for the employees and by the employees of Persistent. In FY24, 20,848
so that they are refreshed, rejuvenated, and more connected with their peers. employees participated in PULSE across 13 locations in India.

16 17
Persistent Makes History with Three
GUINNESS WORLD RECORDS™ Titles
With these titles, we reinforced our commitment to the environment
and employee health:

Largest bicycle logo / image

Most live viewers of a cycling awareness video lesson on YouTube

Largest online video album of people riding bicycles

704 bicycles were used to

create the Persistent logo for
the Guinness World Record for
Largest Bicycle Logo/image

18 19
 FY24 Highlights Persistent University Awards and Recognitions

Persistent Learning and

Total no. of digital,
Development claimed the APEX
technical and power skill
2024 Award for its employee
courses conducted in FY24
training and development

426
excellence and made a significant
leap of 21 places in the rankings,
from 85 to 64.

Total no. of hyperscaler

partner certifications
Our collaborative Propeller

16,200
programme with StackRoute
Learning and NIIT secured two
Brandon Hall awards, including
Gold for Best Unique or Innovative
Total no. of (non-hyperscaler)
Learning and Development
external certifications
programme and Silver for the

5,910
Best Advance in Competencies
and Skill Development for
the Architect Competence
Development programme.
Total no. of GenAI-
trained employees

16,509
The TISS LeapVault CLO Awards
India, the most prestigious awards
for excellence in corporate learning,
honoured Persistent University in
Total no. of internal
four categories: Global CLO (Chief
GenAI trainings
Learning Officer) of the Year, Best

5 Courses
Corporate University, Best Games-
Throughout FY 2024, Persistent University consistently achieved remarkable milestones
Based Learning programme, and
in employee learning and development, enabling our global team to build resilient careers.
Best Employee Engagement
With an average of 9 learning days per employee and a total of 16 lakh learning hours
programme.
companywide, the University attained an impressive 90% employee learning coverage. Total no. of Generative AI
The launch of the Persistent Digital Experience Academy (PDEA) 1.0, which certified 2,500 and AI/Machine Learning
employees, and the introduction of nearly 10 domain and project management e-learning external certifications
We received Recognition for
programmes showcased our ongoing commitment to upskilling and employee development.

1,487
Excellence in Learning and
Additionally, the University enabled 4.1% of total customer demand for certifications
Development from SHRM
through internal training programmes. Collectively, these efforts ensure that our workforce
Foundation.
is future-ready and fully prepared to take advantage of new waves of innovation.

20 21
 Environmental, Social Our Commitments
and Governance 100% Renewable Energy

“We address ESG issues that We are committed to 100% renewable energy sourcing for our owned India facilities
by the middle of FY25.
matter most to Persistent's
business and stakeholders
Net-Zero Commitment
and strive to create a more
sustainable future.” Persistent is committed to setting near- and long-term company-wide emission reductions
in line with science-based Net-Zero standards from the SBTI (Science-Based Target Initiative).
Our strategy includes immediate actions and long-term initiatives to align with the goal
At Persistent, we view ESG as not only a corporate responsibility, but also a duty that we owe to
of limiting global temperature rise to 1.5 degrees Celsius. We are committed to reach
our people, our planet, and our communities. Persistent embeds ESG into its strategy, decision-
Net-Zero by reducing absolute Scope 1, 2, and 3 GHG emissions by 2050 from the
making, risk management, and employee engagement programme, creating a culture
2024 baseline, demonstrating our proactive approach to emissions reduction.
of sustainability that supports openness and collaboration.

We address ESG issues that matter most to Persistent's business and stakeholders and strive Commitment to UNGC
to create a more sustainable future. We use a holistic and collaborative method to identify and
prioritise ESG issues, align our strategy with key material priorities, and establish challenging and
Persistent has joined the United Nations Global Compact as a part of its commitment to being
measurable goals and targets.
a responsible organisation. Participating members align their strategies and operations
around universal principles on human rights, labour, the environment, and anti-corruption.
Persistent discloses its ESG performance and progress in a transparent and accountable way,
using external verification and stakeholder feedback. We also follow emerging reporting
standards and frameworks to stay ahead of the curve.

We provide an overview of our ESG activities here in the Annual Report, and a full accounting
in our accompanying FY2023-24 ESG Report. We are committed to leading by example and
working together to make a better world, with a strong conviction that sustainability must be
Corporate
a part of every aspect of our daily operations. Sustainability
—
Assessment (CSA)
S&P Global ESG Score
Chitra Byregowda
Head of Environmental, Social and Governance

Learn more about our ESG commitment:

https://www.persistent.com/company-overview/environmental-social-and-governance/

22 23
Climate Action Goals Key Achievements
\ To be Carbon Neutral for Scope 1 and Scope 2 emissions by 2025
Environment
\ To source 100% electricity from renewable sources by 2025

42% Emissions reduced through

\ Reduce 30% Scope 3 emissions by 2028
2 windmills (2.1 MW each) and 2 MW
solar rooftops

Renewable Energy

39% of renewable energy consumed

from Wind and Solar across
Global Locations

16% self-generated Renewable Energy

Certificates (REC)

45% of purchased International

Renewable Energy Certificates (I-RECs)

28.3% of treated wastewater in owned

campuses is used within our facilities

99% of waste recycled

25,000 trees planted, taking the

overall count to 121,035 trees

24 25
 Social Governance
29.5% Women in the workforce 7/10

58 Nationalities Independent Non-Executive Directors

on the Board
45 Specially-abled people

2/7
Employee Well-Being
Independent directors on the Board
8,746 Persistent Run participants
are women
20,848 participants in PULSE
Persistent’s ultra-large social event

99%

Code of Conduct training coverage

72 Hours

Average employee learning hours

No data breaches reported

Zero accidents

Customer Satisfaction Score

NPS - 69
\ 
8.2/10
Response rate - 88%
\ 
Employee Net Promoter Score (eNPS)

26 27
 Mr. Satyajit Bhatkal shared his wisdom on education and helped 10,000 students improve
solving drinking water problems in villages. their academic performance. 1,700 individuals
received vocational training, and more than
Mr. Dileep Ranjekar guided us on the best
12,000 have gained employment through this
practices for CSR.
programme. Toilet construction in 110 schools
Dr. Girish Sohoni directed us to do more
has benefited 21,000 children, and we've
Message from agro-based work along with animal husbandry.
Dr. Prakash Amte taught us the importance of
assisted over 700 specially-abled children.
In total, 160,000 students have used our
the Chairperson empathy towards animals along with providing
healthcare to tribal communities.
services through various initiatives.

In Community Development, we cultivated

“Help others without any reason and give
10,000 hectares of land, provided fodder for
without the expectation of receiving anything
“Giving back, being in a position over 3,000 animals, and facilitated the birth
in return.” — Roy T Bennett
of 1,000+ female calves through artificial
of privilege and having the
All of our esteemed guests embody insemination. We also planted 120,000+
means to help make a difference this emotion. trees, constructed 55 wells, and completed
16,000 km of desilting of rivers and canals.
in the lives of less fortunate What have we accomplished in these 15 years?
We collaborated with Rama Purushottam
people, have been the most We have been able to touch the lives of Foundation to construct hostels for schoolgirls
four and a half lakh people through various and working women and residences for police
fulfilling part of our journey.”
initiatives. These include our participation in constables. We also installed 12 solar rooftop
initiatives in Health, Education, Community plants, resulting in significant power bill savings
“The greatness of a community is most “We learned about gratitude and humility Development and Preservation of Heritage of INR 3.5 crore.
accurately measured by the compassionate — that so many people had a hand in our and Wildlife.
Through our newest vertical, Preservation of
actions of its members.” — Coretta Scott King success.” — Michelle Obama
Over 15 years, our health projects have Heritage and Wildlife, we've supported the
This quote rings so true in my ears. It is surreal Over the years, our esteemed Chief Guests improved healthcare for many. We funded rescue of injured animals in forests by donating
to realise that Persistent Foundation has have taught us important lessons that we cleft surgeries on 4,700 children and 3,000 4 ambulances. We've also helped print 2,000
completed 15 years of dedicated service to continue to follow today. pediatric surgeries. We also provided nutrition books to preserve the tribal Kolami language,
society. We are so blessed to have been given programmes for nearly 7,000 babies and benefiting 20 schools and local community
Ms. Anu Aga taught us the privilege of
this opportunity to be a part of the community conducted over 12,500 cataract surgeries for members.
education.
for the last decade and a half. Giving back, senior citizens. Our initiatives include cochlear
Dr. Anil Awachat advised us on the importance During the 2020 COVID-19 pandemic, we
being in a position of privilege and having the implants, squint corrections, spinal surgeries,
of de-addiction in the youth. contributed nearly INR 17 crore to various
means to help make a difference in the lives mental health support, and more. Additionally,
Dr. D. R. Mehta exemplifies the aspect of schemes. We provided meals and ration kits
of less fortunate people, have been the most our mobile medical van, support for old age
philanthropy. to 25,000 families, facilitated vaccinations
fulfilling part of our journey. homes, and physiotherapy centre have helped
Dr. Ravindra Kolhe showed us the path for 43,000 people in 160 villages, supported
22,000 senior citizens. We've also assisted
Over 15 years, having spent INR one hundred of empathy towards tribal communities. 20,000 school children with education, helped
almost 2,000 individuals with the Jaipur Foot
crores, boggles the mind. Having touched Dr. Abhay Bang pioneered healthcare nearly 600 individuals with livelihood support,
artificial limb project.
the lives of over one and a half lakh individuals in rural India. set up 5 COVID Care Centres, and provided
makes us wonder. Did we really accomplish all Mr. Shridhar Venkat explained the philosophy In the Education vertical, the Kiran programme medical equipment to hospitals, including
of this? This realisation makes our hearts swell behind Akshaya Patra. has empowered 500 young women to become 32 ventilators, 2 Bipap machines, 130 oxygen
with pride, our heads bow in humility and our Dr. Praveen Bhagwat inspired us to pursue engineers and find jobs. We've supported concentrators, 2 oxygen plants, 80 ICU beds,
hands folded in gratitude. courage and afforestation. 65,500 students in completing their school and 20,000 PPE kits.

28 29
“In ordinary life, we hardly realise that we receive
a great deal more than we give, and that it is only
with gratitude that life becomes rich.”
— Dietrich Bonhoeffer

Persistent employees have generously

donated INR 9 crore and have contributed
a total of 56,000 volunteering hours to various
activities like tree plantation, mentoring our
Kiran scholars, assembling school kits, painting
lamps and piggy banks, making seed balls,
rice plantation and several others. We are truly
grateful for their wholehearted participation in
various programmes.

We are indebted to the Board Members and

the Trustees for their unwavering support
and guidance throughout our journey
and for recognising and appreciating our
accomplishments and successes.

The Foundation team deserves all the applause

and commendations for being extremely
passionate and dedicated in all they do. I am
so proud of their integrity and commitment to
the cause of service.

“Gratitude is when memory is stored in the heart

and not in the mind.” — Lionel Hampton

With Best Regards,

Sonali Deshpande
Chairperson
Persistent Foundation
Persistent India Foundation

Learn more about Persistent Foundation:

https://www.persistentfoundation.org/

30 31
Summary of FY24 Achievements

8
new locations
Established in 2009, Persistent Foundation embodies Persistent Systems'
commitment to Corporate Social Responsibility. Since its inception, Persistent
Systems has donated 1% of its profits towards social causes until 2013.
Thereafter, we have been donating 2% of our profits. The Foundation's initiatives

68
target specific community needs in Pune, Nagpur, Bangalore, Hyderabad,
and Goa, with a focus on Health, Education, Community Development, and
Preservation of Heritage and Wildlife.
impactful projects
completed The Foundation provides support to medical services, bridges learning gaps,
aids in income generation and entrepreneurship, and more. Our interventions
evolve with changing needs, such as the integration of COVID-19 relief work
during the pandemic. The Foundation works in solidarity with communities,
encouraging self-reliance by involving community members in project planning

65
and execution. Collaborations with government authorities, NGOs, hospitals,
schools, and other relevant organisations help maximise impact. Persistent
employees have contributed over INR 90 lakhs in donations and 4,000 hours
implementing partners of valuable time, playing a tremendous role in the Foundation's success.

After 15 years of successful CSR interventions, the Foundation's resolve

to empower communities and foster sustainable development remains

29,927
unwavering. With a continued commitment to its core thrust areas and the
addition of a new vertical, Preservation of Heritage and Wildlife, the Foundation
aims to create a lasting impact and empower communities to thrive.

individuals postively impacted

42,717
lives benefited

32 33
 Education

Persistent Foundation is dedicated to nurturing and empowering young

minds by providing top-notch education and enhancing infrastructure,
all in the pursuit of a brighter future. In FY 2023-24, the Foundation
spearheaded 26 impactful initiatives, benefiting 25,169 individuals, with
19,060 unique beneficiaries. Furthermore, the Foundation succeeded
in establishing 33 valuable partnerships to further its mission.

Flagship Project:

Kiran Girls Scholarship and Mentoring Programme

The Kiran Girls Scholarship and Mentoring Programme, Persistent Foundation’s flagship
educational initiative, is making a massive difference in the lives of girls and young women.
Implemented at four locations in partnership with the Foundation, the programme has
already benefited 150 girls with the support of 106 mentors.

Notably, the daughter of a security guard employed with Persistent Systems has also
become eligible for this life-changing scholarship. In terms of placements, 44 students
have graduated, with 30 already securing positions and more placements in progress.

The success stories include a student securing a lucrative INR 20 L package

from J.P. Morgan, while the lowest package stands at INR 3.5 L.

Additionally, three Pune Kiran Scholars have found placement in Persistent Systems,
highlighting the programme's effectiveness.

34 35
 Health
The Foundation continues to make a tremendous impact on the lives
of children and the elderly by providing crucial healthcare support and
creating healthier and happier communities. Throughout the year, the
Foundation initiated 16 impactful healthcare projects, benefiting a total of
8,232 individuals. These initiatives were made possible through the strategic
establishment of 17 partnerships with various esteemed organisations.

Flagship Project:

Support for Facial Cleft and Palate Surgeries

Our flagship project focused on providing vital support

for facial cleft and palate surgeries, which were
successfully implemented at eight different locations,
reached a total of 1,014 patients. One of the key partner
organisations involved in this noble endeavor was
Akhila Bharatha Mahila Seva Samaja (ABMSS).

Persistent Foundation was honoured with the

Award for Excellence in Health Facilities for
the Underprivileged at the prestigious
Act of Compassion Awards 2024,
recognising its invaluable work in providing
life-changing facial cleft and palate surgeries
to underprivileged children.

36 37
 Community Development

In FY 2023-24, the Foundation passionately led sustainable initiatives

for water conservation, green energy, and livelihood support to
create a positive societal impact. We have successfully implemented
20 initiatives, benefiting 7,316 individuals, including 1,635 unique
beneficiaries. Additionally, we have forged partnerships with 11 like-
minded organisations, amplifying our efforts for a better world.

Flagship Project:

Watershed—Integrated Development

The Government of Maharashtra launched the “Jalyukt Shivar Yojana” project

to make the state drought-free by 2019, involving deepening streams, constructing
dams and farm ponds, and harvesting rainwater. Persistent Foundation collaborated
with authorities and NGOs to implement watershed projects in identified villages.
These projects involved desilting streams, constructing check dams, and
excavation work, fostering stakeholder engagement through participation.

The implementation led to water budgeting, economic stability, crop diversification, and
improved agricultural production for villagers. It strengthened soil and water structures
downstream. Additionally, it improved villagers' health, reduced women's daily labour
burden, enabling them to focus more on farming. The project facilitated behavioral
changes among villagers towards water conservation and management. Increased access
to water has enabled farmers to diversify crops and improve agricultural production.

38 39
 Employee Engagement
in CSR Activities
Persistent Foundation utilised 100%
of funds against donations received.

5,613
total donors

INR 79.87
Lakhs
donated

Preservation of Heritage and Wildlife

8,118
volunteers
Persistent Foundation is deeply committed to the preservation of cultural
heritage, the mitigation of human-animal conflicts, and the conservation
of biodiversity to ensure a harmonious co-existence. This multi-faceted
approach involved the implementation of six specific initiatives, each 11,388
tailored to address unique challenges and opportunities. The combined volunteering hours
efforts directly impacted a total of 2,000 individuals, with 1,000 unique
beneficiaries benefiting from these initiatives. Moreover, the Foundation
actively sought and established four strategic partnerships with like-minded
organisations and stakeholders to further amplify its impact and reach.

40 41
 Client Resilience and Success
The Persistent Way allows our clients to thrive during

challenging times. For modern enterprises, success in

a changing digital world means building resiliency into

their business operations and IT systems, allowing them

to function more efficiently and deliver new products and

services more quickly. We bring our own best practices and

learnings as a future-ready company to our wide range of client

engagements. We help healthcare providers improve patient

experiences, use clients’ data and our unique AI solutions

to enhance employee engagement, and create distinct

customer-focused platforms for financial institutions. Our client

collaborations are based on trust, confidence, and a relentless

pursuit of excellence.

Learn more about our client successes:

https://www.persistent.com/client-success/

42 43
 With a promise of enabling everyone to live their lives to the fullest,
Persistent believes in the power of technology to redefine healthcare.
When a global healthcare and MedTech leader needed a robust solution
to manage and integrate patient data to respond to inquiries more quickly,
we helped the provider build a cloud-based data integration platform using
Amazon Web Services (AWS) and Snowflake to offer personalised solutions
for improving the quality of care.

Our client, on a relentless mission to deliver positive patient outcomes, needed

to integrate data from multiple sources. The company's existing system was
fragmented, causing delays and inaccuracies in data processing, ultimately
impacting its ability to respond to customer needs better and faster.
The healthcare major required a robust solution to centralise and manage
its data efficiently.

As an AWS Advanced Consulting Partner, we worked with the client

organisation to set up an AWS-based Snowflake environment to facilitate
the intake, consolidation, and transfer of data inputs from multiple source
systems. AWS provided the foundation for seamless data processing,
while Snowflake offered a scalable platform for data integration.

We designed a data pipeline to enable a consolidated view of required data

to better forecast demand based on advanced surgery scheduling. We also
ensured that the centralised data warehouse was capable of handling large
volumes of diverse data in real time.

Since this data contained surgical case details, we set up appropriate Identity
Access Management and rules-based access control for user authentication
and authorisation policies. To maintain consistent security standards for the
further use of this data, we established procedures, documentation, and
guidelines for the healthcare data platform team to follow.

By eliminating manual consolidation efforts with automated data inputs, the

Empowering a Global Medtech client significantly enhanced productivity. The timely access to accurate, critical
surgical case data not only improved forecasting but also accelerated surgical

Leader with Data to Accelerate

lead times. Real-time access to patient information empowered the healthcare
company to provide quicker and more personalised responses to customer
inquiries, directly benefiting the health and well-being of hundreds around the world.

Patient Recovery
44 45
 Eco-sustainability is a paramount issue worldwide, and not only do we actively
promote sustainable practices in our business, but we also work with clients that
do the same. For one client, a leading French transnational company overseeing
water, waste, and energy management services, operational inefficiencies and
outdated IT systems were impacting its eco-sustainability mission and growth.

Specifically, our client needed targeted IT and operations remediations to improve

customer reach and time-to-market, based on creating a data-driven culture
internally for greater visibility into its daily digital operations. This is where we
intervened with a tailored approach to unleash efficiencies, utilising a Digital-
First/Front-To-Back model to help our client execute critical transformations.

Our journey began with a comprehensive analysis of the client’s infrastructure and
processes. We mapped business processes with digital workflows to create seamless
user experiences, reduce turnaround times and improve operational efficiencies.

Armed with a front-to-back digital transformation roadmap, we engineered an

application stack hosted on Amazon Web Services to build interoperability with
internal and external systems and streamline activities such as invoice generation,
accounts payable, and report generation. Powering these applications was a unified
data platform that sourced relevant data from internal systems and validated data to
create a single source of truth.

At the front end, we re-engineered the client’s product landscape with a customer-
facing mobile application and a web portal that served as a primary communication
channel, which, when fed into revamped internal processes, accelerated support
resolutions and improved service delivery.

Through our work, the client achieved a 10% boost in productivity by streamlining
general and administrative tasks. Operational efficiencies generated a 20% increase
in revenue, and the company slashed total optimisation costs by 30% through a
cloud-hosted application stack. The intuitive digital interfaces improved overall
service quality with timely prompts on activities such as waste collection and
customer support. All these led to a substantial improvement in brand recall with

Promoting a Sustainability Mission

end customers and strengthened the client’s position as a leading ecological
solutions provider.

Through Digital Transformation

46 47
 For more than 30 years, we have reaffirmed our commitment to enhancing human
lives through technology. With our expertise in advanced data analytics, we empower
healthcare professionals to make informed decisions, ensuring timely and effective
treatments. When New Jersey's largest hospital chain wanted to benchmark and
enhance care quality, we collaborated with our client to transform vast amounts of
data into actionable insights for better patient outcomes.

Working with 18 network hospitals, 7,000 doctors and 500+ patient care locations,
the hospital system needed a rigorous solution to aggregate, analyse, and benchmark
patient care data from multiple sources. This was crucial for improving operations by
connecting financial performance with patient outcomes and identifying areas of
improvement to ensure high-quality care across its numerous facilities.

Persistent worked to migrate the client’s on-premises data centre to Google Cloud
Platform’s (GCP) BigQuery for scalability, performance, and reliability. The platform
integrated diverse data streams, enabling real-time analytics and reporting. Leveraging
GCP's scalable infrastructure and our expertise in data solutions, the hospital chain
could seamlessly process and analyse large volumes of data, providing valuable insights
into patient care metrics.

Persistent’s GCP-backed analytical backend profoundly impacted the hospital's ability

to deliver high-quality care — and by extension, patients’ lives. By providing healthcare
professionals with real-time access to critical data, we enabled more informed decision-
making on physician performance, patient outcomes, and hospital care quality. Clinicians
could quickly identify trends, monitor patient outcomes, and implement necessary
interventions to improve care quickly.

This data-driven approach also allowed hospital administration to benchmark performance

and identify gaps around care demand and physician availability, ensuring continuous
improvement in service delivery. As a result, patients received more timely and effective
treatments, enhancing their overall healthcare experiences.

Elevating Care and Improving

With the new data analytics platform, the hospital system outperformed leading healthcare
indices at the state level. The ability to benchmark and monitor care in real time led to better
patient outcomes, increased operational efficiency, and improved care outcomes. Our

Patient Outcomes with collaboration allows the hospital system to better execute on its primary mission —
to serve and provide care for its patients and communities.

Data and Cloud

48 49
 In sports, where swing speed or angle can alter a game's outcome, mastering
the right form and technique as a player is paramount. Athletes — whether
amateur, collegiate, or professional — dedicate years to perfecting these skills.

Our client, a California-based company, stands out in the sports industry by

providing unique analyses, performance insights, and training recommendations
for athletes based on motion-capture and biometrics technologies. During the
past decade, our client has amassed data from 300 million swings, enabling it
to offer personalised recommendations through its custom solution to players,
parents, and professional coaches.

The client wanted to extend its innovation and offer point recommendations and
additional details via a Generative AI (GenAI) interface. The company needed a
strategic partner with extensive know-how in operationalising GenAI systems and
data analytics expertise. AI and data are at the core of Persistent’s product
engineering DNA, with accelerators to supercharge GenAI application
development from the get-go, which made us the ideal partner for this client.

Extending the client’s current investments in Amazon Web Services (AWS), we

leveraged our intimate knowledge as a tier-1 partner of AWS's data architecture,
AI stack, and GenAI services to speed up the development process — from proof
of concept to production cycle — for our client.

Our data scientists transformed the client’s raw data into valuable insights, utilising
Amazon SageMaker, AWS’s machine learning model platform, for data wrangling
and performance benchmarking based on player profiles. We also ensured data
security by configuring Amazon DynamoDB to comply with the client's internal
guidelines. Then we used Amazon LangChain, AWS’s open-source framework for
building applications based on large language models (LLMs), to tie it all together.

As a tier-1 partner, we had early access to AWS’ entire GenAI stack, including
Amazon Bedrock, Titan, and AI21 Labs’ Jurassic foundation models, which provided

Enabling Superior Athletic

our client with an invaluable head start to launch its use case, one that is
fundamentally transforming its business model with a fully scalable and distinctive
offering. The company’s solution is also aiding athletes with their performance at
all skill levels, with enhanced coaching strategies for skills improvements so they
can achieve their peak performance goals.
Performance with Generative
AI-Powered Insights
50 51
 In the private equity world, insights are born from a team-first approach, with
analysts and decision-makers sharing perspectives, best practices, and operational
reports on financial performance and potential investments. Our client, a private
equity firm that invests in mid-market software, data, and analytics companies,
lacked a platform for internal stakeholder interactions, leading to friction in
developing team-based business insights. The company also needed to share
operational reports with senior executives of its subsidiary companies. As a
solution, the firm’s Chief Technology Officer decided to utilise an AI-driven
collaboration platform.

Persistent developed a Microsoft-powered employee collaboration and knowledge

management app that utilises an AI-powered chatbot to deliver actionable business
insights. As the client’s trusted partner, we deliberately selected Microsoft SharePoint
and Microsoft Power Apps as the primary collaboration platforms. These solutions
allowed high degrees of flexibility as we built an internal intranet for efficiently
managing and sharing files. Moreover, SharePoint allows the client to create web
pages and document libraries as needed, as well as share videos, news, and updates,
while Power Apps constructs automated workflows and dashboards that can be
quickly connected to multiple data sources.

Our chatbot app, powered by Microsoft Azure OpenAI and Azure AI Search
(formerly CognitiveSearch), which provides secure information retrieval at scale
over users’ applications, stands out with its ability to intelligently process and
catalog vast amounts of business information. This unique feature enhances user
experiences by providing key phrase extraction, optical character recognition,
and role-based access control per our client's requirements. We also deployed
Azure Application Insights, an analytics service that vigilantly monitors the
performance and usage of live web applications.

The firm is already experiencing the benefits that AI can bring in collaboration,
registering increased productivity and enhanced user experiences, with a

Building an AI-Driven Employee minimum of 80% accuracy in chatbot answers to complex inquiries. All these
factors are allowing the firm to make faster and better investment decisions

Collaboration Platform for

enabled by AI-powered data information sharing.

a Private Equity Firm

52 53
 Healthcare is one of the most highly regulated sectors, with compliance procedures
that require meticulous adherence to rules and specifications for companies throughout
the healthcare industry. Our client, an American multinational healthcare corporation
with a vast portfolio of products and services for the consumer, pharmaceutical, and
medical device markets, knows this first-hand. The corporation’s Technology Services
(TS) organisation works across 65 workgroups to create anywhere from 10,000 to 12,000
statements of work (SOWs) and proposal documents each year.

Our client was dealing with processes that were manual, high-touch, and inefficient, with
dispersed knowledge across multiple disjointed sources. When combined with such high
volume and demand for SOWs and proposals, the inefficiencies dragged on the company’s
productivity, and on the TS group’s ability to deliver business value. To accelerate the
process of designing proposals and solutions for upcoming business requirements, the
client wanted to build a Generative AI-based TS Copilot platform that would automate
responses by tapping into historical sources of knowledge, service, and application catalogs.

The client turned to Persistent as its trusted partner to build the GenAI-powered platform
and streamline proposal and solution creation. The Copilot platform taps into various data
sources, including service catalogues, application and component inventories, and other
knowledge sources. Using playbooks based on previous SOWs and proposals, the Copilot
leverages virtual agents powered by large language models (LLMs) to guide users in
step-by-step journeys from business requirements to proposals. The Copilot platform
also interacts with predictive models to estimate proposed solutions' timelines, personnel
requirements, and costs. Using past solution diagrams and descriptions, the platform
generates all this information for new business requirements using multi-modal LLMs.

Positive outcomes came quickly. Our collaborative solution, powered by GenAI, reduced
human touchpoints in proposal creation by 70-80%, and accelerated proposal response
time by an astounding 90%. In practical terms, these results mean that the corporation
can capitalise quickly on opportunities that lead to growth and value. What’s more, from

Accelerating Business Value

a technology perspective, our client’s disparate data sources and technology assets are
now integrated into a single source of truth, which positions the company for even greater
future success.

with Generative AI for

a US Healthcare Leader
54 55
 Competition to attract online consumers never ends, especially with such a variety
of choices, styles, and brands available worldwide. To stay ahead, e-commerce
brands must constantly reinvent and transform, not only in how quickly they present
and offer new goods and services externally, but their internal applications and
processes. Our client, one of the top 10 global e-commerce leaders offering home
furnishings, decor, home improvement solutions, housewares, and more, partnered
with Persistent to drive some of its most critical digital transformations to date.

To contend with stagnant revenue growth and rising competition, our client wanted
to optimise costs, transform its legacy monolithic applications, and improve inefficient
end-to-end engineering processes. The company turned to us because of our ability
to manage multiple IT-driven tracks quickly and simultaneously, including SupplierTech,
Infrastructure and Platforms, MarTech, SearchTech, Fintech, SalesTech, OrderTech,
Supply Chain Tech, and more.

Persistent stepped in to accelerate the client’s digital transformation journey, enabling

it to save costs and unleash operational efficiencies. Given our expertise in Digital
Engineering, we set up a dedicated Global Technology Centre in India, assembling
experienced and proven teams for feature development and product engineering.
We leveraged the Google Cloud Platform native services to accelerate cloud
enablement, infrastructure modernisation, and data migration.

We were also responsible for product management, architectural guidance, and

delivering required artifacts for each track. We took end-to-end ownership of
47 products across eight technology tracks: Storefront, SearchTech, MarTech,
Fintech, SalesTech, OrderTech, Supply Chain Tech (including Nexus WMS),
Infrastructure, and Platforms. We worked with the client to analyse and resolve
the technical debt and ensured the smooth transition of 350+ engineering roles
from the incumbent onshore teams spread across 60+ tracks.

Our wide-ranging collaboration with our client is driving new levels of success.
During a three-year period, the company registered more than $70 million in cost
savings, a 40% improvement in developer productivity, and an acceleration of new
product releases from three months to just four weeks. Through this collaborative

Transforming Time-to-Market for

transformation, our client is more efficient and better aligned to handle whatever
competitive and market dynamics come into play.

a Global E-Commerce Leader

56 57
 Global industry leaders understand the importance of Territory Management
processes — ones that sellers utilise to prioritise and manage customers and
prospects — in driving accurate sales, managing accounts, and ensuring
sustainable growth. Our client, a top consumer electronics company and a
globally renowned brand, previously relied on outdated legacy systems for
territory and account data. This approach involved multiple manual processes
and provided limited visibility into historical data for valuable insights and
account planning. Consequently, this hindered overall system management,
restricted territory planning and modeling capabilities, and ultimately impacted
efficiency, productivity, and sales performance.

Persistent partnered closely with the client to leverage Salesforce's Enterprise

Territory Management, establishing a unified source of truth for sales territory
and account data. The platform housed master data for accounts and sales
coverage planning, eradicating data redundancy and manipulation. It was
designed to enable audit logs on territories, accounts, and user assignments,
with both automated and manual assignment functions available. With this
innovative solution, users can exploit swiftly generated "what-if" scenarios
for territory modeling using the Territory Planning tool while benefiting from
reduced complexity in managing territory assignments.

Currently, more than 1,000 users access the solution developed by Persistent
and Salesforce to enhance Territory Management. We implemented the solution
in eight additional regions following initial success in the US and Canada. Users
can now create, design, and assign territories in a logical and scalable manner,
providing a more holistic approach to effective sales and account assignment
and coverage. Furthermore, the solution offers advanced capabilities in tracking,
reporting, historical data analysis, and ROI assessment of territory performance
across 10 regions and more than 200 territories.

As a result, the client experienced a remarkable surge in sales. By strategically

aligning territories and allocating resources efficiently, the client could tap into
new revenue streams and capitalise on growth opportunities. Additionally,

Creating Revenue, Growth, and

streamlined processes and optimised resource allocation minimised overhead,
driving down costs while maintaining high performance. Our solution didn't just
improve the bottom line; it enhanced the productivity of the client's sales teams
with clear territory assignments and efficient workflows. With better territory
management, the client could offer more personalised and prompt service,
Partnership Opportunities for
a Premier Global Brand
strengthening customer loyalty and satisfaction.

58 59
FY24 Awards and Analyst Recognitions

Persistent named Sandeep Kalra recognised Persistent included Persistent named Persistent named a Persistent listed on the
as “Most Promising as the Best CEO in the in three prestigious a Challenger in Leader in Everest Group’s 2023 Constellation
Company” of the Year IT and ITeS category capital market indices: the 2023 Gartner® Talent Readiness for ShortList™ for AI
at CNBC-TV18’s India by Business Today MSCI India Index, S&P Magic Quadrant™ Next-Generation Services: Global
Business Leader Awards BSE 100 and S&P BSE for Public Cloud IT IT Services PEAK
SENSEX Next 50 Transformation Services Matrix® 2023

Persistent won the Persistent achieved three Persistent named the Persistent named a Top Persistent named Persistent named a
Golden Peacock GUINNESS WORLD fastest-growing IT 15 Engineering Services a Leader in ISG Leader in the Salesforce
Award for Excellence RECORDS titles Services brand in India Provider in the Everest Provider Lens™ Digital Ecosystem Partners 2023
in Corporate in the Brand Finance Group 2023 PEAK Matrix® Engineering Services ISG Provider Lens™ Study
Governance for 2023 India 100 2023 Report Engineering Services Quadrants U.S. 2023
(ES) Service Provider
of the Year™ Awards

Persistent won four Persistent featured Persistent cited as Persistent named a Persistent awarded Best Persistent named
2023 ISG Star of as a Generative AI a Leader in Everest Leader in the 2023 IDC Enterprise Services a Leader in the Analyst
Excellence™ Awards Leader in HFS Horizons: Group’s Data and MarketScape for Software Vendor by Constellation Services 2023 ISG
recognising the highest Generative Enterprise™ Analytics Services for Engineering Services Research in 2023 Provider Lens™ Study
standard of Customer Services 2023 Report Mid-Market Enterprises
Service Excellence PEAK Matrix® 2023

For more information, visit: https://www.persistent.com/awards-and-recognitions/

60 61
Innovation for Resilience and Excellence
Innovation at Persistent takes many can maintain their industry leadership

forms — and all our efforts are aimed and delight their customers.

at generating new breakthroughs and From new customer experiences

growth for our clients. in banking and insurance to clinical

trial operations in life sciences to

We leverage our industry-leading
patient-centric services in healthcare,
IP, accelerators, and frameworks to
our innovation impacts lives and
develop scalable enterprise-ready
livelihoods every day.
solutions that help our clients ride

out turbulent market forces and grow This past year, we focused our

stronger and more resilient than ever. innovation heritage on bringing

We work with hyperscalers and our our decades of AI experience to

specialised cloud units to leverage the forefront with reimagined and

skills, expertise, and best practices new capabilities and solutions that

for clients’ infrastructure optimisation accelerate enterprise AI adoption in

and cloud migration projects. software development, customer

With our product engineering service, and other critical areas.

mindset, we collaborate with clients

With each innovative discovery
to capitalise on those investments by
we make by collaborating with our
securely integrating their data and
clients, we showcase our unique
enabling new applications and
market advantage and technical
digital services.
prowess that continues to propel

We create industry-specific use cases our growth and success.

across our core verticals so our clients

62 63
 Persistent.AI
AI is in Persistent’s DNA.

AI is powered by data, and as a company founded

on expertise with data systems, we’ve been

working in AI, machine learning, and analytics for

decades — which is why clients and partners turn

to us as the AI ecosystem provider of choice.

Backed by market-leading offerings and

groundbreaking innovations, we’re uniquely

positioned to work with enterprises on their AI

roadmaps, strategies, and projects.

With more than 16,000 AI-trained technical and

sales professionals, we’re recognised as a Leader

in Everest Group’s recent Talent Readiness for

Next-Generation IT Services PEAK Matrix® report

for the future-ready skills of our global team and

our comprehensive skilling programmes.

We’ve unified all our AI capabilities and initiatives

under a singular, differentiated banner:

Persistent.AI.

Learn more about our Persistent.AI.:

https://www.persistent.com/ai/

64 65
 ExtenSURE.AI

ExtenSURE.AI is our Generative AI-powered, \ Imagine

end-to-end product engineering framework. Visualise new products and
It’s supported by rich partnerships and strategise an execution roadmap
our own accelerators and is accessible for accelerated turnaround.
by every developer within Persistent
to deliver ongoing value to clients. \ Engineer
Build end-to-end cloud-native
For more than three decades, Persistent has products, leveraging in-house
empowered enterprises to stay competitive accelerators and Persistent Intelligent
and grow with groundbreaking products Cloud Automation Stack (PiCAS).
and our unmatched expertise. Our home-
grown accelerators in ExtenSURE.AI fast- \ Reimagine
track every stage of the product engineering Extend enterprise product shelf
lifecycle — from experience design to life with cloud-native architectures
product development, deployment, and new technologies.
SASVA TM
maintenance, and sustenance — unlocking
synergies, efficiencies, and opportunities. \ Sustain
SASVA™ is a manageable and secure \ Multidimensional Knowledge Base We expedite our clients’ journey from Extract value from mature product lines
AI solution that solves complex and Build robust repositories providing insights, prototype to product with extensive domain using modern engineering techniques.
specialised enterprise use cases. It recommendations and code generation. expertise and a practitioner-led approach,
revolutionises software engineering delivering impact across business, customer
with an AI-powered platform \ Training Models experience, and digital transformation.
leveraging large language models Evolves private fine-tuned large and
(LLMs) and machine learning. small language models, models, base Learn more about ExtenSURE.AI: https://www.persistent.com/ai/extensure-ai/
LLMs, and ML models on complex
SASVA™, when embedded into software enterprise use cases for better
engineering, drives enhanced efficiency management, performance, and cost.
and agility for organisations across
industries by automating and optimising \ Theme-Based Releases
the software engineering lifecycle while Integrate with enterprise tools to adopt
ensuring security, privacy and compliance. a holistic approach for release planning and
It seamlessly integrates with enterprise execution based on security, performance,
tools, offering a structured and cohesive upgrades, features, and more.
project workflow that spans multiple
areas: project planning, automated code \ Tech and Security Debt Reduction
generation, review requests, validation, Address debt through ongoing learning
release management, and more. and high-quality code generation with
improved security and performance.

Learn more about SASVA™: https://www.persistent.com/ai/sasva/

66 67
 Persistent iAURA

Businesses need to make fast and

efficient decisions based on data
to stay ahead of the competition in
the AI era. Persistent iAURA offers
AI-powered data solutions, such
as data insights, data migration,
DevOps for machine learning and
AI, and Data Foundry. With our
solutions, companies transform
into AI-driven enterprises.

Insights

\ Enterprises converse with their databases

guided chat-bot interfaces to process
data, generate charts and reports, and
find outliers from data sources.

\ Chat-bot interfaces powered by Data Ops

large language models (LLMs) and
\ Automated data profiling and rule
Retrieval-Augmented Generation
recommendations using machine learning.
(RAG) extract entities and enable
semantic document library searches. \ Data reconciliation on data sources
Persistent GenAI Hub such as transactional databases.
Migrate
Enterprises want to take advantage of more efficient, and secure GenAI \ Detection of frequency and volume
Generative AI’s immense potential — but experiences at scale, using Responsible \ Accelerated business intelligence migration anomalies through unsupervised
they need to act fast. More importantly, AI principles. Enterprises can access using Generative AI-enabled tools. machine learning.
they don’t want to start from scratch — GenAI utilising different large language
\ Data warehouse migration and inventory \ Data and image generation for structured
they want to layer in and integrate new models (LLMs) and their preferred
assessments powered by GenAI. and semi-structured data as well as images.
GenAI-powered capabilities across previous cloud infrastructure, without being
investments and applications to create tied to one provider, and connect it \ Machine learning/GenAI-based Data Foundry
the next generation of digital services. with their current assets and pre-built rationalisation frameworks
\ A managed enterprise cloud data platform
accelerators. The Persistent GenAI Hub for report inventories.
that brings together cloud analytics,
We created the Persistent GenAI Hub to help gives enterprises a complete platform
\ Extract, Transform, Load (ETL) migration Data Ops, governance, security, and
enterprises transform faster with GenAI. Our and roadmap to quickly develop and
from legacy tools to modern platforms. cost management under one solution.
platform allows businesses build faster, launch new AI-powered services.

Learn more about Persistent GenAI Hub: https://www.persistent.com/ai/persistent-genai-hub/ Learn more about Persistent iAURA: https://www.persistent.com/ai/persistent-iaura/

68 69
 Persistent
Consulting
Persistent Consulting capitalises on

our decades of Digital Engineering

leadership to deliver actionable

roadmaps for tech-led digital

transformations and practical

approaches for enabling change

with our clients. Spearheaded by

a seasoned team that taps into the

collective expertise of our 23,000+

global technology leaders, Persistent

Consulting is a strategic ally to help

enterprises map business value to

corporate priorities and technology

investments such as AI, analytics and

product development. We match

the right technologies to enterprise

challenges to power innovation, new

business models and growth.

70 71
 Our Consulting Offerings

Innovation Strategy Experience Transformation

Creating curated strategies to stay Reinventing how businesses interact
competitive, adapt to changing market and connect with customers,
dynamics, and foster an innovation culture. employees and global stakeholders.

Next-Gen Business Transformation Change Transformation

Evolving and optimising enterprises Managing the human side of change
by driving efficiency, agility and to ensure smooth transitions minimise
resilience to meet market demands. hurdles and maximise engagement.

Our Consulting Principles Learn more about Persistent Consulting: https://www.persistent.com/services/consulting/

We uncover business value, drive transformative change, and create immersive and impactful
new-world user experiences by applying the latest tech and a Digital Engineering approach.

We are innovation champions who want to collaborate with global brands, identify
pockets of untapped potential and remove roadblocks to business innovation.

We drive sustainable change throughout industries by redefining business

models and strategies for growth and competitive differentiation.

72 73
 IP, Accelerators and Marketplace

Our clients value speed and time-to-market When making critical technology
as key factors for their success. Persistent investments, enterprises and ISVs turn to
constantly creates new innovations and IP Persistent, with our decades of experience,
to help clients speed up cloud migration, for guidance on which technologies,
AI use case development, enterprise products and providers are best suited for
modernisation, and product development their strategic goals and IT initiatives. The
— all a reflection of our market leadership. Persistent Marketplace is a live repository
of enterprise-tested and ready-to-use
We have a diverse collection of Frameworks
APIs, products, solutions, accelerators,
and Accelerators that our experts use in
automations, tools and more. Available
client engagements to accelerate delivery
through our website, visitors can search,
and reveal value across all our service lines,
discover and purchase digital assets to drive
technologies and industries. Offerings cover
business transformation, and developers can
AI and Generative AI-powered solutions,
find the right API to build new applications
cloud migration with our hyperscaler
and innovations. Partners and publishers also
partners, data and analytics frameworks
collaborate with us to publish their digital
for extracting new insights from massive
Persistent Open Source Hub assets, reach new customer segments and
data repositories, and various use cases
vertical industries, and drive new growth.
across banking, insurance, healthcare,
Leveraging decades of engineering expertise To opt in to tailored open source solutions,
life sciences and other industries.
and innovative technologies, Persistent offers the Open Source Hub offers two
seamless open-source security and integrity subscriptions. One subscription service
Learn more about Persistent Marketplace: https://www.persistent.com/marketplace/
with Persistent Open Source Hub. Through provides timely alerts and support for
our subscription-based service, enterprises available solutions with customised fixes if
accelerate their ability to optimise operations solutions are unavailable within the open
and improve efficiencies by delivering source community. The second subscription
tailored, secure, rapid, high-quality, and is a comprehensive package that provides
certified open-source fixes, ensuring security, end-to-end automated deployment of
high performance, and project compatibility. solutions, streamlining implementation.

Clients register to access a range of offerings From scaling software upgrades to

— from a complimentary project assessment keeping them up-to-date, Persistent
to premium subscriptions. The complimentary serves as enterprises’ dedicated open
option provides valuable insights and source team and knowledge hub,
recommendations on potential project providing open source solutions tailored
vulnerabilities and areas of improvement. to every project’s unique needs.

Learn more about Persistent Open Source Hub:

https://www.persistent.com/services/persistent-open-source-hub/

74 75
 Partnering for
Future-Ready Solutions
Our strategic relationships with leading

hyperscalers and other ecosystem partners

are a testament to our commitment to

building resilient and future-ready solutions

in a rapidly transforming technology

landscape. These collaborations enable

us to deliver innovative and scalable client

solutions in cloud, AI and Generative AI, data

and analytics, and industry-leading software

development. In addition to our longtime

alliances, we’ve established new partner

relationships that have been a strong catalyst

for our market-leading growth. Through all

our partnerships, we empower our clients to

harness the full potential of cloud, data, and

AI to unlock new business models, modernise

infrastructures, increase business agility, and

accelerate time to value.

Learn more about our partners:

https://www.persistent.com/partner-ecosystem/

76 77
AWS
As an AWS Premier Partner with more than 12 years of collaborative

expertise, Persistent commands a vast team of 2,500+ practitioners and

delivery professionals providing a range of offerings, including Application

Migration and Modernisation, AI and Machine Learning, Data and Analytics,

Managed Operations, Cloud Native Development, and Security and

Identity Access Management. With 1,350+ certified professionals and an

impressive track record of 150+ engagements, our unwavering commitment

to excellence with AWS is unmistakable. Earlier this year, we expanded our

AWS relationship to adopt Amazon CodeWhisperer and Amazon Bedrock

to drive developer productivity and accelerate Generative AI adoption.

Partnership Duration Partnership Status

12+ years Premier/Strategic Collaboration Agreement

No. of Practitioners & Offerings & Managed Services

Delivery Professionals Application Migration and Modernisation,
2,500+ AI and Machine Learning, Data and Analytics,
Managed Operations, Cloud Native Development,
Security and Identity Access Management
No. of Certifications/
Certified Professionals
1350+ Partner-related PR/announcements made in FY24
Persistent Expands Relationship with AWS
to Adopt Amazon CodeWhisperer
No. of Engagements
Persistent Announces Strategic
150+
Collaboration Agreement with AWS
to Accelerate GenAI Adoption

For more information, visit: https://www.persistent.com/partner-ecosystem/aws/

78 79
Google
Persistent and Google have fostered a dynamic relationship for more

than a decade, one that was recently strengthened through a Strategic

Partnership Agreement. With a team of 225+ practitioners and delivery

professionals, Persistent offers a comprehensive suite of Google Cloud

offerings spanning Data and AI, Infrastructure, Applications, Engineering,

and Managed Services. Boasting 1,600+ certifications and experience with

550+ engagements, Persistent is at the forefront of driving Google Cloud

innovations and delivering partnership excellence. Recent achievements,

including the launch of a suite of Google Cloud-powered Generative AI

solutions and recognition as Google Cloud Partner of the Year, underscore

the depth and success of our collaborative alliance with Google.

Partnership Duration Partnership Status

10+ years Global Systems Integrator (recently signed
Strategic Partnership Agreement)

No. of Practitioners &

Delivery Professionals Offerings & Managed Services
225+ Data & AI, Infrastructure, Applications,
Engineering and Managed Services

No. of Certifications/
Certified Professionals
Partner-related PR/announcements made in FY24
1,600+ certifications
Persistent Launches Generative AI Solutions
in Partnership with Google Cloud
No. of Engagements
550+

For more information, visit: https://www.persistent.com/partner-ecosystem/google/

80 81
IBM

As a Platinum Business Partner for the last two years, Persistent shares a strong

21-year relationship with IBM. With more than 1,500 practitioners, Persistent

offers a range of services, including reselling, system integration, professional

services, and managed services across various IBM products. Backed by

400+ badged team members and 40 proficient individuals, Persistent has

successfully engaged in more than 50 IBM-related projects to bring new

levels of innovation and value to our diverse client base. Our IBM partnership

underscores our shared vision of transforming enterprises for sustainable growth.

Partnership Duration No. of Engagements

21 years of engagement 50+ including Resell,
8-year partnership ESA, PES, and more
Two years as
Platinum Partner

Partnership Status
Platinum Business
No. of Practitioners &
Partner
Delivery Professionals
1,500+

Offerings & Managed Services

Resell, System Integration,
No. of Certifications/
Professional Services, Managed
Certified Professionals
Services for large set of products
400+ Badged Team
Members

40 Proficient Individuals

For more information, visit: https://www.persistent.com/partner-ecosystem/ibm/

82 83
Microsoft
With a longstanding partnership of more than 32 years, Persistent holds Solution

Partner Designation across all six major Microsoft solution areas. Leveraging a

team of 4,500+ practitioners, Persistent offers diverse solutions, including

Patient Care NXT, Service 360 and VIVA implementations. Backed by 4,500+

certifications and a remarkable track record of more than 100,000 engagements,

Persistent is a trusted Microsoft ally for driving innovation and delivering value.

Persistent was featured in Microsoft CEO Satya Nadella’s keynote during this

year’s Mumbai AI Tour event. We even got a distinguished opportunity to

showcase our cancer research platform to Mr. Nadella, amongst a few select

participants, at the Microsoft AI Tour Bangalore event. Additionally, our

SmartQMS solution was featured in an exclusive coverage in an

AI First Movers coffee table book produced by Microsoft.

Partnership Duration Partnership Status

32+ years Solution Partner Designation for all six
Microsoft solution areas

No. of Practitioners &

Delivery Professionals Offerings & Managed Services
4,500+ 15+ marketplace offers, including Patient
Care NXT, Service 360, Multiomics
Solution, Viva Implementation and more.
No. of Certifications/
Certified Professionals
4,500+ Partner-related PR/announcements made in FY24
Persistent Launches Population Health Management
Solution Using Microsoft Azure OpenAI Service
No. of Engagements
100,000+ Persistent Establishes Dedicated Microsoft
Viva Practice Integrated with Generative AI

For more information, visit: https://www.persistent.com/partner-ecosystem/microsoft/

84 85
Salesforce
With a partnership spanning more than 20 years, Persistent has established

a robust alliance with Salesforce as a Summit, ISV, and Product Development

Partner. Leveraging a team of 2,000+ practitioners, Persistent delivers

a comprehensive suite of Salesforce-based offerings, including CX

Transformation, Technology Advisory, Business Transformation and

Salesforce Cloud Implementation. With 7,600+ certifications and expertise

derived from more than 2,200+ engagements, we excel in driving

CX innovation and delivering tangible results to global organisations

across industries through their Salesforce implementations.

Partnership Duration No. of Engagements

20+ years 2,200+

No. of Practitioners & Partnership Status

Delivery Professionals Summit Partner, ISV Partner
2,000+ Product Dev. Partner

No. of Certifications/ Offerings & Managed Services

Certified Professionals CX Transformation, Technology Advisory,
7,600+ certifications CX Integration, Business Transformation,
Salesforce Cloud Implementation, CX
ROI Accelerators, Data and AI Solutions,
Managed Services (MuleSoft, nCino)

For more information, visit: https://www.persistent.com/partner-ecosystem/salesforce/

86 87
OutSystems
For seven years, Persistent has fostered a robust and enduring partnership

with OutSystems, a pioneer in low-code software development platforms,

attaining esteemed Premier status. The team, including 180 OutSystems

practitioners and 260+ delivery professionals, specialises in providing a range

of innovative solutions, including AssistX, Digital Front Door and Revenue Cycle

Optimisation. With 241 certified professionals and 627 certifications, Persistent

successfully engaged in more than 35 projects during the year, demonstrating

our expertise and unwavering commitment to driving client value. This enduring

partnership underscores Persistent's dedication to delivering industry-

leading solutions and spearheading digital transformation across industries.

Partnership Duration No. of Engagements

7 years 35+

No. of Practitioners & Partnership Status

Delivery Professionals Premier
Projects Team: 260+
Practitioners: 180+
Offerings & Managed Services
No. of Certifications/ AssistX, Digital Front Door, Digital Bank in a Box,
Certified Professionals Loan Origination, eKYC, Pitchbook,
627 certifications Revenue Cycle Optimisation

For more information, visit: https://www.persistent.com/partner-ecosystem/outsystems/

88 89
Snowflake
Persistent’s robust five-year relationship with Snowflake, a leading data

management and analytics provider solidifies and enhances our position

as a premier provider of data and analytics solutions. Snowflake’s team of

more than 400 dedicated practitioners and delivery professionals offer

market-leading solutions such as Persistent iAURA, which reimagines

enterprise data management through AI and machine learning. With 82

certifications and a proven track record of more than 20 engagements,

Persistent is committed to delivering excellence and driving forward

efficient and optimised data management. Recent milestones with

Snowflake and the introduction of iAURA demonstrate their role as a trusted

partner, empowering organisations to harness the true power of data.

Partnership Duration Partnership Status

5+ years Premier Services Partner

No. of Practitioners & Offerings & Managed Services

Delivery Professionals Persistent iAURA
400+

No. of Certifications/ Partner-related PR/announcements made in FY24

Certified Professionals Persistent Achieves Premier Services
82 Partner Status with Snowflake

Persistent Transforms Enterprise

No. of Engagements
Data Management with iAURA
20 and Growing

For more information, visit: https://www.persistent.com/partner-ecosystem/snowflake/

90 91
Zscaler
Persistent recently achieved the Zenith Tier Partnership level with Zscaler,

a market cybersecurity and Zero Trust transformation leader, marking

a significant milestone in our year-old collaboration. This partnership

underscores Persistent's dedication to remaining at the forefront of

cybersecurity innovation and providing critical services to address evolving

threats and digital risks. With a dedicated team of 28 practitioners, Persistent

specialises in designing, deploying and implementing the Zscaler Zero

Trust Exchange platform. Backed by 178 certifications, we deliver highly

effective security solutions, and have so far engaged with clients across

15 initiatives to shore up digital security procedures and mitigate risk.

Partnership Duration Partnership Status

1+ year Zenith Tier

No. of Practitioners & Offerings & Managed Services

Delivery Professionals Zscaler Zero Trust Exchange
28

Partner-related PR/announcements made in FY24

No. of Certifications/ Persistent Systems Achieves Zenith Tier Partnership
Certified Professionals with Zscaler
178 certifications

No. of Engagements
15

For more information, visit: https://www.persistent.com/partner-ecosystem/zscaler/

92 93
The Persistent Way:
Future-Ready for Growth, Excellence,
and Prosperity
Looking back at the past year, our dedication to delivering unlimited value

to our clients is unwavering and grounded in our resilient business,

culture, and people.

By constantly pursuing innovations and leveraging the latest Digital

Engineering technologies, our global team enables transformative change,

unlocks competitive advantages, and embeds resiliency within our clients’

businesses across industries. We question the usual ways of thinking,

leading to new breakthroughs so our clients can adapt and improve

operations and enter new markets. Partners view us as change agents

that renew and advance modern enterprises, enabled by collaboration

on trailblazing solutions in AI, data, analytics, and cloud technologies.

Our ability to outperform competitors, drive growth, and enable value

is why our clients place such high levels of trust and confidence in

our relationships. We’re constantly taking on initiatives to sustain our

resiliency while simultaneously preparing for new technologies,

so we can keep our clients stay ahead of the latest market trends.

We believe more strongly than ever in The Persistent Way and its capacity

to manifest our clients’ ability to always be future-ready and succeed.

94 95
Corporate Information

96 97
Financial Highlights Financial Year ending on March 31, 2024
Financial Performance Based on consolidated figures

Total Revenue In ₹ Million Profit After Tax In ₹ Million Earnings Per Equity Share (Basic)* In ₹ Profit and Loss Statement In ₹ Million

After extraordinary items

Particulars 2023-24 2022-23 2021-22 2020-21 2019-20

98,215.87

10,934.91

72.44
Income

61.87
83,505.92

9,210.93
Revenue 98,215.87 83,505.92 57,107.46 41,878.88 35,658.08

Other Income 1,280.20 706.17 1,439.55 1,077.72 1,323.77

6,903.86

45.17
57,107.46

Total 99,496.07 84,212.09 58,547.01 42,956.60 36,981.85

41,878.88

Personnel expenses

4,506.77

29.49
71,102.40 60,121.66 42,567.28 30,721.67 25,475.34
35,658.08

3,402.89 (including cost of professionals)

22.19
Operating and other expenses 10,356.61 8,193.01 4,958.47 4,327.06 5,260.15

Profit before interest, depreciation and

18,037.06 15,897.42 11,021.26 7,907.87 6,246.36
amortisation, exceptional item and tax
2020 2021 2022 2023 2024 2020 2021 2022 2023 2024 2020 2021 2022 2023 2024
Interest* 467.27 473.40 118.35 57.94 63.32

Depreciation and amortisation 3,093.73 2,718.95 1,660.12 1,755.50 1,659.62

Fixed Assets In ₹ Million Net Worth #
In ₹ Million Book Value per Share #*
In ₹ Exceptional item (expense) - (296.55) - - -
Gross block, including Provision for taxation 3,541.15 3,197.59 2,338.93 1,587.66 1,120.53

Capital work-in-progress Profit After Tax (PAT) 10,934.91 9,210.93 6,903.86 4,506.77 3,402.89

321.82
49,577.07

Dividend (including proposed dividend)

4,002.10 3,832.25 2,369.18 1,528.50 1,023.25
33,868.44

and tax thereon #*

32,150.25

259.00
39,588.11
28,461.85

219.98
33,624.40

* Finance costs include interest on lease liability of ₹ 180.02 million under finance costs (Previous year ₹ 137.86 million) and notional interest on

182.53
27,899.35

amounts due to selling shareholders ₹ 51.05 million (Previous year ₹ 112.76 million).
155.71
23,799.84
17,909.85
16,501.69

#
Subject to Shareholders' approval.

2020 2021 2022 2023 2024 2020 2021 2022 2023 2024 2020 2021 2022 2023 2024 Profit and Loss Account (Ratios)
Particulars 2023-24 2022-23 2021-22 2020-21 2019-20
*A
 djusted to consider the impact of
Dividend Payout Ratio^ In % Persistent Team In Numbers Personnel expenses/Revenue (%) 72.39 72.00 74.54 73.36 71.44
share split.
Including trainees and associates Operating and other expenses/Revenue (%) 10.54 9.81 8.68 10.33 14.75

# Equity Share Capital, Reserves and Surplus Profit before interest, depreciation and
23,850
22,889

amortisation, exceptional item and tax/ 18.36 19.04 19.30 18.88 17.52
41.61

(excluding Gain on bargain purchase)

Revenue (%)
36.60
34.32

and other comprehensive income are

18,599
33.92

Interest/Revenue (%) 0.476 0.567 0.207 0.138 0.178

30.07

considered for the purpose of computing

Depreciation and amortisation/Revenue (%) 3.15 3.26 2.91 4.19 4.65
13,680

Net Worth and Book Value per share.

Exceptional item/Revenue (%) - (0.36) - - -
10,632

Tax/Revenue (%) 3.61 3.83 4.10 3.79 3.14

^ Considering aggregate payout of dividend
PAT/Revenue (%) 11.13 11.03 12.09 10.76 9.54
and dividend distribution tax (including
ROCE (%)* 28.58 30.43 24.00 19.55 13.78
2020 2021 2022 2023 2024* 2020 2021 2022 2023 2024 proposed dividend and tax thereon).
* Subject to Shareholders' approval.
* ROCE calculation is based on post tax return and average of opening and closing capital employed.

98 99
Committees of the Board As on June 7, 2024 Directors’ Profiles

Audit Praveen Kadle Chairman of the Committee and Independent Director

Committee Roshini Bakshi Independent Director

Avani Davda Independent Director

Risk Praveen Kadle Chairman of the Committee and Independent Director Dr. Anand Deshpande Sandeep Kalra Sunil Sapre
Management Arvind Goel Independent Director Founder, Chairman and Chief Executive Officer and Executive Director

Committee Prof. Ajit Ranade Independent Director Managing Director Executive Director

Sandeep Kalra Chief Executive Officer and Executive Director

Sunil Sapre Executive Director

Debashis Singh Chief Information Officer

Nomination and Roshini Bakshi Chairperson of the Committee and Independent Director

Remuneration Dr. Ambuj Goyal Independent Director

Committee Dan’l Lewin Independent Director

Prof. Ajit Ranade Independent Director

Roshini Bakshi Avani Davda Dr. Ambuj Goyal
Independent Director Independent Director Independent Director
Stakeholders Arvind Goel Chairman of the Committee and Independent Director

Relationship and Avani Davda Independent Director

ESG Committee Dr. Anand Deshpande Chairman and Managing Director

Sunil Sapre Executive Director

Corporate Social Avani Davda Chairperson of the Committee and Independent Director

Responsibility Dr. Anand Deshpande Chairman and Managing Director

Committee Arvind Goel Independent Director

Arvind Goel Anjali Joshi Praveen Kadle

Roshini Bakshi Chairperson of the Committee and Independent Director Independent Director Additional Director Independent Director
Executive
Avani Davda Independent Director (Independent Member)
Committee
Dr. Ambuj Goyal Independent Director

Praveen Kadle Independent Director

Sandeep Kalra Chief Executive Officer and Executive Director

Sunil Sapre Executive Director

Investment Praveen Kadle Chairman of the Committee and Independent Director

Committee Roshini Bakshi Independent Director

Dan’l Lewin Prof. Ajit Ranade
Dr. Ambuj Goyal Independent Director
Independent Director Independent Director

100 101
 Dr. Anand Deshpande Agriculture, Pune and the founding President Sandeep Kalra Over the past four years, Persistent has
Founder, Chairman and of Association for Computing Machinery Chief Executive Officer achieved significant recognition from
Managing Director (ACM) India. He is a trustee of the VLDB and Executive Director renowned industry analysts such as Gartner,
Foundation and is actively working on projects ISG, Zinnov, Everest Group, and Constellation
to create a data platform for Indian patients Research, fortified its capabilities across
Dr. Anand Deshpande is the Founder, Chairman, Sandeep Kalra serves as the CEO
suffering from cancer and diabetes. He is an industry verticals and service lines, and
and Managing Director of Persistent Systems and Executive Director on the
honorary Adjunct Professor of Practice at the more than doubled its revenue. In addition,
since inception and is responsible for the overall Board of Persistent Systems.
Desai Sethi School of Entrepreneurship at IIT the Company was acknowledged as the
leadership of the Company. Anand holds a
Bombay, Chairman of the Board of Governors "Most Promising Company" of the Year by
Bachelor of Technology (B. Tech.) with Honours Sandeep brings a wealth of experience in
of IIT Patna, and the interim Chairman of CNBC-TV18 at the 2023 India Business
(Hons.) in Computer Science and Engineering the IT services industry and a track record of
the Board of Governors at IIIT Allahabad. Leader Awards. Additionally, Persistent
from the Indian Institute of Technology (IIT), revitalising businesses to boost growth and
In addition, he is on the Board of Gokhale has been included in three prestigious
Kharagpur, and an M.S. and a Ph.D. in Computer profitability. A graduate of the Indian Institute
Institute of Politics and Economics, Pune. capital market indices — MSCI India Index,
Science from Indiana University, Bloomington, of Management Calcutta, he spent over
S&P BSE 100 and S&P BSE SENSEX Next
Indiana, USA. He has been recognised by both After transitioning from the role of CEO at 16 years at HCL Technologies, holding various
50 Indices. Forbes recently spotlighted
his alma maters — as a Distinguished Alumnus Persistent, Anand is committed to making leadership positions, including for Outsourced
Persistent as one of four midcap firms
in 2012 by IIT Kharagpur and by the School a broader impact and is focused on data, Product Engineering, extending HCL's
reshaping the Indian IT landscape.
of Informatics of Indiana University with higher education, and entrepreneurship. presence in Latin America and Canada, as
the Career Achievement Award in 2007. well as leading the pharmaceuticals vertical.
Anand is a founding trustee of Persistent Persistent has also been acknowledged as
Anand is a true technology visionary and has Foundation and has served numerous an “Honored Company” in the 2022 Asia
After leaving HCL, Sandeep joined Symphony
been the driving force in growing Persistent from positions at various professional and nonprofit Executive Team — Small and Mid-Cap
Teleca, where he was instrumental in
its inception in 1990 to the publicly traded organisations — NASSCOM’s Executive Council, rankings (excluding Japan) for the Technology
its growth and successful acquisition
global Company of today. In 2023, he received Software Exporters’ Association of Pune IT Services and Software industry. This
by HARMAN. Subsequently, he led the
the EY Entrepreneur Of The Year™ Award in (SEAP), Pune Chapter of Computer Society of distinction, conferred by esteemed sell-side
7,000+ member services business unit
the Services Category, recognizing his prowess India (CSI), CII’s Pune Zonal Council, Trustee analysts, placed Persistent among just seven
for HARMAN (now a Samsung company),
in transforming the business by anticipating in the Computer History Museum, founding companies located in Asia. Moreover, as CEO
providing digital transformation solutions
client needs, bringing innovative perspectives to member of Indian Software Products Industry and Executive Director of Persistent, Sandeep
to technology firms and enterprises.
boost the economy, and contributing to a better Round Table (iSPIRT), founding member of ranked second among his peers for this award.
working world. In June 2024, Anand received I4C, a member of the Dean’s Advisory Council
Highly regarded for his passion, dedication,
the Association for Computing Machinery in the School of Informatics, Computing Sandeep was recently awarded the
and growth-oriented mindset, Sandeep aspires
(ACM) Presidential Award for long-standing and Engineering of Indiana University. “Best CEO in IT/ITES Industry” among
to make Persistent an industry leader that
contributions to the broader computing India’s Best CEOs for 2023 by the respected
With his family members, Anand has established retains its impressive legacy while fostering
community and to ACM. business magazine Business Today.
deAsra Foundation. This non-profit entity creativity, collaboration, and diversity. Under
Prior to founding Persistent, Anand began focuses on creating self-employment at scale his guidance, the Company is evolving from
Sandeep loves hiking, watching gymnastics
his professional career at Hewlett-Packard and through the Second Orbit programme, a specialised technology provider into a
and American football, and traveling to meet
Laboratories in Palo Alto, California, where in collaboration with Dr. Ashok Korwar, dynamic, cutting-edge digital transformation
new people and learn about other cultures.
he worked as a Member of Technical he has helped hundreds of entrepreneurs partner and strong global brand.
Staff from May 1989 to October 1990. scale their businesses.
Sandeep is married to Jyotika and
Anand is the Vice President of Mahratta Anand is married to Sonali and they they have three daughters.
Chamber of Commerce, Industries and have a daughter and a son.

102 103
 Roshini holds an MBA from the Indian She is a keen marathoner and passionate
Sunil Sapre he spent 14 years as the head of finance Institute of Management (Ahmedabad, about running and loves exploring new
Executive Director and accounts for global operations. India) and an undergraduate degree places during her runs.
from St Stephen's College (Delhi, India)
Sunil is associated as a Board Member with majoring in Economics (Hons). Roshini is married to Hemant and they
MCCIA Electronic Cluster Foundation, have two sons.
Sunil has 34 years of experience in the
a subsidiary of Mahratta Chamber of
areas of corporate finance, accounting,
Commerce, Industries and Agriculture,
tax, financial planning and analysis, risk
Pune. He holds a bachelor’s degree in
management, and merger and acquisition
Commerce and is a member of the Institute Avani Davda 85 Starbucks stores in India in 3 years.
diligence, and integration. Prior to joining
of Chartered Accountants of India. Independent Director The brand was established in 6 key
Persistent in June 2015, he worked with
metropolitan cities of India and is recognised
L&T Group in various functions and his most
Sunil is married to Asha and they have a son. for its unmatched coffee house experience
recent role was with L&T Infotech where
in India. Subsequently, she played the role of
Ms. Avani Davda is an eminent business
MD and CEO at Godrej Nature’s Basket from
leader with diverse experience in operating
May 2016 to November 2019. In Godrej,
and leadership roles across consumer,
she led the transformation and turnaround
retail and hospitality industries. She
of the business with a focus on delivering
Roshini Bakshi experience and a strong track record has successfully demonstrated skill in
store-level profitability culminating in
Independent Director in consumer industries, setting strategy creating a premium brand experience
the strategic sale of the business.
and improving operational effectiveness in the consumer and retail space.
to deliver greater financial returns. She featured in Fortune US’s annual global
Currently, she is a strategic advisor at
Roshini is a Managing Director, Private list of ‘40 under 40 leaders’ in 2013 and
Bain Advisory Network. Prior to joining
Equity at Everstone Capital Asia Pte based Prior to Everstone, she was the CEO and ranked 13 on Fortune and Food & Wine’s
Bain, she has played multiple leadership
out of Singapore. Her role includes driving Managing Director for the Walt Disney list of ‘25 Most Innovative Women in
roles in various industry segments.
value creation in investee companies company's consumer, media and retail Food and Drink’ in 2014 — the only Indian
in all sectors in the areas of Impact and business for South Asia, where she Her professional career took off when she woman on the list. She was nominated
Responsible Investing, human capital set up and grew the business to more started her career with Tata Group as a as a Young Global Leader in 2014 by
management, and brand transformation. than $400 million in revenue. Some recruit into the Group’s flagship leadership the World Economic Forum, Geneva,
Roshini also heads Diversity and Inclusion of her earlier roles were with Unilever, programme ‘TAS’ (Tata Administrative Switzerland. Avani was also named in “ET
for the firm and its investments. American Express, Mattel, and Polaris. Services) in 2002. Thereafter she worked in & Spencer Stuart Women Ahead” 2019.
Tata companies including TAJ Luxury Hotels
Avani grew up in Mumbai, India and holds
Roshini serves on the boards of 4 public She believes very strongly in (IHCL) and Tata Consumer Products Ltd.
a Bachelor's degree in Commerce with
companies — Persistent Systems Limited, entrepreneurship as the future for innovation
She was the Chief Executive Officer of Tata Honors (Advertising & Media) from the
JM Financials Limited, JM Financials and growth and works pro bono with
Starbucks Private Limited, the 50/50 joint University of Mumbai and a Master of
Products Limited, and Restaurant Endeavor.org as their global ambassador and
venture between Starbucks Coffee Company Management Studies (MMS) from the Narsee
Brands Asia Limited. She was earlier panelist helping shortlist the next generation
and Tata Global Beverages Limited (TGBL). Monjee Institute of Management Studies,
on the board of Max Healthcare, the of growth businesses from emerging
As the founding CEO, she successfully set University of Mumbai (Gold Medalist).
largest hospital network in India. markets across the world. She also supports
up the JV Company and created the right
Enterprise Singapore, a Govt of Singapore Avani is married to Vishal and they
leadership and cultural environment that
Roshini has more than 30 years of enterprise as a mentor to some of the tech have a son.
resulted in the aggressive expansion of over
general management and marketing and consumer startups based in Singapore.

104 105
 Dr. Ambuj Goyal Research with over 1,500 scientists, Arvind has been an active member of various Arvind has been the recipient of several
Independent Director creating a multibillion-dollar software and industry bodies and currently serves as Board awards, including “India’s most Inspirational
services portfolio as General Manager for Member of Mahratta Chamber of Commerce Leader 2020” by White Page International,
Information Management and Analytics, Industries and Agriculture (MCCIA); Elected “Global Indian of the year 2020-21” by
and transforming products worth $20 billion member of Western Region Automotive Asia one, “Auto Component Leader of
Dr. Ambuj holds a Bachelor’s degree in
as General Manager for Development, Components Manufacturers Association the year 2021” by Auto Components
Technology from IIT Kanpur and a Ph.D.
IBM Systems & Microelectronics. (ACMA); Elected Member of CII National India Magazine and “Economic Times
from the University of Texas, Austin. He is
Council and CII Western Regional Council. Inspiring CEO 2021” by Economic Times.
a Fellow of the Institute of Electrical and
Dr. Ambuj has extensive experience
Electronics Engineers (IEEE) and Association
with highly innovative systems and With an extensive experience of more Arvind is married to Dr. Suniti and they have
for Computing Machinery (ACM) and
software businesses, which require deep than 40 years in the automotive industry, a son and a daughter.
has received multiple industry awards.
understanding of technology and critical
business drivers in multiple markets and
Dr. Ambuj is currently an advisor to multiple
industries. He has led and motivated
start-ups and private equity firms. Earlier,
worldwide research and large business
he was the Chief Executive Officer of
teams across the globe and managed P&L
Magine, a Stockholm based start-up. He
for businesses generating revenue over Anjali Joshi She is currently a director of Xero and
started his career with IBM Research and
$10 billion. Additional Director LocoNav and was previously a director
served in several leadership positions
(Independent Member) of Alteryx, Lattice Semiconductor,
across various divisions for two decades,
Dr. Ambuj is married to Barbara Iteris, MobileIron, and McClatchy. Anjali
including leading Computer Science
and they have two daughters. holds advisory positions at the Markkula
Anjali Joshi has joined the Board as
Center for Applied Ethics at Santa Clara
an Additional Director (Independent
University, the National AI Institute for
Member) of Persistent Systems
Exceptional Education at SUNY Buffalo,
with effect from June 12, 2024.
and Insight Partners in New York.
Arvind Goel Arvind is currently the Chairman of Tata
Anjali is an experienced technology and
Independent Director AutoComp Systems Limited. Previously, Anjali spent 13 years in senior product
product leader and professional director
he was the Managing Director & Chief leadership at Google where she was
with more than 30 years of experience in
Executive Officer of Tata AutoComp Systems instrumental in building and scaling several
engineering and product management.
Limited till October 2022. Associated with products including Search and Maps
Arvind holds a bachelor’s degree in She received her B. Tech. in Electrical
the Tata Group since 2018, Arvind has held globally across internet, mobile, and video
mechanical engineering from National Engineering from IIT, a Master's in
several leadership positions, including Chief platforms. Before joining Google, Anjali
Institute of Technology, Kurukshetra. Computer Engineering from the State
Operating Officer and President and has held engineering leadership positions
He has completed advance leadership University of New York, and a Master's
been instrumental in creating multiple joint at Covad Communications and Systems
and management programme from in Engineering Management from
ventures and the acquisition of TitanX. Engineering roles at AT&T Bell Labs.
Harvard Business School, NYU Stern Stanford University. She was awarded
School of Business and Center for the Distinguished Alumna Award from
Previously, Arvind has held senior leadership Anjali is married to Sanjay Kasturia
Creative Leadership in Singapore. the Indian Institute of Technology.
positions in several companies, including and they have two daughters.
Man Force Trucks, Force Motors, Bajaj
Tempo, and Kirloskar Oil Engines.

106 107
 Later, he led sales and marketing for GO Dan’l has served on the boards of the
Praveen Kadle Praveen is a recipient of many recognitions
Corporation. Dan’l also served as Chief Silicon Valley Community Foundation,
Independent Director and awards such as "CFO of the Year
Executive Officer of Aurigin Systems, Inc. UI Labs, Advanced Energy Economy,
Award" in the years 2004, 2006 and "Best
and currently serves as a Board
CFO in Auto Sector" in the year 2007.
Dan’l has helped organisations establish Director at StartX. He is also on the
Praveen was inducted into "CFO — Hall of
Praveen holds a bachelor’s degree with long-term competitive positioning, Advisory Council for the Department
Fame" in 2008. Praveen was recognised
Honours in Commerce and Accountancy guide strategy and governance as of Politics at Princeton University.
as “Indian Business Leader of the Year”
from Bombay University in 1977. He is also well as foster growth to achieve
in 2015 by Horasis, a Global Leadership
a member of the Institute of Chartered strategic goals and scalability. Dan’l has two sons and three grandchildren.
Institute and "Best Indian CEO in Financial
Accountants of India since 1981. Apart from
Services Sector" by Finance Asia in 2017.
this, Praveen is a qualified Cost Accountant
from the Institute of Cost Accountants of
Praveen has been associated with CRY
India and also a professionally qualified
(Child Rights and You), the most respected
Company Secretary from the Institute Prof. Ajit Ranade His 32-year career has spanned both
social sector player, for the last fourteen
of Company Secretaries of India. Independent Director academic and corporate assignments.
years as an Honorary Trustee and Treasurer.
He has taught in universities in India and
Praveen was the non-executive Chairman of the US. He has served as a member of
Praveen is married to Chetana, an
Tata Autocomp Systems Limited. Praveen is several committees of the Reserve Bank of
accomplished artiste and they have a son. Prof. Ajit Ranade is a noted economist.
associated with the Tata Group for close to India and as a member of apex committees
He received his Ph.D. in Economics from
the last three decades. He is on the boards of national industry bodies such as the
Brown University, US. Before that, he
of various Tata and non-Tata companies. Confederation of Indian Industry (CII)
completed Post Graduate Diploma in
and Federation of Indian Chambers of
Management (PGDM) from the Indian
Commerce and Industry (FICCI). He was
Institute of Management, Ahmedabad, after
appointed a member of the Economic Task
completing B. Tech. in Electrical Engineering
Force for post-COVID economic recovery
Dan’l Lewin Prior to CHM, Dan’l led Microsoft’s work in from Indian Institute of Technology, Bombay.
by the Chief Minister of Maharashtra.
Independent Director applying technology for public good during
a 17-year tenure. His portfolio included Prof. Ranade has been a former member
Prof. Ranade has many publications in
setting up Microsoft’s global start-up of the Board of Management at the Gokhale
reputed journals and is one of the authors
and venture capital engagement model, Institute of Politics and Economics. Before
Dan’l Lewin has joined the Board of the recent award-winning book Rising
campaign and civic tech engagement, joining the Institute as the Vice-Chancellor,
as an Independent Director in June to the China Challenge. He is also a
affordable internet access, environmental he was the Group Executive President
2022. He holds an A.B. degree in regular columnist in leading financial
sustainability, and partnerships with and Chief Economist with the Aditya
Politics from Princeton University. newspapers and has numerous columns
leading research universities. Birla Group, a $50 billion diversified
on different areas of the economy.
multinational conglomerate.
He is currently the President and Chief
Earlier, Dan’l accrued over 30 years of
Executive Officer of the Computer Prof. Ranade is married to Alpana and they
leadership experience in Silicon Valley. He
History Museum (CHM), a US-based have two daughters.
led the initial launch of the Macintosh to
non-profit organisation, where he is
higher education for Apple Computer, Inc.
responsible for strategic planning,
Dan'l was Co-founder and VP Marketing
fundraising and operations.
and Sales at NeXT, Inc. after leaving Apple.

108 109
Corporate Information As on June 12, 2024

Board of Directors Bankers

Dr. Anand Deshpande Axis Bank

Founder, Chairman and Managing Director Banco Nacional - Costa Rica
Banco Nacionalde Mexico S. A.
Sandeep Kalra
Bank of Baroda
Chief Executive Officer and Executive Director
Bank of India
Sunil Sapre Bank of Tokyo-Mitsubishi
Executive Director Barclays Bank
BNP Paribas
Independent Directors BNY Mellon Wealth Management
Roshini Bakshi Canara Bank
Avani Davda Citibank NA
Arvind Goel CommonWealth Bank
Dr. Ambuj Goyal Deutsche Bank
Anjali Joshi First National Bank
Praveen Kadle HDFC Bank
Dan'l Lewin Hongkong and Shanghai This space is intentionally kept blank.
Prof. Ajit Ranade Banking Corporation
Silicon Valley Bank
Chief Financial Officer Union Bank of India
Vinit Teredesai VR-Bank Ismaning Hallbergmoos
Neufahrn eG
Company Secretary Wells Fargo Bank
Amit Atre Zürcher Kantonal Bank

Auditors
M/s. Walker Chandiok & Co. LLP

Registered Office Contact Info

‘Bhageerath’, 402 Senapati Bapat Road, Tel: +91 20 6703 0000

Pune 411 016, Maharashtra, India Fax: +91 20 6703 0008
CIN: L72300PN1990PLC056696 Email: info@persistent.com
Website: www.persistent.com

persistent-systems persistentsys persistentsystems persistent_systems

110 111
Global Locations Persistent India Foundation -
CSR Foundation - Section 8 Company
Chennai
5 floor, Olympia Pinnacle, #1, S.No. 69/2A1
th
Kolkata
7th Floor, Godrej Genesis, Block EP & GP
Registered Office: S.No. 67/1-2A, New S.No. 67/4 Sector - V, Salt Lake City
'Bhageerath', Vetal Chowk, 402E Old Mahabalipuram Road Bidhannagar, Kolkata 700 091
Senapati Bapat Road, Gokhalenagar Okkiam Thuraipakkam Village
Mumbai
Persistent Systems Limited Pune Haveli, Maharashtra, India, 411 016 Thuraipakkam, Chennai 600096
12th Floor, Tower C, Times Square
+91-20-6703-0000
Goa Andheri–Kurla Road
Registered Office
Gurugram Bhaskar-Charak Opposite Mittal Industrial Estate
‘Bhageerath’, 402 Senapati Bapat Road
MediaAgility India Private Limited L-44, Unit 1, Software Technology Park Marol, Andheri East, Mumbai
Pune 411 016, India
Registered Office: Verna Industrial Estate, Verna Salcete Maharashtra 400 059
+91-20-6703-0000
18 Floor, Tower – C, DLF Building No. 05
th
Goa 403 722
Nagpur
DLF Cyber City, Gurugram 122 002, Haryana Tel: +91-0832-67 53333
Gargi-Maitreyi
Pune Ahmedabad Gurugram Plot No. 8 and 9, IT Park, MIDC Parsodi
Aryabhata-Pingala D-02,The First Commercial Complex B/S 18 floor, Tower C,
th
Nagpur 440 022
9A/12, Kashibai Khilare Marg Keshavbaug Party Plot, B/H ITC Hotel DLF Bldg.5, DLF Cyber City, Gurugram Tel: +91-0712-6692-960
Erandawana, Pune, Maharashtra 411 004 Vastrapur, Ahmedabad, Gujarat 380 015 Haryana 122 002 Fax: +91-0712-6692-111
Tel: +91-20-6703-3000
Bengaluru Hyderabad 2nd and 3rd Floor, Infotech Tower, IT Park
Fax: +91-20-6703-4001
5th Floor, Block 9 11th and 12th Floor, WaveRock Building M.I.D.C, Parsodi, Nagpur 440 022
Rigveda-Yajurveda-Samaveda-Atharvaveda Primal Projects Pvt. Ltd. Survey No. 115 (part) TSIIC IT/ITES SEZ Tel: +91-0712-6732321
Plot No. 39, Phase I SEZ (PRITECH PARK) Nanakramguda Village, Serilingampally Mandal
Ground Floor, B wing, North Block
Rajiv Gandhi Information Technology Park Survey Nos. 51 to 64/4 & 66/1 Hyderabad 500 008
CFB Building, MIHAN SEZ, Nagpur-411 108
Hinjawadi, Pune, Maharashtra 411 057 Belandur Village, Varthur Hobli Tel: +91-40-6722-9555
Tel: +91-20-6798-0000 Bengaluru East Taluk Noida
Indore
Fax: +91-20-6798-0009 Bengaluru Urban - 560 103 Unit 1, 9th floor, V.J. Business Towers, Plot No.
4th, 5th and 6th Floor, Brilliant Centre
Tel: +91-80-6135-9301 A-6, Sector 125, Noida, Uttar Pradesh 201 303
Ramanujan 17 Race Course Road, Indore
B9 The Loft Commercial Building 12th Floor, Crescent 1 Madhya Pradesh 452 003 Logix Cyber Park, Tower D, Sector 62, Noida
Blue Ridge Township, S. No. 119 (part) to Prestige Shantiniketan Business Precinct Uttar Pradesh 201 301
Jaipur
125+154 (part) to 160+160/2 to 171+173 Whitefield Main Road, Mahadevapura
5th Floor, Plot No. 3, Fort Anandam, Indira Place
Plot No. 1, Sector R-1, Hinjawadi Bengaluru, Karnataka 560 067
Malviya Nagar, Jaipur, Rajasthan 302 017
Pune, Maharashtra 411 057
6 Floor, The Cube-Karle Town Centre
th

Kochi
Capiot Software Private Limited 100 Ft. Nada Prabhu, Kempe Goda Main Road
9th floor, Level 10, Nippon Q 1
Registered Office: Next to Nagavara, Bengaluru,
Near Don Bosco Cultural Centre, NH 66 Bypass
'Bhageerath', Vetal Chowk, 402E Karnataka 560 045
Vennala P0, Ernakulam, Kerala 682 028
Senapati Bapat Road, Gokhalenagar
Pune Haveli, Maharashtra, India, 411 016
+91-20-6703-0000

https://www.persistent.com/company-overview/#companyLocation

112 113
Australia Costa Rica Japan Singapore
Persistent Systems Limited Persistent Systems Costa Rica Limitada Persistent Systems Limited Persistent Systems Pte. Ltd.
Registered Office Registered Office 2-21-7-703 Kiba, Koto-ku, Tokyo 135-0042, Japan Co. Reg. No. 200706736G
Level 12, 680 George Street, Sydney NSW 2000 Sigma Business Center, Republic Tower A Tel: +81 3 5809 8444 7 Temasek Boulevard #37-01A Suntec Tower One
Australia Second Floor, San Pedro Montes de Oca Singapore 038987
Malaysia
Tel: +61 02 8280 7355 Post code: 11501 Tel: +65 6223 4355
Persistent Systems Malaysia Sdn. Bhd.
Fax: +65 6223 7955
Sydney France Registered Office
Level 20 & 21, 201 Sussex Street, NSW 2000 Persistent Systems France S.A.S. Level 15-2 Bangunan Faber Imperial MediaAgility Pte. Ltd.
Registered Office Court, Jalan Sultan Ismail 50250 Kuala 30 Cecil Street, #19-08 Prudential Tower
Melbourne
31-35, Rue de la Fédération Lumpur, Wilayah Persekutuan Singapore 049712
Level 21, 567 Collins St.Melbourne, VIC 3000
75015 Paris, France
601-602, Level 6, Uptown 1, Jalan SS21/58
Persistent Systems Australia Pty Ltd Sri Lanka
Branch Offices Damansara Utama, 47400 Petaling Jaya
Level 20 & 21, 201 Sussex Street, NSW 2000 Persistent Systems Lanka (Private) Limited
Grenoble Selangor Darul Ehsan, Malaysia
4th Floor, 123, Bauddhaloka Mawatha
Canada 1 Rue Hector Berlioz, 38600 Fontaine, France Tel: +603 766 38 301
Colombo – 4, Sri Lanka 400 003
Persistent Systems Limited Tel: +33 (4) 7653 3580 Fax: +603 761 00 993
Development Centre Ottawa Fax: +33 (4) 7653 3589 South Africa
Mexico
515 Legget Drive, Suite 920 Persistent Systems Limited
Paris Office Persistent Systems Mexico S.A. de C.V.
Ottawa, ON, K2K 3G4, Canada Spaces, Design Quarter
Régus Saint Lazare Development Centre
William Nicol cnr Leslie Road
British Columbia 28 Rue de Londres, 75009 Paris, France Lopez Mateos Sur 1450, Piso 2 - Plaza LasVillas
Fourways, Johannesburg 2191, South Africa
Pacific Centre, 400-725 Granville Street Tlajomulco, Jalisco, 45640
Nantes Tel: +27 0 11 513 3118
Tel: +1 604 687 2242
24 rue Crebillon, 44000 Nantes, France Digitalagility S de RL de CV Fax: +27 0 86 646 7610
Fax: +1 604 6431 200
Av. Lopez Mateos Sur 1450 Piso 2
Vancouver, BC, V7Y 1G5, Canada Mâcon Switzerland
Colonia Las Villas, Tlajomulco de Zuñiga
Cité de l’entreprise – Bâtiment MC Persistent Systems Switzerland AG
Ontario 45643 Jalisco, Mexico
200 Boulevard de la Résistance Birmensdorferstrasse 108, 8003 Zürich
Scotia Plaza, 40 King Street West
71000 Mâcon, France Poland Tel: +41 43 500 97 00
Suite 5800, Toronto, ON, M5H 3S1, Canada
Persistent Systems Poland Spółka ZOO Fax: +41 43 500 97 01
Tel: +1 416 597 4398 Germany
Warsaw, ul. Towarowa 28, 00-839
Fax: +1 416 595 8695 Persistent Systems Germany GmbH Rasude 2, CH-1006 Lausanne
Warsaw, Poland
Registered Office
Quebec The Netherlands
Lyoner Straße 14, 60528 Frankfurt am Main Chilliflex ul. Wadowicka 7, 30-347
1000 De La Gauchetière Street West Persistent Systems Limited
Germany Krakow, Poland
Suite 3700, Montréal, QC, H3B 4W5 Teleportboulevard 110
Branch Office
Tel: +1 514 875 5210 Romania 1043 EJ Amsterdam, The Netherlands
Christoph-Rapparini-Bogen 25
Fax: +1 514 875 4308 Persistent Systems S.R.L. Tel: +31 20 312 1212
80639, Munchen, Germany
Registered Office Fax: +31 20 312 1210
Ireland Bucharest Sector 2, Strada C. A. Rosetti
Aepona Group Limited Nr. 17, Biroul O09, ResCo-Work 10
9, Exchange Place, International Financial Sectorul 2, Bucuresti 020011 Romania
Services Centre, Dublin 1, Ireland

114 115
United Kingdom Dublin Global Presence
Persistent Systems UK Limited 5080 Tuttle Crossing, Blvd. Suite 150
Forsyth House, Cromac Square Dublin, Ohio 43016
Belfast, Northern Ireland, BT2 8LA
Raleigh / Morrisville
MediaAgility UK 3005 Carrington Mill Blvd
London Suite 175 Morrisville, North Carolina 27560
Level 1, Broadgate Tower, 20 Primrose Street
Atlanta, GA
London EC2A 2EW, United Kingdom
12600 Deerfield Parkway, Suite 100
USA Alpharetta, Georgia, 30004
Persistent Systems Inc.
MediaAgility Inc.
Persistent Telecom Solutions Inc.
100 Somerset Corporate Center Bridgewater
Registered Office
Township, New Jersey , NJ 08807, USA
2055 Laurelwood Road, Suite. 210
Santa Clara, CA 95054, USA Persistent Systems Limited
Tel: +1 408 216 7010 California
Fax: +1 408 451 9177 2055 Laurelwood Road, Ste 210,
Santa Clara, CA 95054, USA
Persistent Systems Inc. The map depicted is meant only to identify our global locations. No attempt is made to indicate political or geographical boundaries.

Branch Offices Persistent Systems Limited

New Jersey North Carolina
Employee Growth
100 Somerset Corporate Center Bridgewater Prosperity Place III,10150 Mallard Creek
Township, New Jersey, NJ 08807, USA Suite 305, Mecklenburg County North Carolina
Charlotte, NC 28262 USA
Morrissville
Perimeter One , 3005 Carrington Mill Boulevard,
Morrissville, North Carolina, 27560

Dallas
5801 Tennyson Parkway, Suite 275 1 25 100 500 1,000 2,500 5,000 7,000 7,500 9,962 10,632 13,680 18,599 22,889 23,850

Plano, TX 75024

Software Corporation International

100 Somerset Corporate Center Bridgewater
Township, New Jersey , NJ 08807, USA

Persistent Telecom Solutions Inc.

Branch Offices
Seattle / Bellevue
3380 146th Place SE, Suite 220, Bellevue
Washington 98007, USA

116 117
Statutory

118
Section Title

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual Report 2023-24. 119
Message from the CFO

Dear Shareowners,

Reflecting on the financial year 2023-24, I am pleased to state that we have delivered strong financial results despite the
global uncertainties. Amid a tough macro environment caused by sustained high inflation and continued geo-political
upheavals, we have been able to sustain our growth momentum, thanks to the invaluable support from customers and
partners and the resilience shown by our 23,850+ committed team members.

With this support, we could achieve a YoY revenue growth of 14.5% in USD terms, with an EBIT margin of 14.4%.

Major Highlights from the performance for FY 2023-24 include:

\ Revenue grew by 14.5% in USD terms to $ 1.186 Billion. While in INR terms, it translated to ₹ 98.216 Billion, with 17.6%
growth over the previous year

\ Profit After Tax (PAT) grew by 18.7% and was at ₹ 10,935 Million, as compared to ₹ 9,211 Million

\ The Growth in EPS was 17.1%

\ OCF / EBITDA for FY24 was at 0.76 as against 0.63 in FY23

\ Billed DSO as on March 31, 2024, was 63 days as against 68 days as on March 31, 2023

\ The cash and cash equivalents at the end of FY24, net of borrowings, stood at ₹ 18,585 Million as compared to ₹ 13,821
Million at the end of FY23

The profitable growth journey was recognised in the form of your company’s inclusion in 3 prestigious capital market indices
during the year, viz. MSCI, S&P BSE 100 and S&P BSE Sensex Next 50.

As regards the market segments we operate in, the growth was broad-based, with BFSI registering growth of 11%, Healthcare
registering growth of 22.3% and Software & Hi-tech registering growth of 13.6%. In terms of geographic distribution of
revenue, North America continued to be the dominant region contributing 79.6% of revenue, with Europe and Rest of the
World contributing 9% and 11.4% respectively.

In terms of quality of revenue and deepening of relationships with customers, we continued to make good progress, adding
1 client in $ 30M+ category and the number of $ 5M+ clients went up from 34 to 40. Number of clients in $ 1 - 5M category
also increased from 126 to 138.

The year gone by was characterised by slow demand environment and longer sales cycles. To counter this slow conversion,
we invested in sales and engaged proactively with different sourcing channels. These efforts resulted in strong order wins
with annual contract value bookings of USD $ 1.297 Billion, as compared to $ 1.171 Billion in the previous year. With continued
focus on multi-year deals, the total contract value bookings were $ 1.829 Billion, as compared to $ 1.624 Billion in the
previous year.

On the talent supply side, attrition level on TTM basis came down significantly to 11.5% from 19.8% a year ago. We continued
to invest in building capabilities. In this context, the new Learning and Development facility at Pune has helped in increased
coverage of skills across various technology areas, and industry verticals. This has also helped in providing best learning
experience to our employees and in improving employee engagement level.

Coming to the key return ratios, Return on Capital Employed (ROCE) was 28.6% as compared to 30.4% in the previous year.

We continued our contribution to CSR activities in the field of education, health, and community development. During the
year, we spent ₹ 207 Million on CSR activities. We also continue our journey on green initiatives, details of which are shared in
the ESG report.

We had a Sub-Division/ Stock Split as approved by the shareholders under postal ballot in March 2024, whereby one
Equity Share of ₹ 10 each has been sub-divided into 2 Equity Shares of ₹ 5 each effective April 1, 2024.

120
The Board has recommended a final dividend of ₹ 10 per Equity Share of ₹ 5 each. Along with the interim dividend of ₹ 32
per share (which was pre-split), on a like-to-like basis, it works out to ₹ 52 per share as compared to ₹ 50 per share for the
previous year. You will recall that the dividend for 2022-23 included a special dividend of ₹ 10 per share on the occasion of
the Company crossing $ 1 Billion revenue milestone. The total dividend payout for FY24 will be ₹ 4,002 Million as compared
to ₹ 3,832 Million for FY23.

The demand environment continues to remain challenging, but the investments in sales and delivery capabilities made in
FY24 has helped us remain resilient and ready to harness opportunities as the market improves.

I would like to thank our employees who have shown the agility and flexibility time and again to drive stable growth.
As we strengthen our business partnerships and strategic initiatives, we will continue to improve financial agility to allow
us to respond promptly to market changes. It will also be extremely important to continue managing risks and promoting
sustainable ESG practices to meet growing expectations from the stakeholders.

Finally, as I am slated to retire later this year, I am very happy to welcome Vinit Teredesai and wish him the best as he steps in
as the next CFO of the Company. I will be working closely with him to ensure a smooth transition. I would like to express my
deepest gratitude to our Board for the trust placed in me, and for their support, and guidance throughout my tenure as CFO.

I would like to express my sincere thanks to our customers, partners, bankers, investors, analysts, key advisors, vendors, and
other stakeholders for their support through this journey.

Sincerely,

Sunil Sapre
Executive Director
DIN: 06475949

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 121
Report of the Directors

Note: All the numbers of Equity Shares mentioned in this Report are pre-Sub-Division of the Equity Shares of the Company
i.e., before the Record Date (April 1, 2024), unless stated otherwise.

Your Directors are pleased to present the Thirty-Fourth Annual Report of your Company along with the Audited Financial
Statements for the Financial Year ended March 31, 2024.

Business Update

FY24 was yet another transformative year for Persistent with over $1 billion in annual revenue. We have showcased
unparalleled resilience and innovation in this year globally. This has propelled us to the forefront of technology advancements
and client-driven solutions. Your Board extends its heartfelt thanks to the clients, partners, employees, and shareholders for
their continued trust and confidence in our journey to create significant value and achieve shared success.

Despite facing some of the most challenging market conditions in recent history, we have made remarkable strides in our
growth journey. This year, we achieved $1.186 billion in revenue with 14.5% year-on-year growth, marking 16 sequential
quarters of growth. This performance significantly outpaces other major service providers globally and positions us strongly
in our chosen markets. This year, we announced a total dividend of ₹52 per share compared to ₹50 per share in FY23. This
dividend amount per share does not take into account the stock split which came into effect on April 1, 2024. Additionally, our
inclusion in the MSCI India Index, S&P BSE 100, and S&P BSE SENSEX Next 50 underscores our growing prominence in the
capital markets.

Our global team, spanning across 20 countries, has expanded to over 23,800 employees, enhancing our capacity to support
our clients’ needs to stay competitive and grow, even in volatile and uncertain markets. This expansion is complemented by
fortified leadership, strengthened operations, and enhanced budgetary discipline, enabling us to respond adeptly to dynamic
industry and macroeconomic challenges.

Despite these achievements, we remain keenly aware of the need to continuously innovate and differentiate ourselves in
the market on an ongoing basis. As challenging conditions persist, our clients rely on our industry expertise and robust
product solutions to optimise operations, unlock value, and drive growth.

This year, we solidified our position as a leading AI provider of choice, launching a comprehensive range of AI and GenAI
solutions designed to accelerate software development, create unique customer experiences, and boost organisational
productivity. An illustrative list of frameworks and platforms that we launched are:

ExtenSURE.AI: Our GenAI-powered end-to-end framework that reimagines modern product engineering.
\ 

SASVATM: An AI-powered platform that revolutionises the software engineering lifecycle through automation and
\ 
optimisation.

Persistent iAURA: A suite of data solutions leveraging AI and machine learning to enable data-driven decision-making
\ 
for enterprises.

Our storied heritage across Product engineering and Custom Software Development complemented by our deep data,
analytics, and cloud capabilities have been brought to bear in developing these innovative AI solutions and frameworks.
We are actively engaging with clients on AI proof-of-concepts (PoCs) and pilots across various industry verticals. Based on
the success of these PoCs, many clients are in discussions with us to scale these trials to production.

In parallel, we expanded our partnerships with leading hyperscalers, like Amazon Web Services (AWS), to accelerate GenAI
innovation and achieved Premier Tier Partner status within the AWS Partner Network. Our many strategic collaborations
extend to enhancing our Salesforce capabilities, launching new initiatives with Microsoft through the VIVA platform and
strengthening our Google Cloud partnership with new GenAI solutions. To be able to provide AI talent at scale, we’ve
embarked on extensive internal AI training delivered through our very own Persistent University for over 16,000 employees,
further boosting our capability to innovate and deliver to our customers’ most complex technology challenges.

Our commitment to innovation and excellence has been recognised by industry analysts and thought leaders. This year,
we were named as a Challenger in the Gartner Magic Quadrant for Public Cloud Transformation Services and named as
a GenAI Leader by HFS Research. Additionally, Persistent was honoured as the “Most Promising Company of the Year”

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 Report of the Directors

at CNBC-TV18’s India Business Leader Awards (IBLA), recognising our consistent ability to deliver sustained impact for
global clients. Our Founder and Chairman, Dr. Anand Deshpande received “EY Entrepreneur of the year 2023” award for his
visionary leadership. Our CEO and Executive Director, Mr. Sandeep Kalra was honoured with the “Best CEO award in IT and
ITES Category” by Business Today for his commitment to excellence, prowess to envision industry trends and passion for
innovation. We also received multiple accolades from ISG for overall excellence and Everest Group for our leadership in next-gen
IT services talent.

Furthermore, Persistent was acknowledged for its continued leadership in Environmental, Social, and Governance (ESG)
activities and was named as one of India’s leading listed ESG entities 2024 by Dun & Bradstreet. We are happy on the
progress we are making towards achieving carbon neutrality for Scope 1 and Scope 2 emissions, and 100% renewable energy
sourcing for our owned facilities in India, by the middle of FY25.

With a resilient business model and a vision geared towards the future, Persistent remains dedicated to delivering operational
efficiency, financial discipline, and sustainable growth. As we navigate through challenging economic and market conditions,
we are well-poised to leverage our global strengths to continue creating value for all stakeholders.

A. Financial Section
Financial Results

The highlights of the financial performance on a consolidated basis for the year ended March 31, 2024, are as under:

(Amount in (Amount in ₹ Million % Change

USD Million except except EPS, Book Value and (based on
EPS and Book Value) Market Value per share) amounts in ₹)

Particulars 2023-24 2022-23 2023-24 2022-23

Revenue from Operations 1,185.99 1,037.88 98,215.87 83,505.92 17.62%

Earnings before interest, depreciation, 202.35 185.12 16,756.86 14,894.70 12.50%

amortisation and taxes
Finance Cost* 5.64 5.88 467.27 473.40 -1.29%

Depreciation and amortisation 37.36 33.79 3,093.73 2,718.95 13.78%

Other incomes 15.46 8.78 1,280.20 706.17 81.29%

Tax expenses 42.76 39.74 3,541.15 3,197.59 10.74%

Net profit 132.04 114.48 10,934.91 9,210.93 18.72%

Transfer to general reserve 47.54 38.51 3,965.23 3,164.51 25.30%

Net worth# 593.69 481.78 49,513.46 39,588.11 25.07%

Earnings per share (EPS) (Basic)@ 0.87 0.77 72.44 61.87 17.08%

Earnings per share (EPS) (Diluted) @

0.86 0.75 71.07 60.26 17.94%

Book value per equity share 3.85 3.15 321.41 259.00 24.10%

Market value per equity share as on March 31

BSE Limited - - 3,989.25 4,609.20 73.10%

National Stock Exchange of India Limited - - 3,984.55 4,609.50 72.88%

[Conversion Rate USD 1 = INR 82.81 for Profit and Loss items; USD 1 = INR 83.40 for Balance Sheet items
(Financial Year 2023-24) and USD 1 = INR 80.46 for Profit and Loss items; USD 1 = INR 82.17 for Balance Sheet items
(Financial Year 2022-23).]

@
The Equity Shares of the Company have been Sub-Divided in a 1:2 ratio and the impact of the Sub-Division has been given
to EPS.

*
Includes notional interest on lease liability FY24: INR 180.02 Million (FY23: INR 137.86 Million) recognised in accordance with Ind AS –
116 on Leases and notional interest on amounts due to selling shareholders INR 51.05 Million (Previous year: INR 112.76 Million).

#
Equity Share Capital, Reserves and Surplus (excluding Gain on bargain purchase) and other comprehensive income are
considered for the purpose of computing Net Worth and Book Value per share.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 123
Report of the Directors

The highlights of the financial performance on a standalone basis for the year ended March 31, 2024, are as under:

(Amount in (Amount in % Change

USD Million except ₹ Million except (based on
EPS and Book Value) EPS and Book Value) amounts in ₹)

Particulars 2023-24 2022-23 2023-24 2022-23

Revenue from Operations 786.62 636.05 65,142.17 51,175.53 27.29%
Earnings before interest, depreciation, 160.77 139.70 13,313.91 11,239.85 18.45%
amortisation and taxes
Finance Cost* 2.05 1.63 169.84 130.97 29.68%
Depreciation and amortisation 19.61 16.72 1,623.64 1,344.87 20.73%
Other income 19.86 9.18 1,644.86 738.71 122.67%
Tax expenses 39.95 32.21 3,308.64 2,591.44 27.68%
Net profit 119.02 98.33 9,856.65 7,911.28 24.59%
Transfer to general reserve 47.54 38.51 3,965.23 3,164.51 25.30%
Net worth# 572.98 479.69 47,786.51 39,416.50 21.23%
Earnings per share (EPS) (Basic)@ 0.77 0.65 64.06 51.76 23.76%
Earnings per share (EPS) (Diluted)@ 0.77 0.65 64.06 51.76 23.76%
Book value per equity share 3.72 3.14 310.20 257.88 20.29%

[Conversion Rate USD 1 = INR 82.81 for Profit and Loss items; USD 1 = INR 83.40 for Balance Sheet items
(Financial Year 2023-24) and USD 1 = INR 80.46 for Profit and Loss items; USD 1 = INR 82.17 for Balance Sheet items
(Financial Year 2022-23).]

@
The Equity Shares of the Company have been Sub-Divided in a 1:2 ratio and the impact of the Sub-Division
has been given to EPS.

*
Includes notional interest on lease liability FY22: INR 147.50 Million (FY 23: INR 119.73 Million) recognised in accordance
with Ind AS – 116 on Leases and notional interest.

#
Equity Share Capital, Reserves and Surplus (excluding Gain on bargain purchase), and other comprehensive income are
considered for the purpose of computing Net Worth and Book Value per share.

Material Events Occurring after Balance Sheet Date

a. The Board of Directors of your Company, at its meeting held on Saturday, January 20, 2024, approved a proposal for
Sub-Division / Split of every 1 (One) Equity Share of INR 10/- (INR Ten Only) each into 2 (Two) Equity Shares of INR 5/- (INR
Five Only) each and the consequent amendment to the Memorandum of Association of the Company subject to the approval of
Members of the Company.

The Members approved the resolution with special majority on March 11, 2024. The Scrutinisers appointed for conducting the
Postal Ballot process in a fair and transparent manner issued a Scrutiniser’s Report on March 11, 2024, confirming that the Sub-
Division / Split was approved by 99.86% of the Members. On March 13, 2024, the Board of Directors of your Company, fixed the
Record Date for the Sub-Division / Split as April 1, 2024 and the Face Value of the Equity Shares of your Company changed from
INR 10/- (INR Ten Only) to INR 5/- (INR Five Only) w.e.f. April 1, 2024. The necessary effect to adjust the number of Equity Shares
in the Demat Accounts of the Members was also completed on April 2, 2024.

The capital structure of the Company pre and post the Sub-Division is as follows:

Particulars Pre-Split Post-Split Pre-Split Post-Split

Type of Share Capital Authorised Equity Share Capital Issued, Subscribed and
Paid-up Equity Share Capital
No. of Equity Shares 200,000,000 400,000,000 77,025,000 154,050,000
Face Value (in INR) 10 5 10 5
Total Share Capital (in INR) 2,000,000,000 2,000,000,000 770,250,000 770,250,000

b. The Board of Directors of your Company at its meeting held on Wednesday, March 13, 2024, approved the formation of a Wholly
Owned Subsidiary Company under Section 8 of the Companies Act, 2013 (the ‘Act’). Accordingly, a Section 8 Company by the
name of ‘Persistent India Foundation’ was incorporated on May 1, 2024.

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 Report of the Directors

c. Mr. Sunil Sapre, Executive Director and Chief Financial Officer, through his letter dated May 15, 2024, informed the Board of
Directors of your Company that in view of his upcoming superannuation and per the CFO Succession Plan of the Company,
he wishes to relinquish the position of Chief Financial Officer (‘CFO’) effective from the closure of business hours on May 15,
2024 (IST). He further confirmed that there were no material reasons for his relinquishment as the CFO other than the reason
mentioned above. The Board expressed its appreciation for his valuable contribution to the Company’s growth journey.

Mr. Sapre further confirmed that he will continue to act as an Executive Director of the Company, in his letter and the Board took
note of the same in its meeting held on May 15, 2024.

In light of Mr. Sapre’s relinquishment of the CFO office, the Board of Directors of your Company, in their meeting held on
May 15, 2024, appointed Mr. Vinit Teredesai as the Chief Financial Officer and Key Managerial Person in terms of Section 203
of the Companies Act, 2013. Mr. Teredesai is a seasoned finance professional with over 28 years of experience in finance,
accounting, auditing, taxation, fund raising, risk management, mergers and acquisitions, and corporate restructuring.

Mr. Teredesai is a qualified Chartered Accountant, Cost and Management Accountant, and a Certified Public Accountant in
the United States. He has also completed a General Management programme from the Sloan School of Management at
the Massachusetts Institute of Technology (MIT) focusing on strategy, innovation, and technology.

There were no other material changes and commitments affecting the financial position of your Company between the end of the
Financial Year 2023-24 and the date of this report.

Particulars required as per Section 134 of the Companies Act, 2013

As per Section 134 of the Companies Act, 2013 (the ‘Act’), your Company has provided the Consolidated Financial Statements
as of March 31, 2024. Your Directors believe that the consolidated financial statements present a more comprehensive picture
as compared to standalone financial statements. The financial statements are available for inspection during business hours at
the Registered Office of your Company and the offices of the respective subsidiary companies. A statement showing
the financial highlights of the subsidiary companies is enclosed to the Consolidated Financial Statements.

The Annual Report of your Company does not contain full financial statements of the subsidiary companies; however, your
Company will make available the audited annual accounts and related information of the subsidiary companies electronically
in line with the Ministry of Corporate Affairs’ (MCA) Circular dated May 5, 2020, and its extensions from time to time upon
written request by any Member of your Company.

Consolidated Financial Statements

Consolidated financial statements of your Company and its subsidiaries as of March 31, 2024, are prepared in accordance
with the Indian Accounting Standard (Ind AS) - 110 on ‘Consolidated Financial Statements’ notified by the MCA and forms
part of this Annual Report.

Changes in the capital structure of your Company during the year

a. The Stakeholders Relationship and ESG Committee has inter-alia approved the allotment of 500,000 (Five Hundred Thousand
only) Equity Shares of INR 10 each at the allotment price of INR 2,789 per Equity Share to PSPL ESOP Management Trust on
April 6, 2023.

b. The Stakeholders Relationship and ESG Committee has inter-alia approved the allotment of 100,000 (One Hundred Thousand
Only) Equity Shares of INR 10 each at the allotment price of INR 2,133 per Equity Share to PSPL ESOP Management Trust on
February 1, 2024.

c. The Board of Directors of your Company, at its meeting held on Saturday, January 20, 2024, approved a proposal for
Sub-Division / Split of 1 (One) Equity Share of INR 10/- (INR Ten Only) each into 2 (Two) Equity Shares of INR 5/- (INR Five Only)
each and the consequent amendment to the Memorandum of Association of the Company which was approved by the Members
of the Company through Postal Ballot on March 11, 2024.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 125
Report of the Directors

Auditors

Statutory Auditors

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

Further, in terms of Regulation 33(1)(d) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
(the ‘Listing Regulations’), M/s. Walker Chandiok & Co. LLP, Statutory Auditors of your Company have confirmed that they hold
a valid certificate issued by the ‘Peer Review Board’ of Institute of Chartered Accountants of India (ICAI) and have provided a
copy of the said certificate to your Company for reference and records.

The Auditors’ Report for the FY 2023-24 does not contain any qualification, reservation, or adverse remark, however, contains
a remark as follows:

As stated in Note 53 of the accompanying standalone financial statements and based on our examination, which included
test checks, except for the instance mentioned below, the Company, in respect of financial year commencing on
April 1, 2023, has used an accounting software for maintaining its books of account which has a feature of recording audit
trail (edit log) facility and the same has been operated throughout the year for all relevant transactions recorded
in the software. Further, during the course of our audit we did not come across any instance of audit trail feature being
tampered with, other than the consequential impact of the exception given below:

Nature of exception noted:

Instances of accounting software maintained by a third party where we are unable to comment on the audit trail feature.

Details of Exception:

The accounting software (Oracle Fusion ERP) used for maintenance of books of accounts of the Company is operated by
a third-party software service provider. In the absence of any information on existence of audit trail (edit logs) for any direct
changes made at the database level in the ‘Independent Service Auditor’s Assurance Report on the Description of Controls,
their Design and Operating Effectiveness’ (‘Type 2 report’ issued in accordance with ISAE 3402, Assurance Reports on
Controls at a Service Organisation), we are unable to comment on whether audit trail feature with respect to the database
of the said software was enabled and operated throughout the year.

The comments of the Board on the remark mentioned by the Statutory Auditors in the Audit Report are as follows:

“The Ministry of Corporate Affairs (MCA) has issued a notification (Companies (Accounts) Amendment Rules, 2021)
which is effective from April 1, 2023, states that every company which uses accounting software for maintaining its books
of account shall use only the accounting software where there is a feature of recording audit trail of each and every
transaction, and further creating an edit log of each change made to books of account along with the date when such
changes were made and ensuring that the audit trail cannot be disabled.

The Group uses a SaaS based ERP as a primary accounting software for maintaining books of account, which has a feature
of recording audit trail edit logs facility and that has been operative throughout the financial year for the transactions
recorded in the software impacting books of account at application level.

The database of the accounting software is operated by a third-party software service provider. The ‘Independent Service
Auditor’s Assurance Report on the Description of Controls, their Design and Operating Effectiveness’ (‘Type 2 report’ issued
in accordance with ISAE 3402, Assurance Reports on Controls at a Service Organisation) includes suitability of the design
and operating effectiveness of controls. However, the availability of audit trail (edit logs) is not covered in the said report.

In our view, the group’s ERP being a SaaS based software, the audit trail at the database level is not applicable.”

The Audit Report forms part of the financial statements which are a part of this Annual Report.

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 Report of the Directors

Secretarial Auditors

Pursuant to Section 204 of the Act, the Board of Directors had appointed M/s. SVD and Associates, Practicing Company
Secretaries, Pune as the Secretarial Auditors of your Company for the Financial Year 2023-24.

Accordingly, the Secretarial Auditors have given the report, which is annexed hereto as Annexure A. There are no
qualifications / observations in the Secretarial Audit Report for FY 2023-24.

Reporting of Frauds by the Auditors

During the year under review, neither the Statutory Auditors nor the Secretarial Auditors have reported to the Audit
Committee, under Section 143(12) of the Act, any instances of fraud committed against your Company by its officers or
employees, the details of which would need to be mentioned in the Board’s report or directly to the Central Government
under intimation to your Company.

Adequacy of the Internal Financial Controls

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

Your Board has laid down policies and processes with respect to internal financial controls and such internal financial controls
were adequate and were operating effectively. The internal financial controls covered the policies and procedures adopted
by your Company for ensuring orderly and efficient conduct of business including adherence to your Company’s policies,
safeguarding of the assets of your Company, prevention, and detection of fraud and errors, accuracy and completeness of
accounting records and timely preparation of reliable financial information.

Internal Audit

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

Disclosure about the Cost Audit

Maintenance of cost records and requirement of cost audit as prescribed under the provisions of Section 148(1) of the Act are
not applicable for the business activities carried out by your Company.

Particulars of Loans and Guarantees Given and Investments Made

Loans, guarantees and investments covered under Section 186 of the Act form part of the notes to the financial statements
provided in this Annual Report (Refer notes 5, 6, 10, 14, 17, and 33 of the Standalone Financial Statements).

Transfer to Reserves

As per the policy of your Company on transfer of surplus profit to reserves, an amount of INR 3,942.66 Million has been
transferred to the General Reserve and an amount of INR 1,696.69 Million will be retained in the Statement of Profit and Loss
after payment of dividend. The balance in the Profit and Loss Account as of March 31, 2024, is INR 17,272.67 Million, and in
the General Reserves is INR 25,854.48 Million.

Fixed Deposits

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

Liquidity

Your Company maintains adequate liquidity to meet the necessary strategic and growth objectives.

Your Company aims to balance between earning adequate returns on liquid assets and the need to cover financial and
business risks. As of March 31, 2024, your Company, on a standalone basis, had cash and cash equivalents (including
investments) amounting to INR 14,300.66 Million as against INR 11,352.08 Million as of March 31, 2023.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 127
Report of the Directors

The details of cash and cash equivalents (including investments) are as follows:
(In ₹ Million)
Year ended on March 31

Particulars 2024 2023

Investment in Mutual Funds at fair value 4,801.50 2,814.11

Fixed Deposits with scheduled banks 3,244.72 4,215.93

Bonds (quoted) 2,995.61 3,085.59

Cash and Bank balances 3,258.83 1,236.45

Total 14,300.66 11,352.08

The particulars of expenditure on Research and Development on an accrual basis are as follows:

(In ₹ Million)
Year ended on March 31

Particulars 2024 2023

Capital expenditure - -

Revenue expenditure 269.48 140.63

Total research and development expenditure 269.48 140.63

As a percentage of total income 0.40% 0.27%

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

(In ₹ Million)
Year ended on March 31

Particulars 2024 2023

Earnings 48,403.78 34,921.08

Outgo 8,548.03 4,749.56

Update on Fixed Deposits with IL&FS

Your Company has deposits of INR 430 Million with Infrastructure Leasing & Financial Services Ltd. (IL&FS) and IL&FS
Financial Services Ltd. (referred to as “IL&FS Group”) as on the balance sheet date. These were due for maturity between
January 2019 and June 2019. In view of the uncertainty prevailing with respect to recovery of outstanding balances from
IL&FS Group, the Management of your Company has fully provided for these deposits, along with interest accrued thereon till
the date the deposits had become doubtful of recovery. The Management is hopeful of recovery though with a time lag and
continues to monitor developments in the matter.

Related Party Transactions

The Policy to determine the materiality of related party transactions and dealing with related party transactions, as approved
by the Board of Directors, is available on your Company’s website at https://www.persistent.com/investors/corporate-
governance/related-party-transactions-policy/

During the year under report, your Company did not enter into any material transaction with any party who is related to it
as per the Act. There were certain transactions entered into by your Company with its subsidiaries and other parties who
are related within the meaning of the Indian Accounting Standard Ind AS - 24. The attention of Members is drawn to the
disclosure of transactions with such related parties set out in Note No. 33 of the Standalone Financial Statements, forming
part of this Annual Report. The Board of Directors confirms that none of the transactions with any of the related parties were in
conflict with your Company’s interests. The list of Related Party Transactions entered into by your Company for the Financial
Year 2023-24 (on a consolidated basis) is available on https://www.persistent.com/investors/corporate-governance/related-
party-transactions-policy/

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 Report of the Directors

The related party transactions are entered into based on considerations of various business requirements, such as synergy in
operations, sectoral specialisation, and your Company’s long-term strategy for sectoral investments, optimisation of market
share, profitability, legal requirements, liquidity, and capital resources of subsidiaries.

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

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

B. Board and its Committees

Board Meetings

The details pertaining to the composition, terms of reference, and other details of the Board of Directors of your Company
and the meetings thereof held during the Financial Year 2023-24 are given in the Report on Corporate Governance forming
part of this Annual Report.

Directors and Key Managerial Personnel

During the year under report, the Members of your Company in the 33rd AGM confirmed the appointment of Prof. Ajit Ranade
(DIN: 00918651) as an Independent Director of your Company, not liable to retire by rotation, to hold office for
the first term of 5 (Five) consecutive years i.e. from June 6, 2023, t o June 5, 2028.

Retirement of Prof. Deepak Phatak, Independent Director

On April 2, 2023, Prof. Deepak Phatak (DIN: 00046205), upon reaching the age of 75 years, decided to step down from the
position of Independent Director of your Company. This is in accordance with your Company’s internal norms with respect to
the age of Independent Directors. He had confirmed that there were no material reasons for his resignation.

The Board thanked Prof. Phatak for his contribution and wished him the best for his future endeavors.

Retirement by Rotation

In terms of Section 152(6) of the Act and Article 137 of the Articles of Association of your Company, Mr. Sunil Sapre
(DIN: 06475949), Executive Director is liable to retire by rotation at the ensuing AGM as he is the Non-Independent Director
who is holding office for the longest period among the Non-Independent Directors on the current Board.

Mr. Sapre has confirmed his eligibility and willingness to accept the office of Director of your Company if confirmed by the
Members at the ensuing AGM. In the opinion of your Directors, Mr. Sapre has the requisite qualifications and experience and
therefore, your Directors recommend that the proposed resolution relating to the reappointment of Mr. Sapre till September
30, 2024, be passed with the requisite majority.

Appointment of Directors since last AGM

1\ Proposed appointment of Ms. Anjali Joshi as an Additional Director (Independent Member), not liable to retire by
rotation, to hold office with effect from June 10, 2024, till June 9, 2029

The Nomination and Remuneration Committee (‘NRC’) of the Board of Directors of the Company at its meeting held on
June 7, 2024 recommended the appointment of Ms. Anjali Joshi (DIN: 10661577) as an Additional Director (Independent
Member) of the Company.

The Board at its meeting held on June 7, 2024, discussed the same and in-principal agreed to the proposal of the NRC for
the appointment of Ms. Joshi, subject to the completion of certain necessary statutory requirements by Ms. Joshi. Your Board
considered expertise in the Software Industry, large-scale global operations, strategy and planning, and business acumen of
Ms. Joshi while recommending her appointment. She has since obtained a valid registration of the Independent Directors Databank.

The Board will consider and approve her appointment as an Additional Director (Independent Member) through a circular
resolution once the Statutory Requirements are completed by Ms. Joshi. Further details will form part of the 34th AGM notice.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 129
Report of the Directors

2\ 
Proposed re-appointment of Mr. Praveen Kadle (DIN: 00016814) as an Independent Director of the Company, not liable
to retire by rotation, to hold office for 5 (Five) consecutive years i.e. for a term up to April 22, 2025

The Nomination and Remuneration Committee (the ‘NRC’) of the Board of Directors at its meeting held on June 7, 2024,
recommended the re-appointment of Mr. Praveen Kadle, Independent Director (DIN: 00016814) who will retire from
the Board on April 22, 2025, for a second term of 5 (Five) years. The NRC evaluated the balance of skills, knowledge,
and experience on the Board and recommended that Mr. Praveen Kadle shall be reappointed as an Independent Director
for a further term of 5 (Five) years form April 23, 2025, till April 22, 2030, at the ensuing AGM in order to ensure
a seamless continuation and stability on the Board.

In the opinion of the NRC, Mr. Kadle has requisite qualifications and experience. The Board will consider and approve his
re-appointment through a circular resolution . Further details will form part of the 34th AGM notice.

3\ 
Re-appointment of Mr. Sunil Sapre, Pune, India (DIN: 06475949) as an Executive Director of the Company liable to retire by
rotation, to hold the office with effect from October 1, 2024, till December 31, 2024.

 Pursuant to the recommendation from the Nomination and Remuneration Committee, your Board recommends
the re-appointment of Mr. Sunil Sapre as an Executive Director with effect from October 1, 2024, till December 31, 2024, i.e.,
till the date of Mr. Sapre’s superannuation, subject to the approval of the Members at the ensuing AGM. Your Board considered his
expertise, wide industry experience and financial acumen for recommending his appointment. Pursuant to the provisions of the
Act, he is liable to retire by rotation. Mr. Sapre has confirmed his eligibility and willingness to accept the office of the Director of
your Company, if confirmed by the Members at the ensuing AGM.

In the opinion of your Directors, Mr. Sapre has requisite qualifications and experience and therefore, your Directors recommend
that the proposed resolution relating to the re-appointment of Mr. Sapre be passed with the requisite majority. Mr. Sapre’s profile
forms part of this Annual Report and has also been provided in the 34th AGM notice.

As on the date of this report, your Company has 7 (Seven) Non-Executive Members on the Board who are Independent
Directors. Pursuant to Regulation 17(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
(the ‘Listing Regulations’), every listed company where the Chairperson is an Executive Director shall have at least half of its
total strength of the Board of Directors as Independent Directors. Your Company complies with this requirement.

There is no inter se relationship between the Directors except the following:

1\ Prof. Ranade, Independent Director of the Company, Director of Mahratta Chamber of Commerce Industries and
Agriculture (MCCIA) where Dr. Anand Deshpande (Chairman and Managing Director of the Company) is the Vice
President and Director, and Mr. Arvind Goel (Independent Director of the Company) is the Director.

2\ Dr. Deshpande is the Nominee of the Chancellor on the Board of Management of Gokhale Institute of Politics and
Economics, where Dr. Ranade is a Vice-Chancellor.

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

Declaration of Independence by Independent Directors

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

Further, they have included their names in the databank of Independent Directors maintained with the Indian Institute of
Corporate Affairs in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of
Directors) Rules, 2014.

During the Financial Year 2023-24, a separate meeting, exclusively of the Independent Directors was held on July 20, 2023,
in which the Independent Directors transacted the following businesses along with a few other important strategic and
policy-related matters:

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

2\ Discussed the quality, quantity and timeliness of the flow of information between the Directors and the Management of
the Company

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3\ Discussed the strategic matters of the Company and current state of the global IT industry
4\ Discussed the business continuity plan in the organisation

Committees of the Board

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

Audit Committee

The details pertaining to the composition, terms of reference, and other details of the Audit Committee of the Board of
Directors of your Company and the meetings thereof held during the Financial Year are given in the Report on Corporate
Governance forming part of this Annual Report. The recommendations of the Audit Committee in terms of its Charter were
considered positively by the Board of Directors of your Company from time to time during the year under Report.

Nomination and Remuneration Committee

The details including the composition and terms of reference of the Nomination and Remuneration Committee and the
meetings thereof held during the Financial Year and the Remuneration Policy of your Company and other matters provided in
Section 178(3) of the Act are given in the Report on Corporate Governance section forming part of this Annual Report.

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

The Board of Directors decide the criteria for the appointment of a new director on the Board from time to time depending
on the dates of retirement of existing Directors and the strategic needs of your Company. The criteria include expertise area,
industry experience, professional background, association with other companies, and similar important parameters.

Once the criteria are determined, the Board directs the Nomination and Remuneration Committee to compile profiles of
suitable candidates through networking, industry associations and business connections. The Nomination and Remuneration
Committee considers each and every profile on the decided parameters and shortlists the candidates.

Members of the Nomination and Remuneration Committee interact with at least two and at the most four potential candidates.

Efforts are made to ensure that the Board has adequate diversity across various parameters such as nationality and gender
in terms of The Board Diversity Policy. The Board has decided that for every position of the Board, female candidates will also
be considered.

The Board Diversity Policy adopted by the Board sets out its approach to diversity. The policy is available on our website,
at https://www.persistent.com/wp-content/uploads/2023/05/Board-Diversity-Policy.pdf

Once the Committee is convinced about a candidate’s competency, his/her business acumen, commitment towards his/her
association with your Company, disclosure of his/her interest in other entities and his/her availability for your Company on
various matters as and when they arise, it recommends the candidate to the Board of Directors for its further consideration.
Generally, the Board accepts the recommendation by consensus.

The said Policy is also available on your Company’s website at https://www.persistent.com/wp-content/uploads/2022/05/

Policy-for-appointment-of-a-new-director.pdf

The general terms and conditions of appointment of Independent Directors is available on the Company website at
https://www.persistent.com/investors/corporate-governance/other-disclosures/terms-and-conditions-of-appointment-of-
independent-directors/

Performance Evaluation of the Board, its Committees and Directors

Your Company conducts the annual performance evaluation of the Board, the Chairman, its various Committees, and the
Directors individually including the Independent Directors. The performance evaluation is done by an external management
consultant who specialises in the Board evaluations. The performance of the Board is evaluated by seeking inputs from all
the directors and senior management. The evaluation criteria include aspects such as the Board composition, structure,
effectiveness of board processes, information, and functioning, etc.

This year, the evaluation was conducted in March and April 2024 and the findings of the evaluation were presented at the
meetings of the Nomination and Remuneration Committee and the Board of Directors held in April 2024.

The details of the evaluation form part of the Report on Corporate Governance.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 131
Report of the Directors

Employees’ Remuneration

The percentage increase in remuneration, ratio of remuneration of each Director and Key Managerial Personnel (KMP) (as required
under the Act) to the median of employees’ remuneration, and the details required under Section 197(12) of the Act read with Rule
5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, form part of Annexure C to the
Report.

The statement containing particulars of all the employees employed throughout the year and in receipt of remuneration of
INR 1.02 Crore or more per annum and employees employed for part of the year and in receipt of remuneration of INR 8.5
lakh or more per month, as required under Section 197(12) of the Act read with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, forms part of this Report. However, pursuant to first proviso to Section
136 (1) of the Act, this report is being sent to the Members excluding the aforesaid information. Any Member interested in
obtaining the said information may write to the Company Secretary at the Registered Office of the Company and the said
information is open for inspection at the Registered Office of the Company.

Employee Stock Option Plan

Your Company has 13 (Thirteen) ESOP Schemes as of March 31, 2024. These Schemes are being implemented as per
the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (‘SEBI SBEB Regulations’), and as of March
31, 2024, 2 (Two) schemes viz. Persistent Employee Stock Option Scheme 2014 and Persistent Systems Limited — Employee Stock
Option Plan 2017 are active.

The Members of your Company in the 31st AGM and 33rd AGM approved amendments in the ‘Persistent Employee Stock
Option Scheme 2014’ (PESOS 2014) and ‘Persistent Systems Limited — Employee Stock Option Plan 2017’ (ESOP 2017) and
increased the kitty available for grant of Stock Options. Further, through Postal Ballot Notice dated February 6, 2024,
of which the results were announced on March 11, 2024, the Members approved an amendment in the PESOS 2014 to add a
time period to the existing maximum cap on the Stock Options that could be granted to an individual employee of
the Company under PESOS 2014.

In the Financial Year 2023-24, 343,200 options were granted under PESOS 2014, and 1,865,325 options were granted under
ESOP 2017.

As required under the SEBI SBEB Regulations, the Secretarial Auditor’s certificate on the implementation of share-based
schemes in accordance with these regulations will be made available at the AGM.

The disclosure pursuant to the SEBI (Share Based Employee Benefits) Regulations, 2014 is available on the website of the
Company at https://www.persistent.com/wp-content/uploads/2023/06/esop-details-2024.pdf

Corporate Social Responsibility

Your Company is committed to making a difference to the community that we are all part of. Your Company treats the society
and the environment among the stakeholders of your Company.

Your Company has engaged with various non-profit organisations and has voluntarily donated 1% profit of the Company for
social causes since 1996 and 2% of the profit since 2013, in accordance with Section 135 of the Companies Act, 2013.

To institutionalise and to further your Company’s CSR commitment, your Company formed a Public Charitable Trust —
‘Persistent Foundation’ in the Financial Year 2008-09. When the CSR provisions were first introduced in the Companies Act
2013, your Directors decided to formally request Persistent Foundation’s help to fulfil the Company’s CSR obligations.

Persistent Foundation (the ‘Foundation’) is celebrating its fifteenth year of establishment this year. During these 15 years,
the Foundation has contributed to many projects spread across different geographies in association with well-known NGOs
to reach out to large number of beneficiaries.

Your Company acknowledges the contribution made by the Foundation in coordinating and ensuring that the CSR donations
made by your Company are being effectively deployed as proposed and have an impact on society. Volunteering by
employees of the Company is an important part of the Foundation’s mission. Your Company believes that when employees
contribute to the community it makes them feel good which in turn helps in their productivity.

Persistent Foundation’s main focus areas include Health, Education, Community Development and Wildlife and Heritage
Conservation.

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During the year under report, the Foundation was able to continue to create excitement among employees to participate
in socially relevant causes. With the cooperation of the employees of your Company, the Foundation has set up several
well-defined programmes and activities for the promotion of education, health, community development, and Wildlife and
Heritage Conservation. These activities are carried out through projects undertaken by the Foundation with the support of the
employees and through the Government authorities, reputed social organisations, and institutions.

The total CSR contribution of INR 175.45 Million, which was 2% of the profits calculated as per the Act, was spent on various
CSR initiatives through the Foundation during the Financial Year 2023-24.

A detailed Report on CSR activities of your Company under the provisions of the Act during the Financial Year 2023-24
is annexed hereto as Annexure D.

A detailed Report on the activities of the Foundation forms part of this Report.

Your Company is pleased to inform you that in addition to the above-mentioned Public Charitable Trust, your Company has
incorporated a Wholly Owned Subsidiary Company under Section 8 of the Act by the name of ‘Persistent India Foundation’
on May 1, 2024, to carry out the CSR activities of the Persistent Group. Your Company believes that moving the CSR activities
to a Section 8 Company will help with ease of compliance and streamlining activities.

Persistent India Foundation will work on the same focus areas as that of the Foundation.

CSR Committee and CSR Policy

The Board of Directors of your Company has constituted a CSR Committee to help your Company frame, monitor, and
execute the Company’s CSR activities under its CSR scope. The Committee defines the parameters and observes them for
effective discharge of your Company’s social responsibility.

The Board of Directors of your Company has further approved the CSR Policy of your Company to provide a guideline for
the Company’s CSR activities.

The CSR Policy is uploaded on your Company’s website at https://www.persistent.com/investors/csr-at-persistent/

Your Company’s CSR Policy highlights that the need for contributing to the society is extensive and your Company can make
a significant impact by staying focused on a few areas through its social initiatives.

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

Stakeholders Relationship and ESG Committee

The Stakeholders Relationship Committee was constituted on October 4, 2007.

Your Company believes that in today’s day and age, the definition of the stakeholders must be extended beyond what
is traditionally considered as stakeholders. Accordingly, your Company has decided to adopt a broader definition of
stakeholders to explicitly include society, customers, partners, our employees, the shareholders, vendors and even the
environment.

Your Company also aims to provide more focused and detailed efforts toward ESG implementation. Considering the same,
the Board, at its meeting held in January 2022, decided to assign the Stakeholders Relationship Committee the additional
responsibility of overseeing the ESG monitoring-related work at the company. Accordingly, the name of the Committee was
amended to ‘Stakeholders Relationship and ESG Committee’.

A separate section on ESG at Persistent can be accessed at Environmental, Social and Governance Report | Persistent
Systems and the ESG Report for FY 2023-24 can be accessed at https://www.persistent.com/wp-content/
uploads/2024/06/esg-sustainability-report-2024.pdf

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Report of the Directors

C. Equity and Related Information

Listing with the Stock Exchanges

The Equity Shares of your Company are listed on BSE Limited (BSE) (Scrip Code: 533179) and the National Stock Exchange of
India Limited (NSE) (Symbol: PERSISTENT) since April 6, 2010. Listing fees for the Financial Year 2023-24 have been paid to both
BSE and NSE.

The ISIN of your Company has changed to INE262H01021 upon the Sub-Division of the Equity Shares of the Company w.e.f.
March 28, 2024, and the Equity Shares with Face Value of INR 5/- per share can be viewed under the new ISIN.

Institutional Holding

As on March 31, 2024, the total institutional holding in your Company stood at 50.84% of the total share capital.

Dividend for the Financial Year 2023-24

The details of the Dividend for the Financial Year 2023-24 and 2022-23 are as follows:
Financial Year 2023-24 Financial Year 2022-23

Type of Dividend Interim Final*

Interim Final Special
Month of declaration/recommendation Jan-24 Apr-24 Jan-23 Apr-23 Apr-23
Date of Payment February 7, To be decided February 6, July 24, July 24,
2024 upon 2023 2023 2023
Shareholders
Approval
Amount of Dividend (In ₹) 32 Per Equity 10* Per Equity 28 Per Equity 12 Per Equity 10 Per Equity
Share of Share of Share of Share of INR Share of INR
INR 10 each INR 5 each INR 10 each 10 each 10 each
% of Dividend 320% 200% 280% 120% 100%
Total Dividend (In ₹ Million) 2,461.60 1,540.50 2,139.90 923.10 769.25
Total Dividend Outflow for the year (In ₹ Million) 4,002.10 3,832.25
Payout Ratio 36.60% 41.61%

*
The payment of the Final Dividend of INR 10 per Equity Share of INR 5 each is subject to your approval during the 34th AGM of
your Company. The Dividend will be paid out of the profits of your Company.

Out of the interim dividend declared in January 2024, INR 0.23 Million remained unclaimed as of March 31, 2024.

The total unpaid dividend as on March 31, 2024 for the last 7 (Seven) years is INR 2.97 Million which is 0.02% of the
unclaimed dividend over these 7 (Seven) years.

Your Company has a Dividend Distribution Policy and the same has been uploaded on the website at
https://www.persistent.com/wp-content/uploads/2016/09/Dividend-Distribution-Policy.pdf As per the policy,
the dividend payout ratio shall be maintained up to 40% of the Consolidated Profit After Tax.

Pursuant to the Finance Act, 2020 (the ‘Act’ for this section), dividend income is taxable in the hands of shareholders and
the shareholders are requested to refer to the Finance Act, 2020 and amendments thereof.

As per the Act, your Company is expected to deposit 10% of the dividend to the Income Tax Department as TDS on your
behalf. Your Company has appointed M/s. Link Intime India Private Limited (‘Link Intime’) to manage the share and dividend
management process. They have created a facility for online submission of Tax Exemption forms where the shareholders can
submit their tax-exemption forms along with other required documents.

The requisite form for claiming tax exemption can be downloaded from Link Intime’s website. The URL for the same is as
under: https://www.linkintime.co.in/client-downloads.html → On this page, select the General tab. All the forms are available
under the head “Form 15G / 15H / 10F”.

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

1\ Select the company (Dropdown)

2\ Folio/DP-Client ID
3\ PAN
4\ Financial year (Dropdown)
5\ Form selection

a. Document attachment — 1 (PAN)

b. Document attachment — 2 (Forms)
c. Document attachment — 3 (Any other supporting document)

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

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

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

Transfer of Unclaimed Dividend and Corresponding Shares to the IEPF Authority

During the year under report, your Company has transferred the unclaimed and unpaid dividend of INR 271,449 to the IEPF
Authority. Further, 1,315 (2,630 post-split) corresponding shares on which the dividend was unclaimed for seven consecutive
years have been transferred as per the requirement of the IEPF Rules.

Further, your Company also gave the necessary effect of the Sub-Division / Split on the Equity Shares which have been
transferred to IEPF on April 10, 2024.

The details are provided in the shareholder information section of this Annual Report and are also available on the website:
https://www.persistent.com/investors/unclaimed-dividend/

The Board has appointed Mr. Amit Atre, Company Secretary, as the Nodal Officer to ensure compliance with the IEPF rules.
His coordinates form part of the Corporate Governance Report in this Annual Report.

D. ESG
Your Company’s commitment to ESG outlines your company-wide approach to integrating Environmental, Social, and
Governance (ESG) considerations into the business activities. Your Compay is dedicated to working with the people, clients,
partners, and communities to build a more equitable, sustainable, and healthier world through the application of technology
and engineering.

Our ESG Vision

Since 2022, Persistent supports the Ten Principles of the United Nations Global Compact (UNGC) on human rights, labour,
environment and anti-corruption. We express our commitment to making the UNGC principles part of the strategy, culture
and day-to-day operations of our company. Our ESG framework includes the following:

Environmental Sustainability: Use technology solutions to reduce greenhouse gas emissions.

Diversity and Inclusion: Build an inclusive workplace and nurture diverse talent.

Social Responsibility: Commitment to positively impact society.

Corporate Governance: Good governance practices for responsible business and stakeholder value creation.

Environmental Sustainability: We and our stakeholders face both challenges and opportunities from climate change and
environmental sustainability. We are firmly dedicated to lowering and minimising the environmental impact of our
internal operations.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 135
Report of the Directors

Our focus will be on four aspects:

\ Reducing Greenhouse Gas (GHG) emissions and using energy from Renewable sources

\ Improving the efficiency of water use and recycling

\ Waste management that is sustainable and reduces waste to landfill

\ Protecting biodiversity

We will achieve this through the following:

\ Setting clear and ambitious goals that are based on sound scientific principles

\ Establishing strong governance through alignment of our business strategies with sustainability agenda

\ Using best-in class solutions and technologies available to reduce GHG emissions from own and value chain operations

\ Reducing the consumption of fossil-fuel based energy by transitioning to renewable & green energy

Priorities and Targets:

Your Company has taken short and long-term targets to reduce GHG emissions by aligning to Sustainable Development
Goals (SDG) which are as follows:
\ Achieve Carbon Neutrality for Scope 1 and Scope 2 by FY 2026

\ 100% electricity sourced from renewable energy by FY 2026

\ Reduce 30% emissions (Scope 3) from our global operations by FY 2028

\ Net-zero GHG emissions by FY 2050 will be achieved by:-Science based targets (SBTi) commitment

- Sourcing 100% renewable energy

- Using technology solutions

- Carbon offsetting

Through the adoption of clean technology solutions across our operations, your Compay demonstrates a strong dedication
to reducing our environmental footprint and fostering a positive impact. By aligning the business strategies with sustainability
initiatives, the focus remains on shaping a brighter future for upcoming generations. Your Company sets targets and made
commitments regarding water conservation, building resilience towards climate change, energy efficiency,
and emissions reduction, and we are proud to report significant progress towards their achievement.

Your Company has published its ESG/Sustainability Report for the FY 2023-24 and the same is available on your Company’s
website at https://www.persistent.com/wp-content/uploads/2024/06/esg-sustainability-report-2024.pdf The same is also
available at your Company’s ESG webpage at: https://www.persistent.com/company-overview/environmental-social-and-
governance/

Some of the activities carried out by your Company are reiterated below:

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

Your Company has deployed various energy saving devices and systems, which help in conserving energy and has resulted
in significant savings in energy costs. Your Company has made capital investments amounting to INR 54.12 Million during the
Financial Year 2023-24.

Your Company has made the necessary disclosures in this Report in terms of Section 134(3) of the Act read with Rule 8 of the
Companies (Accounts) Rules, 2014.

Your Company has a dedicated team across India under the ESG and EHS function. The group implements projects to
continually enhance energy efficiency in our existing buildings, such as new technology retrofits, bringing in more efficient
equipment etc. On an annual basis, the project proposals are reviewed by the management and thereafter, a dedicated
budget is allotted for these projects. The learnings from these are utilised for efficient design of the building architecture in
new projects, thereby resulting in some of the lowest energy intensities (EPIs) in the industry.

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Your Company is working on various initiatives to reduce the footprint as follows:

Green Building Initiatives

\ Your Company uses 100% eco-certified furniture. All the furniture including sofas, chairs, tables, etc. are BIFMA certified
all upcoming projects.

\ Two buildings, “Bhageerath” and “Ramanujan” facilities from Pune, are IGBC Platinum-certified buildings.

\ Our two buildings from Pune viz. “Bhageerath” has a BEE 2 Star & “Aryabhatta-Pingala” has a BEE 3 Star rating.

\ Optimum usage of daylight: 55% of the total regularly occupied areas achieve natural daylight of 300 lux or more.

\ Your Company strives to procure materials locally within a radial distance of 500km. This helps to reduce the
transportation distance and effective fuel consumption resulting in minimising the overall Carbon emission.

\ Low VOC Emitting Materials: Use of low VOC Paints and adhesives, CRI Green Label plus certified carpets, and green
plywood which is Green Pro certified.

\ Double wall brickwork construction reduces AC Load.

\ Use of crushed sand instead of river sand.

\ Use of fly ash bricks instead of clay bricks.

\ Use of double Glass Unit with low ‘E’ glass for windows and facades.

\ Double glass partition for meeting rooms.

\ Material Acoustic Performance: As recommended, we have installed acoustic ceiling materials, double glass partitions for
meeting rooms, CRI green label plus certified partitions, cavity system with glass wool insulation for the partitions.

Green Initiative

Enhancing Corporate Wellness through Indoor Plants

In today’s world, where corporate offices are increasingly adopting sustainable practices, your Company takes pride in its
commitment to environmental responsibility and employee well-being. As part of our ongoing green initiative, we have
transformed our offices into a thriving oasis of nature by incorporating over 15,000 indoor plants. This visionary project not
only aligns with our sustainability goals but also fosters a healthier and more productive workplace.

Energy Efficiency Initiatives:

Energy efficiency initiatives are the initiatives to reduce energy requirements without impacting the performance of
operations, eliminate energy waste, and use high energy efficiency technology equipment. Energy efficiency brings a variety
of benefits: reducing greenhouse gas emissions, reducing demand for energy imports, and lowering our costs.

HVAC Retrofit

\ Replaced existing ACs based on R-22 with energy efficient inverter-based ACs with environment-friendly R-32 gas,
resulting in a 15% reduction in electricity consumption

\ Replaced duct able AC units with energy-efficient inverter-based ACs, resulting in a 12% reduction in electricity
consumption

\ Upgraded the chiller system with high-efficiency chiller systems at Bhageerath, Pune facility, reducing energy and water
consumption. resulting in ~30 % reduction in electricity consumption

\ Replaced old chiller system with high-efficiency VRV System at the Charak-Bhaskar facilities in Goa (lesser energy and
water consumption) resulting in energy saving of ~20 % in HVAC consumption

\ Controlled Ozone System: Integrated with air conditioning for energy saving & indoor air quality improvement resulting in
energy saving of ~21 % in AHU power consumption

\ Cold aisle containment in the Data centre: Resulted in a saving of ~18% in HVAC Power consumption of the
Data centre

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Report of the Directors

Lighting Efficiency

\ Transitioned from CFLs to LED lamps - Replaced CFLs by LED lamps: 5,365 No’s of CFLs by LED lamps - indoor, outdoor
& all common areas such as parking, lobbies, toilets etc. in our facilities i in the last FY, resulted in an energ saving of ~40 %
in lighting power consumptions

\ Proactively controlled smart lighting and AC with sensors and timers / sequential timers / occupancy / motion sensors

Operational Efficiency

\ Energy-saving measures are taken right from the design stage, like double wall construction, low-e glass for facades and
windows with double-glazed glass i.e., DGUs, maximum use of natural light and ventilation, underdeck insulation, etc.

\ Use of ASVG, AHF, and Automatic Power Factor Correction (APFC) units at all locations to ensure near unity PF and
maintain the current harmonics of less than 5%.

\ Upgradation to high-efficiency modular online UPS systems to reduce losses & have flexibility for future growth. ~18%
energy saving achieved

\ Use the thin client in place of CPU for training rooms and some of the projects

\ 100% change over to laptops from desktops to reduce energy consumption and enable work from home, thus reducing
office occupancy and optimising power consumption on ACs and office network equipment

\ Active harmonic filter panel for automatic power factor and harmonics control in electrical system, to improve power
quality and reduce losses

\ Regulated and optimised schedules for workings of lifts, vending machines, ventilation systems, water coolers, etc.
(Shut off at night / off working hours except bare minimum required)

\ Installed Variable Frequency Drives (VFDs) in fresh air and Air Handling Unit (AHU) systems for better control and
adjustment, optimising energy consumption

\ Controlling and monitoring daily operations through building management system

\ Optimised running hours of air-conditioned systems: Temperature set points are altered based on working time,
occupancy, and seasonal aspects. (e.g., In winter, night hrs., weekends etc.)

\ AC Discipline: No cool air leakages from each air-conditioned area

\ AC optimisation: In server rooms and data centres, we have optimised AC utilisation by removing unwanted heat loads,
space optimisation, reorganising inlet and outflow, and wall insulation

\ Conference rooms and common area ACs are set to a minimum temperature of 240 C

Renewable Energy

We maintain a dedicated focus on energy usage, with a strategic emphasis on sourcing renewable energy which entails sourcing
100% of its electricity from renewable energy sources by 2026. Presently we source renewable energy from Wind and Solar.
Through the adoption of renewable energy, Persistent not only reduces the carbon footprint but also contributes to the global
effort to combat climate change.

We have a dedicated team to undertake Green Initiatives and work on those projects.

a. Persistent Onsite Rooftop Solar Plants – A total of 1.437 MWp have been installed, at Pune, Goa and Nagpur, India.
Total emissions reductions — 1356 tCO2e.
b. Persistent Offsite Wind Mills: 2 windmills with capacity of 2.1 MW. We take wind generated units rebate in our electricity
bills and the remaining generated units is converted to Renewable energy Certificates (REC) which is used for Carbon
Neutrality. Total emissions reductions – 4798 tCO2e.

Carbon Reduction Initiatives

To achieve the goal of net-zero emissions by the end of 2050, Persistent focusing first on actual reductions across Scope
1, 2, and 3 emissions and then removing any remaining emissions through nature-based carbon removal offsets. The most

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significant aspects relate to indirect emissions from Scope 2 electricity usage and Scope 3 emissions from purchased goods
and services and business travel.

Persistent is not only committed to achieving the net zero goal, but we are also actively accelerating and scaling the actions
to ensure we reach this target. Here’s how we are doing it:

Accelerating Actions: Persistent is fast-tracking carbon reduction initiatives. This includes speeding up the transition to
\ 
renewable energy sources, implementing energy-efficient technologies at a faster pace, and expediting waste reduction
efforts.

Scaling Actions: Persistent is scaling up successful initiatives across all levels of the organisation. If a particular strategy
\ 
proves effective in one department or region, steps are being taken to implement the same company-wide.

\ Implementation of iREC and Carbon credit from Nature base project for residual energy consumption.

Net Zero Commitment

Persistent is committed to achieving Net Zero emissions globally by 2050. Persistent will do this through Net Zero Goal.
Persistent is adopting a science-based approach to Net Zero emissions reduction target-setting.

Persistent’s short-term plan focuses on immediate actions and the long-term plan involves strategic initiatives. Together, these
plans will guide us towards the goal of achieving net-zero emissions, contributing to a sustainable future.

Water Management initiatives

\ Prevention of overflow from overhead tanks using the auto-level control system

\ As the touchless water taps are installed with no batteries, the hazardous maintenance work of checking and replacing
the batteries periodically is eliminated and hazardous waste generation is avoided.

\ Special nozzles / aerators were installed to reduce water flow at water taps

\ “No leaky tap” policy — leaky tap / pipe is repaired within 2 hours (immediately in cases)

\ Monitoring water meter readings twice every day to detect overuse / excessive leakage

\ STP output water is recycled for gardening at our Pune, Nagpur and Goa facilities, recycled water gets reused for
gardening and flushing of toilets

\ Infrastructure and system installed for collection of natural underground spring water leakages / seepages and recycling it
for non-drinking and gardening use to reduce consumption of treated water

\ Ground water recharging with rainwater harvesting system in Hinjewadi-Pune, Nagpur & Goa facility

\ Frequent awareness campaigns are run to encourage employees to save water in the office & at home

Waste Management

Since Persistent is an IT/ITES company, there is no raw and finished physical goods supply/distribution or linked
manufacturing / transportation involved. Hence, recycling of material at our premises is largely not applicable.

The Waste Management initiatives are as follows

\ Disposal Bins for various types of scrap generated i.e., to collect dry waste (Civil debris, furniture waste, paper, cardboard,
plastic, and glass etc.) and wet waste (organic waste). The collected dry waste was segregated and further sent to
municipal waste collection. Wet waste is also collected separately and sent to municipal waste collection

\ E-waste & hazardous waste is handed over only to authorised agencies approved by the State Pollution Control Board.
Employees are also encouraged to deposit their personal E-waste at all our company facilities for disposal, the same way

\ Started an initiative of refurbishing old end-of-life (EOL) laptops and donating them to needy NGOs/ educational
institutes, thereby creating employment and achieving recycling rather than scrapping them as E-waste

\ Minimised plastic bags to almost zero and encouraged cloth or paper bags instead; Persistent organises “No Plastic Days”
to promote awareness of using plastic

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Report of the Directors

\ ‘ZERO PLATE WASTAGE’ week is observed twice a year and regular awareness is through mail and posters

\ Almost paperless office with all work done on email/ soft copies except where statutorily mandated or required by govt.
rules / procedures

\ ‘Two-sided printing’ is set as the default printing mode to reduce paper consumption

\ All waste papers are shredded and recycled through a vendor partner

\ All garden waste is treated in compost pit to get organic fertiliser

\ Dry garbage is collected on daily basis by “Swachh” an NGO appointed by PMC

\ No Tobacco / No smoking policy in our entire organisation

\ Single use plastic water bottles banned plastic spoons / plates / crockery also banned

EV charging stations

\ Introduced EV charging station at 2- 2-wheeler & 4-wheeler parking areas with a Centralised Monitoring System. This
will help us to reduce the Carbon Footprint & encourage employees to use electric vehicles with no pollution & minimise
environmental impact

\ Started using electric vehicles for employees’ commute from April 2024, with no pollution & to minimise environmental
impact

Other Initiatives - Awareness Drives

Your Company is running an awareness drive among the employees towards sustainable living under the banner “Towards
Sustainable Tomorrow” which includes energy monitoring and saving methods at home, promoting renewable energy at
home / societies, composting, water saving and other initiatives.

Organisation-level declarations sustainability for stakeholders

\ Since FY22 we have published our efforts in ESG and achievements against our goal to all our external stakeholders
by publishing externally assured ESG reports as per ISAE 3000 standards. The report is in accordance to Global
Reporting Initiative (GRI Standards) 2021, Business Responsibility and Sustainability Reporting (BRSR) requirements
of Security Exchange Board of India (SEBI). Sustainability Accounting Standard Board (SASB) standards, Task Force
on Climate related Financial Disclosures (TCFD). Principles, and the material issues are also aligned with the United
Nations Sustainable Development Goals (UNSDGs) ensuring transparency and accountability and forms the basis of our
Communication on Progress (CoP) with the UN Global Compact (UNGC)

\ Your Company has participated in Carbon Disclosure Project (CDP) (https://www.cdp.net/en). This is a huge transparency
initiative for all our stakeholders – investors, shareholders, customers, employees, vendors, etc

\ Your company has disclosed its ESG progress in S&P Global Corporate Sustainability Assessment (CSA)
(https://portal.csa.spglobal.com) and now we are a proud participant of CSA

\ Persistent registered for IGBC & LEED programme for new upcoming facility & during the renovation of the building

\ Persistent “Bhageerath”, and “Ramanujan” Pune facility “IGBC PLATINUM” certified under the “Green Interiors” category

\ Won an award for the “Energy Conservation and Management Award” category at the MEDA Annual Awards 2023

\ We are one of the very few IT companies to have 1.437 MWp solar panels on almost all onsite rooftops and two offsite
windmills with a capacity of 2.1 MW each

\ We partnered with “Grow Tree” to plant 1000+ trees on behalf of our Clients and Global recruitment partners

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 Report of the Directors

E. Other Disclosures
Corporate Governance

A separate Report on Corporate Governance with a detailed compliance report as stipulated under the Listing Regulations
and any other applicable law for the time being in force form an integral part of this Report.

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

Management Discussion and Analysis

Report on Management Discussion and Analysis as stipulated under the Listing Regulations and any other applicable laws for
the time being in force based on audited consolidated financial statements for the Financial Year 2023-24 forms an integral
part of this Annual Report.

Business Responsibility and Sustainability Report

Business Responsibility and Sustainability Report as stipulated under the Listing Regulations and any other applicable law for
the time being in force describing the initiatives taken by the Management from an environmental, social, and governance
perspective form an integral part of this Annual Report and is available at https://www.persistent.com/wp-content/
uploads/2024/06/business-responsibility-and-sustainability-report-2024.pdf.

Risk Management Policy

Report on Risk Management based on the risk management policy developed and implemented at your Company for the
Financial Year 2023-24 forms an integral part of this Annual Report.

Vigil Mechanism (Whistleblower Policy)

The details of the vigil mechanism (whistleblower policy) are given in the Report on Corporate Governance forming part of
this Annual Report. Your Company has uploaded the policy on its website at Whistle Blower Policy | Persistent Systems

Whistleblower Helpline

Your Company expects its employees to raise concerns if they have any reason to believe that any employee, or any other
stakeholder may have engaged in misconduct, which includes violations or potential violations of law, regulation, rule, or
breaches of your Company’s policy, standards, procedure, or the Code of Conduct for Directors and Employees.

In the FY 2023-24, your Company has established a 24x7 toll-free number for their employees to report their concerns.
The callers can record their complaints which are received directly by the Whistleblower Administrator who is the Chairperson
of the Audit Committee. This being an automated system safeguards the caller’s identity and anonymity is maintained.
Your Company prohibits retaliatory actions against anyone who raises concerns or questions in good faith, or who participates
in a subsequent investigation of such concerns.

Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

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

Your Company has gone beyond the intention of the law and has made this policy applicable for all the employees unlike
the contents of the law. Your Company follows this practice as a part of equal employment opportunity including the gender
equality.

Your Company has constituted the Internal Complaints Committees (IC) across all Company locations in India and abroad
to consider and resolve all sexual harassment complaints reported to this Committee. The constitution of the IC is as per
the Act and the Committee includes an external member with relevant experience at India locations. The Ethics Committee
at the global locations acts in the capacity of the Internal Complaints Committee where the local laws do not enforce the
constitution of such a Committee.

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Report of the Directors

During the year under report, your Company has not received any complaints of sexual harassment. Further, as of March 31,
2024, there were no pending complaints of sexual harassment in your Company.

Secretarial Standards

The Institute of Company Secretaries of India (ICSI) has issued the Secretarial Standards.

Your Company complies with Secretarial Standards and guidelines issued by the Institute of Company Secretaries of India (ICSI) to
the extent applicable to your Company.

Other Certifications

The details about the other ISO certifications for technical processes and systems are provided in Annexure E to this Report
and form an integral part of this report.

Information Security

Your Company maintains a mature Information Security Management System with Policies, Processes and Controls to minimise
the Cyber Security Risks. The governance and management of security compliance and risk is reviewed periodically. Persistent
development centres are certified under ISO 27001, ISO 27017, ISO 27018, ISO 27701, ISO 22301, and SOC 2 Type II.

Your Company is focused on cyber resilience and provides all the necessary budgets needed to build a robust cyber
resilience. Your Company’s Global IT and Information Security team has taken a holistic and comprehensive approach to
address the need to secure the employees’ laptops, the corporate network, and confidential data against inadvertent and
malicious attacks, including the customer-specific security requirements. Your Company’s cloud first strategy is enabled by
cloud security measures spanning access management, cloud data security, ensuring privacy in the cloud, safeguarding
cloud workloads, effective monitoring and incident management of the cloud aligned to business-relevant outcomes.

Specific steps include allocation of secure laptops to every employee, installation of disk encryption, next generation antivirus
solution, enhanced data leakage prevention solutions, implementation of Multi Factor Authentication, Secure and governed
internet access, and Zero Trust Model to ensure cyber resiliency. The emailing solution is equipped with advance anti
phishing functionality ensuring a secure channel of communication through email.

Your Company has implemented a robust disaster recovery process with a well-articulated cyber resilience playbook
substantiated by robust Disaster Recovery. The periodic Disaster Recovery drills ensure the functionality and availability of the
critical services. Your Company has a steadfast focus on spreading information security awareness through mandatory
information security awareness trainings at joining followed by periodic refresher sessions and usage of enterprise-wide
communication and collaboration platforms to keep users updated on evolving cybersecurity risks. The training effectiveness
is validated through periodic phishing simulations.

Your Company believes that security is an ongoing activity, and as Persistent evolves and expand its business, all
stakeholders can rest assured that Persistent will continue to improve its security posture to ensure continuous compliance.

Subsidiary Companies, Associate Companies and Joint Ventures

During the year under Report, your Company did not acquire any new entities, however, restructured group entities as
follows:

1\ The Board of Persistent Systems Inc. USA (Wholly Owned Subsidiary) set up an entity in Poland by the name of Persistent
Systems Poland sp. z o.o. (Step Down Subsidiary) on April 5, 2023.

2\ CAPIOT Software Pte. Limited, Singapore (Step Down Subsidiary) was struck off on April 6, 2023.

3\ SCI Fusion 360 LLC, USA, (Step Down Subsidiary) was dissolved with effective from May 31, 2023.

4\ Youperience Limited, UK (Step Down Subsidiary) was dissolved with effect from June 27, 2023.

5\ Youperience GmbH, (step down subsidiary) merged into Persistent Systems Germany, GmbH
(Wholly Owned Subsidiary) with effect from August 21, 2023.

6\ Parx Consulting GmbH, (Step Down Subsidiary) merged into Persistent Systems Germany, GmbH
(Wholly Owned Subsidiary) with effect from August 25, 2023.

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 Report of the Directors

7\ CAPIOT Software, Inc. (Step Down Subsidiary) has been dissolved effective from December 29, 2023, pursuant to
the Certificate of Dissolution issued by the Secretary of the State of Delaware on January 16, 2024.

8\ Persistent Systems S.R.L, Italy (Step Down Subsidiary) has been dissolved and struck off from the Business Register with
effect from February 26, 2024.

9\ The Equity Shares of Persistent Systems UK Limited (a Step-Down Subsidiary) were transferred from Aepona Group
Limited, Ireland (a Step-Down Subsidiary) to Persistent Systems Limited resulting in a Wholly Owned Subsidiary (WOS)
of the Company.

10\ The Company has incorporated a Company (Not for Profit) under Section 8 of the Companies Act, 2013 on May 1, 2024.

11\ The Equity Shares of Persistent Systems Australia Pty Ltd (SDS) were transferred from Capiot Software Inc. to Persistent
Systems Inc. (WOS) of the Company.

12\ The Board of Directors of your Company at its meeting held on January 19, 2024, approved a Scheme of Merger of Capiot
Software Private Limited (Wholly Owned Subsidiary) into Persistent Systems Limited (Holding Company). The Scheme
of Merger was filed with the Hon’ble National Company Law Tribunal (the ‘NCLT’) on March 22, 2024, and the further
directions from the NCLT are awaited.

Pursuant to the provisions of Section 129(3) of the Act, a statement containing the salient features of financial statements of
the Company’s subsidiaries in Form No. AOC-1 is attached to the financial statements of the Company.

Further, pursuant to the provisions of Section 136 of the Act, the financial statements of the Company, consolidated financial
statements along with relevant documents and separate audited financial statements in respect of subsidiaries, are available
on the Company’s website at https://www.persistent.com/investors/

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

Infrastructure

Your Company has adopted the hybrid working model. During the FY 2023-24, the total built-up capacity owned by your
Company in India and abroad was 134,363 m2 which is adequate for 10,000+ employees.

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

Location Year of Acquisition/Completion Total Built-up Area (m2) Total Seating Capacity (Nos)

Pune

1\ Bhageerath 2002 11,331 596

2\ Aryabhata–Pingala 2007 31,683 2,644

3\ Veda Complex, Hinjawadi 2012 45,825 3,197

4\ Ramanujan, Hinjawadi 2023 14,021 1,348

Goa
1997 and 2017,
1\ Charak and Bhaskar 7,042 724
respectively

Nagpur

1\ IT Tower 2003 3,707 352

2\ Gargi and Maitreyi 2011 19,825 1,183

Grenoble, France 2000 929 50

Total 134,363 10,094

Along with your Company owned premises, your Company also operates from leased and managed facilities in Australia,
Canada, Costa Rica, France, Germany, India, Malaysia, Mexico, Poland, Scotland, Sri Lanka, Switzerland, UK and USA in an area
of 45,635.73 m2 adequate for 4000+ employees.

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Report of the Directors

Annual Return

In accordance with the Act, the annual return in the prescribed format (MGT-7) for the FY 2023-24 is available at
https://www.persistent.com/wp-content/uploads/2024/06/annual-return-2024.pdf

Other Matters

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

1\ Dr. Anand Deshpande, Chairman and Managing Director and Mr. Sunil Sapre, Executive Director of your Company did not
receive any remuneration or commission from any of the subsidiaries.

2\ Mr. Sandeep Kalra, Executive Director and Chief Executive Officer received remuneration from Persistent Systems Inc.,
USA in addition to remuneration received from your Company.

3\ No significant or material orders were passed by the Regulators or Courts or Tribunals impacting your Company’s going
concern status and operations in the future except the following matter that was concluded during FY 2023-24.

Update on the SEIS matter

In respect of the export incentives pertaining to previous periods amounting to INR 255.52 million, which have been
refunded under protest with interest of INR 41.03 million, aggregating to INR 296.55 million, your Company had filed
an application with Directorate General of Foreign Trade (DGFT). The Company believes that its services were eligible for
the export incentives and the dispute is purely an interpretation issue given the highly technical nature.
With the intention of avoiding litigation and settling the dispute, your Company had applied before the Settlement
Commission for settlement of the case and had offered to forego INR 296.55 million. Your Company had recognised
a provision of INR 296.55 million for the quarter ended December 31, 2022, which was presented as an “exceptional
item” in the statement of profit and loss for that year. During the year, the Settlement Commission has approved your
Company’s application and has settled the liability of INR 296.55 million including interest. As the amount has already
been provided for in full by your Company, no further adjustment is necessary in the results.

4\ There are no applications made or proceedings pending under the Insolvency and Bankruptcy Code, 2016 as at
the end of FY 2023-24, nor has the Company done any one-time settlement with any Bank or Financial Institution
in India or abroad.

Awards and Recognitions during the Financial Year 2023-24

Your Company received several prestigious awards and recognitions in various categories, such as

(1) Technology, (2) Corporate, and (3) People. Brief details of these awards are uploaded to your Company’s website at
Awards and Recognitions | Persistent Systems.

Highlights of these are also available in the ‘Corporate Information’ section of this Annual Report.

Directors’ Responsibility Statement

Your Directors state that:

1\ In preparation of the annual accounts, the applicable Accounting Standards have been followed and there is no material departure;

2\ Your Directors 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 your Company as of March 31,
2024 and of the profit of your Company for that year;

3\ Your Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance
with the provisions of the Companies Act, 2013 for safeguarding the assets of your Company and for preventing and
detecting fraud and other irregularities, if any;

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

5\ Your Directors had laid down internal financial controls to be followed by your Company and that such internal financial
controls are adequate and were operating effectively;

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

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 Report of the Directors

Future Outlook

As we plan for the year ahead, our inherent resilience continues to be a cornerstone in navigating the complex tapestry of
macroeconomic challenges which include slower industry growth, tightening margins, elevated interest rates, and geopolitical
uncertainties. We enter FY25 with cautious optimism, steadfast in our commitment to collaborate with our clients and
spearhead innovative solutions that elevate our uniquely differentiated proposition. Our strategy is focused on two primary
areas: growth and financial discipline while keeping the client at the centre of everything we do. We are dedicated to
cultivating a culture of operational efficiency that enhances profitability, accelerates cash flow generation, and allows us to
strategically reinvest in our growth initiatives. This commitment is coupled with rigorous budgetary discipline, ensuring our
agility to respond to evolving market dynamics.

Despite the global economic landscape avoiding deep recessions and a slowdown in corporate layoffs, financial pressures
continue to challenge many companies’ capacities to innovate and expand. This has led to a global contraction in tech
spending, elongating decision-making cycles for IT investments and making the environment more competitive. In response,
enterprises are prudently managing their capital expenditures while recognising that strategic investments in technology and
innovation remain crucial for unlocking new business value and revenue streams. This is particularly evident in the growing
investments in AI and GenAI solutions, where companies are proactively advancing strategies to leverage AI’s transformative
potential. Persistent stands out as a strategic implementation partner, with our robust suite of AI frameworks and solutions, a
future-ready approach, and a proficient AI-trained workforce ready to deliver impactful results for both existing clients and
new prospects.

Our clientele, comprising some of the most renowned brands across diverse industry sectors, benefit from our unmatched
technology and business expertise. We continuously integrate best practices and insights from our partnerships into our
processes and offerings. Our ecosystem is strengthened by deepened relationships with all major hyperscalers and strategic
alliances that enhance our capabilities in data management, advanced analytics, and cybersecurity. Additionally, we are
collaborating with leading startups and industry pioneers to co-develop new intellectual property and products that drive
client growth and reduce operational costs.

As we continue our growth journey, we remain dedicated to empowering our 23,800+ global workforce with the necessary
skills and opportunities to stay at the forefront of technology advancements, thereby enriching our clients’ ventures. We are
equally committed to nurturing a diverse and inclusive culture that supports personal growth, learning and development, and
social and environmental responsibility.

The resilience built into our business model through years of strategic planning and investment prepares us to thrive in the
upcoming fiscal challenges. Our track record as a trusted partner reassures our clients and prospects of our capability to
guide them through financial complexities and market uncertainties. We are optimistic about maintaining our leadership in the
market and continuing to deliver exceptional value to our investors, clients, employees, and partners as we forge ahead.

As we close this chapter of our journey and look forward to the opportunities and challenges in the coming year, we remain
deeply committed to our core values and our pursuit of excellence. Together, with relentless drive and a unified vision, we
will continue to innovate and lead, ensuring Persistent Systems not only meets but exceeds the expectations of our clients,
partners, and communities worldwide. Thank you for your continued support and belief in our mission. We are excited about
what lies ahead and are confident that our collective efforts will propel us towards greater heights.

Acknowledgments and Appreciation

Your Board places on record the support and wise counsel received from the Government of India, particularly the
Department of Electronics and Information Technology, the Ministry of Corporate Affairs, the Ministry of Finance,
the Ministry of Commerce and Industry, the Reserve Bank of India and the Securities and Exchange Board of India
throughout the financial year.

Your Board extends its sincere thanks to the officers and staff of the Software Technology Parks of India - Pune, Nagpur,
Goa, Mumbai, Ahmedabad, Indore, Bengaluru and Noida, Visakhapatnam Special Economic Zone – Telangana, SEEPZ
Special Economic Zone – Mumbai, Cochin Special Economic Zone, Central Tax and Customs Department, Department
of Revenue, Income Tax Department, Department of Electronics, Director General of Foreign Trade, Ministry of Industries,
Government of Maharashtra, Director of Industries, Inspector General of Registration, Maharashtra Pollution Control Board,
Goa Pollution Control Board, Central Pollution Control Board, Department of Shops and Establishments, Department of
Telecommunication, Ministry of Commerce and Industries, Ministry Of Electronics and Information Technology, Department
of Commerce (SEZ Section), Regional Director of Western Region, Registrar of Companies, Maharashtra, Pune, Goods and

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 145
Report of the Directors

Service Tax Department, Infotech Corporation of Goa Limited, Goa Industrial Development Corporation, Madhya Pradesh
State Electronics Development Corporation Ltd., National Stock Exchange of India Limited, BSE Limited, Central Depository
Services (India) Limited, National Securities Depository Limited, Local Municipal Corporations and Gram Panchayats where
Company operates, Maharashtra State Electricity Distribution Company Limited, Telangana (erstwhile Andhra Pradesh) State
Electricity Board, Telangana State Industrial Infrastructure Corporation, Maharashtra Industrial Development Corporation,
Karnataka Industrial Development Corporation, BSNL and Internet Service Providers, District Administration and State
Police departments, Export Promotion Councils, Maharashtra Airport Development Corporation Limited, and Development
Commissioner, MIHAN (SEZ).

Your Board also extends its sincere thanks to M/s. Walker Chandiok & Co LLP, Chartered Accountants, Statutory Auditors;
M/s. Joshi Apte & Co., Chartered Accountants, Tax Auditors; M/s. SVD and Associates, Company Secretaries, Secretarial
Auditors; Trustees of Persistent Foundation; wing of Ernst & Young LLP, providers of Compliance Manager Tool and
WyattPrism, ESG Consultants; for their services to your Company.

Your Board also extends its thanks to Axis Bank, Banco Nacional - Costa Rica, Banco Nacionalde Mexico S. A., Bank of Baroda,
Bank of India, Bank of Tokyo-Mitsubishi, Barclays Bank, BNP Paribas, BNY Mellon Wealth Management, Canara Bank, Citibank
NA, Common Wealth Bank, Deutsche Bank, First National Bank, HDFC Bank, Hongkong and Shanghai Banking Corporation,
Silicon Valley Bank, Union Bank of India, VR-Bank Ismaning Hallbergmoos Neufahrn eG, Wells Fargo Bank, Zürcher Kantonal
Bank and their officials for extending excellent support in all banking-related activities.

Your Board places on record its deep sense of appreciation for the committed services of all the employees and partners of
your Company at all levels.

Your Board thanks Members for placing immense faith in them.

Your Board takes this opportunity to express its sincere appreciation for the contribution made by the employees at all levels
of your Company. The consistent growth was made possible by their hard work, solidarity, cooperation, and support.

For and on behalf of the Board of Directors

Dr. Anand Deshpande

Chairman and Managing Director
Pune, June 7, 2024 DIN: 00005721

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 Report of the Directors

Annexure A to the Report of the Directors

Form No. MR-3

Secretarial Audit Report

For The Financial Year Ended March 31, 2024

[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 and
Pursuant to Regulation 24A of Securities Exchange Board of India (Listing Obligation and Disclosure Requirements)
Regulations, 2015

To
The Members
Persistent Systems Limited
‘Bhageerath’, 402 Senapati Bapat Road
Pune 411016

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good
corporate practices by Persistent Systems Limited, CIN: L72300PN1990PLC056696 (hereinafter called “the Company”).

The Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts /
statutory compliances and expressing our opinion thereon.

Based on our 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 authorised representatives during
the conduct of secretarial audit, we hereby report that in our opinion, the Company has, during the audit period covering the
financial year ended on March 31, 2024 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:

We 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, 2024 according to the provisions of:

i. The Companies Act, 2013, as amended from time to time (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, 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 (Issue of Capital and Disclosure Requirements), Regulations,2018
(not applicable to the Company during the audit period);

d. The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021;

e. The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021
(not applicable to the Company during the audit period);

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Report of the Directors

f. 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 (not applicable to the Company during the audit period);

g. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulation 2021
(not applicable to the Company during the audit period); and

h. The Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018 (not applicable to the
Company during the audit period)

vi The management has identified and confirmed the compliances of the following laws as Specifically applicable to
the Company:
a. The Special Economic Zone Act, 2005 and the rules made thereunder;
b. The Information Technology Act, 2000 and the rules made thereunder;
c. Policy related to Software Technology Parks of India and its regulations;
d. The Foreign Trade Policy (EXIM Policy) and procedures thereunder;
e. Foreign Trade (Development and Regulation) Act, 1992;
f. The Patents Act, 1970;
g. The Indian Copyright Act, 1957;
h. The Trade Mark Act, 1999 and the rules made thereunder

We have also examined compliance with the applicable clauses and regulations of the following:
i. Secretarial Standards issued by the Institute of Company Secretaries of India.

ii. The Listing Agreement entered into by the Company with the Stock Exchanges pursuant to Securities Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015 including any amendments thereto.

During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines,
Standards mentioned above.

We 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.

All decisions at Board Meetings and Committee Meetings are carried out with requisite majority as recorded in the minutes of the
meetings of the Board of Directors or Committees of the Board, as the case may be and there are no dissenting views mentioned
by the members of the Board of Directors.

We further report that 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.

We further report that during the audit period, there were no specific events / actions having a major bearing on the company’s
affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc. except the following:

1. Pursuant to the circular resolution passed by the Board of Directors dated March 28, 2023, the Board of Persistent Systems Inc.
USA (PSI), a wholly owned subsidiary of the Company approved setting up of Poland entity viz., Persistent Systems Poland sp. z
o.o. dated April 5, 2023. Accordingly, the new entity is the step-down subsidiary of the Company.

2. The Board of Directors approved the following issuance of Equity Shares to the ESOP Trust as per the details as mentioned below:

a. The Stakeholders Relationship and ESG Committee has inter-alia approved the allotment of 500,000 (Five Hundred
Thousand only) Equity Shares of INR 10 each at the allotment price of INR 2,789 per Equity Share to PSPL ESOP
Management Trust on April 6, 2023.

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 Report of the Directors

b. The Stakeholders Relationship and ESG Committee has inter-alia approved the allotment of 100,000 (One Hundred
Thousand Only) Equity Shares of INR 10 each at the allotment price of INR 2,133 per Equity Share to PSPL ESOP
Management Trust on February 1, 2024.

3. The following instances of restructuring have been intimated to the Stock Exchange and has been noted by the Board in
respective board meetings as mentioned below:

a. Youperience GmbH, (Step Down Subsidiary) merged into Persistent Systems Germany GmbH (Wholly Owned Subsidiary)
with effect from August 21, 2023. The Board of Company has noted the same in its meeting dated September 18, 2023.

b. Parx Consulting GmbH, (Step Down Subsidiary) merged into Persistent Systems Germany GmbH (Wholly Owned
Subsidiary) with effect from August 25, 2023. The Board of Company has noted the same in its meeting dated September
18, 2023.

c. A business transfer agreement was executed for transfer of business of Australia branch of company to Persistent Systems
Australia Pty Ltd (Step Down Subsidiary in Australia) dated October 5, 2023, based rationalisation of the corporate
structure of the Company as instructed by the Board in the past. The Board of Company has passed a resolution under
section 179 of the Companies Act, 2013 in the board meeting dated October 17 and 18, 2023.

d. 100% shareholding of Persistent Systems Australia Pty Limited, (Step Down Subsidiary) has been transferred from Capiot
Software Inc (Step Down Subsidiary) to Persistent Systems Inc (Wholly Owned Subsidiary) on December 20, 2023. The
Board of Company noted the same in the board meeting dated January 19 and 20, 2024.

e. Capiot Software, Inc. (Step Down Subsidiary) has been dissolved effective from December 29, 2023, pursuant to the
Certificate of Dissolution issued by the Secretary of the State of Delaware on January 16, 2024. The Board of the Company
noted the same in the board meeting dated January 19 and 20, 2024.

f. The Board of Directors approved the Merger of Capiot Software Private Limited (Wholly Owned Subsidiary – Transferor) by
absorption into Persistent Systems Limited (Holding Company – Transferee) in the board meeting dated January 20, 2024
subject to the receipt of necessary approvals through the National Company Law Tribunal route.

g. Persistent Systems S.R.L, Italy (Step Down Subsidiary) has been dissolved and struck off from the Business Register with
effect from February 26, 2024, pursuant to the report issued by the Chamber of Commerce of Milano Monza Brianza Lodi.

h. The Board meeting dated March 13, 2024 approved:

\ Transfer of Equity Shares of Persistent Systems UK Limited from Aepona Group Limited, Ireland to Persistent Systems
Limited upon execution of Share Purchase Agreement (‘SPA’). The SPA was executed on March 19, 2024.

\ Transfer of Equity Shares of Persistent Systems Australia Pty Ltd from Persistent Systems Inc, USA to Persistent Systems
Limited upon execution of Share Purchase Agreement (‘SPA’) in due course.

\ Formation of Wholly Owned Subsidiary (WOS) of Persistent Systems Limited under the provisions of Section 8
(Not for Profit) of the Companies Act, 2013.

4. The Company via press release announced a Strategic Collaboration Agreement with AWS to Accelerate Generative AI
Adoption dated January 4, 2024.

5. The following business items were duly approved by the members of the Company at the Annual General Meeting held on
July 18, 2023:

a. Approval of an amendment in the ‘Persistent Employee Stock Option Scheme 2014 (PESOS 2014)’ to increase the number
of stock options allocated to PESOS 2014 by 5,00,000 stock options from 1.4 million stock options to 1.9 million stock
options (pre-split).

b. Approval for granting employee stock options to the employees of subsidiary company(ies) of the Company under
‘Persistent Employee Stock Option Scheme 2014’ (pre-split).

c. Approval of an amendment in the ‘Persistent Systems Limited- Employee Stock Option Plan 2017 (ESOP 2017)’ to increase
the number of stock options allocated to ESOP 2017 by 2,500,000 stock options from 5.5 million stock options to 8.0
million stock options.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 149
Report of the Directors

d. Approval for granting employee stock options to the employees of subsidiary company(ies) of the Company ‘Persistent
Systems Limited – Employees Stock Option Plan 2017’.

6. The following business items were duly approved by the members of the Company vide postal ballot dated March 11, 2024:

a. Approval of Sub-Division / Split of 1 (One) Equity Share of INR 10/- (INR Ten Only) each into 2 (Two) Equity Shares of INR
5/- (INR Five Only) each and the consequent amendment to the Memorandum of Association of the Company.

b. Approval of an amendment in the scheme document for ‘Persistent Employee Stock Option Scheme 2014 (PESOS 2014)’
to amend the Face Value and accordingly the aggregate number of stock options already approved by the Shareholders
consequent to the Sub-Division/Split of Equity Shares for grant of stock options to the employees of the Company.

c. Approval of an amendment in the scheme document for ‘Persistent Employee Stock Option Scheme 2014 (PESOS 2014)’
to amend the Face Value and accordingly the aggregate number of Stock Options already approved by the Shareholders
consequent to the Sub-Division/Split of Equity Shares for grant of Stock Options to the employees of the Susbidiary(ies) of
the Company.

d. Approval of an amendment in the clause of ‘Persistent Employee Stock Option Scheme 2014 (PESOS 2014)’ to add a
time period to the existing maximum cap on the Stock Options that could be granted to an individual employee of the
Company under PESOS 2014.

e. Approval of an amendment in the clause of ‘Persistent Employee Stock Option Scheme 2014 (PESOS 2014)’ to add a
time period to the existing maximum cap on the Stock Options that could be granted to an individual employee of the
Subsidiary(ies) of the Company under PESOS 2014.

For SVD & Associates

Company Secretaries

Sridhar Mudaliar
Partner
FCS No: 6156
CP No: 2664

Date: June 7, 2024

Place: Pune

Peer Review number: 669/2020

UDIN: F006156F000540681

Note: This report is to be read with letter of even date by the Secretarial Auditors, which is annexed as Annexure A and forms an
integral part of this report.

150
 Report of the Directors

Annexure A to Secretarial Audit Report issued by Company Secretary in Practice

(Qualified/Non-qualified)

To,
The Members,
Persistent Systems Limited,
Bhageerath 402, Senapati Bapat Road,
Pune 411016.

Our Secretarial Audit Report of even date is to be read along with this letter.

Management’s Responsibility
1\ It is the responsibility of the management of the Company to maintain secretarial records, devise proper systems to ensure
compliance with the provisions of all applicable laws and regulations and to ensure that the systems are adequate and operate
effectively.

Auditor’s Responsibility

2\ Our responsibility is to express an opinion on these secretarial records, standards and procedures followed by the Company
with respect to secretarial compliances.

3\ We believe that audit evidence and information obtained from the Company’s management is adequate and appropriate for us
to provide a basis for our opinion.

4\ We have physically verified the documents and evidences and also relied on data provided through electronic mode to us.

5\ Wherever required, we have obtained the management’s representation about the compliance of laws, rules and regulations
and happening of events, etc.

Disclaimer

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.

7\ We have not verified the correctness and appropriateness of financial records and books of accounts of the Company.

For SVD & Associates

Company Secretaries

Sridhar Mudaliar
Partner
FCS No: 6156
CP No: 2664

Date: June 7, 2024

Place: Pune

Peer Review number: 669/2020

UDIN: F006156F000540681

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 151
Report of the Directors

Annexure B to the Report of the Directors

Form No. AOC-2

(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)

Form for disclosure of particulars of contracts or 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:

1\ Details of contracts or arrangements or transactions not at arm’s length basis:

Persistent Systems Limited (the ‘Company’) has not entered into any contract / arrangement / transaction with its related
parties which is not in ordinary course of business or at arm’s length during Financial Year 2023-24.

a. Name(s) of the related party and nature of relationship: Not Applicable

b. Nature of contracts/arrangements/transactions: Not Applicable

c. Duration of the contracts/arrangements/transactions: Not Applicable

d. Salient terms of the contracts or arrangements or transactions including the value, if any: Not Applicable

e. Justification for entering into such contracts or arrangements or transactions: Not Applicable

f. Date(s) of approval by the Board: Not Applicable

g. Amount paid as advances, if any: Not Applicable

h. Date on which the special resolution was passed in general meeting as required under first proviso to Section 188: Not
Applicable

2\ Details of material contracts or arrangement or transactions at an arm’s length basis:

There were certain transactions entered into by the Company with its foreign subsidiaries and other parties who are
related within the meaning of Indian Accounting Standard (Ind AS) 24 and Section 188 of the Act. Attention of Members
is drawn to the disclosure of transactions with such related parties set out in Note No. 33 of the Standalone Financial
Statements, forming part of this Annual Report.

For and on behalf of the Board of Directors

Dr. Anand Deshpande

Chairman and Managing Director
Pune, June 7, 2024 DIN:00005721

152
 Report of the Directors

Annexure C to the Report of the Directors

A. Details of the Remuneration as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

1\ The percentage increase in remuneration of each Director, Chief Financial Officer and Company Secretary during the
Financial Year 2023-24, ratio of the remuneration of each Director to the median remuneration of the employees of the
Company for the Financial Year 2023-24 and the comparison of remuneration of each Key Managerial Personnel (KMP)
against the performance of the Company are as follows:

Ratio of
remuneration
% increase in of each
remuneration Director Comparison
in the Financial Ratio of to median of the
Remuneration Year 2023-24* remuneration remuneration remuneration
of Director/ % increase in (excluding of each of Employees* of the KMP
KMP for Remuneration perquisite value Director (excluding against the
Financial Year in the of stock options to median perquisite performance
Sr. Name of Director/ 2023-24 Financial Year exercised remuneration value of stock of the
No. KMP and Designation (₹ Million) 2023-24 during the year) of employees incentive) Company

Executive Directors
and KMPs

a. Dr. Anand Deshpande 37.75 3.52% NA 25.17 NA

Chairman and
Managing Director
India

b. Sandeep Kalra 771.35^^ 25.10% 8.79%

Executive Director
and Chief Executive
Officer, USA

Ratio of remuneration The increase

to median in revenue
remuneration of was 14.5%
employees located in and in Profit
After Tax was
India 514.21 92.37
18.7%.
USA 68.02 12.22

c. Sunil Sapre 195.84 92.09% 6.67% 130.56 13.64

Executive Director and
Chief Financial Officer
India

d. Amit Atre 17.5 80.61% 22.70% 11.37 2.85

Company Secretary
India

Non-Executive Directors

e. Roshini Bakshi 6.48 39.96% NA 4.32 NA

Independent Director
f. Avani Davda 6.58 39.11% NA 4.39 NA
Independent Director
g. Praveen Kadle 6.65 32.21% NA 4.43 NA
Independent Director
h. Arvind Goel 6.15 77.75% NA 4.10 NA
Independent Director

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 153
Report of the Directors

Ratio of
remuneration
% increase in of each
remuneration Director Comparison
in the Financial Ratio of to median of the
Remuneration Year 2023-24* remuneration remuneration remuneration
of Director/ % increase in (excluding of each of Employees* of the KMP
KMP for Remuneration perquisite value Director (excluding against the
Financial Year in the of stock options to median perquisite performance
Sr. Name of Director/ 2023-24 Financial Year exercised remuneration value of stock of the
No. KMP and Designation (₹ Million) 2023-24 during the year) of employees incentive) Company
i. Dr. Ambuj Goyal 6.08 78.30% NA 4.05 NA
Independent Director
j. Dan’l Lewin 5.65 74.92% NA 3.77 NA
Independent Director
k. Prof. Ajit Ranade$ 4.73 NA NA 3.15 NA
Independent Director

$
Appointed as an Independent Director w.e.f. June 6, 2023.
*
The Directors/KMPs against whom NA is mentioned, did not exercise/were not eligible for ESOPs.
^^
The remuneration also includes remuneration paid from Persistent Systems Inc., USA

1\ Remuneration to KMPs includes fixed pay, variable pay, retiral benefits and the perquisite value of stock options exercised
during the period, determined in accordance with the provisions of the Income-tax Act, 1961. Accordingly, the value
of stock options granted during the period is not included. Independent directors are not entitled to any stock options
effective from April 1, 2014.

2\ The median remuneration of employees of the Company during the Financial Year 2023-24 was INR 1,500,000.

3\ The median remuneration of employees of Persistent Systems Inc. during the Financial Year 2023-24 was USD 136,940
(Equivalent INR 11.34 Million approx.), which has been considered to compute the ratio for Executive directors/KMPs to
whom remuneration was paid from a subsidiary incorporated in the USA.

4\ In FY 2023-24, the median remuneration of employees increased by 20%.

5\ The average annual increase was around 7% in India. However, during the course of the year, the total increase is
approximately 8.25%, after considering promotions and other event-based compensation revisions. Employees outside
India received a wage increase of about 4%.

The increase in remuneration is in line with the market trends in the respective countries. In order to ensure that
remuneration reflects the Company’s performance, the performance pay is also linked to organisational performance.

6\ As on March 31, 2024, there were 21,950 permanent employees who were on the payroll of the Company
(On a standalone basis)

7\ It is affirmed that the remuneration paid, is as per the Remuneration Policy for Directors, Key Managerial Personnel and
other senior management employees.

154
 Report of the Directors

B. 
The list of top 10 employees posted in India who were employed through the Financial Year and received a remuneration
of INR 10.2 Million or above p.a. OR the employees posted in India who were employed for a part of the Financial Year
and received remuneration of INR 0.85 Million per month under Section 197(12) of the Companies Act, 2013 read with
Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms part of this
Report. However, pursuant to first proviso to Section 136(1) of the Act, this report is being sent to the Shareholders
excluding the aforesaid information. Any shareholder interested in obtaining said information may write to the Company
Secretary at the Registered Office of the Company and the said information is open for inspection at the Registered
Office of the Company.

The details of remaining employees who are not deputed in India are open for inspection at the Registered Office of
the Company. Any shareholder interested in obtaining a copy of the same may write to the Company Secretary.

For and on behalf of the Board of Directors

Dr. Anand Deshpande

Chairman and Managing Director
Pune, June 7, 2024 DIN: 00005721

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 155
Report of the Directors

Annexure D to the Report of the Directors

1\ A brief outline of the Company’s CSR policy, including an overview of projects or programmes proposed to be
undertaken and a reference to the web link to the CSR policy and projects or programmes.

The Board of Directors of your Company has formulated the CSR Policy of your Company to provide a guideline for the
Company’s CSR activities. The CSR Policy is also uploaded on your Company’s website at csr-policy.pdf (persistent.com)

The Company’s CSR Policy highlights the extensive need for contributing to society and your Company can make a
significant contribution by staying focused on a few areas through its social initiatives.

Recognising the intrinsic link between cultural heritage, wildlife conservation, and sustainable development, we have
embarked on a new journey to preserve and protect the rich tapestry of our planet’s biodiversity and cultural heritages
since April 2023. Through collaborative efforts and innovative approaches, we aim to safeguard the delicate balance
between civilisation and progress and the nature. This will provide an opportunity to the future generations to reap the
benefits of our cultural heritage.

Sustainability, consciousness, actions on the environment and climate change awareness, wildlife conservations and
contributions to reducing social imbalance are the cornerstones of your Company’s Corporate Social Responsibility.

Your Company conducts business in a sustainable and socially responsible manner. This principle has been an integral
part of your Company’s corporate values for more than two decades. Your Company is committed to the safety and health
of employees, protecting the environment and the quality of life in all regions in which your Company operates.

To institutionalise the CSR initiative of your Company and to develop a systematic approach to administering the process
of grant of donations, your Company formed a Public Charitable Trust by the name ‘Persistent Foundation’ in the Financial
Year 2008-09.

In addition to the Persistent Foundation, which is a Registered Public Charitable Trust, your Company has incorporated
a Wholly Owned Subsidiary Company under Section 8 of the Act by the name of ‘Persistent India Foundation’ on May 1,
2024, to carry out the CSR activities of the Persistent Group. Your Company believes that moving the CSR activities to a
Section 8 Company will help with ease of compliance and streamlining activities.

Projects and programmes undertaken

During the year under Report, Persistent Foundation has implemented various CSR programmes and projects in the fields
of Health, Education, Community Development, Wildlife and heritage conservation.

Birds Eye View of FY 2023-24

Budget Utilization No. of projects

\ 100% budget utilisation of PSL CSR budget – INR 175.45 Million \ Education - 26

\ 100% employee donation utilised – INR 7.98 Millions \ Health- 16

\ Community Development- 20

\ Wildlife and Heritage Conservation - 06

Our Reach Employees giving back

\ 29,927 Unique. 42717- Total. Individuals \ 11,388 hours of volunteering

\ 31 Villages \ 8. 118 total volunteers

\ 55.05 Hectors of land \ INR 7.98 Millions donation

\ 25,000 Trees Planted \ 5, 613 total donors

156
 Report of the Directors

Education:

The Persistent Foundation’s Education vertical is dedicated to empowering underprivileged students through holistic
development initiatives. The Kiran Girls Scholarship and Mentoring programme is a flagship initiative that provides
scholarships, mentoring, and industry exposure to underprivileged girls pursuing IT and Computer Science education.

The Integrated School Development programme improves educational infrastructure and quality of education in 12
schools, enabling a conducive learning environment. The Support to Special Schools initiative offers comprehensive
education, rehabilitation, and skill development for 246 students with hearing impairment and multiple intellectual
disabilities. The Ensuring Schooling programme operates 18 after-school centres, providing academic assistance,
extracurricular activities, and personality development opportunities to 671 students from underprivileged communities.

Flagship: Kiran Girls Scholarship and Mentoring programme

\ 
Applications received – 873

\ 
Appeared for aptitude test – 554

\ 
Interviewed for levels 1 – 225

\ Interviewed in level 2 – 124

\ 
Selected – 40

\ 
Employees volunteered – 69

\ Volunteering hours – 263

Highlights

\ 
The daughter of the PSL security guard has become eligible for the scholarship

\ Disbursement not done for 3 girls – for medical reasons as performance was not up to the mark

Education – Aiming at improving infrastructure and quality of education

11 projects | 5 locations in India | 11 schools & 15 NGO partners | 7,623 students

4,500 3,997
4,000 3,717
3,500
3,000
2,400 2,440
2,500
2,000 1,724

1,500 1,291
1,000 627
400 448
500 150 181 246
58
0
Support Kiran Girls’ Kiran Girls’ Special Play for Skill Study Support Midday All India WASH Life School Teacher
for School Scholar- Mentoring Education Progress Develop- Center Class Meal and Women Skill Infra Training
 Vehicle ship ment Nutrition Hackathon Education and...

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 157
Report of the Directors

Health:

Our health care initiatives are driven by the conviction that barriers to quality medical care must be addressed with a
thoughtful, compassionate approach. We recognise poor access to treatment as a widespread challenge. Individuals
and communities in need experience gaps in care for a number of reasons, often requiring support beyond government
scheme coverage.

Additionally, deep-rooted harmful beliefs continue to prevent individuals from getting necessary treatments such as
facial cleft rehabilitation, including surgery and post-operative care. By identifying under-supported causes in pediatric,
geriatric, cancer care, and more, we seek to enhance lives through various preventive and curative initiatives, from
screenings to surgery.

Flagship: Support for Facial Cleft and Palate Surgeries

Implemented at 8 locations | Partner Organisation — Akhila Bharatha Mahila Seva Samaja (ABMSS) |
Reached out to 1,014 patients

Location Total

Maharashtra 294

Nagpur 106
Bengaluru 305
Hyderabad 234
Indore 6
Gurugram 27
Jaipur 3
Kolkata 39

Total 1,014

Health – Providing Support for Curative Health Care to Improve Quality of Life
Implemented at 5 locations | Partner Organisation 7 | 11 projects | 5,261 beneficiaries

2,500
2,000
2,000 1,800

1,500
1,014 1,430

1,000 857

483
500 260
183 198
8 14 14 35 62 48 80
0
Endoscopy Hearing Individual Cochlear Dialysis Pediatric Squint PET Scan Pediatric Ant-Natal PMC Compre- Facial Nutrition Sassoon Cataract
Machine Aid Bank Medical Implant Cardiac correction -Cancer Surgeries-... Care Project hensive Cleft Program- Hospital- Surgeries
Cases Surgery-... Surgery-... surgery-... Project Units at for the Car Unit-... Surgeries SAM and-... Medicine
with-... PMC-... Urban Poor for-...

Community Development

Our Community Development strategy involves tailored projects based on local needs, yielding tangible impacts such as
clean water provision, sustainable energy promotion, and increased green cover. We ensure optimal resource allocation by
adjusting inputs, geographies, and budgets over time.

Our inclusive approach prioritises community participation, tailoring initiatives to meet unique community requirements and
empowering them to take ownership of their development journey. Emphasising a holistic view, we foster collaboration to
work towards common goals.

158
 Report of the Directors

Contributing to the Area of Environment and Livelihood

02 locations | 12 projects | 10 implementing partners | Total 7,316, Unique 1,635

beneficiaries | 31 villages | 25,000 trees

Project Output

Tree plantation Planted 25,000 trees at 20.54 Ha (Hectors) of land

Support for livelihood − Eklavya Bamboo Artisanship and Food Supported 55 beneficiaries for machinery, raw material and
Production Unit, jute bag making training INR 18.94 L turnover, INR 5.70 L profit generated
Support for livelihood − Tanabana & Jalmani Supported 50 women beneficiaries, for the upcycling project
training and through Jalmani, 35 youth were trained and have
earned profit of INR 2L
Support for livelihood − Project Maya Care 10 PWDs are supported, 270 elderly beneficiaries, 87 care
facilities on board
Installation and maintenance of Solar Power Project 02 roof top solar projects- 131 Kwp capacity generating
191000 unit annually.

2 solar water heater projects.

Compressive watershed development programme − Khed 3 villages covering 137 beneficiaries
Compressive watershed development programme − Velhe 5 villages covering 421 beneficiaries
Compressive watershed development programme − Goa 5 villages covering 377 beneficiaries
Support for drinking water 2 open wells supporting 450 villagers
Support to old age Home 16 elderly supported for running expenditure of the old age
home
Support for Livelihood- Satpuda 10 types of services, 60 beneficiaries

Wildlife and Heritage Conservation

Recognizing the intrinsic link between cultural heritage, wildlife conservation, and sustainable development, we have
embarked on a new journey to preserve and protect the rich tapestry of our planet’s biodiversity and cultural treasures.
Through collaborative efforts and innovative approaches, we aim to safeguard the delicate balance between human progress
and the natural world, ensuring that future generations can appreciate and learn from the wonders of our
shared heritage.

02 locations | 3 partners | 06 projects | Total 2,000, Unique 1,000 beneficiaries

Project Details Project Output

2000 books, 27 schools, 2000 School students, Social

Support for printing Kolami language book workers, Gram Panchayat members and teachers –
5 types of stakeholder
The translocation vehicle will be used to shuffle/move animals
Support for procurement of translocation vehicle
in the forest area
15 CSC centres are now functional in the core and buffer zone
Support for laptop, scanner and printer of Pench National Park. These centres are now helping the
villagers to file claims and completing the documentation.
Support for animal ambulance 2 animal ambulances
Support for medicines to Animal medical centre Medicines for 1 quarter.
Support for vehicle to trunk call 1 vehicle for Night patrolling and rescue operations

More details on the CSR Policy and projects are available on the Company’s website at:
Corporate Social Responsibility | Persistent Systems

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 159
Report of the Directors

2\ Composition of the CSR Committee

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

The Chairperson of the CSR Committee is an Independent Director.

Number of meetings Number of meetings of

Designation/ Nature of of CSR Committee CSR Committee attended
Sr. No. Name of Director Directorship held during the year during the year
1\ Ms. Avani Davda Chairperson of the Committee and 1 1
Independent Director
2\ Dr. Anand Deshpande Chairman and Managing Director 1 1
3\ Prof. Deepak Phatak^ Independent Director 1 NA
4\ Mr. Arvind Goel$$
Independent Director 1 1

^
Ceased to be a member of the Committee w.e.f. April 2, 2023.
$$
Appointed as a Member of the Committee w.e.f. April 23, 2023.

3\ Provide the web link where the Composition of the CSR committee, CSR Policy, and CSR projects approved by the
Board are disclosed on the website of the Company.

\ CSR Policy: csr-policy.pdf (persistent.com)

\ Composition of the CSR Committee: Board of Directors Committees | Persistent Systems
\ CSR Projects: Archives Project | Persistent Foundation

4\ Provide the details of the Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the
Companies (Corporate Social Responsibility Policy) Rules, 2014, if applicable

The average CSR obligation of your Company for the last three financial years has crossed INR 100 Million. The Company
also has a project with outlay of INR 10 Million. Since both CSR Obligation and Project Outlay has exceeded the threshold
limits, the Impact Assessment Report has become applicable to the Company from this financial year (FY 2023-24). The
Impact Assessment Report is to be undertaken after 1 (One) year of completion of that project and hence, the Impact
assessment report for FY 2022-23 for the project of Facial Cleft is available at https://www.persistent.com/wp-content/
uploads/2024/06/csr-impact-assessment-report-2024.pdf. The Company is regularly conducting internal impact
assessments to monitor and evaluate its CSR programmes.

5\ a. Average net profit of the Company as per section 135(5): INR 8,772.68 Million
b. Two percent of the average net profit of the Company as per section 135(5): INR 175.45 Million
c. Surplus arising out of the CSR projects or programmes or activities of the previous financial years: Not Applicable
d. Amount required to be set off for the Financial Year, if any: Not Applicable
e. Total CSR obligation for the Financial Year 2022-23 (5b+5c-5d) INR 175.45 Million

6\ a. Amount spent against other than ongoing projects for the Financial Year: INR 175.45 Million
b. Amount spent against ongoing projects for the financial year: Not Applicable
c. Amount spent in Administrative Overheads: NIL
d. Amount spent on Impact Assessment, if applicable: Not Applicable
e. Total amount spent for the Financial Year (6a+6b+6c+6d): INR 175.45 Million

160
 Report of the Directors

f. CSR amount spent or unspent for the financial year:

Amount Unspent (in INR Million)

Total Amount Spent Total Amount transferred to Unspent Amount transferred to any fund specified under Schedule
for the Financial Year CSR Account as per sub-section (6) of VII as per second proviso to sub-section (5) of section 135.
(in INR Million) section 135.
Amount Date of Transfer Name of fund Amount Date of transfer
175.45 Not Applicable Not Applicable

g. Excess amount for set-off, if any: Not Applicable

7\ Details of Unspent CSR amount for the preceding three financial years: Not Applicable

8\ 
Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the
a. Financial Year: Yes
b. The details of Capital Assets created out of the CSR contribution can be found at the following link:
https://www.persistent.com/wp-content/uploads/2024/06/csr-list-of-capital-assets-created-2024.pdf
9\ 
Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per section 135(5):
Not Applicable

On behalf of the Board of Directors

Dr. Anand Deshpande Avani Davda

Chairman and Managing Director Independent Director, Chairperson of the CSR Committee
DIN: 00005721 DIN: 07504739

June 7, 2024

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 161
Report of the Directors

Annexure E to the Report of the Directors

Details of the other certifications for technical processes and systems:

Validity of
Sr. Initial Certification the current
No. Certification Name Scope Locations Date certificate
1\ ISO 9001:2015 Software design, development, India (Pune (Aryabhata- March 11, 2010 March 11, 2022
Quality Management testing, operations support Pingala, Bhageerath, – March 10,
System & maintenance services, and Hinjawadi, Blueridge), 2025
business enabling functions Goa, Hyderabad, Nagpur
catering to - Product engineering, (Gargi-Maitreyi, InfoTech
platforms integration & solution, Tower), Bengaluru (Pritech
digital, cloud, security, internet Park), Mumbai), France,
of things (IoT), data analytics Malaysia, Sri Lanka, Mexico
offerings - Banking financial
services & insurance, life sciences
& health care and industrial
markets - Accelerite business unit
for software products
2\ ISO 13485:2016 Software Product Design, Pune (Aryabhata-Pingala, October 31, 2017 April 19, 2022
Quality Management Development, Testing, Blueridge) – April 18,
System for Medical Enhancement and Support for 2025
Devices Medical Device Software

3\ ISO/IEC 27001:2022 Management of information India (Pune (Aryabhata- February 6, 2008 March 11, 2022
Information Security security pertaining to software Pingala, Bhageerath, – March 10,
Management System design, development, testing, Hinjawadi, Blue Ridge, 2025
operations, maintenance, support Ramanujam), Bengaluru
ISO 27017:2015 services, managed services, (Pritech Park, Cube-Karle,
Cloud Security ensuring privacy & security for Whitefield), Goa, Gurugram,
PII data in public cloud service Hyderabad, Mumbai,
ISO 27018:2019 utilisation and business enabling Nagpur (Gargi-Maitreyi,
Securing PII in functions using the guidance InfoTech Tower), Kolkata,
the cloud in ISO/IEC 27017:2015 and Jaipur, Ahmedabad,
ISO/IEC 27018:2019 as per Indore, Kochi, Noida), USA
the statement of applicability (Dublin (Ohio), New Jersey,
version 10.1 dated 21-Nov-2023 Bellevue, Santa Clara),
for - Product engineering, France, Mexico, Malaysia,
platforms integration & solution, Sri Lanka, Costa Rica
digital transformation, cloud
infrastructure security, internet
of things (IoT), data analytics
offerings - Banking financial
services, insurance, life sciences,
health care, industrial markets,
telecom, and Hi-Tech - Persistent
Product Business.
4\ ISO 14001:2015 Software Design and Pune (Aryabhata-Pingala, May 21, 2012 March 11, 2022
Environment Development Bhageerath, Hinjawadi, – March 10,
Management System Blue Ridge, Ramanujam), 2025
Bengaluru (Pritech Park,
Cube-Karle, Whitefield),
Goa, Gurugram, Hyderabad,
Mumbai, Nagpur (Gargi-
Maitreyi, InfoTech Tower),
Kolkata, Jaipur, Ahmedabad,
Indore, Kochi, Noida

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 Report of the Directors

Validity of
Sr. Initial Certification the current
No. Certification Name Scope Locations Date certificate
5\ ISO 45001:2018 Software Design and Pune (Aryabhata-Pingala, March 8, 2019 March 9, 2022
Occupational Development Bhageerath, Hinjawadi, – March 8,
Health and Safety Blue Ridge, Ramanujam), 2025
Management System Bengaluru (Pritech Park,
Cube-Karle, Whitefield),
Goa, Gurugram, Hyderabad,
Mumbai, Nagpur (Gargi-
Maitreyi, InfoTech Tower),
Kolkata, Jaipur, Ahmedabad,
Indore, Kochi, Noida
6\ CMMI Organisational Unit: Software Pune and Nagpur May 25, 2018 June 25, 2019
For Dev 2.0 Industry and Services Lines LoBs – June 24,
Maturity Level 5 covering Software Development, 2024
Maintenance Projects

7\ ISO 22301:2019 Management of business Blue Ridge, Ramanujam), February 15, 2021 25 January
Business Continuity continuity of critical services Bengaluru (Pritech Park, 2024
Management System infrastructure and information Cube-Karle, Whitefield),
systems required for software Goa, Gurugram, Hyderabad,
design, development, operations, Mumbai, Nagpur (Gargi-
managed services, maintenance, Maitreyi, InfoTech
support services for Tower), Kolkata, Jaipur,
Ahmedabad, Indore, Kochi,
\ P
 roduct engineering, platforms
Noida), USA (New Jersey,
integration & solution,
Bellevue, Santa Clara),
digital transformation, cloud
France, Mexico, Malaysia,
infrastructure security, internet
Sri Lanka
of things (IoT), data analytics
offerings

\ B
 anking financial services,
insurance, life sciences,
health care, industrial markets,
telecom, and Hi-Tech

\ Persistent Product Business

8\ ISO 27701:2019 Privacy Information Management India (Pune (Aryabhata- Combined 11 March 2022
Privacy Information System for software design, Pingala, Bhageerath, with ISO 27001 – 10 March
Management System development, testing, operations, Hinjawadi, Blue Ridge, Certificate - 11 2025
maintenance, managed Ramanujam), Bengaluru March 2022
services and support services, (Pritech Park, Cube-Karle, Standalone
for - Product engineering, Whitefield), Goa, Gurugram, Certificate - 12
platforms integration & solution, Hyderabad, Mumbai, June 2023
digital transformation, cloud Nagpur (Gargi-Maitreyi,
infrastructure security, internet InfoTech Tower), Kolkata,
of things (IoT), data analytics Jaipur, Ahmedabad,
offerings - Banking financial Indore, Kochi, Noida), USA
services, insurance, life sciences, (Dublin (Ohio), New Jersey,
health care, industrial markets, Bellevue, Santa Clara),
telecom, and Hi-Tech - Persistent France, Mexico, Malaysia,
Product Business with the Sri Lanka, Costa Rica
role as PII Processor and PII
Controller for all relevant support
services as per the statement of
applicability version 10.1 dated
21-Nov-2023

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 163
Report of the Directors

Attestations and Assurance Reports

Current Attestation
Sr. No. Certification Name Scope Coverage Duration Issued Date

1 SOC 2 Type 2 Report An Independent Global January 1, 2023, to April 19, 2024
Service Auditor’s December 31, 2023
report issued after
completion of SSAE
21, SOC 2 Type 2 Audit
for the period January
1, 2023, to December
31, 2023
2 ISAE 3000 – ESG Independent Global Company’s ESG Issued June 21, 2023
assurance standard assurance of the Report 2022-23 for
Company’s ESG the fiscal year ending
Report 1st April 2022- 31st
March 2023

164
 This space is intentionally kept blank.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 165
Report on Corporate Governance

Company’s beliefs on Corporate Governance

“Good governance needs self-discipline. Only discipline within can ensure discipline without.”
- Shri Narendra Modi, Prime Minister of India

Traditionally, stakeholders of a public limited company are defined in legal terms as its shareholders, debenture-holders,
deposit-holders, and any other security holders. Our Company believes that in today’s day and age, the definition of the
stakeholders must be extended beyond what is stated in strictly legal terms and must include employees and their families,
our customers, vendors and partners and society and constituents that have a stake in the functioning of the Company in
the broader context of the ecosystem. After due consideration and deliberations by the Board Members, the Company has
decided to adopt a broader definition of stakeholders to explicitly include the following entities in addition to its investors. This
approach has also been adopted by the Board in view of its sustainability goals:

1\ Employees and their Families

Everything that the Company does, is done by our employees. It is indeed their expertise, hard work, efficiency, and
dedication that permit the Company to perform to the best of its abilities. Senior employees help us formulate our
strategic thinking and our business approach and supervise all our operations. Our employees are supported by their
families, and we are responsible for their wellbeing.

2\ Clients

The Company provides services to its clients because of which we earn our revenue. Their satisfaction and delight are
important focus areas of the Company’s operations. Our clients are keen that we succeed and continue to deliver on our
promises and hence the are also vested in our success.

3\ Partners

Our partners help us deliver services to our clients. Partnerships are mutual and we believe that our success depends on
the support we get from our partners. We must ensure the success of our partners.

4\ Suppliers

In the execution of our business, there are several products and services that the Company acquires from suppliers. The
efficiency and effectiveness of our operations critically depend on the quality, efficiency, and effectiveness with which our
suppliers provide products and services to us. We believe, it is our responsibility to ensure the long-term success of our
suppliers.

5\ Shareowners/Investors

Shareowners are the owners of the Company and are the traditional stakeholders in the Company. They are the reason
for our existence and their ongoing support is essential for the existence of the Company. Therefore, they are our primary
stakeholders.

6\ Environment

It is a constant endeavor of the Company to conserve and preserve the environment. Over the years, the Company has focused
on sustainable business practices encompassing economic, environmental, and social imperatives. The Company also works
through Persistent Foundation, to support projects in the areas of environmental sustainability and ecological balance.

To maintain and nurture harmonious relations with all these stakeholders, the Company has established elaborate mechanisms.
The Company is committed to global sustainability goals and has pledged to track and improve on metrics defined as a part of
the ESG efforts of the Company.

Relations with various stakeholders are managed by individuals who are assigned the responsibility of managing the interests
of various stakeholders. The Board and the leadership teams periodically review the activities to ensure that they are being
conducted to the highest standards. The Nomination and Remuneration Committee (the ‘NRC’) of the Board caters to our

166
 Report on Corporate Governance

relations with our employees. The Stakeholders Relationship and ESG Committee (the ‘SRC’) looks after the interests of our
investors, shareholders, and any other security holders as mandated by the law. In order to have the Board level attention to the
Company’s ESG initiatives, these have been brought under the purview of the SRC.

In order to comprehensively cater to building and nurturing harmonious relations with all our stakeholders, the Company
additionally requires the SRC to collect inputs from management and other committees responsible for the relationships with
different stakeholders, and to prepare and submit an annual brief to the Board. The said report forms part of this Report.

The Company believes in raising the bar and upholding the highest standards of Corporate Governance as it enhances the long-
term value of the Company for its stakeholders. Good governance is an essential ingredient of good business.

The following report on the implementation of the Corporate Governance Practices is a sincere effort of the Company to follow the
Corporate Governance principles in letter and spirit.

1\ Board of Directors

a. Size and Composition of the Board

The Board of Directors of the Company has a combination of Executive / Whole-Time and Independent Directors with rich
professional background. As of March 31, 2024, the Company’s Board consisted of 10 (Ten) Directors – 3 (Three) Executive
Directors and 7 (Seven) Independent Directors. Independent Directors fulfil the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (‘Listing Regulations’). The Board is chaired by a full-time Executive Director who is also
a Promoter.

Table 1: The composition of the Board and the details of outside directorships held by each of the Directors as of March 31, 2024
Directorships
Directorships
Indian Foreign in other Number of Committee
Director Identification Companies Companies Listed Positions held *
Number (DIN) Category Public* Private Entities Name of Listed Entities Chairperson Member
Dr. Anand Deshpande Founder, 2 3 5 Nil - Nil 1
(DIN 00005721) Chairman and
Managing
Director
Roshini Bakshi Independent 3 2 1 2 (Two) 1\ Independent Director, Nil 3
(DIN: 01832163) Director J M Financial Limited

2\Non-Executive Director,
Restaurant Brands Asia
Limited
Avani Davda Independent 5 2 Nil 4 (Four) 1\ Independent Director, Nil 7
(DIN: 07504739) Director Mahindra Logistics
Limited

2\ Independent Director,
NIIT Limited

3\ Additional Director,
Max Estate Limited

4\ Independent Director,
Emami Limited
Arvind Goel Independent 5 8 5 2 (Two) 1\ N
 on-Executive Non- 2 5
(DIN: 02300813) Director Independent Director
Automotive Stampings
and Assemblies Limited

2\ Independent Director
Kirloskar Oil Engines
Limited
Dr. Ambuj Goyal Independent Nil Nil Nil Nil - Nil Nil
(DIN: 09631525) Director

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 167
Report on Corporate Governance

Directorships
Directorships
Indian Foreign in other Number of Committee
Director Identification Companies Companies Listed Positions held *
Number (DIN) Category Public* Private Entities Name of Listed Entities Chairperson Member
Praveen Kadle Independent 4 7 2 3 (Three) 1\ Independent Director 3 5
(DIN: 00016814) Director Tide Water Oil Co India
Limited

2\ Independent Director
John Cockerill India
Limited

3\ Independent Director
Divgi Torqtransfer
Systems Limited
Sandeep Kalra Executive Nil Nil 2 Nil - Nil Nil
(DIN: 02506494) Director
and Chief
Executive
Officer
Dan'l Lewin Independent Nil Nil Nil Nil - Nil Nil
(DIN: 09631526) Director
Prof. Ajit Ranade # Independent 4 2 Nil Nil - Nil 1
(DIN: 00918651) Director
Sunil Sapre @ Executive Nil 2 8 Nil - Nil 1
(DIN: 06475949) Director and
Chief Financial
Officer

* Excluding directorship in Persistent Systems Limited

** Disclosure includes Chairpersonship/Membership of Committees as required for computation of the maximum number
of Committees of which Director can be Chairperson or Member in terms of Regulation 26 of Listing Regulations (i.e.
Chairpersonship/Membership of Audit Committee and Stakeholders Relationship Committee in all Indian public companies
including Persistent Systems Limited)

#
Prof. Ajit Ranade was appointed as an Independent Director w.e.f. June 6, 2023

@
Relinquished his position as Chief Financial Officer w.e.f. May 15, 2024.

The number of Memberships of the Directors in the Committee includes the number of posts of Chairperson of the said
Committee held in the listed entities including Persistent Systems Limited.

During the year, Prof. Deepak Phatak (DIN: 00046205), upon reaching the age of 75 years, decided to step down from the
position of Independent Director of your Company on April 2, 2023. This is in accordance with your Company’s internal norms
with respect to the age of Independent Directors. He had confirmed that there were no material reasons for his resignation.

In terms of Regulation 26 of the Listing Regulations, none of the Directors of the Company were members of more than 10
Committees or acted as the Chairperson of more than 5 Committees across all companies in India, in which they are holding
Directorships.

The Board has adopted standards which assist the Board in evaluating the independence of each of its Directors in terms
of Section 149(6) of the Companies Act, 2013 (the ‘Act’) and Regulation 16(1)(b) of the Listing Regulations. Further, the
Independent Directors declared that they are ‘Independent’ and their directorships in the above companies and their
committees do not conflict with the interest of Persistent Systems Limited. Based on the verification of these declarations, the
Board of Directors confirmed that they meet the criteria of independence as mentioned under Section 149(6) of the Act, and
Regulation 16(1)(b) of Listing Regulations and that they are independent of the management.

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 Report on Corporate Governance

There is no inter se relationship between the Directors except the following:

1\ Prof. Ajit Ranade is the Director of M/s. Mahratta Chamber of Commerce Industries and Agriculture (MCCIA) where Dr.
Anand Deshpande (Chairman and Managing Director of the Company) is the Vice President and Director, and Mr. Arvind
Goel (Independent Director of the Company) is the Director

2\ Dr. Deshpande is the Nominee of the Chancellor on the Board of Management of M/s. Gokhale Institute of Politics and
Economics, where Prof. Ranade is a Vice-Chancellor.

In addition to the disclosure of Chairpersonship/Membership of Committees of Directors disclosed in Table 1 above, the
Chairpersonship/Membership of Directors of the Company in other Committees (including Chairpersonship/Membership
in the Company’s Committees and excluding Chairpersonship/Membership in Private Limited Companies and Stakeholders
Relationship Committees and Audit Committees) of March 31, 2024, is given below:

Table 2: Chairpersonship/Membership of Directors of the Company in Other Committees

Membership in Chairpersonship in
Name of the Director Category Committees Committees
Dr. Anand Deshpande Chairman and Managing Director 1 Nil
Roshini Bakshi Independent Director 7 3
Avani Davda Independent Director 6 2
Arvind Goel Independent Director 9 Nil
Dr. Ambuj Goyal Independent Director 2 Nil
Praveen Kadle Independent Director 12 5
Sandeep Kalra Executive Director and Chief Executive Officer 2 Nil
Dan'l Lewin Independent Director 1 Nil
Prof. Ajit Ranade Independent Director 4 2
Sunil Sapre@ Executive Director and Chief Financial Officer 2 Nil

@
Relinquished his position as the Chief Financial Officer w.e.f. May 15, 2024.

b. Brief Description of Terms of Reference of the Board of Directors

i. To manage and direct the business and affairs of the Company

ii. To manage, subject to the Articles of Association of the Company, its affairs, including planning its composition,
selecting its Chairman, appointing Committees, establishing the terms of reference and duties of Committees, and,
determining Directors’ compensation

iii. To act honestly and in good faith in the best interests and objects of the Company, its employees, its shareholders, the
community, and for the protection of the environment

iv. To exercise due care, diligence, and skill that a reasonably prudent person would exercise in comparable circumstances
and shall also exercise independent judgment

v. To participate directly or through its Committees, in defining, developing and approving the mission of the business, its
objectives, and goals, and the strategy for their achievement

vi. To ensure congruence between shareholders’ expectations, the Company’s goals, objectives, and management
performance

vii. To monitor the Company’s progress towards its goals and to revise and alter its direction in light of changing
circumstances

viii. To approve and monitor compliance with all significant policies and procedures by which the Company is operated

ix. To ensure that the Company operates at all times within applicable laws and regulations and ethical and moral standards

x. To ensure that the performance of the Company is adequately reported to shareholders, other stakeholders, and
regulators on a timely and regular basis

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 169
Report on Corporate Governance

xi. To ensure that the audited annual financial statements are reported fairly and in accordance with the Accounting
Standards issued by the Institute of Chartered Accountants of India and other processes and procedures as per the
notified Secretarial Standards issued by the Institute of Company Secretaries of India

xii. To ensure that any developments that have a significant and material impact on the Company are reported from time to
time to the concerned authorities

xiii. Not to be involved in a situation which may have a direct or indirect interest that conflicts, or possibly may conflict with
the interest of the Company

xiv. Not to achieve or attempt to achieve any undue gain or advantage either to himself or to his relatives, partners, or
associates and if such director is found guilty of making any undue gain, he shall be liable to pay an amount equal to that
gain to the Company

xv. Not to assign his office and any assignment so made shall be void; and

xvi. To act in accordance with the laws and regulations of the country and the Memorandum and Articles of Association of the Company

c. Chart Setting out the Competencies of the Board

The Board of Directors takes into consideration the following parameters while nominating the candidates to serve on the
Board:

1\ Expertise in the Software Industry

2\ Large-scale global operations
3\ Strategy and planning
4\ Financial, treasury management and taxation expertise
5\ Governance, Compliance and Audit purview
6\ Risk Management

In the table below, the specific areas of focus and expertise of individual Board Members have been highlighted.
However, absence of a mark against a Member’s name does not necessarily mean the Member does not possess any
corresponding knowledge.

Table 3: Details of the Specific Areas of Focus and Expertise of Individual Board Members

Expertise in Large-scale Financial, treasury Governance,

the Software global Strategy and management and Compliance and Risk
Name of the Director Industry operations planning taxation expertise Audit purview Management
Dr. Anand Deshpande ✓ ✓ ✓ ✓ ✓ ✓
Roshini Bakshi ✓ ✓ ✓ ✓ ✓ ✓
Avani Davda - ✓ ✓ ✓ ✓ ✓
Arvind Goel - ✓ ✓ - ✓ ✓
Dr. Ambuj Goyal ✓ ✓ ✓ - - ✓
Praveen Kadle - ✓ ✓ ✓ ✓ ✓

Sandeep Kalra ✓ ✓ ✓ - ✓ ✓

Dan'l Lewin ✓ ✓ ✓ - - ✓

Prof. Ajit Ranade - ✓ ✓ ✓ - ✓

Sunil Sapre - ✓ ✓ ✓ ✓ ✓

d. Board Diversity

The Company acknowledges and accepts the significance of diverse representation on the Board for better decision-
making and its growth and success. It believes that a diverse Board composition will be able to assess issues through a
broader lens, through differences in ideas, points-of-view, global experience, cultural and geographical background, age,
ethnicity, gender, sexual orientation, knowledge and skills.

The Board Diversity Policy adopted by the Board sets out its approach to diversity. The policy is available on our website,
at http://www.persistent.com/wp-content/uploads/2023/05/Board-Diversity-Policy.pdf

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 Report on Corporate Governance

e. Board Meetings and Deliberations

The Company Secretary, in consultation with the Chairperson of the Board of Directors and the Chairpersons of the
respective Board Committees, prepares the agenda and supporting documents for discussion at each Board/Committee
meetings, respectively. Members of the Board or Committees may suggest items to be included in the agenda, in
addition, they have the right to bring up matters for discussion at the meeting with the permission of the Chairperson.

Information and data that is important to the Board to understand the business of the Company in general and related
matters are tabled for discussion at the meeting. The agenda is circulated in writing to the members of the Board at least
seven calendar days before the meeting.

The Chairman of the Board circulates an Executive Summary with the following sections:
1\ Highlights
2\ Financial Summary
3\ State of the Business
4\ Items for Decisions in this Meeting
5\ Items for Discussion

The Executive Summary helps the Board Members to be focused on the most important items for the meeting.

The Board and the Audit Committee meet in executive sessions, at least four times during a financial year, mostly in
the third week of the first month of the quarter inter alia to review quarterly financial statements and other items on the
agenda. Additional meetings are held, as deemed necessary, to conduct the business. Those members of the Board,
who are not able to participate in the Board meetings in-person, generally, participate through videoconferencing in
accordance with the provisions of the Companies Act, 2013 and the Secretarial Standard – 1 (‘SS-1’) issued by the Institute
of Company Secretaries of India (ICSI).

The Business Unit Heads, Chief Financial Officer, Chief People Officer, Chief Operating Officer, Chief Planning Officer,
Chief Admin Officer, Chief Strategy and Growth Officer, General Counsel and the Chief Risk Officer of the Company
attend the Board and Committee meetings upon invitation. The other executives and delivery heads are generally invited
to the meetings on a need basis.

In terms of Regulation 17 of the Listing Regulations, the gap between two Board meetings must not exceed one hundred
and twenty days; this is strictly followed by the Company. The maximum gap between two Board meetings during the
Financial Year 2023-24 was Ninety-Three days i.e., from October 18, 2023, to January 19, 2024.

During the year under report, the Board of Directors considered and accepted as appropriate the recommendations of the
various committees.

During the Financial Year 2023-24, seven meetings of the Board of Directors were held on:
1\ April 23, 24 & 25, 2023
2\ June 6, 2023
3\ July 19 & 20, 2023
4\ September 18, 2023
5\ October 17 & 18, 2023
6\ January 19 & 20, 2024, and
7\ March 13, 2024

Table 5 below gives the attendance record of the Directors at the Board meetings and at the Annual General Meeting held
on July 18, 2023. In this report, the signs below, wherever they appear, denote the following:

Y – Attended; N – Absent; C – Attended as Chairperson; NA – Not Applicable

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Report on Corporate Governance

Table 4: Attendance of Directors at the Board Meetings and Annual General Meeting (AGM)

Board Meetings held on AGM

April 23, 24 June 6, July 19 & September October 17 January 19 March 13, July 18,
Name of the Director & 25, 2023 2023 20, 2023 18, 2023 & 18, 2023 & 20, 2024 2024 2023
Dr. Anand Deshpande C C C C C C C C
Roshini Bakshi Y Y Y Y Y Y Y Y
Avani Davda Y Y Y Y Y Y Y Y
Arvind Goel Y Y Y Y Y Y Y Y

Dr. Ambuj Goyal Y Y Y Y Y Y Y Y

Praveen Kadle Y Y Y Y Y Y Y Y
Sandeep Kalra Y Y Y Y Y Y Y Y
Dan’l Lewin Y Y Y Y Y Y Y Y
Prof. Ajit Ranade* NA NA Y Y Y Y N Y
Sunil Sapre Y Y Y Y Y Y Y Y

*Appointed as an Independent Director w.e.f. June 6, 2023

f. Performance Evaluation of the Board, its Committees and Directors

The Company conducted the annual performance evaluation of the Board, the Chairperson, its various Committees
and the Directors individually including Independent Directors. The performance evaluation was done by an external
management consultant who specializes in the Board evaluations. The performance of the Board was evaluated by
seeking inputs from all the directors and senior management. The evaluation criteria include aspects such as the Board
composition and structure, effectiveness of board processes, information and functioning, qualitative comments, and
future of the Board and the Company etc. The process also evaluated the Board Committees’ performance against
the requirements of their charters and other aspects of their responsibilities. The external management consultant also
conducted one-on-one interviews with each Board Member. The Board then discussed the results of their respective
evaluations in an executive session, highlighting actions to be taken in response to the findings of the evaluation process.

The evaluation was conducted in March and April 2024. The findings were presented at the meetings of the Nomination
and Remuneration Committee and the Board of Directors held in April 2024.

Extract of the qualitative comments received during the Board evaluation for the year under report are as follows:

\ To have more discussions at a Board level around skills, expertise, knowledge, exits and onboardings of Senior
Management Personnel.

\ Mentor-Mentee Program to be restarted where Independent Directors can share their knowledge and expertise with
Senior Executives of the Company.

Proposed actions based on the current year’s comments:

\ The Management will increase the frequency of discussions around skills, expertise, knowledge, exits and
onboardings of Senior Management Personnel and keep the Board duly informed regarding any major changes in the
Organization Structure.

\ The Management will initiate a program wherein every Independent Director will be paired with a few senior
management employees of your Company and will receive mentorship based on the expertise of the respective
Independent Directors.

Previous year’s observations (For FY 2022-23) and actions taken are as follows:

1. Observation: To explore scheduling additional time for the strategic discussions in the Board Meetings

Action taken: The Board increased the frequency of sessions with the Executive Management on strategic discussions
such as strategy/people/ technology/markets to guide them to address the observation. Various Committees of the
Board also held special meetings with focus on specific identified agenda items for focused discussions.

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 Report on Corporate Governance

2. Observation: To arrange a periodic update on the ESG activities/initiatives of the Company to the Board

Action taken: The ESG Head presents to the Board, the ESG initiatives undertaken at periodic intervals.

2\ Committees of the Board of Directors

As of March 31, 2024, the Company has the following 7 (Seven) Committees of the Board of Directors:

a. Audit Committee
b. Nomination and Remuneration Committee
c. Stakeholders Relationship and ESG Committee
d. Risk Management Committee
e. Corporate Social Responsibility Committee
f. Executive Committee
g. Investment Committee

Memberships of Executive and Non-Executive Directors in all the Board Committees of the Company

Membership in Persistent Board Committees

Name Designation AC NRC SRC RMC* CSR EC IC
Dr. Anand Deshpande Chairman and Managing Director
Roshini Bakshi Independent Director
Avani Davda Independent Director
Arvind Goel Independent Director

Dr. Ambuj Goyal Independent Director

Praveen Kadle Independent Director

Sandeep Kalra Executive Director and
Chief Executive Officer
Dan’l Lewin Independent Director
Prof. Ajit Ranade Independent Director
Sunil Sapre Executive Director and
Chief Financial Officer

 Chairperson Member

*Mr. Debashis Singh, Chief Information Officer is the member of Risk Mangement Committee

 Most of the Board Committees are represented by a combination of Executive and Independent Directors.

The Chairpersons of all the Committees are Independent Directors.

During the Financial Year 2023-24, a separate meeting, exclusively of the Independent Directors was held on July 20, 2023, in
which the Independent Directors transacted the following businesses along with a few other important strategic and policy-
related matters:

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

2\ Discussed the quality, quantity and timeliness of the flow of information between the Directors and the Management of the
Company.

3\ Discussed the strategic matters of the Company and current state of the global IT industry.

4\ Discussed the business continuity plan in the organization.

As per the Charter of respective Committees, the Committees deliberate on the matters assigned to it by the Board or as
mandated by the statutes. Information and data that is important to the Committees to discuss the matter are distributed
in writing to the members of the Committees well in advance of the meeting. Recommendations of the Committees are
submitted to the Board to decide on the matter requiring Board’s decision. In any case, the minutes of all Committee meetings
are circulated to the Board members for information/noting.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 173
Report on Corporate Governance

In terms of Section 173(2) of the Act read with the Companies (Meetings of Board and its Powers) Amendment Rules, 2021,
and in terms of the MCA Notification (F. No. 1/32/2013-CL-V- Part) dated March 19, 2020, and its extensions from time to
time, the meetings of the Board and its Committees were held either in person or in hybrid mode. The participation of the
Directors through videoconferencing (VC) or by other audio-visual means (OAVM) is counted for the purposes of quorum in
accordance with the guidelines issued by the Institute of Company Secretaries of India (ICSI) through the
Secretarial Standard - 1 as updated from time to time.

A. Audit Committee

Brief Description

The Audit Committee was voluntarily constituted by the Board at its meeting held on April 23, 2004, even before the
Company was converted into a public limited company.

The Audit Committee ensures prudent financial and accounting practices, fiscal discipline, and transparency in financial
reporting. In terms of one of its important terms of reference, the quarterly financial statements are reviewed by the Audit
Committee and recommended to the Board for its adoption.

All the committee members are financially literate, and the Chairperson is a financial management expert. As a prudent
corporate governance practice, the Audit Committee consists exclusively of the Independent Directors.

Table 5: gives the composition of the Audit Committee of the Board of Directors as of March 31, 2024

Name of the Director Category

Praveen Kadle Chairperson of the Committee and Independent Director
Roshini Bakshi Independent Director
Avani Davda Independent Director

In addition to the Audit Committee members, Statutory Auditors, Chief Financial Officer, Chief Planning Officer, Head –
Internal Audit, Chief People Officer, Chief Operating Officer, Chief Administrative Officer, and other executives are invited to
the Audit Committee Meetings, on a need basis.

The Company Secretary of the Company is the Secretary of the Committee.

Necessary information such as Management Discussion and Analysis of financial performance and results of operations,
statement of significant related party transactions submitted by the management, management letters/letters of internal
control weaknesses issued by the Statutory Auditors, internal audit reports relating to internal control weaknesses and the
terms relating to internal auditors in terms of Regulation 18 of Listing Regulations are reviewed by the Audit Committee.

The Committee considers related party transactions, material modifications thereto and all the material Related Party
Transactions of the Company for its approval. The Committee meets Statutory Auditors without the executive management
every quarter.

The Committee has the following powers and responsibilities, including but not limited to -

i. To oversee the Company’s financial reporting process and the disclosure of its financial information to ensure that the
financial statements are correct, sufficient and credible;

ii. To review, with the management, annual financial statements, and auditor’s report before submission to the Board for
approval, with particular reference to -

a. Matters required to be included in the Directors’ Responsibility Statement to be included in the Board’s report in terms
of Clause (5) of Section 134 of the Companies Act, 2013.

b. Changes, if any, in accounting policies and practices and reasons for the same

c. Major accounting entries involving estimates based on the exercise of judgment by management

d. Significant adjustments made in the financial statements arising out of audit findings

e. Compliance with the listing and other legal requirements relating to financial statements

f. Disclosure of any related party transactions

g. Qualifications in the draft audit report

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 Report on Corporate Governance

iii. To review, with the management, the quarterly financial statements and auditor’s report before submission to the Board
for approval

iv. To recommend to the Board, the appointment, re-appointment and if required, the replacement or removal of the
Statutory Auditor and fixation of audit fees

v. To grant approval of payment to Statutory Auditors for any other services rendered by the Statutory Auditors

vi. To hold discussion with the Statutory Auditors before the audit commences about the nature and scope of audit as well as
post- audit discussion to ascertain any area of concern

vii. To review management letters/letters of internal control weaknesses issued by the Statutory Auditors

viii. To recommend appointment, removal, and terms of remuneration of the Chief Internal Auditor

ix. To hold discussion with Internal Auditors on any significant findings and follow up thereon

x. To review internal audit reports relating to internal control weaknesses

xi. To review, the management, performance of statutory and internal auditors and adequacy of internal control systems

xii. To review the adequacy of the internal audit function, if any, including the structure of the internal audit department,
staffing and seniority of the official heading the department, reporting structure coverage, and frequency of internal audit

xiii. To review the findings of any internal investigations by the internal auditors in the matters where there is suspected fraud
or irregularity or a failure of internal control systems of material nature and reporting the matter to the Board

xiv. To review management discussion and analysis of financial condition and results of operations

xv. To review the statement of significant related party transactions (as defined by the Audit Committee), submitted by
management

xvi. Approval or any subsequent modification of transactions of the Company with the related party

xvii.To review substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment
of declared dividends), and creditors

xviii. To develop a policy on the engagement of Statutory Auditors for non-audit services

xix. To ensure the compliance with the Statutory Auditors’ recommendations

xx. To meet Internal and Statutory Auditors without the presence of the Company’s executive management periodically

xxi. To confirm the engagement of an Independent valuer for the valuation of shares, whenever called for and verify whether
the valuer for valuation has an advisory mandate and had a past association with the Company management

xxii.To review certificates regarding the compliance of legal and regulatory requirements

xxiii. To review the functioning of the Whistle Blower mechanism

xxiv. To review, with the management, the statement of uses / application of funds raised through an initial public offering of
the Company, the statement of funds utilized for purposes other than those stated in prospectus and making appropriate
recommendations to the Board to take up steps in this matter

xxv. Approval of appointment of CFO (i.e. the whole-time Finance Director or any other person heading the finance function
or discharging that function) after assessing the qualifications, experience, and background, etc. of the candidate

xxvi. Scrutiny of inter-corporate loans and investments

xxvii. To carry out any other function as is mentioned in the terms of reference of the Audit Committee and entrusted by the
Board

xxviii. To review the utilization of loans and/or advances from/investment by the holding company in the subsidiary exceeding
₹ 100 Crore or 10% of the asset size of the subsidiary, whichever is lower including existing loans/advances/investments
existing as on the date of coming into force of this provision

xxix. To review the compliance with the provisions of the SEBI Insider Trading Regulations at least once in a financial year and
shall verify that the systems for internal control are adequate and are operating effectively

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Report on Corporate Governance

xxx. To review the consideration of rationale, cost-benefits, and impact of schemes involving merger, demerger,
amalgamation, and allied activities in this regard.

The Audit Committee is further empowered to do the following:

i. To investigate any activity within terms of reference

ii. To seek information from any employee

iii. To obtain outside legal professional advice and

iv. To secure attendance of outsiders with relevant expertise, if it considers necessary

Meetings and Attendance

5 (Five) meetings of the Audit Committee were held during the Financial Year 2023-24.

Table 6: Details of the attendance at the Audit Committee Meetings held during the Financial Year 2023-24

Audit Committee Meeting

Name of the Director April 24, 2023 July 19, 2023 October 17, 2023 January 19, 2024 February 10, 2024
Praveen Kadle C C C C C
Roshini Bakshi Y Y Y N Y
Avani Davda Y Y Y Y Y

Further, certain decisions were taken by passing the resolutions by way of circulation and were subsequently noted and taken
on record by the Board and the Audit Committee at its next meeting.

B. Nomination and Remuneration Committee

Brief Description

The Nomination and Remuneration Committee of the Board (the ‘NRC’) was constituted on July 24, 2019. It replaced the
erstwhile two committees, namely, the Compensation and Remuneration Committee and Nomination and Governance
Committee which have been in existence since before the Company went public.

The Chairperson and all members of the Committee are Independent Directors.

The Company Secretary of the Company is the Secretary of the Committee.

Table 7: Composition of the Nomination and Remuneration Committee of the Board of Directors as of March 31, 2024

Name of the Director Category

Roshini Bakshi Chairperson of the Committee and Independent Director
Dr. Ambuj Goyal Independent Director
Dan’l Lewin Independent Director
Prof. Deepak Phatak© Independent Director
Prof. Ajit Ranade* Independent Director

©
Ceased to be a member of the Committee w.e.f. April 2, 2023
* Appointed as the member of the Committee w.e.f. July 19, 2023

The Committee is constituted with powers and responsibilities including but not limited to:

i. To develop a pool of potential director candidates for consideration in the event of a vacancy on the Board of Directors.

ii. To determine the future requirements for the Board as well as its Committees and make recommendations to the Board
for its approval.

iii. To identify, screen, and review individuals qualified to serve as executive directors, non-executive directors and
independent directors. Further, for every appointment of an independent director, the Nomination and Remuneration
Committee shall evaluate the balance of skills, knowledge and experience on the Board and on the basis of such
evaluation, prepare a description of the role and capabilities required of an independent director. The person
recommended to the Board for appointment as an independent director shall have the capabilities identified in such
description. For the purpose of identifying suitable candidates, the Committee may:

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a. use the services of external agencies, if required;

b. consider candidates from a wide range of backgrounds, having due regard to diversity; and.

c. consider the time commitments of the candidates.

iv. To provide its recommendation to the Board for appointment of CEO, CXO Level Employees, and Senior Management.

v. To evaluate the current composition and governance of the Board of Directors and its Committees and make appropriate
recommendations to the Board, whenever necessary.

vi. To evaluate and recommend termination of membership of an individual director for cause or other appropriate reasons.

vii. To evaluate and make recommendations to the Board of Directors concerning the appointment of Directors to Board
Committees and the Chairman for each of the Board Committees.

viii. To recommend to the Board, candidates for

a. Nomination for the re-election of Directors by the Shareholders and.

b. Any Board vacancies which are to be filled by the Board.

ix. To play a consultative role for any appointment at the top management level namely, COO, CMO, CFO, President of
Persistent Systems Inc., or appointment requiring Board approval such as Company Secretary.

x. To carry out annual/periodic performance review of the Board of Directors individually and collectively as well as for its
various committees on behalf of/as desired by the Board of Directors.

xi. To review the general compensation policy of the Company (including that of ESOPs) and convey its recommendation to
the Board, if any.

xii. To advise the Board in framing remuneration policy for Key Managerial Personnel, CXO Level Employees and Senior
Management of the Company from time to time.

xiii. To make recommendations to the Board about the Company’s policy on specific remuneration packages for Executive
Directors including pension rights and any compensation payment.

xiv. To determine and decide the following ESOP related activities:

a. To decide the quantum of equity shares/options to be granted under Employee Stock Options Schemes (ESOS), per
employee and the total number in aggregate.

b. To determine at such intervals, as the Nomination and Remuneration Committee considers appropriate, the persons
to whom shares or options may be granted.

c. To determine the exercise period within which the employee should exercise the option and condition in which option
will lapse on failure to exercise the option within the exercise period.

d. To decide the conditions under which shares, or options vested in employees may lapse in case of termination of
employment for any reason.

e. To lay down the procedure for making a fair and reasonable adjustment to the number of shares or options and to the
exercise price in case of rights issues, bonus issues and other corporate actions.

f. To lay down the right of the employee to exercise all the options vested in him at one time or at various points of time
within the exercise.

g. To specify the grant, vest and exercise of shares/options in case of employees who are on long leave.

h. To construe and interpret the plan and to establish, amend and revoke rules and regulations for its administration.

i. The Nomination and Remuneration Committee may correct any defect, omission or inconsistency in the plan or any
option and/or vary/amend the terms to adjust to the situation that may arise.

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Report on Corporate Governance

j. To approve transfer of shares in the name of employee at the time of exercise of options by such employee under
ESOS and other schemes.

k. To lay down the procedure for cashless exercise of options and.

l. To attend any other responsibility as may be entrusted by the Board.

The Nomination and Remuneration Committee is further empowered to:

i. To conduct or authorize studies of matters within the Committee’s scope of responsibility with full access to all books,
records, facilities and personnel of the Company.

ii. To hire legal, accounting, financial or other advisors in their best judgement.

iii. To have sole authority to retain or terminate any search firm to be used to identify Director candidates.

iv. To have sole authority to approve the search firm’s fees and other retention terms.

v. The Committee may act on its own in identifying potential candidates, inside or outside the Company or may act upon
proposals submitted by the Chairman of the Board.

vi. The Committee may consider advice and recommendations from the management, shareholders or others, as it deems
appropriate and.

vii. The Company conducts a performance evaluation of the Independent Directors and Board as a whole by an External
Management Consultant and the findings of the evaluation are presented at the meeting. Recommendations/Results
on the performance of the Directors are then considered by the Committee before the re-appointment of a Director and
measures to increase the effectiveness of the Board are considered.

Meetings and Attendance

The Nomination and Remuneration Committee generally meets in the first or second quarter of the financial year to
recommend the remuneration to be paid to the Managing Director and Executive Director/s of the Company, to advise the
Board in framing remuneration policy for the employees in Persistent Group including Key Managerial Personnel and Senior
Management Personnel of the Company from time to time and to recommend to the Board, the Directors retiring by rotation
to be reappointed at the Annual General Meeting. Apart from this, the Nomination and Remuneration Committee meets as
and when there is any business to be transacted which has been assigned to it.

2 (Two) meetings of the Nomination and Remuneration Committee were held during the Financial Year 2023-24.

Table 8: Details of the Attendance at the Nomination and Remuneration Committee Meetings during the Financial Year 2023-24

Nomination and Remuneration Committee Meeting

Name of the Director April 24 & 25, 2023 June 6, 2023
Roshini Bakshi C C
Dr. Ambuj Goyal Y Y
Dan’l Lewin Y Y
Prof. Deepak Phatak @
NA NA
Prof. Ajit Ranade* NA NA

@
Ceased to be a member of the Committee w.e.f. April 2, 2023
* Appointed as the member of the Committee w.e.f. July 19, 2023

Certain decisions were taken by passing resolutions by way of circulation. The said resolutions were subsequently noted and
taken on record by the Board and this Committee at its next meeting.

Remuneration Policy

The Remuneration Policy for the Executive Directors, Key Managerial Personnel, Senior Managerial Personnel and other
employees of Persistent Systems Limited and its subsidiaries is available on our website, at
https://www.persistent.com/wp-content/uploads/2022/06/Persistent-Systems-Remuneration-Policy.pdf

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 Report on Corporate Governance

i. The broad remuneration structure of the Executive Directors, Key Managerial Personnel and Senior Managerial Personnel
include any of the following components:

a. Basic Pay
b. Perquisites and Allowances
c. Commission (Applicable in case of Executive Directors)
d. Long term incentives (such as ESOPs)
e. Retiral benefits
f. Annual Performance Bonus
g. Any other component as may be mandatory in terms of the local statutory payroll norms for any employee.

The Variable Components of the Key Managerial Personnel and Senior Managerial Personnel of the Company are as follows:

a. Company Performance Bonus (CPB)

i. Based on Company Revenue and
ii. Based on Company Profits

b. Individual Performance Bonus (IPB)

i. Based on Individual Objectives as set in Performance Management and Health Management system (PHMS).

c. Soft Parameters

i. As decided by reporting manager.

ii. All the Non-Executive Directors are entitled to payment of commission at a sum not exceeding 1% per annum of net
profits calculated as per Section 198 of the Companies Act, 2013. The Company is in compliance with the statutory
requirements w.r.t. payment to the Non-Executive Directors.
iii. The total managerial remuneration not to exceed 11% of the net profits of the Company (₹ 1,718.94 Million for FY
2023-24) and the total remuneration to the managerial persons not to exceed 10% of the net profits of the Company
(₹1,562.68 Million for FY 2023-24) in accordance with Section 197 of the Act. The Company is in compliance with
both these statutory requirements.

Remuneration to the Directors

The Company pays to the Executive Directors remuneration by way of salary, benefits, perquisites and allowances (fixed
component) and performance incentives (variable component). Annual increments are decided by the Nomination and
Remuneration Committee of the Board of Directors and are within the range of the remuneration approved by the Members.

In case of in-person attendance, all outstation Directors are provided travel and accommodation for attending the Board and
Committee Meetings.

There is no pecuniary and non-pecuniary relationship between the Independent Directors vis-a-vis the Company except as
stated above.

Table 9 and Table 10 gives details of remuneration paid to Executive, and Independent Directors of the Company, in the
Financial Years 2022-23 and 2023-24.

Directors Access to Senior Management and Director Orientation

The Directors of your Company have access to the senior management and other employees. Newly appointed Directors are
provided with an orientation/familiarization program to familiarize them with the businesses and functions. The Board goes
through informative sessions on a variety of topics throughout the year in its quarterly Board Meetings.

Succession Planning

The Board reviews the NRC’s updates on the performance of Key Managerial Personnel (KMPs) and Senior Management
Personnel (SMPs). The Board also works with the NRC to evaluate potential successors to the Chief Executive Officer (CEO),
Chief Financial Officer (CFO) and other senior management.

With respect to regular succession planning exercise of the senior management, the Board evaluates internal as well as
external candidates on need basis. To find external candidates, the Board seeks input from the members of the Board, senior
management, and from reputed recruiting firms.

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Report on Corporate Governance

To develop internal candidates, the Company engages in a number of practices, formal and informal, designed to familiarize
the Board with the available talent pool. The formal process involves a periodic talent review of the senior management at
which the executive leadership assesses the most promising leaders. The executive leadership learns about each person’s
experience, skills, areas of expertise, accomplishments, and goals. In addition, the senior management is also invited for the
business sessions in the Board meetings, and various strategy sessions organized at the Company. The purpose of the formal
review and other interaction is to familiarize the executive leadership with the talent pool inside the Company from which
the NRC/Board would be able to choose successors to the senior management and evaluate succession for other senior
managers as necessary from time to time.

The complete list of Senior Management Personnel of the Company, including the changes therein since the close of the
previous financial year is available at https://www.persistent.com/wp-content/uploads/2024/06/list-of-senior-managerial-
personnel.pdf

Table 9: Remuneration to the Executive Directors^ (In ₹ Million)

Company’s Total
Performance contribution to Total with without
Linked provident and Perquisite Perquisites Perquisites
Name of the Year ended Salary and Incentive/ superannuation and other and other and other
Director Category March 31 allowance Commission fund payments# payments payments
Dr. Anand Chairman 2024 19.82 13.43 4.43 - 37.68 37.68
Deshpande and 2023 18.44 14.7 3.26 - 36.4 36.4
Managing
Director
Sandeep Kalra Executive 2024 83.36 21.42 23.41 637.7 765.89 128.19
Director 2023 74.23 42.64 10.39 489.3 616.56 127.26
and Chief
Executive
Officer
Sunil Sapre@ Executive 2024 10.99 7.45 2.02 143.52 163.98 20.46
Director 2023 9.78 7.91 1.73 82.77 102.19 19.42
and Chief
Financial
Officer
Total 2024 114.17 42.3 29.86 781.22 967.55 186.33
2023 102.45 65.25 15.38 572.07 755.15 183.08

@
Relinquished his position as Chief Financial Officer w.e.f. May 15, 2024.

^ Overall Ceiling as per the Act and Remuneration Policy of the Company: ₹ 1,562.68 Million (being 10% of net profit of the
Company calculated as per Section 198 of the Companies Act, 2013)

#
The value of perquisite represents the amount of perquisite towards exercise of stock options which does not form part of
CTC (Cost to Company)

The complete details of the options granted to the Executive Directors of your Company are available on the website of the
Company at https://www.persistent.com/investors

Service Contracts, Notice Period, Severance Fees and Clawback Clause

The Company does not have any policy for service contracts, notice period, severance fees, and clawback clauses or any
other payments to the Independent Directors when they leave the Company.

Section 197 of the Act provides that a Director who is not in the whole-time employment of the Company (i.e. Non -
Executive Director) may be paid remuneration by way of commission at a sum not exceeding 1% per annum of net profits. In
the Financial Year 2023-24, the aggregate commission to all the Non-Executive Directors paid was ₹ 36.72 Million and does
not exceed the statutory limit of ₹ 156.26 Million..

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 Report on Corporate Governance

Table 10: Remuneration to Non-Executive Directors as per the overall Ceiling as per the Act and Remuneration Policy of the
Company, i.e., ₹ 156.26 Million (being 1% of net profit of the Company calculated as per Section 198 of the Companies Act,
2013).
(In ₹ Million)
Name of the Director Category Year ended March 31 Commission* Sitting fees* Total
2024 4.50 1.32 5.82
Roshini Bakshi Independent Director
2023 3.15 1.01 4.16
2024 4.5 1.41 5.91
Avani Davda Independent Director
2023 3.15 1.10 4.25
2024 4.5 1.03 5.53
Arvind Goel** Independent Director
2023 2.57 0.54 3.11
2024 3.85 0.82 4.68
Dr. Ambuj Goyal** Independent Director
2023 2.20 0.42 2.62
2024 4.5 1.48 5.98
Praveen Kadle Independent Director
2023 3.15 1.37 4.52
2024 3.85 0.65 4.51
Dan’l Lewin# Independent Director
2023 2.18 0.30 2.49
2024 0.02 NA NA
Prof. Deepak Phatak## Independent Director
2023 3.15 0.81 3.96
2024 3.69 0.56 4.26
Prof. Ajit Ranade& Independent Director
2023 NA NA NA
Total 2024 29.41 7.31 36.72
2023 23.64 6.93 30.56

* Commission and Sitting fees are excluding service tax/Goods and service tax.
** Appointed as an Additional Independent Director w.e.f. June 7, 2022
#
Appointed as an Additional Independent Director w.e.f. June 10, 2022
##
Ceased to be an Independent Director w.e.f. April 2, 2023
&
Appointed as an Additional Independent Director w.e.f. June 6, 2023

None of the Independent Directors as on March 31, 2024, have been granted Stock Options.

Further, no Independent Directors except Mr. Arvind Goel held shares of the Company. Mr. Arvind Goel held 150 shares
(pre-split) of the Company as on March 31, 2024. As on the date of this Annual Report i.e., June 12, 2024, Mr. Goel holds
650 shares (Post-split) of the Company. Mr. Goel acquired these shares from the Open Market and in compliance with the
Code of Conduct for Prevention of Insider Trading established by your Company and pursuant to the Securities and Exchange
Board of India (Prohibition of Insider Trading) Regulations, 2015.

C. Risk Management Committee

Brief Description

The Risk Management Committee of the Board was constituted on April 24, 2017, even before the requirement of forming this
Committee was applicable to the Company.

The Chairperson of the Committee is an Independent Director.

Table 11: Composition of the Risk Management Committee of the Board of Directors as of March 31, 2024

Name of the Director Category

Praveen Kadle Chairman of the Committee and Independent Director
Arvind Goel Independent Director
Sandeep Kalra Executive Director and Chief Executive Officer
Sunil Sapre Executive Director and Chief Financial Officer
Prof. Ajit Ranade** Independent Director
Debashis Singh$ Member and Executive Management Member – Chief Information Technology
Dr. Ramanathan Venkateswaran* Chief Information Officer – Information Technology

$
Appointed as the Member of the Committee w.e.f. April 23, 2023
**
Appointed as the Member of the Committee w.e.f. July 19, 2023
*
Resigned from the Committee w.e.f. April 23, 2023

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Report on Corporate Governance

The Company Secretary of the Company is the Secretary of the Committee.

Meetings and Attendance

4 (Four) meetings of the Risk Management Committee were held during the Financial Year 2023-24.

Table 12: Details of the attendance at the Risk Management Committee meetings held during the Financial Year 2023-24

Risk Management Committee Meeting

Name of the Director April 23, 2023 July 19, 2023 October 17, 2023 January 19, 2024

Praveen Kadle C C C C

Arvind Goel Y Y Y Y

Sandeep Kalra Y Y N Y

Dr. Ramanathan Venkateshwaran* Y NA NA NA

Prof. Ajit Ranade** NA Y Y Y

Sunil Sapre Y Y Y Y

Debashis Singh $
NA Y Y Y

** Appointed as the Member of the Committee w.e.f. July 19, 2023

* Resigned as a Member of the Committee w.e.f. April 2023
$
Appointed as the Member of the Committee w.e.f. April 23, 2023

The Committee has the following powers and responsibilities including but not limited to:

i. To formulate a detailed risk management policy which shall include:

\ A framework for identification of internal and external risks specifically faced by the listed entity, in particular including
financial, operational, sectoral, sustainability (particularly, ESG-related risks), information, cyber security risks, or any
other risk as may be determined by the Committee

\ Measures for risk mitigation including systems and processes for internal control of identified risks

\ Business continuity plan

\ To ensure that appropriate methodology, processes, and systems are in place to monitor and evaluate risks associated
with the business of the Company

\ To monitor and oversee the implementation of the risk management policy, including evaluating the adequacy of risk
management systems

\ To periodically review the risk management policy, at least once in two years, including by considering the changing
industry dynamics and evolving complexity

\ To keep the board of directors informed about the nature and content of its discussions, recommendations, and
actions to be taken

\ The appointment, removal, and terms of remuneration of the Chief Risk Officer (if any) shall be subject to review by
the Risk Management Committee.

\ To seek information from any employee, obtain outside legal or other professional advice, and secure the attendance
of outsiders with relevant expertise, if it considers necessary.

ii. To review financial and risk management policies

iii. To review report on compliance of laws and risk management including Cybersecurity, reports issued by Statutory/
Internal Auditors; and

iv. To carry out any other function as is mentioned in the terms of the Risk Management Committee and entrusted by the
Board.

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D. Stakeholders Relationship and ESG Committee

Brief Description

The Stakeholders Relationship Committee was constituted voluntarily on October 4, 2007 even before the Company was not
a listed entity. It was later renamed to the Stakeholders Relationship and ESG Committee in January 2022.

The Committee specifically looks into the redressal of shareholders’ and investors’ grievances, such as transfer/transmission
of shares, non-receipt of Balance Sheet, non-receipt of declared dividends, etc. and aims to provide more focus and detailed
efforts toward ESG implementation.

The Chairperson of the Committee is an Independent Director.

Table 13: Composition of the Stakeholders Relationship and ESG Committee of the Board of Directors as of March 31, 2024

Name of the Director Category

Arvind Goel& Chairperson of the Committee and Independent Director
Dr. Anand Deshpande Chairman and Managing Director
Sunil Sapre Executive Director and Chief Financial Officer
Avani Davda Independent Director
Prof. Deepak Phatak ©
Independent Director

&
Appointed as the Chairperson as on April 3, 2023
©
Ceased to be as a member of the Committee w.e.f. April 2, 2023

The Company Secretary of the Company is the Secretary of the Committee for the purpose of stakeholders’ related matters.

The Committee was constituted with the powers and responsibilities including but not limited to:

i To supervise and ensure efficient share transfers, share transmission, transposition, etc.

ii To approve allotment, transfer, transmission, transposition, consolidation, split, name deletion, and issue of duplicate share
certificate of equity shares of the Company

iii. To redress shareholder and depositor complaints like non-receipt of Balance Sheet, non-receipt of declared dividends, etc

iv. To review service standards and investor service initiatives undertaken by the Company

v. To address all matters about Registrar and Share Transfer Agent including appointment of new a Registrar and Share
Transfer Agent in place of the existing one

vi. To address all matters about Depositories for dematerialization of shares of the Company and other matters connected
therewith

vii. To resolve the grievances of the security holders of the listed entity including complaints related to transfer/transmission
of shares, non-receipt of the annual report, non-receipt of declared dividends, and issue of new/duplicate certificates,
general meetings, etc.

viii. To review measures taken for the effective exercise of voting rights by shareholders

ix. To review adherence to the service standards adopted by the listed entity in respect of various services being rendered by
the Registrar & Share Transfer Agent

x. To review the various measures and initiatives taken by the listed entity for reducing the quantum of unclaimed dividends
and ensuring timely receipt of dividend warrants/annual reports/statutory notices by the shareholders of the company and

xi. To oversee the Environment, Social and Governance (ESG) initiatives at Persistent including but not limited to:

\ Setting the tone and reinforcing the culture within the Company regarding sustainability, promoting open discussion
and integrating ESG strategy and its alignment with Company’s strategy and goals

\ Endorsing the ESG vision and goals set out on an ongoing basis

\ Reviewing and monitoring ESG framework, the progress against the stated vision and goals, disclosures & reporting

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Report on Corporate Governance

\ Providing guidance and monitor key environmental, social, and governance issues such as climate-related risks
(current & emerging) & opportunities, resource efficiency and circularity, responsible sourcing & value chain
sustainability, labor practices & human rights, good governance practices & social responsibility

\ Looking into material issues and areas of interest that are of importance to stakeholders

\ Ensuring transparency and reporting on approach to ESG matters to employees, customers, suppliers, investors,
communities, and other stakeholders; and

xii. To attend to any other responsibility as may be entrusted by the Board within the terms of reference.

Meetings and Attendance

The Committee meets at least twice every financial year. 2 (Two) meetings of the Committee were held during the Financial
Year 2023-24.

Table 14: Details of the Attendance at the Stakeholders Relationship and ESG Committee Meetings held during the Financial
Year 2023-24

Stakeholders Relationship and ESG Committee Meeting

Name of the Director April 25, 2023 October 18, 2023
Arvind Goel& C C
Dr. Anand Deshpande Y Y
Avani Davda Y Y
Sunil Sapre Y Y

Appointed as the Chairperson of the Committee w.e.f. April 3, 2023

&

Key Stakeholders of the Company and our Key Initiatives

The Company always strives for the betterment of its stakeholders which include the society, clients, partners, our employees,
the shareowners, the Board of Directors, vendors, and even the environment.

Every year, the Company presents the key initiatives taken and practices followed towards betterment of its stakeholders. The
purpose of this is to maintain good relationships and to safeguard the rights and best interest of these stakeholders. The Head
of Persistent’s ESG team presents ESG updates in this meeting.

The Company, at every meeting of the Stakeholders Relationship and ESG Committee, takes an update on initiatives taken
towards the Company’s stakeholders.

Following are the initiatives that were taken during FY 2023-24:

Key Stakeholders of the Company Key initiatives taken/practices followed during FY 2023-24
Board of Directors and the 1\ Entity optimization for simplification of group organization structure was initiated in FY 2023-24.
Senior Management
2\ C
 hanges in tax laws analyzed in international jurisdictions and actions implemented for
required change in the contracting structure.

3\ A
 compensations and benefits dashboard was launched provide visibility and authority to
the Delivery Management and reduce the dependencies

4\ D
 ynamic 9-Box Dashboard (DIY Initiative) was introduced. This is a reimagined version of
the classic 9Box model, this tool allows users to stack rank, and analyze talent based on
parameters such as performance trends, compensation, and competency.
Government Regulatory 1\ Y
 our Company continued to participate in the Surveys conducted by RBI and provided
Authorities/Government bodies/ detailed information about the performance of the Company and forecast for the next
Chamber of Commerce quarters.
Our Clients and Partners 1\ Y
 our Company launched the Persistent Customer University for key customers, extending
the learning experience of our Persistent Rise platform. This will create an account specific
view for all employees working within these customer relationships and also create a uniform
onboarding experience.

2\ Y
 our Company has introduced Training as a Service for customers based on their requests
(TaaS)

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 Report on Corporate Governance

Key Stakeholders of the Company Key initiatives taken/practices followed during FY 2023-24

Our Employees 1\ Y
 our Company relaunched the ‘Women Returnship Program’ and onboarded 21 women
candidates with career breaks.

2\ D
 EIB Awareness Program “Diverse Voices, Inclusive Choices” covering 150+ employees
globally to create awareness of the importance of diversity & inclusion in the workplace.

3\ E
 mployee Level L&D Dashboard: Launched employee level learning & development
dashboard.

4\ A
 nnual MyLife events such as Pulse (20k+ participants), Persistent Run(~9k) with the
highest number of participants.

5\ Y
 our Company published a comprehensive social media policy that applies to all employees.
In calendar year 2023, the Company crossed 1 million followers on LinkedIn, a testament to
our prowess on this platform. Your Company also runs ‘Women in Tech’, an internal webinar
series with inspiring stories from Persistent’s women leaders and from clients. All of these
updates and many more are hosted on the internal Intranet portal, a one stop shop for
webinar recordings, policy updates and other key internal applications.

6\ T
 he Company leads the Growth & Acceleration sessions for sales enablement, with rapidly
developed sessions on new and game changing opportunities around Generative AI and
other emerging technologies; The Company received an acknowledgment from Gartner as
a Customer First company in multiple categories; the Customer First program is designed
to build trust and credibility, by signaling that we solicit reviews from all clients and Gartner
recognizes the benefits of honest, unbiased feedback. As the Company continues to
strengthen market presence and deliver exceptional value to our clients, maintaining a
consistent and cohesive brand identity becomes paramount, we have centralized all our
Marketing and Brand assets with the launch of our Marketing Shared Services portal. This
is our commitment to upholding our brand standards and contributing to our continued
success in the market.

7\ E
 V Charging Stations were established at all Pune, Nagpur and Goa Office locations in
addition to tyre inflation machines.

8\ Procured EV Cycles and EV scooters for commute between facilities in the vicinity.

9\ Your Company gifted its employees a ‘Billion Dollar Gift’ during the year.
Our Vendors and Consultants 1\ T
 he Admin Department has facilitated the distribution of End of Life (EOL) laptops to the
Housekeeping and Security Vendor Staff for their childrendors only.
Shareowners of the Company 1\ T
 he Board in their meetings held on January 19 and 20, 2024, and March 13, 2024,
respectively, approved the Sub-Division of 1 (One) Equity Share of INR 10/- (INR Ten Only)
each into 2 (Two) Equity Shares of INR 5/- (INR Five Only) each. Thereafter the Management
took the necessary steps to give the effect of the Sub-Division to the Equity Shares of the
Company on the Record Date i.e. April 1, 2024 and w.e.f April 1, 2024, the Face Value of the
Equity Shares was changed from INR 10/- to INR 5/- per share and the number of Equity
Shares contained in the Paid-up capital changed from 77,025,000 to 154,050,000. The
RTA, Depositories and both Stock Exchanges were involved during this process and the
necessary approvals were sought from these stakeholders for completing this activity

2\ Y
 our Company undertook an initiative where the Shareholders are sent a communication
after the announcement of quarterly financial results are made to the Stock Exchanges.
This communication is sent on the same day when the results are submitted to the Stock
Exchanges. This activity has received positive feedback from the Shareholders.

3\ Y
 our Company took efforts to disburse the Final Dividend for FY 2022-23 in July 2023 well
before the statutory timelines. The Company has made efforts to proactively liaise between
the bankers, RTA, and TDS Consultant for the correctness of the information and payment of
dividends. This was followed by an email intimation to the shareholders mentioning that the
dividend was distributed and must be credited to them.

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Report on Corporate Governance

Key Stakeholders of the Company Key initiatives taken/practices followed during FY 2023-24

Shareowners of the Company 4\ Y

 our Company took efforts to disburse dividends well before the statutory timelines.
The Company has made prompt communications with RTA, Dividend bankers, and
other stakeholders. To have effective management of TDS activities and reduce investor
grievances, a TDS consultant has been appointed. These efforts have resulted positively. The
Final Dividend 2022-23 which was declared in July 2023, was paid on the 7th day from the
AGM. This has resulted in improving shareholders’ confidence.

5\ In addition to the submission of Quarterly financial results to the Stock Exchanges which is
mandatory submission, the Company releases an Analyst Presentation and Press Release
to the exchanges every quarter for shareholders’ consumption. The Company further
voluntarily scheduled analyst calls to address the queries if any w.r.t quarterly performance
and the way forward.
Society at large Some of these initiatives were coordinated through Persistent Foundation.

1\ All E-Waste / Hazardous waste disposal is done to the SPCB approved vendors only.

2\ R
 ooftop Solar power plant donation at Annamrita Foundation, Nagpur – 19 kWp rooftop
solar plant installation, a Venture centre, NCL campus- 112kWp rooftop solar power plant
installation, Swaroop Vardhini Educational Institute – 100 kWp rooftop solar power plant
installation, Persistent Nagpur facility 100 kWp rooftop solar plant under implementation
was completed. We have installed Solar Water Heater at 5000 Litres, Solar water heater
system for Annamrita foundation, Nagpur, 10,000 Litres solar water heater for Deolapar
Gurukul Ashram Shala, Nagpur. This has reduced power requirements, low maintenance
cost, save electricity bills. Solar power is pollution-free and causes no greenhouse gases to
be emitted. This has also reduced dependence on foreign oil and fossil fuels. Solar panels
reduce the amount of heat reaching the roof. This provides us Tax Incentives.

3\ Y
 our Company donated Computer Sets, laptops, printers and chairs donated to various
Schools, NGOs and government agencies (Total 23 schools & colleges, 5 NGO’s and 3
government agencies), Maharashtra Sahitya Parishad, Pune, Talathi Karyalay Erandwana,
Pune, Dy. Police , Traffic dept, PCMC Pune, Deccan Police Station, Pune City, Chatrushrungi
Police Station, Pune city, Uday Gujar Foundation, Jagruti Seva Sanstha Pune, Dnyandeep
Jankalyan Karlaya, Seva Sahayog Foundation, Pune, and various ZP schools at Pune, Satara,
Sangli, Kolhapur, Sindhudurg, Akkalkot: - Computer Sets: 118 Nos.,Laptops: 244 Nos.,Printer:
001 Nos,Total – 363 Nos.

4\ Y
 our Company also donated 460 nos. chairs to Ramrajya Madhyamik Vidyalay, Pune, Zilha
Parishad Prathamik Shala, Borghar, Tal-Ambegaon, Dist-Pune, Swami Vidya Mandir & D.T.
Patil Junior Collage, Dapodi, Tal-Haveli Dist-Pune, Dnyandeep Madhyamik & Anusaya
Wadhokar school, Rupi Nagar, Talvade Tal-Haveli, Dist-Pune, Sri Khandoba Devsthan Trust,
Pimpalgaon Rotha, Tal-Parner, Dist-Ahmednagar, Gujar Foundation, Pune, Yuva Spandan
Foundation Pune, Snehavan Foundation Pune.

5\ U
 se of “Kalki Bioculture” Kalki is a water-based Bio culture which has improved the Water
Quality & Air quality at Nagnadi, Nagpur.

In the coming years, we will ensure to continue to strive for the betterment of our stakeholders by providing them with the
best possible services and adapting the best practices which will help to maintain a good harmonious relationship with them
and to safeguard their rights and best interest.

Investors’ Grievances

During the Financial Year ended March 31, 2024, the Company has attended to investors’ grievances expeditiously.

Table 15: The details of the requests/complaints received and disposed off during the year are as under:

Opening Balance Pending as on

Sr. No. Nature of Request/Complaint as on April 1, 2023 Received Attended March 31, 2024
1\ Revalidation of warrants /issue of fresh drafts 0 67 67 0
2\ SCORES 0 0 0 0
3\ BSE/NSE 0 1 1 0

The Members may contact the Company Secretary of the Company for their queries, if any, at the contact details provided in
the Shareholders’ Information in this report and also available on the Company Website at
https://www.persistent.com/investors/

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 Report on Corporate Governance

Web-based Query Redressal System

The Company has set up a facility on the Company website to help members of the Company raise their share related queries. The
webpage can be accessed at https://www.persistent.com/investors/#investor-complaints.

The Company addresses all investors queries and grievances expeditiously.

E. Corporate Social Responsibility (CSR) Committee

Brief Description

In terms of Section 135 of the Act, the Board of Directors at its meeting concluded on April 19, 2014, constituted the
Corporate Social Responsibility Committee.

The Chairperson of the Committee is an Independent Director.

The Company is committed to Corporate Social Responsibility and the Board takes on record updates on the CSR activities
of Persistent Foundation and the Company. Ms. Sonali Deshpande, as the Chairperson of Persistent Foundation participates
in Board Meetings every six-months to share updates and to seek the Board’s guidance on proposed activities of the
Foundation. Dr. Anand Deshpande, Chairman and Managing Director, Mr. Sunil Sapre, Executive Director are trustees of
Persistent Foundation and ensure that the Board’s guidance is followed by the Foundation.

Mr. Vinit Teredesai, Chief Financial Officer of the Company certified that the CSR funds as per the total CSR obligation of the
Company have been disbursed and utilized during FY 2023-24 in the manner approved by the Board of Directors and the
same has been placed before the Board at its June 2024 meeting.

Table 16: Composition of the CSR Committee of the Board of Directors as on March 31, 2024:

Name of the Director Category

Avani Davda Chairperson of the Committee and Independent Director
Dr. Anand Deshpande Chairman and Managing Director
Arvind Goel* Independent Director
Prof. Deepak Phatak$ Independent Director

*Appointed as a Member of the Committee w.e.f. April 25, 2023

$
Ceased to be a Member of the Committee w.e.f. April 2, 2023

The Committee is constituted with powers and responsibilities including but not limited to:

i. To formulate and recommend to the Board a CSR Policy which will define the focus areas and indicate the activities to be
undertaken by the Company under CSR domain

ii. To recommend to the Board necessary amendments, if any, in the CSR Policy from time to time

iii. To monitor the budget under the CSR activities of the Company and

iv. To accomplish the various CSR projects of the Company independently or through ‘Persistent Foundation’ and/or any
other eligible NGO/Social Institute, as the case may be

Further, the CSR Committee is empowered to do the following:

i. To seek information from any employee as considered necessary

ii. To obtain outside legal professional advice as considered necessary

iii. To secure attendance of outsiders with relevant expertise and

iv. To investigate any activity within terms of reference

Meetings and Attendance

1 (one) meeting of the Committee was held during the FY 2023-24 on April 21, 2024, to review the CSR activities of the
Company to be conducted during the Financial Year 2023-24. As per the provisions of the Act, the Company was required to
spend towards CSR activities at least 2% of the average net profits of the Company during the three immediately preceding
financial years which amounted to ₹ 175.45 Million. The Company spent ₹ 175.45 Million by way of CSR Contributions to
Persistent Foundation. Resultantly, the Company has complied with the provisions of the Act.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 187
Report on Corporate Governance

Based on the profits of immediately preceding three financial years ending on March 31, 2024, and subject to change for
adjustments of overseas branches profit/loss, the Committee recommended to the Board of Directors, the amount of ₹217.78
Million must be spent towards CSR activities as per Section 135 of the Act for the Financial Year 2024-25.

The Chairperson of Persistent Foundation presents updates on the Foundation activities to the Committee during these
meetings.

Table 17: Details of the Attendance at the CSR Committee Meeting during the Financial Year 2023-24
CSR Committee Meeting
Name of the Director April 25, 2023
Avani Davda C
Dr. Anand Deshpande Y
Arvind Goel* Y

*Appointed as a Member of the Committee w.e.f. April 25, 2023

F. Executive Committee

Brief Description

The Executive Committee of the Board was constituted on January 29, 2005. The Executive Committee was constituted to
review the implementation of decisions taken by the Board of Directors in between two Board meetings.

The Chairperson of the Committee is an Independent Director.

Table 18: Composition of the Executive Committee of the Board of Directors as on March 31, 2024

Name of the Director Category

Roshini Bakshi Chairperson of the Committee and Independent Director
Avani Davda Independent Director
Dr. Ambuj Goyal Independent Director
Praveen Kadle Independent Director
Sandeep Kalra Executive Director and Chief Executive Officer

Sunil Sapre Executive Director

The Committee is constituted with powers and responsibilities including but not limited to:

i. To review and follow up on the action taken on the Board decisions

ii. To review the operations of the Company in general

iii. To review the systems followed by the Company

iv. To examine proposal for investment in real estate

v. To review, propose and monitor annual budget including additional budget, if any, subject to the ratification of the Board

vi. To review capital expenditure against the budget

vii. Report on Corporate Governance

viii. To authorize opening and closing of bank accounts

ix. To authorize additions/deletions to the signatories pertaining to banking transactions

x. To approve investment of surplus funds for an amount not exceeding ₹ 25 Crores as per the policy approved by the Board

xi. To approve transactions relating to foreign exchange exposure including but not limited to forward cover and derivative
products

xii. To approve donations as per the policy approved by the Board

xiii. To delegate authority to the Company officials to represent the Company at various courts, government authorities and so on and

xiv. To attend to any other responsibility as may be entrusted by the Board to investigate any activity within terms of reference

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 Report on Corporate Governance

Further, the Executive Committee is empowered to do the following:

a. To seek information from any employee as considered necessary

b. To obtain outside legal professional advice as considered necessary

c. To secure attendance of outsiders with relevant expertise and

d. To investigate any activity within terms of reference

Meetings and Attendance

The Executive Committee generally meets between two board meetings. 3 (Three) meetings of the Executive Committee
were held during the Financial Year 2023-24.

Table 19: Details of the attendance at the Executive Committee Meetings during the Financial Year 2023-24
Executive Committee Meeting
Name of the Director August 28, 2023 November 29, 2023 February 28, 2024
Roshini Bakshi C C C
Avani Davda Y Y Y
Dr. Ambuj Goyal N Y Y
Praveen Kadle Y N Y
Sandeep Kalra Y Y Y
Sunil Sapre Y Y Y

3\ Subsidiary Companies

During the year under Report, your Company did not acquire any new entities, however, restructured group entities as
follows:

1\ The Board of Persistent Systems Inc. USA (Wholly Owned Subsidiary) set up an entity in Poland by the name of Persistent
Systems Poland sp. z o.o. (Step Down Subsidiary) on April 5, 2023

2\ CAPIOT Software Pte. Limited, Singapore (Step Down Subsidiary) was struck off on April 6, 2023

3\ SCI Fusion 360 LLC, USA, (Step Down Subsidiary) was dissolved with effective from May 31, 2023

4\ Youperience Limited, UK (Step Down Subsidiary) was dissolved with effect from June 27, 2023

5\ Youperience GmbH, (step down subsidiary) merged into Persistent Systems Germany, GmbH (Wholly Owned Subsidiary)
with effect from August 21, 2023

6\ Parx Consulting GmbH, (Step Down Subsidiary) merged into Persistent Systems Germany, GmbH (Wholly Owned
Subsidiary) with effect from August 25, 2023

7\ CAPIOT Software, Inc. (Step Down Subsidiary) has been dissolved effective from December 29, 2023, pursuant to the
Certificate of Dissolution issued by the Secretary of the State of Delaware on January 16, 2024

8\ Persistent Systems S.R.L, Italy (Step Down Subsidiary) has been dissolved and struck off from the Business Register with
effect from February 26, 2024

9\ The Equity Shares of Persistent Systems UK Limited (a Step-Down Subsidiary) were transferred from Aepona Group
Limited, Ireland (a Step-Down Subsidiary) to Persistent Systems Limited resulting in a Wholly Owned Subsidiary (WOS) of
the Company

10\ The Company has incorporated a Company (Not for Profit) under Section 8 of the Companies Act, 2013 on May 1, 2024

11\ The Equity Shares of Persistent Systems Australia Pty Ltd (SDS) were transferred from Capiot Software Inc. to Persistent
Systems Inc. (WOS) of the Company

12\ The Board of Directors of your Company at its meeting held on Friday, January 19, 2024, approved a Scheme of Merger
of Capiot Software Private Limited (Wholly Owned Subsidiary) into Persistent Systems Limited (Holding Company). The
Scheme of Merger was filed with the Hon’ble National Company Law Tribunal (the ‘NCLT’) on March 22, 2024, and the
further directions from the NCLT are awaited.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 189
Report on Corporate Governance

Further, the Audit Committee and the Board of Directors review the consolidated financial statements of the Company and its
subsidiary companies on a quarterly basis.

The Audit Committee and the Board of Directors review related party transactions entered into by the Company including
those with the subsidiary companies.

Details of percentage holding of the Company in the subsidiary companies as on March 31, 2024

Name of the Subsidiary Company Country of Registration Holding percentage

Persistent Systems Inc. USA 100%
Persistent Systems Pte. Ltd. Singapore 100%
Persistent Systems France S.A.S. France 100%
Persistent Systems Malaysia Sdn. Bhd. Malaysia 100%
Persistent Systems Germany GmbH Germany 100%
Capiot Software Private Limited@ India 100%
MediaAgility India Private Limited India 100%
Persistent Telecom Solutions Inc. USA 100% subsidiary of Persistent Systems Inc. – Step down
subsidiary of the Company
Aepona Group Limited Ireland 100% subsidiary of Persistent Systems Inc. - Step down
subsidiary of the Company
Persistent Systems UK Limited UK 100% subsidiary of Persistent Systems Limited w.e.f.
March 19, 2024
Persistent Systems Lanka (Private) Sri Lanka 100% subsidiary of Aepona Group Limited - Step down subsidiary
Limited of the Company
Persistent Systems Israel Ltd. Israel 100% subsidiary of Persistent Systems Inc. - Step down
subsidiary of the Company
Persistent Systems Mexico S.A. de Mexico 100% subsidiary of Persistent Systems Inc. - Step down
C.V. subsidiary of the Company
100% subsidiary of Persistent Systems Inc. - Step down
Persistent Systems Australia Pty. Ltd. Australia
subsidiary of the Company
Software Corporation International USA 100% subsidiary of Persistent Systems Inc. - Step down
subsidiary of the Company
Persistent Systems Switzerland AG Switzerland 100% subsidiary of Persistent Systems Germany GmbH - Step
down subsidiary of the Company
Persistent Systems S.r.l. Romania 100% subsidiary of Persistent Systems Germany GmbH - Step
down subsidiary of the Company
Persistent Systems Costa Rica Costa Rica 100% subsidiary of Persistent Systems Germany GmbH - Step
Limitada down subsidiary of the Company
MediaAgility Inc. USA 100% subsidiary of Persistent Systems Inc. - Step down
subsidiary of the Company
MediaAgility Pte. Ltd. Singapore 100% subsidiary of MediaAgility Inc. - Step down subsidiary of
the Company
MediaAgility UK Ltd. UK 100% subsidiary of MediaAgility Inc. - Step down subsidiary of
the Company
Digitalagility S de RL de CV Mexico 100% subsidiary of MediaAgility Inc. - Step down subsidiary of
the Company
Persistent Systems Poland spolka Poland 100% subsidiary of Persistent Systems Inc. - Step down
z.o.o. subsidiary of the Company
@
Application for merger with Persistent Systems Limited has been filed with the Hon’ble National Company Law Tribunal on
March 22, 2024.

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 Report on Corporate Governance

Pictorial representation of the group structure as of March 31, 2024:

Capiot Software Private Limited, MediaAgility India Private Limited,

India (100%)
Persistent Systems Limited India (100%)

Persistent Systems UK Limited,

UK (100%)

Persistent Systems Malaysia Persistent Systems France S.A.S.,

Sdn. Bhd., Malaysia (100%) France (100%)

Persistent Systems Germany Persistent Systems Inc., Persistent Systems Pte. Ltd.,
GmbH, Germany (100%) USA (100%) Singapore (100%)

Persistent Systems Switzerland Software Corporation

AG, Switzerland (100%) International, USA (100%)

Persistent Systems Costa Rica Aepona Group Limited, Ireland Persistent Systems Lanka (Private)
Limitada, (100%) (100%) Limited, Sri Lanka (100%)

Persistent Systems S.r.l., Persistent Systems Poland Spolka

Romania (100%) z.o.o., Poland (100%)

Persistent Systems Israel Ltd.,

Israel (100%)

Persistent Systems Mexico S.A.

de C.V., Mexico (100%)

Persistent Systems Australia Pty.

Ltd., Australia (100%)

Persistent Telecom Solutions Inc., MediaAgility Pte. Ltd., Singapore

USA (100%) (100%)

MediaAgility Inc., USA (100%) MediaAgility UK Ltd., UK (100%)

Digitalagility S de RL de CV,
Mexico (100%)

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 191
Report on Corporate Governance

4\ General Meeting Details

a. The details of the last three years Annual General Meetings are as follows:

Financial Year Date Time (IST) Venue

2020-21 July 21, 2021 1600 Hrs. Held through Video Conferencing/Other Audio-Visual Means in terms of
31st AGM the SEBI and MCA circulars
2021-22 July 19, 2022 1600 Hrs. Persistent Systems Limited, Dewang Mehta Auditorium, Bhageerath, 402
32nd AGM Senapati Bapat Road, Pune 411 016, for in person attendance and through
Video Conferencing/Other Audio-Visual Means in terms of the SEBI and
MCA circulars
2022-23 July 18, 2023 1600 Hrs. Persistent Systems Limited, Dewang Mehta Auditorium, Bhageerath, 402
33rd AGM Senapati Bapat Road, Pune 411 016, for in person attendance and through
Video Conferencing/Other Audio-Visual Means in terms of the SEBI and
MCA circulars

b. The details of the Extra-Ordinary General Meeting held are as follows:


No Extra-Ordinary General Meetings were held during the last three financial years i.e. FY 2021-22, FY 2022-23 and
FY 2023-24

c. The following Special Resolutions were passed by the Members during the last three Annual General Meetings:

Date of AGM Sr. No. Resolutions

July 21, 2021 i. To approve amendments in the ‘Persistent Employee Stock Option Scheme 2014’
31st AGM ii To Grant employee stock options to the employees of subsidiary company(ies) of the Company under
‘Persistent Employee Stock Option Scheme 2014’
iii To approve amendments in the ‘Persistent Systems Limited – Employee Stock Option Plan 2017’
iv To Grant employee stock options to the employees of subsidiary company(ies) of the Company under
‘Persistent Systems Limited – Employee Stock Option Plan 2017’
July 19, 2022 i. To appoint Ms. Avani Davda, India (DIN: 07504739) as an Independent Director of the Company,
32nd AGM not liable to retire by rotation, to hold office for the first term of 5 (Five) consecutive years i.e. from
December 28, 2021, to December 27, 2026
ii. To appoint Mr. Arvind Goel, India (DIN: 02300813) as an Independent Director of the Company, not
liable to retire by rotation, to hold office for the first term of 5 (Five) consecutive years i.e. from June 7,
2022, to June 6, 2027
iii. To appoint Dr. Ambuj Goyal, USA (DIN: 09631525) as an Independent Director of the Company, not
liable to retire by rotation, to hold office for the first term of 5 (Five) consecutive years i.e. from June 7,
2022, to June 6, 2027
iv. To appoint Mr. Dan’l Lewin, USA (DIN: 09631526) as an Independent Director of the Company, not
liable to retire by rotation, to hold office for the first term of 5 (Five) consecutive years i.e. from June
10, 2022, to June 9, 2027
July 18, 2023 i. To appoint Dr. Ajit Ranade, India (DIN: 00918651) as an Independent Director of the Company, not
33nd AGM liable to retire by rotation, to hold the office for a term of 5 (five) consecutive years i.e., from June 6,
2023 to June 5, 2028

ii. To approve amendments in the ‘Persistent Employee Stock Option Scheme 2014’
iii. To grant Employee Stock Options to the Employees of the Subsidiary Company(ies) of the Company
under ‘Persistent Stock Options Schemes 2014’
iv. To approve amendments in the ‘Persistent Systems Limited – Employee Stock Option Plan 2017’
v. To grant employee stock options to the employees of Subsidiary company(ies) of the Company under
‘Persistent Systems Limited – Employee Stock Options Plan 2017’

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5\ Resolutions Passed by Postal Ballot:

During the Financial Year 2023-24, there were 5 extraordinary businesses passed through the Postal Ballot on March 11,
2024, out of which 1 (one) was an Ordinary Resolution and 4 (four) were Special resolutions. Details are as follows:
Sr. No. Resolutions
i. To approve Sub-division/ Split of 1 (One) Equity Share of INR 10/- (INR Ten only) each into 2 (Two) Equity Shares of INR
5/- (INR Five only) each and the consequent amendment to the Memorandum and Articles of Association of the Company
ii To approve an amendment in the scheme document for ‘Persistent Employee Stock Options Scheme 2014 (PESOS 2014)’
to amend the Face Value and accordingly the aggregate number of stock options already approved by the shareholders
consequent to the Sub-Division/Split of the Equity Shares for grant of stock options to the employees of the Company
iii To approve an amendment in the scheme document for ‘Persistent Employee Stock Option Scheme 2014 (PESOS 2014)’
to amend the Face Value and accordingly the aggregate number of Stock Options already approved by the Shareholders
consequent to the Sub-Division/Split of Equity Shares for grant of Stock Options to the employees of the Subsidiary (ies)
of the Company
iv To approve an amendment in the clause of ‘Persistent Employee Stock Option Scheme 2014 (PESOS 2014)’ to add a
time period to the existing maximum cap on the Stock Options that could be granted to an individual employee of the
Company under PESOS 2014
v. To approve an amendment in the clause of ‘Persistent Employee Stock Option Scheme 2014 (PESOS 2014)’ to add a
time period to the existing maximum cap on the Stock Options that could be granted to an individual employee of the
Subsidiary(ies) of the Company under PESOS 2014

Procedure for postal ballot:

The postal ballot was carried out as per the provisions of Sections 108 and 110 and other applicable provisions of the
Act, read with the Rules framed thereunder and read with the General Circular nos. 14/2020 dated April 8, 2020,
17/2020 dated April 13, 2020, and subsequent circulars issued in this regard, the latest being 9/2023 dated
September 25, 2023, respectively issued by the Ministry of Corporate Affairs.

The Board had appointed M/s. SVD & Associates, Practicing Company Secretaries, Pune [represented by Mr. Sridhar
Mudaliar (FCS 6156, COP 2664) or failing him, Ms. Sheetal Joshi (FCS 10480, COP 11635)] as the Scrutinizers for
conducting the e­voting process in a fair and transparent manner.

All the resolutions were duly passed, and the results were announced on March 11, 2024. A summary of the
resolutions passed, and the number of votes cast for and against the resolutions is summarized in the following table:

Sr. No. Resolutions Total shares No. of votes No. of votes % of No. of % of
as on the polled in favour votes in votes- votes-
cut off date favour against against

i. To approve Sub-Division/Split of 1 76,925,000 60,882,899 60,796,304 99.8578 86,595 0.1422

(One) Equity Share of INR 10/- (INR
Ten Only) each into 2 (Two) Equity
Shares of INR 5/- (INR Five Only) each
and the consequent amendment to
the Memorandum of Association of
the Company.

ii To approve an amendment in the 76,925,000 60,881,057 56,809,814 93.3128 4,071,243 6.6872

scheme document for ‘Persistent
Employee Stock Option Scheme
2014 (PESOS 2014)’ to amend the
Face Value and accordingly the
aggregate number of stock options
already approved by the Shareholders
consequent to the Sub-Division/Split
of Equity Shares for grant of Stock
Options to the employees of the
Company.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 193
Report on Corporate Governance

Sr. No. Resolutions Total shares No. of votes No. of votes % of No. of % of
as on the polled in favour votes in votes- votes-
cut off date favour against against

iii To approve an amendment in the 76,925,000 60,880,553 56,809,483 93.3130 4,071,070 6.687
scheme document for 'Persistent
Employee Stock Option Scheme
2014 (PESOS 2014)' to amend the
Face Value and accordingly the
aggregate number of stock options
already approved by the Shareholders
consequent to the Sub-Division / Split
of Equity Shares for grant of Stock
Options to the employees of the
Subsidiary(ies) of the Company.
iv To approve an amendment in the 76,925,000 60,870,601 51,706,889 84.9456 9,163,712 15.0544
clause of ‘Persistent Employee Stock
Option Scheme 2014 (PESOS 2014)’
to add a time period to the existing
maximum cap on the Stock Options
that could be granted to an individual
employee of the Company under
PESOS 2014.
v. To approve an amendment in the 76,925,000 60,870,255 51,706,645 84.9457 9,163,610 15.0543
clause of ‘Persistent Employee Stock
Option Scheme 2014 (PESOS 2014)’
to add a time period to the existing
maximum cap on the Stock Options
that could be granted to an individual
employee of the Subsidiary(ies) of the
Company under PESOS 2014.

6\ Disclosures

A. Code of Conduct

Pursuant to the requirements of Regulation 17(5)(a) of Listing Regulations, the Company obtains the affirmation of
compliance of the Code of Conduct from its Directors and Senior Management on a yearly basis since Financial Year
2005-06. Furthermore, the Code of Conduct is applicable to all the employees of the Company and its subsidiaries.

The Code of Conduct is an annual declaration that helps remind all employees and stakeholders the importance
of maintaining highest standards of ethical business conduct for the Company. In terms of the Code of Conduct,
Directors and Employees must act within the guidelines of the authority conferred upon them and with a duty to make
and enact informed decisions and policies in the best interests of the Company and its shareholders and stakeholders.

Further,
 Directors and Employees must ensure that they do not derive any undue personal benefit because of their
position in the Company and because they have access to certain confidential information coming to their knowledge.

It has been affirmed to the Board of Directors that this Code of Conduct has been complied with by all the Board
members and all the Employees and a declaration to this effect forms part of this report. The Code of Conduct is
uploaded on the website of the Company at Code of Conduct for Directors and Employees | Persistent Systems.

In addition to the annual Code of Conduct, the Board has also established a robust Code of Conduct on Prevention
of Insider Trading in terms of the SEBI (Prohibition of Insider Trading) Regulations, 2015. The Company has a zero
tolerance policy towards insider trading, corruption, bribery, and money laundering.

B. Familiarization Program for the Board of Directors

Pursuant to the requirements of Regulation 25(7) of Listing Regulations, the Company conducts the Familiarization
Program for Independent Directors as well as other Directors on the Board about their roles, rights, responsibilities in
the Company, nature of the industry in which the Company operates, business model of the Company, etc., through
various initiatives. The Company also shares the organizational structure and operations on a regular basis. A few
initiatives under familiarization program are elaborated at Familiarization Program at Persistent for Directors.

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C. Board deliberations on strategy planning

As part of our annual strategy planning process, the Company organizes sessions for the Board Members and
Senior Executives to deliberate on various topics related to technological overview, global scenario for IT industry,
sales strategy, market research, risk overview, succession planning and strategic programs required to achieve the
Company’s long-term objectives.
This serves a 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
business of the Company.
The above are specific mechanisms through which the Board Members are familiarized with the Company culture and
operations. Apart from these, there are additional sessions on demand on specific topics.

D. Whistleblower Policy
The Board of Directors of the Company has adopted a Whistleblower Policy for employees and for the non-employee
stakeholders in India and all global locations. The employees are encouraged to report to the Whistleblower
Administrator, if they observe any fraudulent financial or other information or conduct that results in the instances of
unethical behavior, if they observe any fraudulent financial or other information or conduct that results in instances of
unethical behavior or actual or suspected violation of the Company’s Code of Conduct and the Ethics Policy. The
Board of Directors has appointed the Chairperson of the Audit Committee as the Whistle Blower Administrator.
This policy and practices provide adequate safeguards against victimization of employees who report to the
Whistleblower Administrator. The policy also provides for direct access to the Chairperson of the Audit Committee.
The Whistleblower Policy is uploaded on the website of the Company at Whistleblower Policy | Persistent Systems

E. Complaints Pertaining to Sexual Harassment

The details of complaints filed, disposed off and pending during every quarter pertaining to sexual harassment are
reported to the Board in every quarterly meeting and the summary is included in the Report of the Directors. During
the year under report, your Company has not received any complaints of sexual harassment. Further, as of March 31,
2024, there were no pending complaints of sexual harassment in your Company.

F. Policy on Material Subsidiary

In terms of Regulation 16 (1) (c) of Listing Regulations, the Policy on Material Subsidiary is framed to determine the
Material Subsidiaries of the Company and to provide the governance framework for such subsidiaries. The policy to
determine the Material Subsidiaries of the Company is uploaded at Material Subsidiary Policy | Persistent Systems.
According to the said Policy, Persistent Systems Inc., USA is the Material Subsidiary of the Company, which was
incorporated on October 25, 2001, in the State of California, USA. The entity is not required to appoint an Auditor
to audit its financials as per the local laws. However, for consolidation purposes, the financials of the said entity are
audited by M/s. Walker Chandiok & Co LLP, Chartered Accountants (Firm Registration No. 001076N/N500013).

G. Disclosures on material significant related party transactions that may have potential conflict with the interests of
the Company
During the Financial Year 2023-24, there were no material significant transactions, pecuniary transactions or
relationships between the Company and the Promoters, Directors and their relatives and the management that has
potential conflict of interest of the Company.
Details of all transactions entered into by the Company with the related parties have been disclosed under “Related
Party Transactions” in the Notes to Accounts of the Company which form part of this Annual Report. A policy
determining the Related Party Transactions is uploaded on the website of the Company at Related Party Transactions
Policy | Persistent.

H. Risk Management and Internal Control Policies adopted by the Company

The Report on Risk Management and Internal Control Policies adopted by the Company forms separate part of this

Annual Report.

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Report on Corporate Governance

I. Commodity Price Risk /Foreign Exchange Risk and Hedging activities

The Company’s exposure to market risks and currencies are detailed in Note No. 30, under the head ‘Financial risk
factors and Risk management objectives’, forming part of Notes to the Financial Statements.

J. Adherence to Accounting Standards

 The Company follows the Accounting Standards and guidelines prescribed by the Institute of Chartered Accountants
of India (ICAI) and notified by the MCA.

K. Adherence to the Listing Regulations

The Company discloses information regarding its financial position, performance and other vital matters with
transparency, fairness and accountability on a timely basis. This report is prepared with adherence to the provisions
of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
(“Listing Regulations”) and the report comprehends all the requirements under Regulations 17 to 27 read with Para
C and D of Schedule V and clauses (b) to (i) of sub-regulation (2) of Regulation 46 of the Listing Regulations as
applicable.

L. Loans and advances in the nature of loans to firms/companies in which directors are interested by name and amount

Loans and advances are covered under Section 186 of the Act form part of the notes to the financial statements
provided in this Annual Report. (Refer notes 5, 6, 10, 14, 17 and 33 of the Standalone Financial Statements). The
Company has not obtained any credit rating during the period under review in this report.

M. Compliance Tool for tracking the applicable scheduled compliances

The Company ensures that adequate tools and appropriate processes are in place for adherence with to all statutory
compliances. Compliances applicable in India and abroad to the Company are monitored and tracked through a
software tool. In the year 2016, the Company implemented the Compliance Tool to report and track the domestic
compliances; while the same tool was then enhanced and is being used to report and track the global compliances for
14 locations. The said Tool is used to record and report the compliances as and when they are due. A detailed report
derived from the said tool is placed before the Board and Audit Committee during every quarterly meeting.

Amendments to the existing laws and introduction of new laws are reviewed, updated in the system on a regular basis
and the same is monitored by the Company.

N. Data Protection Initiatives

Global Data Protection Regulation (“GDPR”) is the European framework that came into force in May 2018. The
purpose of GDPR is to harmonize data privacy laws across Europe and give greater protection and rights to
individuals. The GDPR’s applicability is not restricted to European companies; it applies even to companies outside
Europe if they process information about European persons’ personal data.

The Company respects the privacy and choices of an individual and is committed to protect the data it processes.
The Company implements policies, procedures and systems that follow Privacy by Design principles. With the help
of third-party, the Company has assessed alignment of its processes and policies with respect to GDPR requirements
and has taken concrete steps to protect rights of individuals under GDPR.

The Company even follows the Data Privacy Laws/principles at the other countries where the Company operates
through its offices or has customers.

O. Details of Non-compliance

There were no non-compliances by the Company, no penalties and strictures were imposed on the Company by
Stock Exchanges, SEBI or any statutory authority, on any matter related to the capital markets, during the year from
April 1, 2023, to March 31, 2024.

The Company has complied and disclosed all the mandatory requirements under the Listing Regulations.

P. Remuneration to the Directors of the Company

Information relating to the remuneration to the Directors during the Financial Year 2023-24 has been provided under
the details of the Nomination and Remuneration Committee in this report.

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 Report on Corporate Governance

Q. Disclosure of certain type of agreements binding listed entities

There are no agreements impacting management or control of the Company or imposing any restrictions or creating
any liability upon the Company in accordance with Schedule V read with clause 5A of Schedule III of the SEBI LODR,
2015.

7\ Management Discussion and Analysis

As required by Regulation 34(2)(e) of Listing Regulations, the Management Discussion and Analysis Report is provided
elsewhere in the Annual Report.

8\ Corporate Social Responsibility Report


A Report on the Corporate Social Responsibility (CSR) initiatives of the Company has been provided elsewhere in the
Annual Report.

9\ Shareholders’ Information

A. Means of Communication

The Company constantly communicates to the institutional investors about the operations and financial results of
the Company. Besides publishing the abridged financial results in one national and one regional daily newspaper,
respectively, as per Regulation 46 of the Listing Regulations, the complete audited/limited reviewed financial
statements are published on the Company’s website (www.persistent.com) at Financial Highlights of Persistent
Systems - Quarterly Results under ‘Investors’ section. The transcripts of calls with analysts are also available on the
Company’s website.

The Company uses a wide array of communication tools, including face-to-face, online, and offline channels, to
ensure that information reaches all stakeholders in their preferred medium.

The table below gives the snapshot of the communication channels used by the Company to communicate with its
stakeholders:

Board Shareholders Formal Website Press/Web Annual

Particulars Meetings Meetings Notices Information Release E-mails Reports Newspaper

Board of Directors ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓

Shareholders ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓

Employees - - - ✓ ✓ ✓ ✓ ✓

Financial Analysts - - - ✓ ✓ ✓ ✓ ✓

Society at large - - - ✓ ✓ - - ✓

Frequency Quarterly Annually Ongoing Ongoing Ongoing Ongoing Annually Ongoing

Details of newspapers where Quarterly Results of the Company were published:

Publication of Financial Results in Newspapers

Publication of the Financial
Results for the Quarter ended June 30, 2023 September 30, 2023 December 31, 2023 March 31, 2024
English Date of Publication July 21, 2023 October 19, 2023 January 21, 2024 April 23, 2024
Newspapers The Financial Express The Financial Express The Financial Express The Financial Express
(All India editions) (All India editions) (All India editions) (All India editions)

Marathi Date of Publication July 21, 2023 October 19, 2023 January 21, 2024 April 23, 2024
Newspapers Loksatta Loksatta Loksatta Loksatta
(Pune edition) (Pune edition) (Pune edition) (Pune edition)

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Report on Corporate Governance

B. Corporate Identity Number (CIN)

The Corporate Identity Number (CIN), allotted by the Ministry of Corporate Affairs, Government of India is
‘L72300PN1990PLC056696’. The Company is registered in the State of Maharashtra, India.

C. General Details of the Company

i. Registered Office
‘Bhageerath’, 402 Senapati Bapat Road, Pune 411 016, Maharashtra, India.

ii. Financial Year of the Company is from 1st April of every year to 31st of March next year.

iii. Forthcoming Annual General Meeting of the Company

 Date and Time: Tuesday, July 16, 2024, at 1600 hrs. (IST)
Mode through which the Annual General Meeting will be held: Hybrid mode i.e. combination of in-person
attendance and Video Conferencing/Other Audio-Visual Means as per the convenience of Members.
Book Closure dates: From Wednesday, July 10, 2024, to Tuesday, July 16, 2024 (Both days inclusive)

iv. Company Secretary and Compliance Officer of the Company

 
Mr. Amit Atre, Company Secretary
ICSI Membership No.: A20507
‘Bhageerath’, 402 Senapati Bapat Road, Pune 411 016, India.
Tel.: +91 (20) 6703 0000 Fax: +91 (20) 6703 0008
E-mail: investors@persistent.com or companysecretary@persistent.com
Website: www.persistent.com

The Members may communicate investor complaints to the Company Secretary on the above-mentioned
co-ordinates.

v. Dividend Payment Date

The Company had declared an Interim Dividend of ₹ 32 per equity share (Pre-split) at its Board meeting held in
January 2024 for the Financial Year 2023-24 to those members whose names were appearing in the Register of
Members on January 30, 2024 and the payment was made on February 7, 2024.

Your Board has recommended a Final Dividend of ₹ 10 (₹ Ten Only) per Equity Share of ₹ 5 each for the Financial
Year 2023-24.

This aggregate Dividend of ₹ 10 (₹ Ten Only) per Equity Share is subject to the approval of Members at the
ensuing Annual General Meeting to be held on July 16, 2024, to those members whose names appearing in the
Register of Members on July 11, 2024. It is proposed to make the payment before August 12, 2024.

Payment of dividend through Electronic mode:

Securities and Exchange Board of India (SEBI) has vide Circular No. CIR/MRD/DP/10/2013 dated March 21,
2013, directed that Listed Companies shall mandatorily make all payments to Investors, including Dividend to
shareholders, by using any Reserve Bank of India (RBI) approved electronic mode of payments viz. ECS, LECS
(Local ECS), RECS (Regional ECS), NECS (National ECS), NEFT etc.

1\ The Company will use the bank details available with Depository Participant for electronic credit of Dividend.

2\ In order to receive the dividend without loss of time, all the eligible shareholders holding shares in demat mode
are requested to update with their respective Depository Participants their correct Bank Account Number,
including 9-digit MICR Code and 11-digit IFSC Code, type of bank account, E-mail ID and mobile no(s).

Shareholders holding shares in physical form may communicate details relating to their Bank Account, 9 digit
MICR Code and 11 digit IFSC Code, E-mail ID and mobile no(s) to the Registrar and Share Transfer Agents viz.
Link Intime India Private Limited, having address at Block No. 202, Second Floor, Akshay Complex, Off Dhole Patil
Road, Pune 411 001, by quoting the reference folio number and attaching a photocopy of the Cheque leaf of their
Active Bank account and a self-attested copy of their PAN card.

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 Report on Corporate Governance

In terms of the SEBI Notification dated April 20, 2018, in case dividend payment by electronic mode is returned
or rejected by the corresponding bank due to certain reasons, the shareholders are required to connect their bank
account with the Demat Account. The Company will then process online transfer of unclaimed Dividend to the
respective Bank Account of the shareholders.

vii. 
Unclaimed Dividend

According to the provisions of the Act, the amount in the dividend account remaining unclaimed for a period of
7 (Seven) years from the date of its disbursement, has to be transferred to the Investor Education and Protection
Fund (IEPF) maintained by the Government of India.

Following are the details of the unclaimed dividend. If not claimed within the period of 7 (Seven) years, then the same will be
transferred to the Investors Education and Protection Fund (IEPF) in accordance with the schedule given below:

Unclaimed Percentage
Date of declaration of Dividend as on Due date for transfer of unclaimed of unclaimed
Financial dividend and type of Total Dividend March 31, 2024 dividend to Investor Education and dividend over
Year dividend (In ₹) (In ₹) Protection Fund (IEPF) Total Dividend

2023-24 January 2024 – Interim 2,461,600,000 26,613.00 27-Mar-31 0.00

2022-23 July 2023 – Final 1,692,350,000 300,542.00 22-Sep-30 0.02
2022-23 January 2023 – Interim 2,139,900,000 576,661.00 25-Mar-30 0.03
2021-22 July 2022 – Final 840,675,000 417,313.75 23-Sep-29 0.05
2021-22 January 2022 – Interim 1,528,500,000 421,214.65 27-Mar-29 0.03
2020-21 July 2021 – Final 458,550,000 63,120.68 25-Sep-28 0.01
2020-21 January 2021 - Interim 1,069,950,000 204,748.05 03-Apr-28 0.02
2019-20 March 2020 – 2nd Interim 229,275,000 134,310.00 17-May-27 0.06
2019-20 January 2020 – 1st Interim 687,825,000 198,216.00 06-Apr-27 0.03
2018-19 July 2019 – Final 229,275,000 69,822.00 28-Sep-26 0.03
2018-19 January 2019 – Interim 640,000,000 232,416.00 04-Apr-26 0.04
2017-18 July 2018 – Final 240,000,000 81,702.00 01-Oct-25 0.03
2017-18 January 2018 – Interim 560,000,000 176,708.00 03-Apr-25 0.03
2016-17 July 2017 – Final 240,000,000 75,666.00 24-Sep-24 0.03
Total 13,017,900,000 2,979,053 0.02

Out of the total unpaid dividend of ₹ 321,240 for the Financial Year 2016-17, the dividend of ₹ 229,254 was claimed by 92
shareholders. This resulted in the transfer of the remaining ₹ 194,808 to IEPF. Additionally, from the other dividend accounts,
the dividend of ₹ 1,107,659.40 was claimed by the shareholders. The Company will continue to make efforts so that the
least number of unclaimed shares/dividends could be transferred to IEPF. The table below shows the details of unclaimed
dividends at the beginning of the year and at the end of the year:

Sr. No. Particulars As on March 31, 2023 As on March 31, 2024

i Total Dividend Declared 10,389,450,000 13,017,900,000
ii Unclaimed Dividend 2,353,525 2,857,112

During the year under report, your Company has transferred the unclaimed and unpaid dividend of ₹ 194,808 to the IEPF
Authority.

vii. Share Suspense Account

In accordance with the requirement of Regulation 34(3) and Part F of Schedule V to the SEBI Listing Regulations,
your Company had opened an ‘Unclaimed Securities Suspense Account’ on behalf of the allottees who were
entitled to the equity shares under the initial public offering. Some of the equity shares could not be transferred
to the respective allottees due to technical reasons. 7 shareholders, who were allotted 20 shares each during IPO
could not claim their shares due to the non-submission of required documents.

Your Company sent periodic reminders requesting the shareholders to provide the required documents for
credit of shares and the unclaimed dividend thereon to their demat and bank account, respectively. Your

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Report on Corporate Governance

Company issued Bonus shares in a ratio of 1:1 in the year 2015. Pursuant to the same, the total holding of each
shareholder increased to 40. The original 140 shares issued to the 7 shareholders during the IPO were transferred
to IEPF upon completion of 7 years. Remaining 140 shares resulting from the Bonus Issue, were transferred to the
IEPF in September 2022.

The balance in the above-mentioned Suspense Account as on March 31, 2024, is NIL

viii. Name of Stock Exchanges where the Company has been listed

The Equity Shares of the Company have been listed on the following stock exchanges on April 6, 2010

Stock Exchange Name and Address Script Symbol/Code

BSE Limited (BSE) 533179
14th Floor, P. J. Towers, Dalal Street, Mumbai 400 001
National Stock Exchange of India Limited (NSE) PERSISTENT
Exchange Plaza, Bandra Kurla Complex, Bandra (E), Mumbai 400 051

 Listing fees for the Financial Year 2023-24 have been paid to both BSE and NSE. The ISIN of the Company for its
shares is INE262H01021 w.e.f. March 28, 2024. The ISIN of the Company was INE262H01013 till March 27, 2024,
which was changed due to the Sub-Division of Equity Shares of the Company

ix. Contact details of Company’s intermediaries are as follows:

Registrar and Share Transfer Agent

Link Intime India Private Limited (Unit – Persistent Systems Limited)
CIN: U67190MH1999PTC118368
Contact Person: Mr. Ashok Gupta
Block No. 202, Second Floor, Akshay Complex,
Off Dhole Patil Road, Pune 411 001.
Tel.: +91 (20) 2616 0084, 2616 1629, 2616 3503
E-mail: pune@linkintime.co.in • Website: www.linkintime.co.in

Depositories of the Company

i. National Securities Depository Limited

4th Floor, ‘A’ Wing, Trade World, Kamala Mills Compound, Senapati Bapat Marg,
Lower Parel, Mumbai 400 013.
Tel.: +91 (22) 2499 4200 • Fax: +91 (22) 2497 6351
E-mail: info@nsdl.co.in • Website: www.nsdl.co.in

ii. Central Depository Services (India) Limited

Marathon Futurex, A-Wing, 25th floor, N. M. Joshi Marg, Lower Parel, Mumbai 400 013.
Phone: +91 (22) 2302 3333 • Fax: +91 (22) 2300 2035/2036
E-mail: investors@cdslindia.com • Website: www.cdslindia.com

x. Details of bonus shares issued/sub-division of shares since inception are as follows:

Financial Year 1996-97 2002-03 2007-08 2014-15

Bonus Issue 15:1 9:1 5:2 1:1

In the Financial Year 2023-24, the Board and the Shareholders approved Sub-Division / Split of 1 (One) Equity Share of
INR 10/-(INR Ten Only) each into 2 (Two) Equity Shares of INR 5/- (INR Five Only) each and the consequent amendment
to the Memorandum of Association of the Company. Resultantly, the necessary corporate action was executed on April 1,
2024.

xi. 
Legal Proceedings

There are no cases related to disputes over title to shares in which the Company was made a party to any dispute.

xii. Dematerialization of Shares and Liquidity

The Company’s Equity Shares have been dematerialized with Central Depository Services (India) Limited (CDSL)
and National Securities Depository Limited (NSDL). The International Security Identification Number (ISIN)
is an identification number for traded shares. This number is to be quoted in each transaction relating to the
dematerialized shares of the Company. The ISIN of the Company for its shares is INE262H01021.

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 Report on Corporate Governance

As on March 31, 2024, 76,657,855 Equity Shares comprising 99.52% of the Company’s total shares are held in
dematerialized form.

xiii. 
Share Transfer System

 SEBI, effective April 1, 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 physical mode to dematerialize their shares.

For shares transferred in electronic form, after confirmation of sale/purchase transaction from the broker,
shareholders should approach the depository participant with a request to debit or credit the account for the
transaction. The depository participant will immediately arrange to complete the transaction by updating the
account. There is no need for separate communication to register the share transfer with the Company.

xiv. Distribution of Shareholding as on March 31, 2024

Shareholding of shares Shareholders Percentage of total Total shares Percentage of total
1 - 5,000 193,713 99.58 7,068,035 9.18
5,001 - 10,000 286 0.15 2,048,572 2.66
10,001 - 20,000 195 0.10 2,774,927 3.60
20,001 - 30,000 79 0.04 1,982,500 2.57
30,001 - 40,000 44 0.02 1,528,538 1.98
40,001 - 50,000 37 0.02 1,640,495 2.13
50,001 - 100,000 84 0.04 5,854,106 7.60
100,001 and above 92 0.05 54,127,827 70.27
Total 194,530 100 77,025,000 100

xv. Shareholding pattern as on March 31, 2024

No. of No. of Equity Nominal Value of Equity Percentage
Sr. No. Category of Shareholders Shareholders Shares Shares (in ₹) Holding
1\ Promoters 2 22,873,340 228,733,400 29.70
2\ Promoters Group 9 1,020,625 10,206,250 1.32
3\ Institutions
a\ Mutual Funds 34 16,185,646 161,856,460 21.01
b\ Financial Institutions/Banks 1 4,625 46,250 0.00
c\ F
 oreign Portfolio Investors
622 19,171,038 191,710,380 24.89
(Corporate)
d\ Foreign Institutional Investors 3 54,023 540,230 0.07
e\ Foreign Venture Capital Investors - - - -
f\ NBFC 7 3,020 30,200 0.00
g\ Alternate Investment Funds 21 328,673 3,286,730 0.43
h\ Insurance Companies 21 3,411,704 34,117,040 4.43
i\ Central Government 1 150 1,500 0.00
j\ State Government / Governor - - - 0.00
4\ Non – institutions
a\ Bodies Corporate 948 506,603 5,066,030 0.66
b\ Individuals 179,526 10,554,375 105,543,750 13.70
c\ Directors/Relatives 3 101,800 1,018,000 0.13
d\ Key Managerial Personnel 1 3,335 33,350 0.00
e\ IEPF 1 1,788 17,880 0.00
f\ NRI 5,983 1,173,355 11,733,550 1.52
g\ Foreign National 13 20,541 205,410 0.03
h\ Foreign Company 1 366,862 3,668,620 0.48
i Any other - - - -
ii Trust 19 113,533 1,135,330 0.15
iii Clearing Members 6 59,848 598,480 0.08
iv Hindu Undivided Families 2,247 141,462 1,414,620 0.18
v Limited Liability Partnership 100 67,885 678,850 0.09

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Report on Corporate Governance

No. of No. of Equity Nominal Value of Equity Percentage

Sr. No. Category of Shareholders Shareholders Shares Shares (in ₹) Holding
5\ Employee Benefit Trust [under SEBI 1 860,769 8,607,690 1.12
(Share based Employee Benefit)
Regulations, 2014]
Total 189,570 77,025,000 770,250,000 100

The No. of Shareholders are clubbed on the basis of PAN registered with the demat account.

xvi. Shareholders (other than Promoters) holding more than 1% of the share capital as on March 31, 2024


Sr. No. Name of Shareholder No. of Shares Percentage holding

1\ Kotak Emerging Equity Scheme 2,447,622 3.17
Axis Mutual Fund Trustee Limited A/C Axis Mutual Fund A/C Axis
2\ 2,305,531 2.99
Midcap Fund
3\ Motilal Oswal Flexi Cap Fund 2,174,778 2.82
4\ HDFC Mutual Fund - HDFC Mid - Cap Opportunities Fund 2,053,866 2.66
5\ Nippon Life India Trustee Ltd – A/C Nippon India Growth Fund 1,127,384 1.46
6\ Shridhar Bhalchandra Shukla 1,101,296 1.42
7\ PSPL ESOP Management Trust* 860,769 1.11
8\ HSBC Small Cap Fund 801,380 1.04
Total 12,872,626 16.71

*The Board in its meeting held in January 2024, approved issuance of 1,000,000 (One Million only) Equity Shares of INR
10 each to the PSPL ESOP Management Trust. Out of this, 100,000 Equity Shares of INR 10 each were allotted to the PSPL
ESOP Management Trust on February 1, 2024. The remaining 900,000 Equity Shares will be allotted in due course.

xvii. Market Price Data

The equity shares of the Company were listed on the BSE Limited (BSE) and the National Stock Exchange of India
Limited (NSE) on April 6, 2010. Accordingly, the highest traded price and the lowest traded price and total volume
for the period from April 1, 2023, to March 31, 2024, on a monthly basis are as below:
BSE NSE
Month ended High (₹) Low (₹) Volume High (₹) Low (₹) Volume Total Volume (No.)
Apr-23 4,767 3,959 2,73,271 4,770 3,962 1,56,59,608 1,59,32,879
May-23 5,157 4,621 2,34,154 5,160 4,617 1,27,29,194 1,29,63,348
Jun-23 5,279 4,773 2,71,361 5,279 4,771 1,24,44,304 1,27,15,665
Jul-23 5,158 4,645 3,52,440 5,158 4,643 1,89,28,978 1,92,81,418
Aug-23 5,389 4,638 2,69,471 5,391 5,182 1,44,00,470 1,46,69,941
Sep-23 6,035 5,320 2,08,018 6,035 5,915 1,58,02,980 1,60,10,998
Oct-23 6,199 5,580 3,34,048 6,200 6,068 1,78,01,628 1,81,35,676
Nov-23 6,614 6,126 2,01,397 6,625 6,433 2,98,69,894 3,00,71,291
Dec-23 7,550 6,270 2,39,749 7,560 7,371 1,67,15,670 1,69,55,419
Jan-24 8,829 7,162 3,14,227 8,830 8,361 1,48,08,924 1,51,23,151
Feb-24 8,980 8,203 1,23,157 8,900 8,713 95,89,548 97,12,705
Mar-24 8,725 7,863 1,34,260 8,727 8,571 1,05,03,552 1,06,37,812

(Source: www.bseindia.com and www.nseindia.com)

202
 Report on Corporate Governance

Graphical presentation of movement of the Company’s stock price as compared to Nifty and Sensex from April 1, 2023, to
March 31, 2024, is as follows:

xviii. American Depository Receipts/Global Depository Receipts/Warrants

As on March 31, 2024, the Company has no American Depository Receipts/Global Depository Receipts/Warrants
or any such convertible instruments outstanding and there is no likely impact on the Company’s Equity Shares in the
Financial Year 2024-25.

xix. Plant Locations

The Company is in software business and does not require manufacturing plants. However, it has software
development centres/offices in India and abroad. The addresses of global development centres/offices of the
Company are given elsewhere in the Annual Report.

xx. Calendar for declaring the financial statements for the quarters in the Financial Year 2024-25.

Quarter Ending Tentative dates of the Board Meetings

June 30, 2024 July 17 and 18, 2024

September 30, 2024 October 21 and 22, 2024

December 31, 2024 January 20 and 21, 2025

March 31, 2025 April 22, 23 and 24, 2025

12\ CEO and CFO Certification

As required by Regulation 17(8) of Listing Regulations, the CEO and CFO Certification is provided in this Annual Report.

13\ Corporate Governance Handbook

The Company has proactively and voluntarily prepared the Corporate Governance Handbook encompassing set of
guidelines and policies with respect to composition of the Board of Directors and Committees of the Board, meetings of
the Board of Directors and Committees of the Board, Managerial Remuneration, Code of Conduct, Whistle Blower Policy,
Risk Management Policy, Internal Control Procedures etc., being adhered to by the Company. The Corporate Governance
Handbook is updated on an annual basis at https://www.persistent.com/investors/corporate-governance/

14\ Ethics Policy

The Company has continued to proactively and voluntarily implement the Ethics Policy in the Company. The objective
of this policy is to explain guiding principles of Persistent’s Ethics (for benefit of employees and all other stakeholders
like customers, vendors and investors) and to establish a framework for administration. The working of the Ethics Policy
is monitored by the Ethics Committee chaired by a Senior Officer (Head – Internal Audit) nominated by the Board of
Directors.

The Ethics Committee is an umbrella committee which oversees handling of various complaints including employee
grievances, prevention of insider trading cases, whistleblower cases, bribery and anti-corruption and anti-harassment
cases. https://www.persistent.com/ethical-practices-at-persistent-systems/ethics-policy/.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 203
Report on Corporate Governance

15\ Fraud Risk Management Policy

The Company has proactively and voluntarily implemented the Fraud Risk Management Policy in the Company. The
objective of this policy is to protect the brand, reputation and assets of the Company from loss or damage resulting from
any incidents of fraud or misconduct by employees or other stakeholders of the Company
https://www.persistent.com/ethical-practices-at-persistent-systems/fraud-risk-management-policy/

16\ Secretarial Standards

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

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

17\ Compliance with the Discretionary Requirements

The Company has also ensured the implementation of non-mandatory items such as:
\ Unmodified Audit opinions/reporting
\ The Head of the Internal Audit Team reporting directly to the Audit Committee

18\ Particulars of Total Fees paid to the Statutory Auditors

Particulars of total fees paid to the Statutory Auditors form part of the Note no. 39 of the Consolidated Financial
Statements provided in this Annual Report

19\ Vendor Code of Conduct

In line with the best international governance practices, the Company has prepared the Vendor Code of Conduct
that must be executed by all the vendors prior to providing their services to the Company. This Code is explicit about
the provisions seeking favors and bribes and requires the vendors of the Company to follow the relevant legal and
regulatory compliances applicable to them while working with the Company. They must follow acceptable business
conduct while doing business with or on behalf of the Company https://www.persistent.com/investors/corporate
governance/ethical- practices-at-persistent-systems/vendor-code-of- conduct/

20\ Best Corporate Governance Practices

a. Investors Day
Annual Investor Day is a complimentary one-day event to inform retail as well as institutional investors on the
Company’s Road map ahead. The Company’s future plans, business insights are conveyed to the Investor Community
as a whole for better understanding of the Company’s business model, revenue/growth model and opportunities for
the Company and the IT sector as a whole in the times to come.

b. Investors Website
Pursuant to the requirements of the Act and the SEBI Listing Regulations, the Company has revamped its Investor
relations website for providing all the necessary information required by the various stakeholders. Share price
movement chart/data, financials of the Company and all press releases are uploaded on the website of the Company
at https://www.persistent.com/investors/ for the easy access and analysis of the investors.

c. Investor Calls
Your Company organizes Investor Calls at regular intervals after the announcement of the quarterly results. In the
call, the Executive Directors and the Senior Management of the Company shares information about the Company’s
performance for the quarter and answer the investor queries.

d. Shareholder Communication
Your Company has undertaken an initiative to voluntarily communicate the quarterly results declared at the Board
Meetings to the shareholders through emails.

204
 Report on Corporate Governance

e. Analyst Decks and Quaterly Press Releases

In addition to the submission to the Stock Exchanges, the Company also publishes Investor presentations and press
releases on its website on a quarterly basis after declaration of the financial results in the Board Meetings.

21\ Other Matters

Shareholders holding shares in physical form are requested to notify to Link Intime India Private Limited, Registrar and
Share Transfer Agent about any change in their address and Bank Account details under the signature of sole/first joint
holder. Beneficial owners of shares in demat form are requested to send their instructions regarding change of name,
change of address, bank details, nomination, power of attorney, if any, etc., directly to their Depository Participants (DP)
as the same are maintained by the respective DPs.

Non-resident shareholders are requested to notify to Link Intime India Private Limited at the earliest on the following:
a\ Change in their residential status on return to India for permanent establishment;
b\ Particulars of their NRE Bank Account with a bank in India, if not furnished earlier; and
c\ E-mail address, if any.

22\ Nomination in Respect of Shares

Section 72 of the Act provides facility for making nominations by Members in respect of their holding of shares. Such
nomination greatly facilitates transmission of shares from the deceased Member to his/her nominee without being
required to go through the process of obtaining Succession Certificates/Probate of the Will, etc. It would, therefore, be
in the best interest of the Members holding shares as a sole holder to make such nomination. Members holding shares
in physical mode are advised to submit form SH-13 which is available for download at https://www.persistent.com/wp
content/uploads/2022/01/Form-SH-13.pdf to the Registrar and Share Transfer Agent of the Company for making
nomination. Members holding shares in demat form are advised to contact their DP for making nominations. Members are
further requested to quote their E-mail IDs, Telephone/Fax numbers for prompt reply to their communication.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 205
Chief Executive Officer and Chief Financial Officer Certification

We, to the best of our knowledge and belief, certify that:

A. We have reviewed financial statements and the cash flow statement for the year ended March 31, 2024 and that

i. these statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading
ii. these statements together present a true and fair view of the Company’s affairs and are in compliance with existing
accounting standards, applicable laws and regulations

B. There are no transactions entered into by the Company during the year which are fraudulent, illegal or violative of the
Company’s Code of Conduct.

C. We accept responsibility for establishing and maintaining internal controls for financial reporting and we have evaluated
the effectiveness of internal control systems of the Company pertaining to financial reporting and have disclosed to the
auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are
aware and the steps we have taken or propose to take to rectify these deficiencies, and we have

i. Designed such disclosures controls and procedures or caused such internal control over financial reporting 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
ii. 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 purpose in accordance with the Generally Accepted Accounting
Principles (GAAP) in India
iii. Evaluated the effectiveness of the Company’s disclosure, control and procedures
iv. 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

D. We have indicated to the Statutory Auditors and the Audit Committee

i. significant changes in internal control over financial reporting during the year
ii. significant changes in accounting policies during the year and that the same have been disclosed in the notes to the
financial statements and
iii. Instances of significant fraud of which we have become aware and the involvement therein, if any, of the management
or an employee having a significant role in the Company’s internal control system over financial reporting
iv. 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 control over financial reporting including any corrective actions with regard to deficiencies

E. 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.

F. 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.
For and on behalf of the Board of Directors

Sandeep Kalra Vinit Teredesai

Executive Director and Chief Financial Officer
Chief Executive Officer
DIN: 02506494

USA Pune
June 7, 2024 June 7, 2024

206
Certificate from Practicing Company Secretary on Corporate Governance

To,
The Members,
Persistent Systems Limited

We have examined the compliance of conditions of Corporate Governance by Persistent Systems Limited (hereinafter
referred “the Company”), for the year ended on March 31, 2024 as stipulated in relevant provisions of Securities and
Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015.

The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was limited
to procedures and implementation thereof, adopted by the company for ensuring the compliance of the conditions of the
Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company
has complied with the conditions of Corporate Governance as stipulated in the above mentioned Listing Regulations, as
applicable.

We further state that, this certificate is neither an assurance as to the future viability of the Company nor efficiency or
effectiveness with which the management has conducted the affairs of the Company.

For SVD & Associates

Company Secretaries

Sridhar Mudaliar
Partner
FCS No: 6156
CP No: 2664
Pune, June 7, 2024 Peer Review No: 669/2020
UDIN: F006156F000540791

Note: We have relied on the documents and evidences provided by electronic mode, for the purpose of issuing this certificate.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 207
Certificate of Non-disqualification of Directors

(Pursuant to Regulation 34(3) and Schedule V Para C Clause (10)(i) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015)

To,
The Members
Persistent Systems Limited
‘Bhageerath’, 402 Senapati Bapat Road, Pune 411 016

We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Persistent
Systems Limited (hereinafter referred to as ‘the Company’), having CIN–L72300PN1990PLC056696 and having registered
office at Bhageerath 402 Senapati Bapat Road,Pune MH 411016, produced before us by the Company on the e-mail for the
purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Clause 10(i) of the
Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including Directors Identification Number
(DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company and
its officers, we hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year
ending on March 31, 2024 have been debarred or disqualified from being appointed or continuing as Directors of companies
by the Securities and Exchange Board of India and Ministry of Corporate Affairs or any such other Statutory Authority.
Origional date of
Sr. No. Name of the Director DIN appointment
1\ Dr. Anand Suresh Deshpande 00005721 October 19, 1990
2\ Mr. Praveen Purushottam Kadle 00016814 April 23, 2020
3\ Ms. Roshini Hemant Bakshi^ 01832163 July 26, 2014
4\ Mr. Arvind Hari Goel 02300813 June 7, 2022
5\ Mr. Sandeep Kumar Kalra 02506494 June 11, 2019
6\ Mr. Sunil Yeshwant Sapre 06475949 January 27, 2018
7\ Ms. Avani Vishal Davda 07504739 December 28, 2021
8\ Mr. Ambuj Goyal 09631525 June 7, 2022
9\ Mr. Dan’l Donn Lewin 09631526 June 10, 2022
10\ Dr. Ajit Keshav Ranade# 00918651 June 06, 2023
11\ *Dr. Deepak Bhaskar Pathak 00046205 April 24, 2018

Note:
^ Mrs. Roshini Hemant Bakshi (DIN: 01832163) is reappointed as an Independent Director by way of special resolution passed
in the Annual General Meeting of the Company dated July 24, 2019.
#
Dr. Ajit Keshav Ranade (DIN: 00918651) was appointed as a Non-Executive Independent Director on Board of Company
w.e.f June 06, 2023.
* Dr. Deepak Bhaskar Pathak (DIN: 00046205) ceased to be an Independent Director w.e.f. April 02, 2023.

Ensuring the eligibility for the appointment / continuity of every Director on the Board is the responsibility of the management
of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an
assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has
conducted the affairs of the Company.

For SVD & Associates

Company Secretaries

Sridhar Mudaliar
Partner
FCS No: 6156 | CP No: 2664

Pune, June 7, 2024 Peer Review No: 669/2020

UDIN: F006156F000541011

Note: We have relied on the documents and evidences provided by electronic mode, for the purpose of issuing this
certificate.
208
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All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 209
Business
Responsibility
and Sustainability
Report

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All Rights Reserved © 2024. Persistent
Persistent
Systems
Systems
Limited
Limited
——3434 Annual
th th
Annual
report
Report
FY2023-24.
2023-24. 211
Business Responsibility and Sustainability Report

Section A: General Disclosures

I. Details of the listed entity

1\ Corporate Identity Number (CIN) of the Listed Entity: L72300PN1990PLC056696

2\ Name of the Listed Entity: Persistent Systems Limited

3\ Year of incorporation: 1990

4\ Registered office address: ‘Bhageerath’, 402 Senapati Bapat Road, Pune, Maharashtra 411 016

5\ Corporate address: ‘Bhageerath’, 402 Senapati Bapat Road, Pune, Maharashtra 411 016

6\ E-mail: corpsec@persistent.com

7\ Telephone: +91 (20) 6703 0000

8\ Website: www.persistent.com

9\ Financial year for which reporting is being done: April 1, 2023, to March 31, 2024

10\ Name of the Stock Exchange(s) where shares are listed:

BSE Limited (BSE) | National Stock Exchange of India Limited (NSE)

11\ Paid-up Capital as on March 31, 2024

154,050,000 No. of Equity Shares of ₹ 5 each amounting to INR 770,250,000

12\ Name and contact details (telephone, email address) of the person who may be contacted in case of any queries on
the BRSR report

Name: Mr. Amit Atre, Company Secretary

Telephone: +91 (20) 6703 0000
E-mail: investors@persistent.com or companysecretary@persistent.com

13\ Reporting boundary - Are the disclosures under this report made on a standalone basis (i.e., only for the entity) or on
a consolidated basis (i.e., for the entity and all the entities which form a part of its consolidated financial statements,
taken together).
The BRSR report prepared on a Consolidated Basis unless defined in the respective Indicator. If BRSR asks for
reporting only from India locations, the report mentions this in the relevant sections.

14\ Name of assurance provider: DNV Business Assurance India Private Limited (‘DNV’).

15\ Type of assurance obtained: Reasonable level of Assurance BRSR 9 core attributes. Refer to the Independent
assurance statement

II. Products / Services

16\ Details of business activities (accounting for 90% of the turnover):

Persistent is a trusted Digital Engineering and Enterprise Modernization partner, combining deep technical expertise
and industry experience to help our clients anticipate what’s next, and answer questions before they’re asked. Our
offerings and proven solutions create unique competitive advantage for our clients by giving them the power to see
beyond and rise above.
Please refer to Financial Performance Section in Annual report.

S. No. Description of Main Activity Description of Business Activity % of Turnover of the Entity
1 Software and IT consulting Software enabled product engineering 93%
(GICS classification – Information and designing and R&D services
Technology – Software and Services)
2 IP products (IP LED Services) 7%

212
 Business Responsibility and Sustainability Report

17\ Products / Services sold by the entity (accounting for 90% of the entity’s Turnover)
Click for more details https://www.persistent.com/services/

S. No. Product / Service NIC Code % of total Turnover contribute

1 Software enabled product engineering and designing and R&D services 620 93%
2 IP products 620 7%

IIl. Operations

18\ Number of locations where plants and / or operations / offices of the entity are situated:

Location Number of plants Number of offices Total

National Not applicable 23 23
International Not applicable 45 45

19\ Markets served by the entity:

a. Number of locations

Locations Number
National (No. of States) 11
International (No. of Countries) 18

b. What is the contribution of exports as a percentage of the total turnover of the entity?
90%

c. A brief on types of customers

Persistent works with leading fortune companies. Click here for more details and hyperlink https://www.
persistent.com/services/

IV. Employees

20\ Details as at the end of Financial Year:

a. Employees and workers (including differently abled):

Employees and workers

Employees
S. No. Particulars Total (A) Male Female
No. (B) % (B / A) No. (C) % (C / A)
1 Permanent (D) 21,950 15,426 70.3% 6,524 29.7%
2 Other than Permanent (E) 1,900 1,397 73.5% 503 26.5%
3 Total employees (D + E) 23,850 16,823 70.5% 7,027 29.5%
Workers - Not Applicable
Total Employees include Full-time employees (FTE), contractors and consultants. The Company does not have any
workers, hence it is not applicable.

b. Differently abled Employees and workers:

Differently Abled Employees

S. No. Particulars Male Female
Total (A) No. (B) % (B / A) No. (C) % (C / A)
1 Permanent (D) 45 39 85.7% 6 14.3%
2 Other than Permanent (E) 0 0 0% 0 0%
3 Total employees (D + E) 45 39 85.7% 6 14.3%
Differently Abled Workers - Not Applicable

Numbers mentioned above are based on voluntary disclosures by employees.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 213
Business Responsibility and Sustainability Report

21\ Participation / Inclusion / Representation of women

No. and percentage of Females

Total (A) No. (B) % (B / A)
Board of Directors 10 2 20%

Key Management Personnel 4 0 0%

Key Management Personnel (KMP) includes Chairman, Chief Executive Officer (CEO), Chief Financial Officer (CFO)
and Company Secretary (CS).

22\ Turnover rate for permanent employees and workers

(Disclose trends for the past 3 years)

FY 2023-24 FY 2022-23 FY 2021-22

Male Female Total Male Female Total Male Female Total

Permanent Employees 11.6% 11.4% 11.5% 20.1% 19.1% 19.7% 26.9% 25.1% 26.6%
Permanent Workers Not Applicable

Turnover rate for permanent employees includes voluntary turnover.

V. Holding, Subsidiary and Associate Companies (including joint ventures)

23\ Names of holding / subsidiary / associate companies / joint ventures


Refer to Corporate Governance Report - subsidiaries section

VI. CSR Details

24\ i. Whether CSR is applicable as per section 135 of Companies Act, 2013:
Yes
ii. Turnover in ₹ 65,142.17 Million
iii. Net worth in ₹ 47,786.51 Million

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 Business Responsibility and Sustainability Report

VII. Transparency and Disclosures Compliances

25\ Complaints / Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible
Business Conduct:

FY 2023-24 FY 2022-23
Grievance
Redressal
Mechanism in
Place (Yes / Number of Number of
Stakeholder No) (If yes, complaints Number of complaints
group from then provide Number of pending complaints pending
whom web-link for complaints resolution at filed resolution
complaint is grievance filed during close of the during the at close of
received redress policy) the year year Remarks year the year Remarks
Communities The Company 0 0 All stakeholders 0 0 All stakeholders
has a strong of the Company of the Company
Whistle are encouraged are encouraged
Blower Policy to report either to report either
in place and orally or in orally or in
has also writing to the writing to the
established Whistle Blower Whistle Blower
a toll free Administrator, Administrator,
whistle blower evidence / s evidence / s
number. of activity by of activity by
Our Whistle the Company, the Company,
Blower policy departments departments or
is available or Employee Employee / s that
at Whistle / s that may may constitute
Blower Policy constitute Improper
| Improper Activities
Persistent Activities affecting the
Systems. affecting the business or
business or reputation of the
reputation of the Company.
Company.
Investors 0 0 Corporate 0 0
(other than Governance
shareholders) Report contains
details of
Investor
Shareholders* 1 0 0 0
Complaints.
Please refer to
the ‘Investors’
Grievances’
section of the
Corporate
Governance
Report.
Employees 4 0 8 0
and workers
Customers 0 0 0 0
Value Chain 0 0 0 0
Partners
Other (please 0 0 0 0
specify)

*During FY24, we received a total of 67 other requests from shareholders, while during FY23, we received a total of
109 other requests. All the requests were resolved. Refer to Corporate Governance section of Annual Report.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 215
Business Responsibility and Sustainability Report

26\ Overview of the entity’s material responsible business conduct issues

Financial
implications
Indicate of the risk or
whether opportunity
Rationale for risk or (Indicate positive
S. Material issue identifying the risk / opportunity or negative
No. identified opportunity (R / O) In case of risk, approach to adapt or mitigate implications)

1\ Cyber-Attack External attacks, Risk \ R

 obust Information Security Management Negative
and malware, System (ISMS) centered around
compromised comprehensive Information Security policies
Hacking Risk
credentials, based on industry best practices and leading
Business email security frameworks, with a continuous
compromise reinforcement of security controls to ensure
via Phishing the confidentiality, integrity, and availability of
and other cyber information assets.
security risks may
\ M
 ulti-layered governance process with
result in data
executive and Board oversight.
loss and loss of
reputation. \ T
 hird-party certifications such as ISO 27001,
ISO 27017, ISO 27018, ISO 27701, and SOC
2 Type II attestations to demonstrate our
commitment to cybersecurity.

\ C
 ontinued investment and deployment of
state-of-the-art technologies such as Zero
Trust, Advanced endpoint protection solution,
Dark / Deep web monitoring, etc., to secure
corporate infra, data & applications.

\ A
 ccess controls including Multi Factor
Authentication for secure access to enterprise
applications / network, special handling of
privileged administrator accounts, rigorous
access management on all cloud deployments.

\ M
 andatory training and adequate awareness
measures across employee life cycle ensure a
strong human firewall.

\ Implementation of enhanced Data Leakage

prevention platform to protect critical data.

\ Q
 uarterly Cyber-Risk related insights are
shared with the Risk Management Committee
(RMC) of the Board for their review and
guidance

\ E
 ncryption of data, data back-up and recovery
mechanisms for ensuring business continuity
aligned to ISO 22301:2019

\ E
 stablished threat intelligence, security
monitoring and incident response processes
to detect and respond to cybersecurity threats
and incidents coordinated through a 24x7
Security Operations Center.

\ Internal and external audits and red teaming to

validate effectiveness of controls.

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 Business Responsibility and Sustainability Report

Financial
implications
Indicate of the risk or
whether opportunity
Rationale for risk or (Indicate positive
S. Material issue identifying the risk / opportunity or negative
No. identified opportunity (R / O) In case of risk, approach to adapt or mitigate implications)

2\ Data Privacy \ Persistent Risk \ R

 obust Privacy Information Management Negative
Risk operates System (PIMS) to safeguard personal data
globally, hence and ensure compliance with applicable
needs to be legal, regulatory, and contractual obligations
compliant pertaining to data privacy and protection.
with the
\ G
 lobal privacy policy covering all geographies,
data privacy
all areas of operations, and stakeholders.
laws across
countries \ D
 ata Loss Protection (DLP), Data Classification
where we and Data Encryption technologies are
operate. deployed to protect personal information.

\ Unauthorized \ A
 ccess controls including Multi Factor
use or Authentication, Privileged administrator
disclosure of account management tools are deployed. All
employee or access provisioning is on a need-to-know basis
company or and access reviews are performed on a regular
customer data basis.
may lead to \ D
 edicated Data Protection Officer and Privacy
either breach Team, which is aligned with the leading
of customer practices referred as per the DJSI.
contract or
fines / penalties \ Q
 uarterly Privacy Risk related insights are
from regulators shared with the RMC of the Board for their
and / or review and guidance.
damage to the \ C
 ontinuous strengthening of global privacy
company’s program through monitoring of regulatory
reputation. mandates, revalidation of existing frameworks,
policies and processes and ensuring
applicability to customer contracts.

\ T
 echnical and organization measures such as
PII Inventories, Privacy Impact Assessment,
Incident Management Procedures and
Systems, Breach Notification Management,
Data Subject Rights Request Management,
etc.

\ D
 evelopment of products & applications,
including change in processing of personal
data go through appropriate privacy
assessments and approval.

\ V
 endors and third parties subjected to due
diligence, contracted with appropriate privacy
obligations.

\ M
 andatory training on data protection, Privacy
by Design, and global privacy regulations.
Continuous awareness campaigns through
blog posts, email broadcasts, and online
events.

\ P
 eriodic reviews and audits by independent
audit firm to verify compliance to obligations
in addition to internal audits across the
ecosystem.

\ C
 ertified under ISO 27701:2019 – Privacy
Information Management System, ISO
27018:2014 – Securing Personal Data in Cloud
and SOC 2 Type 2 Attestation.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 217
Business Responsibility and Sustainability Report

Financial
implications
Indicate of the risk or
whether opportunity
Rationale for risk or (Indicate positive
S. Material issue identifying the risk / opportunity or negative
No. identified opportunity (R / O) In case of risk, approach to adapt or mitigate implications)

3\ Foreign The Company Risk \ N

 et foreign exchange earnings are hedged on Negative
Exchange operates in the 12 months rolling basis to cover 45% to 70% of
Risk global environment net open positions.
and has maximum
\ G
 uidance from the Board members is obtained
business from
every quarter regarding hedging quantum.
US geography,
hence currency \ C
 lose monitoring of exchange rate movement
fluctuations is a is done.
major risk.

4\ Geo-Political Changing geo- Risk \ C

 onduct “Country Risk Assessments” based Negative
and Macro- political landscape on PESTEL Framework.
Economic in multiple regions
\ E
 ngaged with geo-political consultants to
Risk (war scenarios in
get insights on the changing geopolitical
Middle-East and
landscape.
Ukraine / Russia),
Macroeconomic \ M
 onitoring and reporting of geo-political risks
uncertainty to the RMC of the Board.
around interest \ G
 eo-Diversification for growth planned via
rate cuts may Europe and other geographies.
impact customer
discretionary \ P
 ro-active cost takeout proposals to
spends, leading customers to improve their business efficiency.
to potential \ E
 nhanced focus on customer connects and
impact on growth relationships.
opportunities.
\ P
 ersistent is ISO 22301 certified and regular
BCP testing is performed.

5 Credit Risk Delay in collection Risk \ T

 he Company has adopted an effective Negative
of customer dues as receivables management system to monitor
a result of the global and control the outstanding receivables.
economic situation
\ C
 redit Risk is managed through policies,
procedures, and controls as a part of customer
credit risk assessment.

\ T
 he Company has adopted expected credit
loss model, based on the profile of the
customer and aging pattern, to assess the
impairment loss or gain on trade receivables.

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 Business Responsibility and Sustainability Report

Financial
implications
Indicate of the risk or
whether opportunity
Rationale for risk or (Indicate positive
S. Material issue identifying the risk / opportunity or negative
No. identified opportunity (R / O) In case of risk, approach to adapt or mitigate implications)

6\ Talent \ M
 arket forces – Risk \ E
 mployee Grooming and Upskilling – Focus Negative
Demand and After the great on employee development and upskilling,
Employee resignation enabling them to build their careers has been
Attrition Risk phase that a part of the ‘Persistent way’ of working.
the industry Persistent University offers an excellent
faced post platform for employee to acquire skills,
COVID, the stay relevant and enhance their skills and
talent market competencies. Persistent invests in up-
has been stable skilling of its associates in new age digital
for last year. technologies and runs Persistent’s Digital
However, it is Engineering Academy (PDEA). PDEA runs
hard to predict upskilling programs in Cloud, Data, Gen AI,
how long it etc.
will last. Any
\ E
 mployee engagement and all-round
change in the
wellbeing – All round wellbeing of our
market force
employee has been central to our employee
may increase
engagement approach, which covers physical,
voluntary
financial, and psychological wellbeing. We
attrition.
conduct regular surveys to seek input from
\ Limited the employees on various aspects of their
talent pool work to understand their engagement and
in emerging expectations. Input thus received is processed
technology to make necessary improvements in processes
areas – While and policies.
larger talent
\ P
 ersistent brand – our consistent growth over
demand has
the last several quarters, scale of operations,
stabilized,
geographical presence, and initiatives such
demand for
as GWR (Guinness World Records) has been
emerging
helping us continue to position Persistent as a
technologies
leading brand in the industry. We continue to
is still high.
invest in branding initiatives.
Talent pool
for the same \ Inclusive Workplace - Persistent provides
is limited. This a diverse and inclusive workplace which
will continue to promotes creativity, diversity, inclusivity, and
impact attrition. enhanced work culture.

\ Employee \ The attrition level has been controlled at 11.5%.

preferences –
Hybrid working
seems to be
the employee’s
preference.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 219
Business Responsibility and Sustainability Report

Financial
implications
Indicate of the risk or
whether opportunity
Rationale for risk or (Indicate positive
S. Material issue identifying the risk / opportunity or negative
No. identified opportunity (R / O) In case of risk, approach to adapt or mitigate implications)

7\ Global \ Failure to Risk \ T

 he Company uses a professional Compliance Negative
Regulatory comply with Manager Tool to report and monitor the
Risk (Emerging existing regulatory compliances applicable to the
Risk) statutory Company.
regulations,
\ T
 he Company also updates the Tool on
new
ongoing basis with the amendments in the
regulations, or
existing regulations and inclusion of newly
amendments
introduced legislations, if any.
to existing
regulations \ A
 framework is in place to assess the
(e.g., correctness of the compliances which have
immigration, been reported in the Tool.
payroll and \ The
 Compliance status is placed before the
social security, Audit Committee of the Board of Directors and
taxation, the Board of Directors of the Company in their
employment meetings at frequent intervals.
laws, data
privacy laws \ T
 he Company has also appointed the local
etc.) where consultants in various geographies to advise
the company and help the Company to the ensure the
operates compliances in respective geographies.
globally, may \ T
 he Company has a dedicated ESG function
have an impact. for the oversight of any ESG related regulatory
\ Persistent compliance changes.
operates \ C
 ompany has been certified in ISO14001:2015
globally in Environmental Management System and
major markets ISO45001:2018 Occupational Health and
and industries. Safety Management System.
There is an
inherent risk
of non-
compliance
with the
ever-evolving
legal landscape
resulting into
frequent legal
updates and
changes in
regulatory
requirements /
disclosures
(including
regulations
related to
ESG, ethical,
and hygiene
practices) that
are applicable
to our business.

Opportunity Provide services to customers to enable them to meet Positive

their ESG related requirements.

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 Business Responsibility and Sustainability Report

Financial
implications
Indicate of the risk or
whether opportunity
Rationale for risk or (Indicate positive
S. Material issue identifying the risk / opportunity or negative
No. identified opportunity (R / O) In case of risk, approach to adapt or mitigate implications)

8\ Sustainability \ Climate change Risk \ T

 he Company’s facilities across India have Negative
Risk - Climate is increasing been certified to be ISO 14001:2015 compliant
change the periodicity and this is monitored periodically at a Board
and intensity of level through assurance provided by the
some extreme respective teams.
weather
\ T
 he Company has distributed operations,
events such
enablement of remote working, agile delivery
as heat waves,
focus, and periodic testing of business
cold waves,
continuity plans.
tornadoes,
tropical \ D
 elivery centers designed to withstand
cyclones, extreme weather events.
floods, cases \ E
 mployee awareness building around
of seasonal conservation of resources to strengthen our
diseases, business resilience and aligning the resources
epidemics, and to the Company.
pandemics.
\ Q
 uarterly Emissions and Energy related
\ Extreme insights are shared with the SRC and ESG
weather events
committee of the Board for their review and
may have an
guidance.
associated
threat to \ T
 he CISO of the company and the team
human safety ensures implementation of business continuity
and business at project, customer, region, location, and
operations. function level, and runs internal audit checks to
verify the implementation of the controls.

\ P
 ersistent is certified ISO 27001 for
information security and 22301 for business
continuity.

Climate action goals:

a. Achieve Carbon Neutrality for Scope 1

and Scope 2 emissions by 2025.

b. To source 100% energy from Renewable

energy sources by 2025.

c. 30% reduction of Scope 3 emissions

by 2028

Opportunity \ P
 roactive Climate risk assessment ensures we Positive
are equipped to deal with adversities.

\ F
 ocus on using technology that supports low
carbon emissions and reduce carbon footprint.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 221
Business Responsibility and Sustainability Report

Financial
implications
Indicate of the risk or
whether opportunity
Rationale for risk or (Indicate positive
S. Material issue identifying the risk / opportunity or negative
No. identified opportunity (R / O) In case of risk, approach to adapt or mitigate implications)

9\ Water \ Being a Risk \ W

 ater Resource analysis performed for all Negative
Scarcity Risk precious global locations and classified accordingly into
(Emerging resource, water categories as per ‘Aqueduct Water Risk Atlas’.
Risk) conservation is
\ V
 ulnerability Identification and location level
crucial for the
mitigation plans implemented to monitor water
sustainability of
consumption.
Earth.
\ C
 onservation and efficiency measures through
\ Reducing
operational control and continuous awareness
ground water
sessions with employees to ensure efficiency
levels and
in water consumption. All our owned facilities
changing rain
are equipped with rainwater recharging facility
cycles is a
enabling to recharge ground water.
risk leading
to water crisis \ W
 e consider locations of ground water
globally. sources as the last resort.

\ W
 e also conduct frequent awareness sessions
on sustainable water management.

\ W
 e are engaged with CSR activities like the
integrated watershed development program,
open well for drinking, to create awareness
and community development.

Opportunity Proactive ESG measures and CSR initiatives taken Positive

by Persistent strengthen its brand, thus making it
attractive to organizations seeking an IT Services
partner with a shared vision. Additionally, it also helps
attract and retain younger talent.

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 Business Responsibility and Sustainability Report

Financial
implications
Indicate of the risk or
whether opportunity
Rationale for risk or (Indicate positive
S. Material issue identifying the risk / opportunity or negative
No. identified opportunity (R / O) In case of risk, approach to adapt or mitigate implications)

10\ Energy With the advent Risk Our Climate action goals: Negative
Demand Risk of new emerging
* Achieve Carbon Neutrality for Scope 1 and Scope 2
(Emerging technologies, the
emissions by 2025.
Risk) level of energy
consumption may * To source 100% energy from Renewable energy
increase globally, sources by 2025.
leading to a rise in * 30% reduction of Scope 3 emissions by 2028.
carbon emissions
\ S
 trategy to ensure carbon neutrality status by adopting
innovation and regulatory changes to reduce emission
and increase Renewable energy consumption.

\ P
 ersistent has committed to set near-and long-term
company-wide emission reductions in line with
science-based net-zero with the SBTi.

\ D
 ecarbonization Roadmap with strategies in line with
SBTi guidelines enabling us to achieve in emissions.

\ A
 ll owned campuses are enabled with roof top solar
generation and 2 windmills connected through
open access.

\ T
 echnology Assessment including potential benefits
and energy consumption implications.

\ C
 ontinuous improvement to monitor and evaluate
the environmental performance of new technology,
identify areas for improvement and implement
corrective measures as a continuous process.

\ G
 reen procurement policy enabling buyers to
evaluate the suppliers based on emissions from the
purchase of goods and services.

Opportunity \ A
 s corporations strive to reduce carbon Positive
footprints and focus on environment friendly
products and services, it also opens up new
business opportunities for Persistent to
provide technology-led solutions and services
to these organizations.

\ W
 e help our customers to migrate their
workloads from data centres to the cloud, thus
reducing their carbon footprints.

Please refer to Risk Management section of Annual Report for further information related to Risk Management

Section B: Management and Process Disclosures

P1 Business should conduct and govern themselves with Ethics, Transparency and Accountability.
P2 Businesses should provide goods and services that are safe and contribute to sustainability throughout their life cycle.
P3 Businesses should promote the wellbeing of all employees.
P4 Businesses should respect the interests of, and be responsive towards all stakeholders, especially those who are.
disadvantaged, vulnerable and marginalized.
P5 Businesses should respect and promote human rights.
P6 Business should respect, protect, and make efforts to restore the environment.
P7 Businesses, when engaged in influencing public and regulatory policy, should do so in a responsible manner.
P8 Businesses should support inclusive growth and equitable development.
P9 Businesses should engage with, and provide value to their customers and consumers in a responsible manner.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 223
224
Sr.
No. Disclosure Question P1 P2 P3 P4 P5 P6 P7 P8 P9
1\ Policy and management processes Yes Yes Yes Yes Yes Yes Yes Yes Yes
a. Whether your entity’s policy /
policies cover each principle and
its core elements of the NGRBCs.
(Yes / No)
b. Has the policy been approved by Yes Yes Yes Yes Yes Yes Yes Yes Yes
the Board? (Yes / No)
c. Web Link of the Policies, if Refer to our Refer to our Refer to our Refer to our Refer to our Refer to our Refer to our Refer to our Refer to our
available EHS policy
Code of Conduct Vendor Code of Conduct CSR Policy Anti-Human EHS policy Code of Whistleblower Code of
Anti- Trafficking Conduct Policy Conduct
Ethics Policy EHS policy
Business Responsibility and Sustainability Report

Harassment policy
CSR Policy Privacy Policy
Whistleblower Policy
Diversity and
Policy Information
Anti-Human Inclusion Policy
Security Policy
Anti-Corruption Trafficking
policy
2\ Whether the entity has translated the Yes Yes Yes Yes Yes Yes Yes Yes Yes
policy into procedures. (Yes / No)

3\ Do the enlisted policies extend to Yes Yes Yes Yes Yes Yes Yes Yes Yes
your value chain partners? (Yes / No)

4\ Name of the national and GRI standard, GRI standard, GRI GRI standard GRI standard, ISO 45001:2018 Principles of GRI standard, GRI Standards,
international codes / certifications / standard,
UNGC, ISO 14001:2015,, Principles of Corporate CSR disclosures ISO 27001
labels / standards (e.g., Forest
ISO 45001: Corporate pursuant to
Stewardship Council, Fairtrade, Principles of ISO 9001:2015, Governance
2018 Governance ILO Section 135 of
Rainforest Alliance, Trustee) ISO 13485:2016,
Corporate the Companies
standards (e.g., SA 8000, OHSAS,
CMMI for Dev2.0 Maturity Act, 2013
ISO, BIS) adopted by your entity and Governance
mapped to each principle. Level 5

5\ Specific commitments, goals and Refer to

targets set by the entity with defined ESG report
timelines, if any.

6\ Performance of the entity against Refer to

the specific commitments, goals, ESG report
and targets along-with reasons in
case the same are not met.
 Business Responsibility and Sustainability Report

Governance, leadership, and oversight

7\ Statement by director responsible for the business responsibility report, highlighting ESG related challenges, targets,
and achievements (listed entity has flexibility regarding the placement of this disclosure).
FY24 ESG report - Chairman and CEO Message

8\ Details of the highest authority responsible for implementation and oversight of the Business Responsibility
policy (ies).
Name of highest authority Dr. Anand Suresh Deshpande
Designation Chairman and Managing Director
DIN 00005721

9\ Does the entity have a specified Committee of the Board / Director responsible for decision making on sustainability related
issues? (Yes / No). If yes, provide details.
Y
 es, The Stakeholder relationship and ESG Committee of the Board oversees our commitment to environmental
sustainability, social responsibility, and strong governance practices.

10\ Details of Review of NGRBCs by the Company:

Subject for Review Indicate whether review was undertaken by Director / Committee of the Board /
Any other Committee
P1 P2 P3 P4 P5 P6 P7 P8 P9
Performance against the above policies Stakeholders Relationship and ESG Committee
and follow up action
Risk Management Committee

CSR Committee

Audit Committee
Compliance with statutory We comply with all applicable laws of the land at every location where we
requirements of relevance to the
are present. Refer to Corporate Governance Report
principles, and rectification of any
non-compliances

Subject for Review Frequency (Annually / Half yearly / Quarterly / Any other – please specify)
P1 P2 P3 P4 P5 P6 P7 P8 P9
Performance against above policies Quarterly and Annually
and follow up action
Compliance with statutory Annually
requirements of relevance to the
principles, and rectification of any non-
compliances

11\ Has the entity carried out independent assessment / evaluation of the working of its policies by an external agency?
(Yes / No). If yes, provide name of the agency.
Yes, independent assessment of our policies has been carried out by an external agency, Ernst and Young LLP

12\ If answer to question (1) above is “No” i.e., not all Principles are covered by a policy, reasons to be stated.
Not Applicable

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 225
Business Responsibility and Sustainability Report

SECTION C: PRINCIPLE WISE PERFORMANCE DISCLOSURE

PRINCIPLE 1: Businesses should conduct and govern themselves with integrity, and in a
manner that is Ethical, Transparent and Accountable.

Essential Indicators
1\ Percentage coverage by training and awareness programs on any of the principles during the financial year:

Total number %age of persons

of training and in respective
awareness category covered
programmes by the awareness
Segment held Topics / principles covered under the training and its impact programmed
Board of Annual code of conduct declaration by BOD and KMP COC – 100%
Directors The Code of Conduct (COC) is a Policy of the Company which is circulated annually
Familiarization
to all Directors and Employees as an annual declaration taken from the Directors.
programs – 100%
Key Familiarization programs COC – 100%
Managerial Every Quarter, the board receives familiarization programs on topics like Risk
management, Geo-Political risks, Various amendments to the Companies Act, 2013 Familiarization
Personnel
and Securities and Exchange Board of India (Listing Obligations and Disclosure programme is
Requirements) Regulations, 2015. conducted only for
the Board. Hence,
please delete this
for KMP.
Employees Annual Code Annual Policies Compliance: The Persistent group is committed 99%*
other than of Conduct to following the highest standards of business conduct, integrity,
BoD and modules. responsibility, and ethics across its global locations. As a part of the
KMPs compliance and awareness program at Persistent, all employees
are required to go through the online module on the following and
provide a sign off:

\ Code of Conduct
\ Modern Slavery & Human trafficking
\ Safe Workplace
Workers Not Applicable

* % of employees who are not covered under Code of Conduct training are those who are on long leave or inactive status.

2\ Details of fines / penalties / punishment / award / compounding fees / settlement amount paid in proceedings (by the
entity or by directors / KMPs) with regulators / law enforcement agencies / judicial institutions, in the financial year, in
the following format (Note: the entity shall make disclosures on the basis of materiality as specified in Regulation 30 of
SEBI (Listing Obligations and Disclosure Obligations) Regulations, 2015 and as disclosed on the entity’s website):
None, we comply with all applicable laws of the land we operate in.

3\ Of the instances disclosed in Question 2 above, details of the Appeal / Revision preferred in cases where monetary or
non-monetary action has been appealed.
Not applicable

4\ Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a
web-link to the policy.
Yes, The Persistent Group is committed to the prevention of corrupt business practices such as fraud and bribery. This
is in alignment with Persistent Group’s principles to conduct its business activities with honesty, integrity and with the
highest ethical standards across its global locations. It also enforces its business practice, of not engaging / being part
of or supporting corrupt business practices in any form. Please refer to Anti-Corruption Policy

5\ Number of Directors / KMPs / employees / workers against whom disciplinary action was taken by any law enforcement
agency for the charges of bribery / corruption:
There have been no cases involving disciplinary action taken by any law enforcement agency for charges of bribery /
corruption against directors / KMP / employees / workers that have been brought to our attention.

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 Business Responsibility and Sustainability Report

6\ Details of complaints with regard to conflict of interest:

No Complaints received during the FY24

7\ Provide details of any corrective action taken or underway on issues related to fines / penalties / action taken by
regulators / law enforcement agencies / judicial institutions, on cases of corruption and conflicts of interest
Not Applicable

8\ Number of days of accounts payables (Accounts payable *365) / Cost of goods / services procured) in the following
format:

FY 2023-24 FY 2022-23

Number of days of accounts payables 36 days 29 Days

9\ Open-ness of business
Provide details of concentration of purchases and sales with trading houses, dealers, and related parties along-with loans
and advances & investments, with related parties, in the following format:

Parameter Metrics FY 2023-24 FY 2022-23

Concentration of a. Purchases from trading houses as None None
Purchases % of total purchases
b. Number of trading houses where None None
purchases are made from
c. Purchases from top 10 trading None None
houses as % of total purchases
from trading houses
Concentration of a. Sales to dealers / distributors as None None
Sales % of total sales
b. Number of dealers / distributors None None
to whom sales are made
c. Sales to top 10 dealers / None None
distributors as % of total sales to
dealers / distributors
Share of RPTs in a. Purchases (Purchases with None None
related parties / Total Purchases)
b. Sales (Sales to related parties / None None
Total Sales)
c. Loans & advances (Loans & None None
advances given to related
parties / Total loans & advances)
d. Investments( Investments None None
in related parties / Total
Investments made)

The details in the above table has been computed based on consolidated financial statements of the company.

Leadership Indicators
1\ Awareness programmes conducted for value chain partners on any of the principles during the financial year:

Total number %age of value chain partners covered (by

of awareness value of business done with such partners)
programmes held Topics / principles covered under the training under the awareness programmes
6 1\ ESG Overview 77% of our supply chain partners who
2\ BRSR Core requirements for value chain reporting contribute to 75% of Persistent Systems’
3\ Carbon accounting and Scope1, 2 and 3 Reporting spending during FY24 were covered under
4\ Responsible supply chain the ESG awareness programs.
5\ Environmental, Social and Governance principles
such as Ethics and compliance
6\ Environmental, health and safety topics

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Business Responsibility and Sustainability Report

2\ Does the entity have processes in place to avoid / manage conflict of interests involving members of the Board?
(Yes / No) If yes, provide details of the same.
Yes

The Company receives an annual declaration (or as per the frequency defined) from its Board members.
Refer to Corporate Governance section within the Annual Report.

PRINCIPLE 2: Businesses should provide goods and services in a manner that is sustainable
and safe.
We firmly believe in conducting affairs with the highest level of integrity and fairness. Our Vendor Code of Conduct ensures
all Persistent Vendors shall conduct their business activities in full compliance with the applicable laws and regulations of their
respective countries and in respect of their transactions while conducting business.

Essential Indicators

1\ Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the
environmental and social impacts of product and processes to total R&D and capex investments made by the entity,
respectively.

Details of improvements in environmental and social

FY 2023-24 FY 2022-23 impacts
R&D We continuously invest in R&D to enhance existing and develop new solutions that boost our clients’ efficiency,
generating positive environmental and social impact.

Recognizing the growing importance of ESG goals, we’re actively exploring ways to integrate them even deeper
into our future offerings.
Capex 1.64% 1.62% Capital investments in infrastructure, plant and machinery,
Eco-friendly furniture, energy efficiency, electric vehicle and
other environmental initiatives.

We have restated the numbers as per FY2022-23 Consolidated Financial Statements.

2\ Details on Sustainable Sourcing

a. Does the entity have procedures in place for sustainable sourcing?

Yes

b. If yes, what percentage of inputs were sourced sustainably?

We are committed to extending our ethical practices beyond our organization, ensuring the highest level of
fairness and integrity when operating with our vendors. Our Vendor Code of Conduct ensures adherence to legal
and regulatory compliance practices across all vendors and suppliers in various countries. We actively engage
with suppliers to identify green purchasing alternatives, and have purchased 100% eco-certified furniture for our
new projects. Our purchase orders include EHS clauses focused on environmental protection, compliance with
applicable environmental regulations, protection of human rights, and adherence to our Vendor Code of Conduct.

3\ Describe the processes in place to safely reclaim your products for reusing, recycling, and disposing at the end of life, for
(a) Plastics (including packaging), (b) E-waste, (c) Hazardous waste, and (d) other waste.

Persistent Systems is a Software and IT consulting organization and we do not produce any products. Waste produced
from facility operations is recycled and disposed of as per the applicable laws of the land.

4\ Whether Extended Producer Responsibility (EPR) is applicable to the entity’s activities (Yes / No). If yes, whether
the waste collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted to Pollution
Control Boards? If not, provide steps taken to address the same.
Not Applicable
Persistent Systems is a Software and IT consulting organization and we do not produce any products. Waste produced
from facility operations is recycled and disposed of as per the applicable laws of the land.
.

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 Business Responsibility and Sustainability Report

Leadership Indicators
1\ Has the entity conducted Life Cycle Perspective / Assessments (LCA) for any of its products (for manufacturing
industry) or for its services (for service industry)? If yes, provide details in the following format.
Not Applicable
Persistent Systems is a Software and IT consulting organization and we do not produce any products. Life Cycle
Perspective / Assessments (LCA) is not applicable for our services.

2\ If there are any significant social or environmental concerns and / or risks arising from production or disposal of your
products / services, as identified in the Life Cycle Perspective / Assessments (LCA) or through any other means,
briefly describe the same along-with action taken to mitigate the same.
Not Applicable
Persistent Systems is a Software and IT consulting organization and we do not produce any products. Life Cycle
Perspective / Assessments (LCA) is not applicable for our services. There are no social or environmental concerns
and / or risks arising from our service offerings

3\ Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing
industry) or providing services (for service industry).
Not Applicable.
Persistent Systems is a Software and IT consulting organization and we do not produce any products. Waste produced
from facility operations is recycled and disposed of as per the applicable laws of the land.

4\ Of the products and packaging reclaimed at end of life of products, amount (in metric tones) reused, recycled, and
safely disposed, as per the following format:
Not Applicable.
Persistent Systems is a Software and IT consulting organization and we do not produce any products. Waste produced
from facility operations is recycled and disposed of as per the applicable laws of the land.

5\ Reclaimed products and their packaging materials (as percentage of products sold) for each product category.
Not Applicable. Persistent Systems is a Software and IT consulting organization and we do not produce any products.

PRINCIPLE 3: Businesses should respect and promote the well-being of all employees,
including those in their value chains.
We prioritize the well-being of our people by providing a safe, secure, and healthy workplace. Our Environmental Health &
Safety (EHS) Policy underlines our dedication to creating a safe environment, encompassing regular safety trainings, and
equipping our workforce with the necessary aids. With utmost empathy, we strive to foster a work culture that nurtures the
physical and mental well-being of every individual. Our top priority at Persistent has always been to ensure the health and
safety of our associates while safeguarding the interests of the communities in which we operate.

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Business Responsibility and Sustainability Report

Essential Indicators
1\ a. Details of measures for the well-being of employees:

% of employees covered by
Health insurance Accident insurance Maternity benefits Paternity Benefits Day Care facilities2
Category Total Number % Number % Number % Number (E) % Number %
(A) (B) (B / A) (C) (C / A) (D) (D / A) (E / A) (F) (F / A)
Permanent employees1
Persistent has location-
Male 15,426 15,426 100% 15,426 100% NA NA 15,426 100% wise tie-ups with third-
party day care centres
that all employees can
Female 6,524 6,524 100% 6,524 100% 6,524 100% NA NA avail. We offer a hybrid
work environment which
can assist our employees
Total 21,950 21,950 100% 21,950 100% 6,524 100% 15,426 100%
with childcare.

Other than Permanent employees. Our contractor employees are governed by their respective direct employers and are required to adhere to the
necessary statutory compliance. Persistent, continuously monitors and tracks the adherence of our contractors to applicable local laws. We ensure
that our contractors comply with all statutory requirements in the locations where they operate.

Other than Permanent Employees - Not Applicable

1. The above table includes benefits offered to Permanent employees across global location

\ In few countries, accident insurance is a voluntary cover or part of social security.

\ In countries where group insurance cover is not applicable, reimbursement model applies.

2. Persistent has location-wise tie-ups with third-party day care centres that all employees can avail. We offer a
hybrid work environment which can assist our employees with childcare.

b. Details of measures for the well-being of workers:

Not Applicable

c. Spending on measures towards well-being of employees and workers(including permanent and other than
permanent) in the following format:

Indicate input material FY 2023-24 FY 2022-23

Cost incurred on well-being measures as a % of total 1.91%* 1.28%
revenue of the company

*All expenditures related to staff welfare including Employee Insurance, Benefits, Rewards other staff related
expenditures excluding salary / wages. Employee salary / wages during Parental benefits are included.

*As a way of showing our dedication to the environment and employee health, we offered bicycles as Persistent
achieved the $1 billion yearly revenue milestone in FY23, and around 9,000 employees chose the bicycle.

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2\ Details of retirement benefits, for Current FY and Previous Financial Year.

FY 2023-24 FY 2022-23

No. of No. of
employees Deducted and employees Deducted and
covered as No. of workers deposited with covered as No. of workers deposited with
a % of total covered as a % the authority a % of total covered as a % the authority
Benefits employees of total workers (Y / N / NA) employees of total workers (Y/N/N.A.)
PF 99.64% Yes 99.54% Yes
Gratuity 100% Yes 99.57% Yes
ESI 0.45% Yes 0.70% Yes
Not Applicable Not Applicable
Superannuation 3.90% Yes 4.06% Yes

National Pension Yes 2.42% Yes

3.40%
Scheme

\ Above table is specific to India operations.

\ ESI is provided to Non-Permanent employees. 100% eligible employees are being covered under the
ESI scheme.

3\ Accessibility of workplaces

Are the premises / offices of the entity accessible to differently abled employees and workers, as per the
requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by
the entity in this regard.
Yes, all our owned premises are accessible to differently abled employees as per the requirements of the Rights of
Persons with Disabilities Act, 2016.

4\ Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016?
If so, provide a web-link to the policy.
Yes, Persistent Systems Limited is committed to fostering, cultivating, and preserving a culture of diversity and
inclusion within the organization and in larger communities which Persistent partners with. Persistent Systems believes
in being an Equal Opportunity Employer as per the Rights of Persons with Disabilities Act, 2016.
Refer Diversity and Inclusion Policy

5\ Return to work and Retention rates of permanent employees and workers that took parental leave.

Permanent employees Permanent workers

Gender Return to work rate Retention rate Return to work rate Retention rate

Male 100% 90.8%

Female 100% 95.3% Not Applicable

Total 100% 92.0%

The above data is for India Location.

6\ Is there a mechanism available to receive and redress grievances for the following categories of employees and
workers? If yes, give details of the mechanism in brief.

(If yes, then give details of the mechanism in brief)

Permanent Workers Not Applicable
Other than Permanent Workers
Permanent Employees Yes, All Employees and other stakeholders of the Company are encouraged to
report either orally or in writing to the Whistle Blower Administrator.
Other than Permanent Employees
Please refer to Whistleblower Policy Upon receipt of complaints, the Whistle-
blower administrators office shall ensure further investigation as per the
Company’s investigation framework.

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7\ Membership of employees and worker in association(s) or Unions recognized by the listed entity:

Category FY 2023-24 FY 2022-23

No. of No. of
employees employees
/ workers in / workers in
Total respective respective
employees / category, who Total category, who
workers in are part of employees are part of
respective association(s) / workers in association(s)
category or Union respective or Union
(A) (B) % (B / A) category (C) (D) % (C / D)
Total Permanent Employees 23,850 0 0% 21,429 0 0%

Male 15,426 0 0% 14,829 0 0%

Female 6,524 0 0% 6,600 0 0%

Total Permanent Workers Not Applicable

We recognize the right to freedom of association through independent Trade Unions, Work Councils (WCs) or
Collective Bargaining Agreements (CBAs) as per the regional laws where we operate. However, this is mostly
voluntary through which our people participate and discuss.

8\ Details of training given to employees and workers:

Category FY 2023-24 FY 2022-23

Total On Health and safety On Health and On Skill

(A) measures On Skill upgradation safety measures upgradation
No. (B) % (B / A) No. (C) % (C / A) Total (D) No. (E) % (E/D) No. (C) % (F/D)

Employees

Male
Training coverage: 90% includes all technical and non- Training coverage: 89% includes all technical and
Female
technical offerings. non-technical offerings.
Total
Workers — Not Applicable

The above data represents average learning coverage across all employees. Training coverage includes all technical,
non-technical offerings and mandatory trainings.

9\ Details of performance and career development reviews of employees and workers:

Category FY 2023-24 FY 2022-23

Total (A) No. (B) % (B / A) Total (C) No. (D) % (D / C)
Employees

Male 14,115 13,582 96% 12,463 11,633 94%

Female 6,091 5,937 97% 5,691 5,375 93%

Total 20,206 19,519 97% 18,154 17,008 94%
Workers — Not Applicable

\ The above data includes Permanent employees who were eligible for annual performance review.
\ FY2022-23 Performance review data has been corrected.
10\ Health and safety management system:

a. Whether an occupational health and safety management system has been implemented by the entity?
(Yes / No). If yes, the coverage of such system?
Our India operations are 100% ISO14001:2015 and ISO 45001:2018 certified, and our global operations are

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assessed based on local compliances. Our EHS management system covers all our locations in India, representing
93% of our global facility area, and assessments are conducted by a third-party with a certificate of conformance
issued. At our overseas locations, we have implemented processes aligned with legal requirements and ensure
compliance across our global operations.
Refer EHS policy
Refer to ISO 45001:2018 certificates

b. What are the processes used to identify work-related hazards and assess risks on a routine and non-routine basis
by the entity?
Yes, Persistent Systems Health and Safety Management System has always prioritized Risk Management and Risk
Assessment. We have a defined process for Hazard Identification & Risk Assessment, and all operations within
our facility are covered under a detailed Risk Assessment checklist assessing routine and non-routine activities.
Appropriate control measures are implemented to mitigate any identified risk or hazard. Our OHS targets and
performance include Reporting of Health and Safety incidents, incident investigation and management, providing
safe workplaces for all, Health and Safety awareness and job specific trainings for specific group of people who are
involved in carrying our high risk activities, contractor safety and management. Our commitment to enhancing the
health and safety of our people in the workplace is ongoing.

c. Whether you have processes for workers to report the work-related hazards and to remove themselves from such
risks. (Y / N)
Yes, Persistent Systems has implemented a Safety incident and reporting process to ensure that all work-related
incidents, including accidents, near misses, unsafe conditions, unsafe acts within office premises, are reported and
resolved after necessary corrective action are taken. This process is facilitated through a location incident register
managed by the EHS Officer, who monitors daily operations involving all employees, contractors and vendors
working on our premises. Incident reporting is open for all including contractors and vendors. EHS Officers are
also responsible for incident investigations and implementing corrective actions to eliminate hazards and future
incidents. Work related incidents / accidents reporting awareness programs are covered in induction manual.
OHS Target — ZERO accidents. During FY24 we had ZERO accidents.

d. Do the employees / workers of the entity have access to non-occupational medical and healthcare services?
(Yes / No)
Yes, Persistent employees are covered under Group Personal Accidental (GPA) insurance policy. All types of
accidents are covered in our GPA policy. “My Life At Persistent” initiative aims to create a harmonious work-life
environment and promote the well-being and health of employees. We offer physical and mental wellbeing
programs for our employees. Employees in India owned campuses have access to occupational health centres,
gym, and recreational facilities. We also have visiting doctors and online consultations from health experts and
master health check-up’s which employees can avail. To enhance physical well-being, we do conduct Persistent
Run events across all our geographies.

11\ Details of safety related incidents, in the following format:

Safety Incident/Number Category FY 2023-24 FY 2022-23

Lost Time Injury Frequency Rate (LTIFR) Employees 0 0

(per one million-person hours worked)
Workers 0 0

Employees 0 0
Total recordable work-related injuries
Workers 0 0

Employees 0 0
No. of fatalities
Workers 0 0

Employees 0 0
High consequence work-related injury
or ill-health (excluding fatalities)
Workers 0 0

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12\ Describe the measures taken by the entity to ensure a safe and healthy workplace.

We prioritize the well-being of our people by providing a safe, secure and healthy workplace. Our Environmental
Health & Safety (EHS) Policy underlines our dedication to creating a safe environment, encompassing regular safety
trainings and equipping our workforce with the necessary protective gear. With utmost empathy, we strive to foster a
work culture that nurtures the physical and mental well-being of each individual. Our top priority at Persistent Systems
has always been to ensure the health and safety of our associates while safeguarding the interests of the communities
in which we operate.

\ The EHS policy is followed in letter and spirit by every individual including our partners and supply chain.

\ Our Environmental health and management system adheres to ISO14001:2015 and ISO 45001:2018 standards,
covering all our locations in India.

\ Overseas, we have implemented processes aligned with legal requirements and ensure compliance across our
global operations.

\ We conduct comprehensive environmental, health, and safety impact assessments for our business activities and
incorporate OHS considerations into our business decisions.

\ Our people participate in various committees and hobby clubs under My Life at Persistent. Through these
committees our people consult with the committee members to discuss well-being, fitness, health & safety, food,
health benefits and other related matters.

\ We consult our stakeholders to provide necessary inputs to manage and mitigate EHS risks.

\ Hazard identification, risk assessment, and incident investigation process help us to identify work-related hazards,
and assess risks on a routine and non-routine basis, and to apply the hierarchy of controls in order to eliminate
hazards and minimize risks.

\ EHS trainings are provided to build awareness on environmental conservation, climate action and Health and safety
aspects such as first-aid, fire safety, office safety, reporting of near-miss, accident and incidents are provided as and
when necessary.

\ Job-specific training is regularly conducted for contractual staff during induction and later through refresher
courses.
Refer EHS Policy

13\ Number of Complaints on the following made by employees and workers:

Category FY 2023-24 FY 2022-23

Pending Pending
resolution at resolution at
Filed during the end of Filed during the end of
the year year Remarks the year the year Remarks

Working conditions 0 0 0 0

Health and safety 0 0 0 0

During FY24, no complaints have been registered.

Our Employee engagement survey allows employees to share their opinions on health and safety issues
and working conditions.

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14\ Assessments for the year:

% of your plants and offices that were assessed (by entity or statutory authorities
Assessments for the year: or third parties)

93%
Our India operations are 100% ISO14001:2015 and ISO 45001:2018 certified, and our
Health and safety practices
global operations are assessed based on local compliances. Our EHS management
system covers all our locations in India, representing 93% of our global facility area,
and assessments are conducted by a third-party with a certificate of conformance
issued. At our overseas locations, we have implemented processes aligned with legal
requirements and ensure compliance across our global operations.
Working conditions
Refer EHS Policy
Refer to ISO 45001:2018 certificates

15\ Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on
significant risks / concerns arising from assessments of health & safety practices and working conditions.
Post assessments following mitigation practices have been implemented
1. Staircase wheelchair / stretcher introduced at Pan India facilities.
2. Resuscitation station (Medical Box) introduced at Pune, India.
3. Power fencing installed at Aryabhata-Pingala facility in Pune, India.

Leadership Indicators
1\ Does the entity extend any life insurance or any compensatory package in the event of death of (A) Employees
(Y / N); (B) Workers (Y / N).

Employees Yes
Workers Not applicable

2\ Provide the measures undertaken by the entity to ensure that statutory dues have been deducted and deposited by
the value chain partners.
We conduct vendor audits wherever the supply of manpower is involved, to check and ensure that the statutory dues
have been deducted and deposited appropriately by the vendors.

3\ Provide the number of employees / workers having suffered high consequence work-related injury / ill-health /
fatalities (as reported in Q11 of Essential Indicators above), who have been rehabilitated and placed in suitable
employment or whose family members have been placed in suitable employment:
None.

4\ Does the entity provide transition assistance programs to facilitate continued employability and the management of
career endings resulting from retirement or termination of employment?
Yes, we connect with employees before their retirement date to assist with planning for their retiral benefits, including
PF, Gratuity, and Superannuation. We also provide support for continued medical insurance coverage. For those who
are interested in continuing to work, we offer assistance in finding direct consulting assignments.
This support is offered to help ensure a smooth transition into retirement.

5\ Details on assessment of value chain partners

% of value chain partners (by value of business done with such partners) that were assessed
We ensure all vendors working at India locations follow site specific Health and Safety
practices and adhere to working conditions as defined by EHS management systems. Our
Health and safety practices India operations are 100% ISO14001:2015 and ISO 45001:2018 certified, and our global
operations are assessed based on local compliances. Our EHS management system covers
all our locations in India, representing 93% of our global facility area, and assessments
are conducted by a third-party with a certificate of conformance issued. At our overseas
locations, we have implemented processes aligned with legal requirements and ensure
compliance across our global operations.
Working conditions
Refer EHS policy
Refer to ISO 45001:2018 certificates

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Business Responsibility and Sustainability Report

6\ Provide details of any corrective actions taken or underway to address significant risks / concerns arising from
assessments of health and safety practices and working conditions of value chain partners.
Persistent EHS team conducts regular H&S audits for high-risk vendors such as housekeeping service providers,
security services, food and cafeteria vendors, transport vendors, drinking water suppliers etc. Findings observed
during these audits are reported and tracked to closure.

PRINCIPLE 4: Businesses should respect the interests of and be responsive to all

its stakeholders.

Essential Indicators
1\ Describe the processes for identifying key stakeholder groups of the entity.
The Company always strives for the betterment of its stakeholders which include society, clients, partners, our
employees, the shareowners, the Board of Directors, vendors, and even the environment. Last year, as a part of
our effort towards stakeholders’ advancement, the Company went one step ahead and presented the list of key
stakeholders of the Company, and key initiatives taken and practices followed by the Company. The purpose of this
was to maintain good relationships and to safeguard the rights and best interests of these stakeholders. As every
stakeholder matters to us, we continued our dedicated efforts in the form of various initiatives for our stakeholders.
The Company, at every meeting of the Stakeholder Relationship and ESG Committee, takes an update on initiatives
taken towards the Company’s stakeholders. As every stakeholder matters to us, we continued our dedicated efforts in
the form of various initiatives for our stakeholders. The Company at every meeting of the Stakeholder Relationship and
ESG Committee takes an update on initiatives taken towards the Company’s stakeholder.

2\ List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group.

Channels of communication
Whether identified (Email, SMS, Newspaper, Frequency of
as Vulnerable Pamphlets, Advertisement, engagement (Annually / Purpose and scope of engagement
Stakeholder & Marginalized Community Meetings, Notice Half yearly / Quarterly / including key topics and concerns
Group Group (Yes / No) Board, Website, Other) others — please specify) raised during such engagement
Shareholders No Emails, newspapers,website, Annually / half yearly / We communicate with shareholders
stock exchange filings, answers quarterly / need basis for various activities such as sending
to investor grievances, R&T TDS communication, dividend
agent communication credit intimations, steps to claim
unclaimed dividends, decisions
taken at quarterly board meetings,
other regulatory requirements,
sending Annual Reports, notices
of general meetings, postal ballots
etc. Investor and analyst calls are
conducted regularly.
Vendors and No Emails, one-on-one meetings, Ongoing basis The Company ensured that all
Consultants Annual Report vendor payments are within the due
date as per the agreed payment
terms and there was not a single
default. The Company also strives
to strengthen the partnership
framework further aligning to
business and organizational
objectives. The Company aims to
undertake activities for onboard
hiring, training, and knowledge
partners with our vendors.

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Channels of communication
Whether identified (Email, SMS, Newspaper, Frequency of
as Vulnerable Pamphlets, Advertisement, engagement (Annually / Purpose and scope of engagement
Stakeholder & Marginalized Community Meetings, Notice Half yearly / Quarterly / including key topics and concerns
Group Group (Yes / No) Board, Website, Other) others — please specify) raised during such engagement
Customers No Client visit and meetings, Ongoing basis The Company focuses highly on
and Partners customer satisfaction surveys, customer satisfaction and feedback
social media, e-mails from customer in terms of project
delivery, timeline commitments,
challenges during execution
and strives to deliver customer
excellence, and help meet business
objectives.
Directors No Quarterly meetings, emails, Ongoing basis The Company communicates
website with Directors of the Company
for sending notices, agenda,
meeting invites, regulatory updates
and other communication and
information on an ongoing basis,
which helps in decision-making
and adopting various control
mechanisms. The Company
provided insights on management
audits / process improvement
initiatives that contribute to revenue
growth, cost optimization, and
other business objectives. While
doing so, the Company studies peer
processes /
practices by reaching out to
peer networks and available peer
information, and identifies what can
be implemented in the best interest
of the Company.
Government No Press releases, surveys by Ongoing basis The Company engages with
Regulatory the authorities (RBI and Governments and regulatory
Authorities / MCCIA), quarterly results, authorities for various
Government annual reports, sustainability matters, initiatives, filings, and
Bodies / / integrated reports, stock representations.
Chamber of exchange and MCA filings,
Commerce representations
Society at No In-person meetings, site visits, Ongoing basis The Company engages with the
Large website, surveys society at large to understand
their needs, and through our CSR
activities.
Employees No Notice board, website, emails Ongoing basis The Company engages with
employees on a regular basis
through employee surveys and
Focused Group Discussions (FGDs)
for providing various benefits such
as trainings, providing world-class
learning facilities etc.

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Business Responsibility and Sustainability Report

Leadership Indicators
1\ Provide the processes for consultation between stakeholders and the Board on economic, environmental, and social
topics or if consultation is delegated, how is feedback from such consultations provided to the Board.

Consultation with stakeholders on various topics is carried out by related departments of the Company who are
responsible for stakeholders’ engagement. The quarterly Stakeholders and ESG Committee meeting provides
an opportunity to share feedback with the Board on these consultations.

2\ Whether stakeholder consultation is used to support the identification and management of environmental, and social
topics (Yes / No). If so, provide details of instances as to how the input received from stakeholders on these topics were
incorporated into policies and activities of the entity.
Yes
The Company is dedicated to working with our people, clients, partners, communities, and other stakeholders to build
a more equitable, sustainable, and healthier world through the application of technology and engineering. We engage
with our stakeholders regularly to understand their expectations, gather insights and identify issues that could materially
impact our value creation abilities. Such engagement enables us to nurture long-term relationships based on trust and
transparency. Our materiality assessment process ensures we are aligned not only with stakeholder priorities, but also with
evolving regulatory requirements, global sustainability trends, and most importantly, our commitment to creating long-
term value. Through this identification of key material topics, we translate these findings into actionable Key Performance
Indicators (KPIs) that directly influence our strategic decision-making. This ensures our efforts are focused on areas of
greatest impact, and that we are setting ambitious and measurable ESG targets for these material topics. These inputs
shape our current policies and procedures.

3\ Provide details of instances of engagement with, and actions taken to address the concerns of vulnerable / marginalized
stakeholder groups.
Persistent Foundation supports the underprivileged sections of society, creates opportunities, and strives towards a
more equitable society. Please refer to the CSR section in the FY24 ESG Report.

PRINCIPLE 5: Businesses should respect and promote human rights

At Persistent Systems, we are committed to upholding the highest standards of human rights in our operations and supply
chain. We recognize that our responsibilities go beyond our legal obligations and extend to the communities in which we
operate and the environment we all share. We will continue to work diligently to ensure that we respect and protect the
human rights of all individuals impacted by our business.

Essential Indicators
1\ Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the
following format:

FY 2023-24 FY 2022-23

No. of No. of
employees / employees /
workers workers
Category Total (A) covered (B) % (B / A) Total (C) covered (D) % (D / C)
Employees

Permanent 21,950 21,904 99% 21,429 21,175 99%

Other than Permanent 1,900 1,648 87% 1,460 1,102 75%

Total Employees 23,850 23,552 99% 22,889 22,277 97%

Workers Not Applicable

* % of employees who are not covered under Code of Conduct training are those who are on long leave or inactive status

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2\ Details of minimum wages paid to employees and workers, in the following format:

FY 2023-24 FY 2022-23
Equal to Minimum More than Equal to Minimum More than
Wage Minimum Wage Wage Minimum Wage
% % % %
Category Total (A) No. (B) (B / A) No. (C ) (C / A) Total (D) No. (E ) (E / D) No. (F) (F / D)
Permanent 21,950 0 0% 21,950 100% 21,429 0 0% 21,429 100%
Male 15,426 0 0% 15,426 100% 14,829 0 0% 14,829 100%
Female 6,524 0 0% 6,524 100% 6,600 0 0% 6,600 100%
Non Permanent 1,900 0 0% 1,900 100% 1,460 0 0% 1,460 100%
Male 1,397 0 0% 1,397 100% 1,018 0 0% 1,018 100%
Female 503 0 0% 503 100% 442 0 0% 442 100%

All employees, regardless of their employment status (Permanent and other than Permanent), have been compensated
more than the legal minimum wage requirements of the country where we operate.

3\ a. Details of remuneration / salary / wages, in the following format:

Male Female
Median remuneration / Median remuneration /
salary / wages of salary / wages of
Number respective category Number respective category

Board of Directors (BoD) 3 37,755,796 - -

Key Managerial Personnel 4 17,055,490 - -

Employees other than BoD

15,422 1,762,574 6,524 1,300,000
and KMP

Workers Not Applicable

b. Gross wages paid to females as % of total wages paid by the entity, in the following format:

FY 2023-24 FY 2022-23
Gross wages paid to females as % of total 24.68% 24.80%
wages

4\ Do you have a focal point (Individual / Committee) responsible for addressing human rights impacts or issues caused or
contributed to by the business? (Yes / No)
Yes, Please refer to Whistleblower Policy

5\ Describe the internal mechanisms in place to redress grievances related to human rights issues.
All employee/s and other stakeholders of the Company are encouraged to report either orally or in writing to the
Whistleblower Administrator, evidence/s of activity by the Company, departments or employee/s that may constitute
improper activities affecting the business or reputation of the Company. Please refer to the Whistleblower Policy.
Upon receipt of complaints, the Whistleblower Administrator’s office shall ensure further investigation as per the
Company’s investigation framework.

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6\ Number of complaints made, by employees and workers, on the following:

FY 2023-2024 FY 2022-2023

Pending Pending
resolution at resolution at
Filed during the end of Filed during the end of
the year year Remarks the year the year Remarks
Sexual Harassment 0 0 2 0 All cases were
reviewed and
closed
Discrimination at the 0 0 0 0
Workplace
Child Labor 0 0 0 0
Not
Forced Labor/ Involuntary 0 0 Applicable 0 0
Labor
Wages 0 0 0 0

Other Human Rights 0 0 8 0 All cases were

Related Issues reviewed and
closed

Other human rights related issues include non-sexual, conscience and religion.

7\ Complaints filed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013, in the following format: new question

FY 2023-24 FY 2022-23
Total Complaints reported under Sexual 0 2
Harassment on of Women at Workplace
(Prevention, Prohibition and Redressal)
Act, 2013 (POSH)

Complaints on POSH as a % of female 0 0.028%

employees / workers

Complaints on POSH upheld 0 0

The above data is for India operations.

8\ Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases.
Persistent Systems has a zero-tolerance policy. Refer to the protection of whistleblowers.
Please refer to Anti-Harassment Policy

9\ Do human rights requirements form part of your business agreements and contracts? (Yes / No).
Yes.

10\ Assessments for the year:

% of your plants and offices that were assessed (by entity or statutory authorities
or third parties)

Child Labor

Forced / Involuntary Labor Our India operations have been assessed by Persistent Internal Audit Team and are also
100% ISO14001:2015 and ISO 45001:2018 certified. At our overseas locations, we have
Sexual harassment implemented processes aligned with legal requirements and ensure compliance across our
Discrimination at the Workplace global operations.
Refer EHS Policy
Wages
Refer to ISO 45001:2018 certificates
Others — please specify

11\ Provide details of any corrective actions taken or underway to address significant risks / concerns arising from
the assessments at Question 9 above.
These assessments did not report any issues.

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Leadership Indicators
1\ Details of a business process being modified / introduced as a result of addressing human rights
grievances / complaints.
Persistent Systems Ltd and its subsidiaries are committed to follow the highest standards of business conduct, integrity,
and ethics. The Ethics Policy of the Company is applicable to all the stakeholders of Persistent Systems Limited and its
subsidiary companies, including permanent and temporary employees, employees on probation, consultants, contractors,
contract labor, vendors, trainees, apprentice, and interns. With a view to promote stakeholders to report unethical action,
the Policy provides for a threat free environment to submit a complaint under the Policy. More details are available at
Ethics Policy. Post addressing human rights grievances / complaints, if there is need for any process or policy change the
same is modified to ensure that these incidents are not repeated.

2\ Details of the scope and coverage of any Human Rights due diligence conducted.
At Persistent Systems, we deeply honor and safeguard the human rights of our diverse workforce, fostering an
environment free from discrimination based on race, 24% or any other defining trait. Our comprehensive Human Rights
policies serve as a guiding compass, outlining our unwavering commitment to upholding these fundamental principles in
all our operations. Persistent System has a Compliance Management tool. This tool has an all compliance checklist for
the respective geographies. The Human Rights due diligence is conducted as per of ISO 45001 to assess
the Human Rights compliances. Our vendor partners working in Persistent premises are assessed to ensure they are
complying with the local statutory rules and law of the land. Our India operations are 100% ISO14001:2015 and ISO
45001:2018 certified, and our global operations are assessed based on local compliances. Our EHS management system
covers all our locations in India, representing 93% of our global facility area, and assessments are conducted by
a third-party with a Certificate of Conformance issued. At our overseas locations, we have implemented processes aligned
with legal requirements and ensure compliance across our global operations.
Refer EHS Policy
Refer to ISO 45001:2018 certificates

3\ 
Is the premise/office of the entity accessible to differently abled visitors, as per the requirements of the Rights of
Persons with Disabilities Act, 2016?
All Persistent Systems owned premises are accessible to differently abled people including visitors as per the Rights of
Persons with Disabilities Act, 2016

4\ Details on assessment of value chain partners:

% of value chain partners (by value of business done with such partners) that were assessed

Sexual Harassment
Our India operations have been assessed by Persistent Internal Audit Team and are also
Discrimination at the Workplace
100% ISO14001:2015 and ISO 45001:2018 certified. At our overseas locations, we have
Child Labour implemented processes aligned with legal requirements and ensure compliance across our
global operations.
Forced Labour / Involuntary
Labour Our vendor partners working on our premises at India locations are assessed to ensure they
are complying to the local statutory rules and law of the land.
Wages
Refer EHS Policy
Others — please specify
Refer to ISO 45001:2018 certificates

5\ Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the
assessments at Question 4 above.
There were no significant risks / concerns reported from the assessments.

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Business Responsibility and Sustainability Report

PRINCIPLE 6: Businesses should respect and make efforts to protect and restore
the environment.

Essential Indicators
1\ Details of total energy consumption (in joules or multiples) and energy intensity, in the following format:

Parameter FY 2023-24 FY 2022-23

From renewable sources
Total electricity consumption (A) — Wind Energy 23,239.58 20,003.19
Total fuel consumption (B) — Solar Energy - -
Energy consumption through other sources (C) Not Applicable Not Applicable
Total energy consumed from renewable sources (A+B+C) 23,239.58 20,003.19
From non-renewable sources
Total electricity consumption (D) — Grid Electricity 36,154.23 29,359.10
Total fuel consumption (E ) — DG Electricity 292.6181 312.83
Energy consumption through other sources (F) Not Applicable Not Applicable
Total energy consumed from non-renewable sources (D+E+F) 36,446.85 29,671.93
Total energy consumed (A+B+C+D+E+F) 59,686.43 49,675.12
Energy intensity per rupee of turnover 0.000000608 0.000000595
(Total energy consumption / turnover in rupees)
Energy intensity per rupee of turnover adjusted for Purchasing 0.000013906 0.000013575
Power Parity (PPP)
(Total energy consumed / revenue from operations adjusted for
PPP)
Energy intensity in terms of physical output — per employee 2.50 2.17
Energy intensity (optional) — the relevant metric may be Not Applicable Not Applicable
selected by the entity

*Boundary — Electricity consumption is reported for Global Location.

As employees resumed work and new offices opened in India, Energy consumption has increased.
The revenue from operations has been adjusted for PPP based on the latest PPP conversion factor published for the
year 2022 by the World Bank for India which is 22.88.
Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external agency?
(Y / N) If yes, name of the external agency: Yes, our BRSR core disclosures are externally assured by an independent third
party DNV Business Assurance India Private Limited (‘DNV’).

2\ Does the entity have any sites / facilities identified as designated consumers (DCs) under the Performance, Achieve and
Trade (PAT) Scheme of the Government of India? (Y / N) If yes, disclose whether targets set under the PAT scheme have
been achieved. In case targets have not been achieved, provide the remedial action taken, if any:
Not Applicable

3\ Provide details of the following disclosures related to water, in the following format:

Parameter FY 2023-24 FY 2022-23

Water withdrawal by source (in kiloliters)
(i) Surface water 0 0
(ii) Groundwater 16,671.00 0
(iii) Third party water 72,970.27 46,376.00

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Parameter FY 2023-24 FY 2022-23

(iv) Seawater / desalinated water Not Applicable Not Applicable
(v) Others — Packed drinking water 13,253.85 0
Total volume of water withdrawal (in kiloliters)
102,895.12 46,376.00
(i + ii + iii + iv + v)
Total volume of water consumption (in kiloliters) 87,798.81 29,131.00
Water intensity per rupee of turnover
0.00000089 0.00000035
(Water consumed / turnover)
Water intensity per rupee of turnover adjusted for Purchasing
Power Parity (PPP)
0.0000205 0.0000080
(Total water consumption / Revenue from operations adjusted
for PPP)
Water intensity in terms of physical output KL/FTE (per year) 4.24 1.44
Water intensity (optional) — the relevant metric may be
Not Applicable Not Applicable
selected by the entity

*Boundary — Water consumption and Withdrawal is reported for India locations.

As employees resumed work and new offices opened in India, Water consumption has increased.

Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external agency?
(Y / N) If yes, name of the external agency: Yes, our BRSR core disclosures are externally assured by an independent third
party DNV Business Assurance India Private Limited (‘DNV’).

4\ Provide the following details related to water discharged:

Parameter FY 2023-24 FY 2022-23

Water discharge by destination and level of treatment (in kilolitres)
(i) To Surface water 0 0
No treatment 0 0
With treatment — please specify level of treatment 0 0
(ii) To Groundwater 0 0
No treatment 0 0
With treatment — please specify level of treatment 0 0
(iii) To Seawater 0 0
No treatment 0 0
With treatment — please specify level of treatment 0 0
(iv) Sent to third parties 15,096.31 17,245.0
No treatment
With treatment — send to public sewage treatment plant and
15,096.31 17,245.0
the treated water was utilized for irrigation in a public park)
(v) Others
No treatment 0 0
With treatment — please specify level of treatment 0 0
Total water discharged (in kilolitres) 15,096.31 17,245.0
*Boundary — Water discharged is reported for India locations.
Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external agency?
(Y / N) If yes, name of the external agency: Yes, our BRSR core disclosures are externally assured by an independent third
party DNV Business Assurance India Private Limited (‘DNV’).

5\ Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and
implementation.
Yes, wastewater generated from owned locations in India is treated in sewage treatment plants within the facility and
common treatment plants within the vicinity.

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Business Responsibility and Sustainability Report

6\ Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:

Parameter Please specify unit FY 2023-24 FY 2022-23

NOx micro gram / m3 12.77 15.09
SOx micro gram / m3 15.16 18.30
Particulate matter (PM) (PM2.5) micro gram / m3 34.17 45.15
Persistent organic pollutants (POP) Units NA NA
Volatile organic compounds (VOC) CO mg / m3 <50 <50
Hazardous air pollutants (HAP) Units NA NA
Others — please specify (PM10) micro gram / m3 58.15 64.50
\ There are no continuous air emissions from our DG sets present in our owned locations at India. The DG sets are
operated only during the power outages and while testing BCP scenarios.
\ FY23 air emissions are corrected to report in respective UOM.

7\ Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity, in the following format:

Parameter Please specify unit FY 2023-24 FY 2022-23

Total Scope 1 emissions (Break-up of tCO2e 1,025.51 314.08
the GHG into CO2, CH4, N2O, HFCs,
PFCs, SF6, NF3, if available)
Total Scope 2 emissions (Break-up of tCO2e 6,492.66 5,890.23
the GHG into CO2, CH4, N2O, HFCs,
PFCs, SF6, NF3, if available)
Total Scope 1 and Scope 2 tCO2e 7,518.18 6,204.31
Total Scope 1 and Scope 2 emissions tCO2e / INR 0.000000077 0.000000074
per rupee of turnover tCO2e
per INR
Total Scope 1 and Scope 2 emission tCO2e 0.00000175 0.00000170
intensity per rupee of turnover per INR PPP
adjusted for Purchasing Power Parity
(PPP)

(Total Scope 1 and Scope 2 GHG

emissions / Revenue from operations
adjusted for PPP
Total Scope 1 and Scope 2 emission tCO2e / Employee 0.315 0.271
intensity in terms of physical output —
per employee
Total Scope 1 and Scope 2 emission Units Not Applicable Not Applicable
intensity (optional) — the relevant
metric may be selected by the entity

*Boundary — Scope 1 emissions reported for India geo locations with operational control.
*Scope 1 emissions increased due to breakdown of ageing assets and release of refrigerant gases.
*Scope 2 emissions (Electricity consumption) reported for global locations. As employees resumed work and new offices
opened in India, energy consumption has increased as a result of which Scope 2 is increased.

Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external agency?
(Y / N) If yes, name of the external agency: Yes, our BRSR core disclosures are externally assured by an independent third
party DNV Business Assurance India Private Limited (‘DNV’).

8\ Does the entity have any project related to reducing Green House Gas emission? If yes, then provide details.
Yes
Our climate action goals include:
\ Carbon Neutral for Scope 1 and Scope 2 emissions by 2025
\ Reduce 30% Scope 3 emissions from our global operations by 2028
\ RE 100 (100% electricity sourced from renewable energy) by 2025
\ Net-zero emissions aligned with Science-Based Target initiatives (SBTi) standards by 2050

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To achieve the above goals, the following initiatives are taken to reduce GHG emissions. Refer ESG report for more details.
\ Green Building Initiatives
\ Energy Efficiency Initiatives
\ Operational Efficiency
\ Lighting Efficiency
\ Adoption of Renewable Energy

9\ Provide details related to waste management by the entity, in the following format:

Parameter FY 2023-24 FY 2022-23

Total waste generated in MT

Plastic waste (A) 22.98 3.15

E-waste (B) 16.45 8.42

Bio-medical waste (C) Not Applicable Not Applicable

Construction and demolition waste (D) 0 4.54

Battery waste (E) 6.28 0

Radioactive waste (F) Not Applicable Not Applicable

Hazardous waste. Please specify, if any. (G) 1.34 0.19

Other non-hazardous waste generated (H). Please specify, 83.12 46.06

if any. (Break-up by composition i.e. by materials relevant to
the sector)

\ Misc Waste 27.49 17.92

\ Glass Waste 0.06 1.26

\ Metal Waste 24.62 16.26

\ Wood Waste 2.05 10.26

\ Organic waste 28.90 0.26

Total (A + B + C + D + E + F + G + H) 130.17 62.40

Waste intensity per rupee of turnover 0.0000000013 0.0000000007

(Total waste generated / Revenue from operations)
Waste intensity per rupee of turnover adjusted for Purchasing 0.000000030 0.000000017
Power Parity (PPP)
(Total waste generated / Revenue from operations adjusted
for PPP)
Waste intensity in terms of physical output Not Applicable Not Applicable

For each category of waste generated, total waste recovered through recycling, re-using or other recovery operations
(in metric tones)
Category of waste

(i) Recycled 99.93 57.34

(ii) Re-used 28.90 0.26

(iii) Other recovery operations - -

Total 128.83 57.60

For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes)
Category of waste
(i) Incineration 1.3 0.2
(ii) Landfilling 0 4.6
(iii) Other disposal operations - -
Total 1.3 4.8

*Boundary — Waste generated in operations is reported for India geo location.

As employees resumed work and new offices opened in India, waste generation has risen.

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Business Responsibility and Sustainability Report

Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external agency?
(Y / N) If yes, name of the external agency: Yes, our BRSR core disclosures are externally assured by an independent third
party DNV Business Assurance India Private Limited (‘DNV’).

10\ Briefly describe the waste management practices adopted in your establishments. Describe the strategy adopted by
your company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices
adopted to manage such wastes.
Not applicable.

11\ If the entity has operations / offices in / around ecologically sensitive areas (such as national parks, wildlife sanctuaries,
biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental
approvals / clearances are required, please specify details in the following format:
Not applicable. We don’t operate in close proximity to ecologically sensitive areas.

12\ Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the
current financial year:
Not applicable

13\ Is the entity compliant with the applicable environmental law / regulations / guidelines in India, such as the Water
(Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment Protection Act and
Rules thereunder (Y / N). If not, provide details of all such non-compliances, in the following format:
Yes, Persistent Systems is in adherence to all the applicable environmental laws / regulations / guidelines in India and has
not incurred any fines / penalties.

Leadership Indicators
1\ Water withdrawal, consumption, and discharge in areas of water stress (in kilolitres): For each facility / plant located in
areas of water stress, provide the following information:
i. Name of the area
During FY 2024, our offices located in following cities of India fall under water stress zones. These zones have been
identified as per the Aqueduct report. Please refer to our water conservation efforts mentioned in the FY24 ESG
Report. Persistent offices located in Pune, Nagpur, Ahmedabad, Jaipur, Gurugram, Kochin, Noida, Hyderabad,
Indore, Bengaluru

ii. Nature of operations:

IT Services

iii. Water withdrawal, consumption, and discharge in the following format:

Parameter FY 2023-24 FY 2022-23

Water withdrawal by source (in kilolitres)
(i) To Surface water 0 0
(ii) To Groundwater 16,671.00 0
(iii) Third party water 72,970.27 46,376.00
(iv) Seawater / desalinated water 0 0
(v) Others — Packed drinking water 13,253.85 0
Total volume of water withdrawal (in kilolitres) 102,895.12 46,376.00
(i + ii + iii + iv + v)
Total volume of water consumption (in kilolitres) 89,559.87 29,131.00
Water intensity per rupee of turnover 0.00000091 0.00000035
(Water consumed / turnover)
Water intensity (per employee) 4.32 2.30
Water discharge by destination and level of treatment (in kilolitres)
(i) To surface water

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Parameter FY 2023-24 FY 2022-23

No treatment 0 0
With treatment — please specify level of treatment 0 0
(ii) To Groundwater
No treatment 0 0
With treatment — please specify level of treatment 0 0
(iii) To Seawater
No treatment 0 0
With treatment — please specify level of treatment 0 0
(iv) Sent to third parties 15,096.31 17,245.00
No treatment 0 0
With treatment — please specify level of treatment 15,096.31 17,245.00
(v) Others
No treatment 0 0
With treatment — please specify level of treatment 0 0

Total water discharged (in kiloliters) 1,509.63 1,724,.50

*Boundary — Water discharged is reported for India owned locations.

Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external agency?
(Y / N) If yes, name of the external agency: Yes, our BRSR core disclosures are externally assured by an independent
third party DNV Business Assurance India Private Limited (‘DNV’).

2\ Please provide details of total Scope 3 emissions & its intensity, in the following format:

FY 2023-24 FY 2022-23
Parameter Unit (Current Financial Year) (Previous Financial Year)
Total Scope 3 emissions (Break-up of Metric tonnes of CO2 9492.40 4,337.34
the GHG into CO2, CH4, N2O, HFCs, equivalent
PFCs, SF6, NF3, if available)

Total Scope 3 emissions per rupee of MT per INR 0.000000097 0.000000052

turnover

Total Scope 3 emission intensity MT per INR PPP 0.0000022 0.0000012

(optional) — the relevant metric may
be selected by the entity

\ Boundary — Global locations: Purchase of Goods and Services, Capital Goods, Business Travel, Fuel & other energy
related activities; Upstream Transport related emissions were considered for Scope 3 emission calculation.
India location: Waste generated from operations — Associate commute related emissions were considered for
Scope 3 emission calculation.
\ Scope 3 emissions are estimated in few categories.

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency?
(Y / N)  If yes, name of the external agency: Yes, our BRSR core disclosures are externally assured by an independent third
party DNV Business Assurance India Private Limited (‘DNV’).

3\ With respect to the ecologically sensitive areas reported at Question 11 of Essential Indicators above, provide
details of significant direct and indirect impact of the entity on biodiversity in such areas along with prevention and
remediation activities.
Not applicable.
Persistent Systems does not operate in ecologically sensitive areas.
4\ If the entity has undertaken any specific initiatives or used innovative technology or solutions to improve resource
efficiency, or reduce impact due to emissions / effluent discharge / waste generated, please provide details of the same
as well as outcome of such initiatives, as per the following format:

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Business Responsibility and Sustainability Report

Initiative Details of the initiative (Web-link, if any, may be provided Outcome of the
S.No undertaken along-with summary) initiative
1 Refurbishing As part of our commitment to promote sustainability, we have initiated Reduction in
old end-of-life a program to refurbish end-of-life (EOL) laptops and donate them to NGOs e-waste generation
and educational institutes. This initiative not only helps in reduction of
e-waste but also creates employment opportunities for people who need it.
2 No Plastic Days We have taken several steps in reducing plastic waste generation. We are Reduction in plastic
minimizing the use of plastic bags and encouraging the use of cloth or paper waste generation in
bags. To promote awareness on the harmful effects of plastic, we organize Persistent Systems
a “No Plastic Day” and encourage our employees to adopt eco-friendly facilities
practices.
3 Green Energy 1\ Green Energy (solar + wind) generation of 64,55,439kWh in FY2023-24 Increase of
for our own use. renewable energy
usage
2\ Purchase of EAC Certificates to convert our power consumption through
grid into renewable energy.

3\ Persistent Systems uses 100% eco-certified furniture. All the furniture

including sofas, chairs, tables etc., are BIFMA certified in their upcoming
projects.

4\ Persistent Systems “Bhageerath” facility from Pune is an IGBC Platinum

certified building.

5\ Optimum usage of daylight: 54% of the total regularly occupied areas

achieve natural daylight of 300 lux or more.

6\ Our two buildings from Pune, “Bhageerath” BEE 2 Star &

“Aryabhatta-Pingala” BEE 3 Star rated building.
4 Chiller and AC 1\ ACs of 1000 TR capacity in a 2600+ seating capacity building which were 15 % reduction
replacement based on R-22 gas were replaced with energy efficient Inverter based in electricity
ACs with energy efficient & environment friendly R-410 gas system. (15 % consumption of air
reduction in electricity consumption of air conditioning). conditioning

2\ Eco-friendly Refrigerants & Halons: Ductable ACs 80 TR which were Emission reduction
based on R-22 gas were replaced with energy efficient inverter based due to replacement
ACs with environment friendly R-32 gas. (12 % reduction in electricity of low emission
consumption of air conditioning). refrigerant gas

3\ Replaced old chiller system in the corporate office building with

a combination of high efficiency (lesser energy and water consumption)
chiller system & by high efficiency VRV system.
5 CFL to LED Replaced CFLs by LED lamps: A total of 9,365 CFL-based light fittings 15% reduction
replacement replaced by LED lamps — indoor, outdoor & all common areas such as in electric
parking, lobbies, toilets etc. in our facilities. consumption for
lighting

5\ Does the entity have a business continuity and disaster management plan? Give details in 100 words / web link.
Persistent Systems is certified for ISO 22301:2019 and has a well-defined Business Continuity Management System
in place. This includes business continuity and disaster recovery plans that are charted to ensure minimum impact
to business and operation, in case of emergency or disaster, as well as regular testing including calls tree tests, data
restoration tests, DR drills, etc. which ensure high level of readiness for handling business continuity impact related events.

Persistent Systems governance risk and compliance services have a structured BCP-DRP framework and methodology,
which will assist the enterprise in overcoming all challenges by analyzing business impact, defining the recovery strategy,
and documenting plans for our BCP / DRP. We can also test the BCP / DRP to ensure it is current and meets
the RTO / RPO requirements.
https://www.persistent.com/services/enterprise-it-security/governance-risk-and-compliance/business-continuity-and-
disaster-recovery/

6\ Disclose any significant adverse impact to the environment arising from the value chain of the entity. What mitigation or
adaptation measures have been taken by the entity in this regard.
Persistent Systems is an IT / ITES company, there is no raw and finished physical goods supply / distribution or linked

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manufacturing / transportation involved. We prioritize having a sustainable value chain that leads to a positive global
impact. The generation of electronic waste is the only adverse impact that arises from our value chain. We take necessary
actions to insist our suppliers minimize e-waste. We have global norms for vendors and are insisting on authorized
vendors. No significant adverse impact to the environment arising from our value chain.

7\ Percentage of value chain partners (by value of business done with such partners) that were assessed for environmental
impacts.
No significant adverse impact to the environment arising from our value chain.

PRINCIPLE 7: Businesses, when engaging in influencing public and regulatory policy, should
do so in a manner that is responsible and transparent.
Essential Indicators
1a. Number of affiliations with trade and industry chambers / associations:
8

1b. List the top 10 trade and industry chambers / associations (detered based on the total members of such body) the entity
is a member of / affiliated to.

Reach of trade and industry chambers /

S. No Name of the trade and industry chambers/ associations associations (State / National)
1 National Association for Software and Services Companies (NASSCOM) National

2 Confederation of Indian Industry (CII) National

3 Mahratta Chamber of Commerce Industries and Agriculture (MCCIA) State

4 Indo-German Chamber of Commerce (IGCC) International

5 Software Exporters Association of Pune (SEAP) State

6 Hinjewadi Industries Association, Pune (HIA) State

7 The German Chambers of Commerce Abroad (AHK) International

8 Indo-Australian Chamber of Commerce (IACC) International

2\ Provide details of corrective action taken or underway on any issues related to anti-competitive conduct by the entity,
based on adverse orders from regulatory authorities.
Not Applicable
Persistent Systems did not receive any complaints or registered for issues related to anti-competitive conduct from
regulatory authorities for year FY 24. Persistent Systems is unwavering in its commitment to integrity and ethical business
conduct. “Anti-trust” and “Anti-Competition” refers to actions that provide an unfair advantage in the marketplace and
other practices which would monopolise competition in the market.

All employees are expected to adhere to all applicable anti-trust laws and to deal fairly with each other, and with the
Company’s customers, suppliers, competitors and third parties. Employees should not take undue advantage of anyone
through collusion, price-fixing, market manipulation or any other practices that may compromise fair competition.
Please refer to Code of Conduct Policy

Leadership Indicators
1\ Details of public policy positions advocated by the entity:
The Persistent Systems Privacy Policy delineates the company’s objectives concerning privacy management and
underscores the management’s unwavering commitment to privacy protection. The application of this policy is mandatory
for all group companies, business lines, subsidiaries, and affiliates, including all operations performed on personal data.
All employees and third-party entities (suppliers, vendors) associated with Persistent Systems are obligated to adhere
to this policy. Furthermore, the policy encompasses all information systems and facilities involved in the processing and
storage of personal data, encompassing not only internal systems owned by the company but also those employed in
operations and projects executed on behalf of its customers.

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Business Responsibility and Sustainability Report

Whether information Frequency of Review by Board Web

Public policy Method resorted available in public domain? (Annually / Half yearly / Quarterly / Link, if
S. No advocated for such advocacy (Yes / No) Others – please specify) available
Our active participation in trade and industry associations allows us to stay informed about industry developments,
contribute to policy discussions, share our perspectives and insights to research undertaken and foster collaboration
within the business community.

PRINCIPLE 8: Businesses should promote inclusive growth and equitable development.

Essential Indicators
1\ Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current
financial year.
Not Applicable

2\ Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your
entity, in the following format:
Not Applicable

3\ Describe the mechanisms to receive and redress grievances of the community.

The Company is committed to providing an open environment where employees, contractors and other stakeholders are
comfortable speaking up whenever they have a question or concerns about our Code of Conduct or are of the opinion
that laws, regulations, or the Code, may have been breached. All stakeholders are encouraged to raise concerns with
the Company’s management team or through the whistle-blower mechanisms set up for this purpose.
Whistleblower Policy
Upon receipt of complaints, the Whistleblower Administrator’s office shall ensure further investigation as per the
Company’s investigation framework.

4\ Percentage of input material (inputs to total inputs by value) sourced from suppliers:

FY 2023-24 FY 2022-23
Parameter (Current Financial Year) (Previous Financial Year)

Directly sourced from MSMEs / small producers 2.4% Not Tracked

Sourced directly from within India 73.5% Not Tracked

*The above data is applicable to India operations.

5\ Job creation in smaller towns — Disclose wages paid to persons employed (including employees or workers employed
on a permanent or non-permanent / on contract basis) in the following locations, as % of total wage cost.

FY 2023-24 FY 2022-23
Location (Current Financial Year) (Previous Financial Year)
Rural 0% 0%
Semi-urban 0.95% 0.5%
Urban 4.88% 3.9%

Metropolitan 94.17% 95.6%

*The above data is applicable to India operations.

Classification is based on the RBI Guidelines and Census 2011. As per the latest census all urban would be classified
as Metropolitan based on the population index.

Leadership Indicators
1\ Provide details of actions taken to mitigate any negative social impact identified in the Social Impact Assessments
(Reference: Question 1 of Essential Indicators above): None

2\ Provide the following information on CSR projects undertaken by your entity in designated aspirational districts as
identified by government bodies: Not Applicable

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3\ (a) Do you have a preferential procurement policy where you give preference to purchase from suppliers comprising
marginalized / vulnerable groups? (Yes / No):
Yes, for Micro, Small & Medium Enterprises (MSME) suppliers we follow statutory requirements for making on-time
payments as per the law of the land.

(b) From which marginalized / vulnerable groups do you procure?

MSMEs certified by Indian government.

(c) What percentage of total procurement (by value) does it constitute?

2.38% is from MSME.

4\ Details of the benefits derived and shared from the intellectual properties owned or acquired by your entity
(in the current financial year), based on traditional knowledge: Not Applicable

5\ Details of corrective actions taken or underway, based on any adverse order in intellectual property related disputes
where in usage of traditional knowledge is involved. Not Applicable

6\ Details of beneficiaries of CSR Projects:

% of beneficiaries from
No. of persons benefitted vulnerable and
S.No CSR Project from CSR Projects marginalized group
1 Projects implemented to improve the quality of 25,169
education and infrastructure development, skill 100%
development, and support for higher education
2 Projects implemented in the area of curative health 7,739
100%
care focusing on geriatric and pediatric age group
3 Tree plantation — 25,000 trees Not Applicable Not applicable

4 Support for livelihood 175 30%

5 Compressive watershed development program 935 farmers, 13 villages Not applicable

6 Support for drinking water 450 villagers, 2 villages -

7 Support for printing Kolami language book 2,000 students 100%

8 Support for procurement of translocation vehicle, Not Applicable Not applicable

animal ambulance and patrolling — 4 Vehicles

Note: Women, children and people who are differently-abled are the main vulnerable groups identified.

PRINCIPLE 9: Businesses should engage with and provide value to their consumers in
a responsible manner.
Essential Indicators
1\ Describe the mechanisms in place to receive and respond to consumer complaints and feedback.
(a) Client complaints: We have robust mechanism to handle client complaints / escalation received through our
dedicated client partners / delivery heads. These are logged into our delivery governance platform Persistent
Integrated Quality (PiQ) to go through a formal client complaints / client escalation redressal process. The basic steps
of client escalation process are given below.

(b) Analyze and Plan Actions: The Delivery Partner & SQA will assess the business impact of the situation to identify
the root causes of the escalation to prepare a Corrective and Preventive Action (CAPA) plan. We are also ensuring
customer confirmation on CAPA as part of alignment.

(c) Implement and Track CAPA: The CAPA plan will be implemented by the Project Manager, with support from the
Delivery Excellence team. The progress of the CAPA will be tracked and periodically updated.

(d) Closure of Escalation: Delivery Partner will get customer representative acknowledgement (any form) on the closure

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Business Responsibility and Sustainability Report

of customer escalation and will inform the Delivery Head and SQA. SQA will review the overall completion, result and
close the escalation in PiQ.

2\ Turnover of products and / services as a percentage of turnover from all products / service that carry information about:

Environmental and social parameters relevant to the product

Safe and responsible usage Not Applicable
Recycling and / or safe disposal

3\ Number of consumer complaints in respect of the following:

FY 2023-24 (Current Financial Year) FY 2022-23 (Previous Financial Year)

Received Pending Remarks Remarks
during the resolution at
year end of year
Data privacy None None None None
There There
Advertising None None were no None None were no
Cyber-security None None complaints None None complaints
registered registered
Delivery of essential services None None under these None None under any
Restrictive trade practices None None heads during None None heads during
FY2024. FY2023.
Unfair trade practices None None None None

4\ Details of instances of product recalls on account of safety issues:

Not Applicable.

5\ Does the entity have a framework / policy on cyber security and risks related to data privacy? (Yes / No) If available,
provide a web-link of the policy. Yes
Yes, Persistent Systems Limited (PSL) operates across multiple business verticals, each catering to distinct customer
requirements. With a diverse portfolio spanning industries such as healthcare, financial services, technology, and
manufacturing, PSL encounters a wide range of customer needs and expectations. From developing custom software
solutions to providing consulting services, PSL’s business activities are tailored to meet the unique demands of each
vertical. This diversity in business verticals and customer requirements underscores the complexity of PSL’s operations
and highlights the need for agile and adaptable strategies to effectively serve its diverse clientele. Through a combination
of innovative technologies and industry expertise, PSL strives to deliver tailored solutions that address the specific
challenges and opportunities faced by its customers in various sectors.

Persistent is certified for ISO 27001, ISO 27017, ISO 27018 for Information Security. Further we are certified for ISO 227701
- Data Privacy and ISO 22301 - Business Continuity.
Web link: Information Security at Persistent Systems

6\ Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery of essential
services; cyber security and data privacy of customers; re-occurrence of instances of product recalls; penalty / action
taken by regulatory authorities on safety of products / services.
Not applicable

7\ Provide the following information relating to data breaches:

 (a) Number of instances of data breaches.

None

(b) Percentage of data breaches involving personally identifiable information of customers.

0%

(c) Impact, if any, of the data breaches

Not applicable.

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 Business Responsibility and Sustainability Report

Leadership Indicators
Channels / platforms where information on products and services of the entity can be accessed (provide web link, if available).
1\ 
Refer to the link given below.
We are a trusted Digital Engineering and Enterprise Modernization partner, combining deep technical expertise and
industry experience to help our clients anticipate what’s next and answer questions before they’re asked. Our offerings
and proven solutions create a unique competitive advantage for our clients by giving them the power to see beyond and
rise above.
https://www.persistent.com/services/

2\ Steps taken to inform and educate consumers about safe and responsible usage of products and / or services.
Not Applicable

3\ Mechanisms in place to inform consumers of any risk of disruption / discontinuation of essential services.
We have a robust governance and escalation process to notify customers of any possible risk of disruption / termination
of services.
We identify delivery risks for each project with the customer on a monthly basis and create mitigation plans that are
discussed and approved with the senior delivery leaders as well as customers.

The risks are assessed based on risk project number (RPN) and aggregated by risk index at a project level.
Beyond a certain threshold, the projects are termed as “high risk” or “critical risks”. These are specifically discussed for
mitigations and actions with senior delivery leadership as well as client relationship owners every fortnight.

There are multiple forums / channels through which we communicate with our customers on these risks of
disruption / termination of services:
\ Weekly Status Reports
\ Monthly Business Reviews
\ Quarterly Business reviews
\ CXO to CXO leadership connections
\ Business continuity plans
We have been highly rated on delivery and project management by our clients in our recent annual client satisfaction
(CSAT) survey. Other than the formal channels we also have the right connect for each program on the consumer side
in case we need to reach out for any escalation.

4\ Does the entity display product information on the product over and above what is mandated as per local laws?
(Yes / No / Not Applicable) If yes, provide details in brief. Did your entity carry out any survey with regard to consumer
satisfaction relating to the major products / services of the entity, significant locations of operation of the entity or
the entity as a whole? (Yes / No)
Not Applicable

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 Independent
Assurance Statement -
Reasonable level of
Assurance BRSR 9
core attributes

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Report of the Directors

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 Report of the Directors

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Report of the Directors

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 Report of the Directors

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Business Responsibility and Sustainability Report

Management Discussion and Analysis Report

Market Overview

The demand environment continues to remain challenging as high level of inflation continues to worry the central banks.
Geopolitical conditions remain challenging with actual conflicts and serious risk scenarios creating uncertainty for the
world economy. 2024 will also see a record number of elections in major countries of the world. While the immediate
macroeconomic impact of these elections is expected to be limited, their outcome will influence the outlook for the
coming year.

Growth outlook in advanced economies is likely to be feeble as high price level and tight monetary policies dampen new
investment as well as consumption. Annual inflation rates are expected to stay above target in many major economies.
Overall risks to the growth outlook are thus tilted to the downside. Geopolitics will remain an important risk factor for the
world economy. In an environment of rather weak growth and falling inflation, major central banks are expected to lower bank
rates towards later part of 2024.

During early pandemic years, as companies accelerated their digital transformation efforts, technology industry flourished.
However during last year, high inflation and elevated interest rates softened global tech spending. It was a turbulent year for
the tech sector with many leading tech companies announcing layoffs. Despite these challenges, there are hopes for tech
comeback to be imminent. With economists lowering the assessment of recession risks, there are expectations for tech sector
to return to modest growth. Tech companies have extended their reach into other industries using digital advancements.
Artificial Intelligence (AI) is anticipated to lead the charge in growth as companies seek AI solutions to increase productivity
and drive profitability.

No matter what the macroeconomic outlook looks like, Chief Information Officers must work through the various risks of
technology and lead their teams to meet or exceed business objectives, and they still have to run efficient and cost effective
operations that will navigate the Company through this phase.

Company Overview

We are a global solutions company having technical expertise and industry experience of over 30 years. We imagine, design
and deliver new digital experience, revenue streams and business models to meet rising customer expectations. We are
focused on staying connected to our clients and employees while building technology solutions. Over last 30+ years, we have
invested in establishing partnerships and getting our teams skilled to help our clients navigate through disruptive technology
shifts and achieve business differentiation through innovative, yet resilient composition of technology. We are committed to
unleashing full potential of every team member by helping them accelerate their professional growth while impacting the
world in powerful and positive way by using the latest technology.

Digital adoption has accelerated dramatically, leading to the world in which software is everywhere. We are the digital
engineering partner who can help win in this software driven world. Our digital engineering expertise is helping transform
market leaders across industries.

With our impactful projects, ranging from groundbreaking IoT solutions to cutting edge advancements in cloud computing
and artificial intelligence, we have been at the forefront of the technology wave that’s shaping the digital landscape.

The Company emerged as one of India’s fastest growing IT companies. We crossed $ 1 Billion in revenue in FY 2022-23
and are working towards crossing $ 2 Billion within next three years. The journey is being steered by dynamic group of
professionals. Our client list consists of numerous industry leaders. We were awarded “Most Promising Company of the Year”
by CNBC-TV18. We have delivered significant shareholder value, with shareholder returns of 1,152.9% over the last 5 years.

Opportunities & Challenges

Technology industry is in the business of solving everyone else’s problem but tech companies are facing its own issues. The
IT sector has undergone significant changes since the onset of COVID-19 and technology companies need to prepare for
the new challenges in the coming years. Firstly, tech businesses have to keep up with all the new lightning changes in the
technology trends. Secondly, given the difficult economic situation, rising inflation curtails tech spending, which impacts
demand scenario, though the demand to embrace technology to accelerate business growth has increased. However
adopting technology comes with unprecedented challenges. In our digital world, adopting emerging technology is a MUST
for companies to stay competitive. However, potential benefits and risks of new technology is difficult to predict. One way to

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balance technology’s potential risk and benefits is encouraging collaboration and promoting the culture of innovation.

While customer demand is volatile, one of the major challenges is the shortage of skilled talent in the new technologies. It’s a
significant problem in introduction of innovative technology. To retain existing talent, companies have been offering attractive
pay packages which has resulted in the elevated salary levels. The global talent shortage has burdened the job market. With
tech advancement accelerating by the day, it’s possible the problem gets worse.

Problem in communication between remote workforce and office workforce can have a negative impact on the productivity
of the entire company. For enhancing productivity, it is important to create a corporate culture where each employee would
feel like a participant in the work process.

Another common problem in technology companies is the organisation of internal multicultural communication. When
the team is made up of different nationalities, it is necessary to develop an inclusive corporate culture. At the same time,
diversity of the workforce also helps improve productivity and competitiveness. Geographic spread of a business also brings
in complexity in compliance requirements. Failure to comply with specific regulations result in fines and penalties that can
paralyse the business.

Another important threat is of data breach. It affects the financial health and competitive advantage of a business.

Successful navigation through all these challenges may even open doors for new opportunities. Cyber security, multi-cloud
operability, and its integration are some of the opportunities that can help drive growth.

Next year looks to be an exciting year for the technology industry. Not only the AI revolution is taking place but there is a
transition going on from Web2 to Web3 which Goldman Sachs, Morgan Stanley and Citibank say is worth 8 to 12 trillion
dollars. It will be common ground for companies to have digital first strategy where companies will build things digitally
before they build it physically. There will be many complexities and regulatory compliances which leaders will have to look at
as they attempt to execute their strategies for growth and innovation. To remain agile will be the key.

Business Strategy

No matter what the company’s size is, today’s business landscape is throwing challenges and disruptions from every direction.
After a difficult year in tech sector, everyone is hoping for a comeback. There is much less talk on the recession and hence, a
renewed optimism that we could be entering the recovery stage prevails.

Economic uncertainty persists, inflation remains stubborn, talent shortage has not been solved. Technical debt is increasing.
Under such circumstances, a report from Gartner suggest that IT services will be the largest segment of IT spend. Thus tech
leaders should be prepared to shift strategies to meet these demands. It is expected that majority of the IT enterprise software
and services companies will integrate Gen AI into their offerings. The fast–paced developments in the world of AI have led to
much excitement as well as controversy.

Secondly, increasing data regulation and security standard require new governance standards. The growth of data privacy
regulations has also elevated consumer expectations about data protection and security. Along with legislative data
regulations, businesses must meet evolving industry specific compliance standards while also investing in technology strategy
that implements modern security solutions to keep customer data safe.

A strategic plan needs to be developed that uses technology initiatives to drive business growth. Resource utilisation should
be optimised to serve both – high priority business goals and technology ROI. There should be a method to mitigate potential
risks, including data breach and technology failure and other unforeseen cybersecurity threats.

Talent Management

Talent management has become a buzzword in the corporate world. Right talent is an important asset and retaining this talent
is an important task. At Persistent, we make sure that employees with right skill stick with the Company for a longer time. Our
Human Resource management takes care of recruiting, managing, assessing, developing and maintaining an Organisation’s
most important resource – i.e. people. Talent management brings together various management initiatives. Our growth
mindset has also helped us to build a meaningful work culture.

In this fast-changing tech world, work culture is most important. At Persistent, we promote an environment where employees
feel empowered to collaborate and contribute. All our policies and practices demonstrate our people–first approach. Our
reflection of core mission and values have helped to find ways to continuously improve and grow putting people at the center.
Empathy, communication and transparency are the basis of all our interactions with the team. The shift to remote work has
also made it possible to hire people all around the world which helps to create a diverse environment.

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Management Discussion and Analysis

Internal Audit & Control

The Board is responsible for establishing and maintaining adequate internal financial control as per Section 134 of
the Companies Act, 2013. Company has an Internal Control System in accordance with Section 134(5)(e) of the Act,
commensurate with the size, scale and complexity of its operations.

The company has an independent in-house internal audit team. Company also takes help of specialized third-party
consultants and professionals for specific reviews as and when deemed necessary in line with the audit plan.
In order to maintain objectivity and independence, The head of internal audit team reports to the Chairperson of Audit
Committee of the Board. The audits are conducted based on risk based internal audit plan, which is reviewed and approved
by the Audit Committee.

An extensive program of internal audits and management reviews supplement the process of internal financial control
framework. The Internal auditors perform an independent check of effectiveness of key controls in identified areas of internal
financial control reporting along with operational controls and fraud risk controls. Significant audit observations and necessary
corrective actions are presented to the Audit Committee in its quarterly meetings. Based on the internal auditor’s report
process owners undertake corrective action in their respective areas and thereby strengthen the controls.

Financial Analysis
The following discussion is based on the audited consolidated financial statements of Persistent Systems Limited and its
following wholly-owned subsidiaries, step-down subsidiaries and controlled trust:

1\ Persistent Systems Inc.

2\ Persistent Systems Pte. Ltd.

3\ Persistent Systems France SAS

4\ Persistent Systems Malaysia Sdn. Bhd.

5\ Persistent Systems Germany GmbH

6\ CAPIOT Software Private Limited

7\ Persistent Systems UK Limited (formerly known as Aepona Limited)

8\ Persistent Telecom Solutions Inc. (step-down subsidiary)

9\ Persistent Systems Lanka (Private) Limited (step-down subsidiary)

10\ Aepona Group Limited (step-down subsidiary)

11\ Persistent Systems Mexico S.A. de C.V. (step-down subsidiary)

12\ Persistent Systems Israel Ltd. (step-down subsidiary)

13\ Persistent Systems Switzerland AG (formerly known as PARX Werk AG) (step-down subsidiary)

14\ PARX Consulting GmbH (Merged w.e.f. August 25, 2023) (step-down subsidiary)

15\ Youperience GmbH (Merged w.e.f. August 21, 2023) (step-down subsidiary)

16\ Youperience Limited (Dissolved w.e.f. June 27, 2023) (step-down subsidiary)

17\ CAPIOT Software Inc. (Dissolved w.e.f. December 29, 2023) (step-down subsidiary)

18\ Persistent Systems Australia Pty Ltd (formerly known as CAPIOT Software Pty Ltd) (step-down subsidiary)

19\ CAPIOT Software Pte Limited (Dissolved w.e.f. April 6, 2023) (step-down subsidiary)

20\ Persistent Systems S.R.L. (Dissolved w.e.f. February 26, 2024) (step-down subsidiary)

21\ Software Corporation International (step-down subsidiary)

22\ SCI Fusion360 LLC (Dissolved w.e.f. May 31, 2023) (step-down subsidiary)

23\ Persistent Systems Costa Rica Limitada (formerly known as Data Glove IT Solutions Limitada) (step-down subsidiary)

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 Management Discussion and Analysis

24\ MediaAgility India Private Limited

25\ MediaAgility Inc. (step-down subsidiary)

26\ Digitalagility S de RL de CV (step-down subsidiary)

27\ MediaAgility UK Limited (step-down subsidiary)

28\ MediaAgility Pte Ltd (step-down subsidiary)

29\ Persistent Systems S.R.L. Romania (step-down subsidiary)

30\ Persistent Systems Poland sp z.o.o. (step-down subsidiary)

31\ PSPL ESOP Management Trust (controlled trust)

In this report, Persistent Systems and its subsidiaries, step-down subsidiaries and controlled trust collectively have been
referred to as “the Company”, reflecting the financial position in the consolidated financial statements. The Financial Year
2023-24 has been referred to as “the year” and the Financial Year 2022-23 has been referred to as “the previous year”.

The consolidated financial statements have been prepared in accordance with Ind AS.

Financial Position and Results of Operations

Persistent Systems Limited was listed on National Stock Exchange of India Limited (NSE) and the BSE Limited (BSE) on April 6, 2010.

The financial statements of the Company have been prepared on an accrual basis and under the historical cost convention except
for certain financial instruments, equity settled employee stock options and initial recognition of assets acquired under business
combinations which have been measured at fair value. Historical cost is generally based on the fair value of the consideration given in
exchange for goods and services. The accounting policies are consistently applied by the Company during the year and are consistent
with those used in previous year 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.

Financial performance summary

Financial Year % to Financial Year % to

Particulars Unit 2023-24 revenue 2022-23 revenue Growth
Revenue ₹ Million 98,215.87 83,505.92 17.62%

Other Income 1,280.20 706.17

Total Income 99,496.07 84,212.09
Revenue $ Million 1,186.05 1,035.98 14.48%

Earnings before interest, ₹ Million 18,037.06 18.36% 15,897.42 19.04% 10.31%

depreciation, amortisation and taxes
Profit Before Tax ₹ Million 14,476.06 14.74% 12,408.52 14.86% 16.66%
Profit After Tax ₹ Million 10,934.91 11.13% 9,210.93 11.03% 18.72%
Earnings Per Share (EPS)
Basic ₹ 72.44 61.87 17.08%
Basic (pre-split) ₹ 144.88 123.73
Diluted ₹ 71.07 60.26 17.94%
Diluted (pre-split) ₹ 142.14 120.52

Share Capital

The authorised share capital of the Company as of March 31, 2024 was ₹ 2,000.00 Million divided into 400 Million equity
shares of ₹ 5 each. The paid-up share capital as of March 31, 2024 was ₹ 770.25 Million divided into 154.05 Million equity
shares of ₹ 5 each. (Previous year ₹ 764.25 Million divided into 76.425 Million equity shares of ₹ 10 each). The Board of
Directors of the Company at its meeting held on January 20, 2024, recommended the sub-division / split of 1 (One) fully
paid-up equity share having a face value of ₹ 10 each into 2 (Two) fully paid-up equity shares having a face value of ₹ 5
each by alteration of capital clause of the Memorandum of Association (MOA) subject to the approval of Members of the
Company. The Members of the Company approved the sub-division / Split of 1 (One) fully paid-up equity share of ₹10 each
into 2 (Two) fully paid up equity shares of ₹5 each through a postal ballot with a requisite majority and the voting results were

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Management Discussion and Analysis

declared on March 11, 2024.

During the year, the Company has allotted to the ESOP Trust by way of fresh issue (Pre-split) 500,000 shares at a price of
₹ 2,789 in April 2023 and 100,000 shares at a price of ₹ 2,133 in February 2024.

Other Equity

The Other Equity as at March 31, 2024 stood at ₹ 48,806.82 Million as against ₹ 38,886.53 Million as at March 31, 2023,
showing a growth of 25.51%. The details of Other Equity are as below:

(In ₹ Million)
Particulars As at March 31, 2024 As at March 31, 2023
General Reserve 25,842.99 20,824.45
Share Options Outstanding Reserve 2,227.71 2,222.02
Gain on bargain purchases 63.61 62.67
Capital redemption reserve 35.75 35.75
Retained Earnings 19,346.09 16,607.36
Securities premium reserve 1,601.80 0.00
Treasury shares (2,085.84) (2,435.67)
PSPL ESOP Management Trust Reserve 140.64 70.31
Effective portion of cash flow hedges 23.85 (5.76)
Exchange differences on translating the financial 1,610.22 1,505.40
statements of foreign operations
Total 48,806.82 38.886.53

General Reserve

During the Financial Year 2023-24, the Company transferred ₹ 3,965.23 Million out of the profits of the year to General
Reserve in accordance with the Company’s Policy of Transfer of Profits to General Reserve. Further, there has been transfer
of ₹ 1,087.56 Million from Share Options Outstanding Reserve on exercise/expiry of stock options by the employees. The
balance in General Reserve stood at ₹ 25,842.99 Million as at March 31, 2024 as against ₹ 20,824.45 Million as at
March 31, 2023.

Please refer “Other Equity” under Statement of Changes in Equity in the consolidated financials for details.

Share Options Outstanding Reserve

In accordance with Ind AS 102 – “Share Based Payments”, the cost of equity-settled transactions is determined by the fair
value of the options at the date of the grant and recognised as employee compensation cost over the vesting period following
graded vesting method.

The amount of stock options outstanding as at March 31, 2024 was ₹ 2,227.71 Million for 0.94 Million options exercisable as
on that date (The corresponding amount in stock options outstanding account as on March 31, 2023 was ₹ 2,222.02 Million
for 1.66 Million options exercisable as on that date). Please refer “Other Equity” under Statement of Changes in Equity in the
consolidated financials for details.

Gain on Bargain Purchases

As per Ind AS 103 - “Business Combinations”, if the net fair value of the identifiable assets, liabilities and contingent
liabilities acquired exceeds the cost of business acquisition, a gain is recognised as Gain on bargain purchases under other
comprehensive income. The Company has carried out the fair valuation of all identifiable assets, liabilities and contingent
liabilities acquired under the business acquisitions after the date of transition to Ind AS (i.e. April 1, 2015). Based on this, the
Gain on bargain purchases stood at ₹ 63.61 Million as at March 31, 2024 as compared to ₹ 62.67 Million as at
March 31, 2023. Please refer “Other Equity” under Statement of Changes in Equity in the consolidated financials for details.

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 Management Discussion and Analysis

Capital Redemption Reserve

Capital redemption reserve represents the nominal value of the shares bought back; and is created and to be utilised in
accordance with Section 69 of the Companies Act, 2013. The Capital redemption reserve was unchanged and stood at ₹
35.75 Million as at March 31, 2024 and March 31, 2023. Please refer “Other Equity” under Statement of Changes in Equity in
the consolidated financials for details.

Retained Earnings

The balance retained in the Statement of Profit and Loss as at March 31, 2024 is ₹ 19,346.09 Million, after appropriation
towards dividend of ₹ 4,153.95 Million and transfer to General Reserve of ₹ 3,965.23 Million.

The details of changes in Retained Earnings are as follows:

(In ₹ Million)

For the year ended For the year ended

Particulars March 31, 2024 March 31, 2023
Opening balance 16,607.36 13,553.90
Net profit for the year 10,934.91 9,210.93
Items recognised in / from other comprehensive income for (77.00) (12.38)
the year
Dividend (4,153.95) (2,980.58)
Transfer to general reserve (3,965.23) (3,164.51)
Closing balance 19,346.09 16,607.36

Please refer “Other Equity” under Statement of Changes in Equity in the consolidated financials for details.

Securities Premium Reserve

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with the
provision of section 52 of the Companies Act, 2013. The securities premium reserve has a balance of ₹ 1,601.80 Million as at
March 31, 2024. Please refer “Other Equity” under Statement of Changes in Equity in the consolidated financials for details.

Treasury shares

Treasury shares represent the numbers of shares held by PSPL ESOP Management Trust. The treasury shares has a balance of
₹ 2,085.84 Million as at March 31, 2024 as compared to ₹ 2,435.67 Million as at March 31, 2023. Please refer “Other Equity”
under Statement of Changes in Equity in the consolidated financials for details.

PSPL ESOP Management Trust reserve

PSPL ESOP Management Trust reserve represents the dividend received by ESOP Management trust from the Company. The
PSPL ESOP Management Trust reserve has balance of ₹ 140.64 Million as at March 31, 2024 as compared to ₹ 70.31 Million
as at March 31, 2023. Please refer “Other Equity” under Statement of Changes in Equity in the consolidated financials for
details.

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Management Discussion and Analysis

Effective Portion of Cash Flow Hedges

The Company derives a substantial part of its revenues in foreign currency while a major part of its expenses is incurred in
Indian Rupees. This exposes the Company to the risk of loss due to fluctuations in foreign currency rates.

The following chart shows movement of monthly spot and forward rates of the Rupee against the USD in Financial year

2023-24, indicating the volatility that the currency faced throughout the year:

₹/$ Currency Movement

The Company minimises the foreign currency fluctuation risk as per Company’s Foreign Exchange Risk Management Policy.
The Company holds plain vanilla forward contracts against expected future receivables in USD to hedge the risk of changes in
exchange rates.

As per the accounting principles laid down in Ind AS 109 – “Financial Instruments” relating to cash flow hedges, derivative
financial instruments which qualify for cash flow hedge accounting are fair valued at the balance sheet date and the effective
portion of the resultant loss/(gain) is debited/(credited) to the hedge reserve under other comprehensive income and the
ineffective portion is recognised in the statement of profit and loss. Derivative financial instruments are carried as forward
contract receivable when the fair value is positive and as forward contract payable when the fair value is negative.

Changes in the fair value of derivative instruments that do not qualify for hedge accounting are recognised in the statement of
profit and loss as they arise. Hedge accounting is discontinued when the hedging instrument expires or is sold, or terminated,
or exercised, or no longer qualifies for hedge accounting. Any cumulative gain or loss on the hedging instrument recognised
under other comprehensive income is transferred to the statement of profit and loss when the forecasted transaction occurs
or affects profit or loss or when a hedged transaction is no longer expected to occur.

Accordingly, the Hedge Reserve (net of tax effects) as at March 31, 2024 stood at a credit balance of ₹ 23.85 Million as
against a debit balance of ₹ (5.76) Million as at March 31, 2023. Please refer “Other Equity” under Statement of Changes in
Equity in the consolidated financials for details.

Exchange Differences on Translating the Financial Statements of Foreign Operations

While consolidating the financial statements of subsidiaries (including step down subsidiaries) with the financial statements
of the Parent Company, the assets and liabilities are stated in Indian Rupees by applying the closing exchange rates, equity is
stated in Indian Rupees by applying the historical exchange rates and income and expenditure are stated in Indian Rupees by

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 Management Discussion and Analysis

applying the average exchange rates. This creates exchange difference on consolidation which is accumulated under foreign
currency translation reserve.

The balance in the foreign currency translation reserve was ₹ 1,610.22 Million as at March 31, 2024 as against ₹ 1,505.40
Million as at March 31, 2023. Please refer “Other Equity” under Statement of Changes in Equity in the consolidated financials
for details.

Non-current Assets (other than non-current financial assets)

The non-current assets (other than non-current financial assets) as at March 31, 2024 stood at ₹ 22,549.98 Million as against
₹ 23,574.67 Million as at March 31, 2023. The details are as below:
(In ₹ Million)
Particulars As at March 31, 2024 As at March 31, 2023
Property, Plant and Equipment 4,420.03 4,859.95
Capital work-in-progress 335.26 161.38
Right of use assets 2,307.18 2,198.21
Goodwill 10,912.56 7,183.71
Other Intangible assets 4,574.95 9,171.42
Total 22,549.98 23,574.67

The reduction in Other Intangible assets is mainly due to reclassification on purchase price allocation of business combination
- ₹ 3,322.19 accounted as Goodwill in the current year.

Property, Plant and Equipment

The gross block of Property, Plant and Equipment amounted to ₹ 12,354.06 Million as at March 31, 2024 as against
₹ 11,936.12 Million as at March 31, 2023. The increase is primarily because of acquisition of computers during the year.

Capital Work-in-progress

Capital work-in-progress (Capital WIP) stood at ₹ 335.26 Million as at March 31, 2024 as against ₹ 161.38 Million as at March
31, 2023. The increase is partly attributable to the investment in software used for internal systems needed to support the
increased scale of operations and partly to new office facilities.

Right of Use Assets

The gross block of Right of Use assets stood at ₹ 3,772.07 Million as at March 31, 2024 as against ₹ 3,126.27 Million as at
March 31, 2023. Net additions of ₹ 645.80 Million have been made towards renewals/ additions of leased office premises.

Goodwill

Goodwill represents the cost of business acquisition in excess of the Company’s interest in the net fair value of identifiable
assets, liabilities and contingent liabilities of the acquired entities. The Goodwill as at March 31, 2024 was ₹ 10,912.56 Million
as against ₹ 7,183.71 Million as at March 31, 2023. The increase is due to reclassification on purchase price allocation of
Business Combination completed in the current year.

Other Intangible Assets

The gross block of intangible fixed assets amounted to ₹ 15,688.86 Million as at March 31, 2024 as against ₹ 18,644.66
Million as at March 31, 2023. This amount as at March 31, 2024 is after the reclassification on purchase price allocation of

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Management Discussion and Analysis

Business Combinations.

Please refer note no. 44 of the consolidated financial statements for details.

Non-current Financial Assets

The non-current financial assets as at March 31, 2024 were ₹ 6,794.63 Million as against ₹ 6,145.05 Million as at
March 31, 2023. The details of non-current financial assets are as follows:

(In ₹ Million)

Particulars As at March 31, 2024 As at March 31, 2023

Trade receivable 730.18 709.45
Investments 5,539.14 4,516.00
Other non-current financial assets 525.31 919.60

Total 6,794.63 6,145.05

Non-current Financial Assets: Trade receivable

In some IP deals, we have deferred credit arrangement with certain large enterprise customers. These customer outstanding
being realisable after 12 months, are shown as Non-current trade receivables. It was ₹ 730.18 Million as at March 31, 2024 as
against ₹ 709.45 Million in the previous year.

Non-current Financial Assets: Investments

The total non-current investments as on March 31, 2024, stood at ₹ 5,539.14 Million as against ₹ 4,516.00 Million in the
previous year. The net increase in non-current investments is mainly due to increase in investment in mutual funds net of
impairment of investment in Trunomi Inc. – the value of impairment being ₹ 20.85 Million.

Please refer note no. 6 of the consolidated financials for details.

Other Non-current Financial Assets

Other non-current financial assets consist of the non-current deposits with banks and the financial institutions including
interest accrued on these deposits.

The Company has fully provided for the deposits of ₹ 130.00 Million with IL&FS Ltd and ₹ 300.00 Million with IL&FS
Financial Services Ltd.

During the year, the Company has received proceeds from maturity of the deposits of HDFC Limited of ₹ 400 Million.

Please refer note no. 8 of the consolidated financials for details.

Deferred Tax Assets and Deferred Tax Liabilities

The net deferred tax assets on March 31, 2024 amounted to ₹ 1,340.88 Million as against ₹ 1,129.29 Million as on
March 31, 2023

Please refer note no. 9 of the consolidated financials for component-wise details of deferred tax balances.

Other Non-current Assets (other than financial assets)

Other non-current assets other than financial assets includes Income tax assets (net) and other non-current assets. The
amount of Income tax assets (net) was ₹ 387.05 Million as at March 31, 2024 as against ₹ 451.71 Million as at March 31, 2023
and Other non-current assets was ₹ 1,413.03 Million as at March 31, 2024 as against ₹ 959.29 Million as at March 31, 2023.
The details for the Other non-current assets are given below:

(In ₹ Million)

Particulars As at March 31, 2024 As at March 31, 2023

Capital advances 826.67 629.15
165.75 -
Simple Agreement for Future Equity (SAFE)*

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 Management Discussion and Analysis

420.61 330.14
Prepayments
Total 1,413.03 959.29
*Investment in SAFE relates to a design firm in the area of semiconductors

Current Financial Assets

(In ₹ Million)

Particulars As at March 31, 2024 As at March 31, 2023

Investments 2,726.54 1,879.66
16,761.13 15,253.22
Trade receivables (net)
6,625.15 4,670.12
Cash and cash equivalents
3,603.71 4,362.68
Bank balances other than cash and cash equivalents
6,621.83 4,882.17
Other current financial assets
Total 36,338.36 31,047.85

Current Investments

As per the Investment Policy approved by the Board of Directors, the Company invests its surplus funds in liquid and debt
schemes and fixed maturity plans of reputed mutual funds with a focus on capital preservation, liquidity and optimisation
of returns.

Investment in mutual funds classified under current investments stood at ₹ 2,726.54 Million as at March 31, 2024 as
compared to ₹ 1,879.66 Million as at March 31, 2023.

Trade Receivables

Trade receivables (net of provision for doubtful debts) amounted to ₹ 16,761.13 Million as at March 31, 2024 as against
₹ 15,253.22 Million as at March 31, 2023.

The Company uses a provisioning policy approved by the Board of Directors to compute the expected credit loss allowance
for trade receivables. The policy takes into account available external and internal credit risk factors and the historical payment
track record of customers. Further, the policy incorporates the provisioning of all customer balances which are overdue for a
period of more than 180 days.

Provision for doubtful debts stood at ₹ 398.64 Million as at March 31, 2024 as against ₹ 188.96 Million as at March 31, 2023.

Please refer Note 12 of the consolidated financials for details.

DSO as at March 31, 2024 was 63 days as against 68 days as at March 31, 2023.

Cash and Cash Equivalents

Cash and cash equivalents include bank balances and cash on hand. Cash and cash equivalents increased to
₹ 6,625.15 Million as at March 31, 2024 from ₹ 4,670.12 Million as at March 31, 2023.

Bank balances other than cash and cash equivalents

Deposits with banks having maturity of less than twelve months from the balance sheet date including interest thereon
and the balances on unpaid dividend accounts are considered under other bank balances. These deposits amounted to
₹ 3,600.79 Million as at March 31, 2024 as compared to ₹ 4,359.63 Million as at March 31, 2023. The balances on unpaid
dividend accounts was ₹ 2.92 Million as at March 31, 2024 as against ₹ 3.05 Million as at March 31, 2023.

Please refer Note 14 of the consolidated financials for details.

Other Current Financial Assets

Other current financial assets were ₹ 6,621.83 Million as at March 31, 2024 as compared to ₹ 4,882.17 Million as at March 31,
2023. Following are the components of other current financial assets:
(In ₹ Million)

Particulars As at March 31, 2024 As at March 31, 2023

Security deposits 57.95 26.56
Forward contracts receivable 42.54 -

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Management Discussion and Analysis

Other receivable - 184.38

Unbilled revenue 6,521.34 4,671.23
Total 6,621.83 4,882.17

The amount of forward contracts receivable represented favourable position (i.e. Mark To Market gain) as at the Balance Sheet
date in respect of the forward contracts entered by the Company. Unbilled revenue represents revenue recognised in relation
to work done until the Balance Sheet date for which billing has not taken place.

Please refer Note 16 of the consolidated financials for details.

Other Current Assets

Other current assets were ₹ 4,893.49 Million as at March 31, 2024 as compared to ₹ 3,418.26 Million as at March 31, 2023.
Other current assets include advances recoverable in cash or kind within a period of twelve months from the Balance Sheet
date and VAT and GST receivable.

Current ratio was 1.89 as at March 31, 2024 as against 1.71 as at March 31, 2023.

Non-current Liabilities

(In ₹ Million)
Particulars As at March 31, 2024 As at March 31, 2023
Financial liabilities
Borrowings (non-current portion) 99.15 2,057.59
Lease liabilities 1,608.09 1,592.20
Provisions 546.96 373.03
Other financial liabilities (Liability towards contingent - 2,888.92
consideration)
Other non-current liabilities 44.44 34.83
Total 2,298.64 6,946.57

Non-current Financial Liabilities- Borrowings

Under the scheme of New Millennium India Technology Leadership Initiative (NMITLI), the Company has undertaken a project
on the ‘System based Computational Model of Skin’. As a part of this scheme, Council for Scientific and Industrial Research
(CSIR) has granted a financial help in the form of a loan at a nominal rate of interest of 3% p.a. Based on the project costs,
an amount of ₹ 40.71 Million had been sanctioned as a long-term loan. The loan is repayable in ten equal annual instalments
commencing from October 2015. Loan amount outstanding under this scheme amounted to ₹ 1.85 Million as on March 31,
2024 as against ₹ 3.69 Million as on March 31, 2023.

Under the COVID-19 scheme for medium and small scale industries by the Government of Switzerland, the step-down
subsidiary company has received an interest free loan in March 2020 for a term of 5 years for an amount of CHF 500,000.
Loan amount outstanding amounted to Nil as on March 31, 2024 as against ₹ 33.61 Million as on March 31, 2023.

The Company has obtained three loans from HSBC for funding the business acquisitions of SCI Fusion, Data Glove and
MediaAgility. The Parent Company has provided a Letter of Comfort to the Lender.

Following are the key terms of loans outstanding as on March 31, 2024:

Repayment terms ₹ Million Interest rate

Loan 1: Repayable over a period of 3 years in equal 405.42 SOFR + 155 bps
monthly instalments commencing from November 2021

Loan 2: Repayable over a period of 3 years in equal 973.00 SOFR + 155 bps
monthly instalments commencing from April 2022
Loan 3: Repayable over a period of 3 years in equal 681.10 SOFR + 155 bps
monthly instalments commencing from May 2022
Total 2,059.52

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 Management Discussion and Analysis

The overall break-up of total borrowings is summarized below:

(In ₹ Million)
Particulars As at March 31, 2024 As at March 31, 2023
Term Loans
Indian Rupee loan 1.85 3.69
Interest accrued but not due 0.02 0.06
Foreign Currency loan from others
Loan from Govt. of Switzerland - 33.61
Loan from HSBC 2,059.52 4,247.73
Interest accrued on loan from HSBC 11.80 21.85
Total 2,073.19 4,306.95

Out of the total outstanding balance of ₹ 2,073.19 Million, the balance of ₹ 1,974.04 Million is repayable within twelve months
from the Balance Sheet date and hence, reclassified to Other Current Financial Liabilities.

Please refer Note 19 of the consolidated financials for details.

Debt-equity ratio as at March 31, 2024 was 0.04:1 as against 0.11:1 as at March 31, 2023.

Non-current Liabilities- Lease liabilities

The balance of ₹ 1,608.09 Million represents the non-current portion of Lease Liability as at March 31, 2024 as against
previous year balance of ₹ 1,592.20 Million.

Non-current Liabilities- Provisions

The long-term provisions are those provisions which are not expected to be settled within twelve months from the date of
the Balance Sheet. Long term provisions include the liability towards long service award. The total long-term provisions have
increased to ₹ 546.96 Million as at March 31, 2024 as compared to ₹ 373.03 Million as at March 31, 2023 mainly due to an
increase in the number of employees.

Non-current Liabilities- Other financial liabilities

The balance of ₹ 44.44 Million represents the non-current portion of Unearned revenue as at March 31, 2024 as against
previous year balance of ₹ 34.83 Million.

Current Liabilities

(In ₹ Million)

Particulars As at March 31, 2024 As at March 31, 2023

Financial liabilities
- Trade payables 8,138.62 5,689.08
- Lease liabilities 830.01 676.39
- Borrowings 1,974.04 2,249.36
- Other financial liabilities 3,718.27 3,922.85
Other current liabilities 3,302.82 2,647.71
Provisions 3,330.66 4,649.24
Income tax liabilities (net) 547.29 294.14
Total 21,841.71 20,128.77

Trade Payables

Trade payables increased to ₹ 8,138.62 Million as at March 31, 2024 from ₹ 5,689.08 Million as at March 31, 2023 essentially
on account of the growth in operations of the Company.

Lease Liability

The balance of ₹ 830.01 Million represents the current portion of Lease Liability as at March 31, 2024 as against previous year
balance of ₹ 676.39 Million.

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Management Discussion and Analysis

Other Current Financial Liabilities

Other current financial liabilities include capital creditors, accrued employee liabilities, unpaid dividend and other contractual
liabilities. Other current financial liabilities have decreased to ₹ 3,718.27 Million as at March 31, 2024 from ₹ 3,922.85 Million
as at March 31, 2023 due to reduction in capital creditors.

During the year, the Company has done the fair valuation of contingent consideration payable towards the acqusitions of
business to the erstwhile shareholders of Data Glove Inc., Software Corporation International and SCI Fusion 360, LLC and
Shree Partners. Based on the fair valuation, the liability has been adjusted by ₹ 743.03 Million and the effect of the same has
been taken to Other expenses in Profit & Loss account.

The details of major components of other current financial liabilities are shown below:
(In ₹ Million)

Particulars As at March 31, 2024 As at March 31, 2023

Capital creditors 79.97 583.07
Accrued employee liabilities 1,092.42 840.04
Unpaid dividend 2.92 3.05
Other liabilities 78.41 12.11
Foreign exchange forward contracts - 67.67
Liability towards contingent consideration 2,464.55 2,416.91
Total 3,718.27 3,922.85

Other Current liabilities

Other current liabilities include unearned revenue, advances from customers and statutory and other liabilities. Unearned
revenue represents the billing in respect of contracts for which the revenue is not recognised. The other current liabilities have
increased to ₹ 3,302.82 Million as at March 31, 2024 from ₹ 2,647.71 Million as at March 31, 2023.

Please refer Note 24 of the consolidated financials for details.

Current Liabilities - Provisions

The short term provisions denote the employee liabilities and other provisions expected to be settled within a period of
twelve months from the date of the Balance Sheet. The short term provisions were ₹ 3,330.66 Million as at March 31, 2024 as
against ₹ 4,649.24 Million as at March 31, 2023. The details of the components of short term provisions are given below:

(In ₹ Million)

Particulars As at March 31, 2024 As at March 31, 2023

Provision for employee Benefits
Gratuity 0.13 0.09
Leave encashment 1,651.87 1,167.97
Long service awards 34.02 34.18
Other Employee benefits 1,644.64 3,447.00

Total 3,330.66 4,649.24

Income Tax Liabilities (Net)

Current tax liabilities were ₹ 547.29 Million as at March 31, 2024 as against ₹ 294.14 Million as at March 31, 2023.

Revenue from Operations (Net)

The Company provides product engineering services, platform-based solutions and IP-based software products for global
customers.

The revenue for the year in USD terms was up by 14.48% at USD 1,186.05 Million as against USD 1,035.98 Million in the
previous year. In Rupee terms the revenue was ₹ 98,215.87 Million against ₹ 83,505.92 Million representing a growth of

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 Management Discussion and Analysis

17.62% over the previous year. The average rate of rupee depreciated by 2.72% during the year against US Dollar.

The operating segments of the Group are:

\ Banking, Financial Services and Insurance (BFSI)

\ Healthcare & Life Sciences

\ Software, Hi-Tech and Emerging Industries

Following is the graphical presentation of the contribution of the segments in the total revenue:

Revenue Shares by Segments

Particulars FY24 FY23

- Software, Hi-Tech and Emerging Industries 46.78% 48.04%
- Healthcare & Life Sciences 21.26% 19.35%
- BFSI 31.96% 32.61%

FY 2024 FY 2023

(In ₹ Million)

For the Year ended March For the Year ended

Particulars 31, 2024 March 31, 2023 Growth
Segmental revenue
- BFSI 31,385.58 27,231.45 15.25%
- Healthcare & Life Sciences 20,880.32 16,161.07 29.20%
- Software, Hi-Tech and Emerging Industries 45,949.97 40,113.40 14.55%
Total 98,215.87 83,505.92 17.62%
Segmental Operating Income
- BFSI 11,523.86 10,004.47 15.19%
- Healthcare & Life Sciences 8,671.22 8,013.54 8.21%
- Software, Hi-Tech and Emerging Industries 11,804.66 12,282.50 (3.89%)
Total 31,999.74 30,300.51 5.61%
Segmental Operating margin %
- BFSI 36.72% 36.74%
- Healthcare & Life Sciences 41.53% 49.59%
- Software, Hi-Tech and Emerging Industries 25.69% 30.62%

The segment operating margins for Healthcare and Software and Hi-Tech segments decreased, as the growth was led by onsite
business, which has structurally lower margin.

In terms of geographical mix of revenue, North America continued to dominate by contributing 79.6% of the total revenue.

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Management Discussion and Analysis

Contribution from Europe was 9.0%, from India it was 9.9% while Rest of the World contributed 1.5% of total revenue.

The details in respect of percentage of revenues generated from top customer, top 5 customers and top 10 customers are as under:

Revenue Concentration 2023-24 2022-23

Top 1 9.40% 9.22%
Top 5 27.70% 27.00%
Top 10 39.00% 36.74%

Other Income

As explained in Note 27 of the consolidated financials, Other Income consists of income from investment of surplus funds in
the form of dividend from mutual funds, profit on sale of investments, interest on deposits and bonds, foreign exchange gain
and miscellaneous income. Other income has increased to ₹ 1,280.20 Million for the year ended March 31, 2024 from ₹ 706.17
Million for the year ended March 31, 2023. The increase in Other Income is attributable to higher investment income on surplus
funds, Foreign Exchange Gain of ₹ 84.97 Million as against an Exchange Loss of ₹ 133.24 Million in the previous year and
increase in Miscellaneous Income to ₹ 343.67 Million as against ₹ 130.26 Million in the previous year.

The details of other income are given below:

(In ₹ Million)
For the Year ended For the Year ended
Particulars March 31, 2024 March 31, 2023 Change
Investment income (including interest, dividend, fair 851.56 709.15 20.08%
value gain/loss and profit on sale of investments)

Foreign exchange gain 84.97 (133.24) (163.77%)

Miscellaneous Income (including Advances and excess 343.67 130.26 163.83%
provisions written back and profit on sale of fixed assets)
Total 1,280.20 706.17 81.29%

Personnel Expenses

Personnel Expenses for the year amounted to ₹ 71,102.40 Million against ₹ 60,121.66 Million for the previous year, showing an
increase of 18.26%. As a percentage of revenue, these expenses were 72.39% during the year as compared to 72.00% in
the previous year.

Please refer Note 28 of the consolidated financials for details.

Other Expenses

Operating and other expenses for the year amounted to ₹ 10,356.61 Million against ₹ 8,193.01 Million in the previous year. As
a percentage of revenue, the expenses increased to 10.54% from 9.81%.

The main reasons for variations in Operating and other expenses are as below:

\ Travelling and conveyance costs went up by ₹ 273.47 Million due to increased travel post pandemic and increase
in tariffs

\ Purchase of software licenses went up by ₹ 2,196.46 Million mainly due to increased headcount and an increase in the
cost of sale for few partner IP transactions as part of managed services contracts.

\ Legal and professional fees have increased by ₹ 137.69 Million on account of due diligence and other legal fees incurred
for acquired businesses.

Please refer Note 29 of the consolidated financials for more details.

Profit Before Interest, Tax, Depreciation and Amortisation

During the year, the Company reported Profit before interest, tax, depreciation and amortisation of ₹ 18,037.06 Million
representing an increase of 13.46% over Profit before interest, tax, depreciation and amortisation of ₹ 15,897.42 Million
during the previous year. The margin of Profit before interest, tax, depreciation and amortisation decreased to 18.36% during
the year as compared to 19.04% in the previous year. The decrease in margin is mainly due to increased cost of operations,

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 Management Discussion and Analysis

investments made in sales and marketing and in building capabilities to adapt to changes in the market.

Depreciation and Amortisation

The depreciation and amortisation for the year amounted to ₹ 3,093.73 Million as against ₹ 2,718.95 Million in the previous
year. Increase is mainly on account of amortisation of intangibles acquired under business combinations and new addition
during the year in Property, Plant and Equipment.

Depreciation and amortisation as a percentage of revenue was 3.15% for the year against 3.26% for the previous year.

The details on depreciation and amortisation is as given below:

(In ₹ Million)

Particulars For the year ended March 31, 2024 For the year ended March 31, 2023
On Property, Plant and Equipment 1,187.51 1,008.93
On Other Intangible assets 651.50 484.08
On Right of Use assets 1,254.72 1,225.94
Total 3,093.73 2,718.95

Exceptional item

In respect of export incentives pertaining to previous periods amounting to ₹ 255.52 Million, which have been refunded
under protest with interest of ₹ 41.03 Million, aggregating to ₹ 296.55 Million, the Company had filed an application with
Directorate General of Foreign Trade (DGFT). The Company believes that its services were eligible for the export incentives
and the dispute is purely an interpretational issue given the highly technical nature. With the intention of avoiding litigation
and settling the dispute, the Company had applied before the Settlement Commission for settlement of the case and had
offered to forego ₹ 296.55 Million. The Company had recognised a provision of ₹ 296.55 Million for the quarter ended 31
December 2022, which was presented as an “exceptional item” in the statement of profit and loss for that period. During the
year, the Settlement Commission has approved the Company’s application and has settled the liability of ₹ 296.55 Million
including interest. As the amount has already been provided for in full by the Company, no further adjustment is necessary in
these financial statements.

Tax Expense

Tax expense consists of current tax and deferred tax.

The Company’s two major tax jurisdictions are India and the United States, though the Company also files tax returns in other
overseas jurisdictions.

The tax expense for the year amounted to ₹ 3,752.84 Million (including tax charge in respect of earlier years of ₹ 73.19 Million)
against ₹ 3,111.77 Million [including tax charge in respect of earlier years of ₹ (3.54) Million] in the previous year. The deferred
tax credit for the year was ₹ 211.69 Million against deferred tax debit of ₹ 85.82 Million in the previous year.

The total tax expense for the year amounted to ₹ 3,541.15 Million against ₹ 3,197.59 Million for the previous year. The Effective
Tax Rate (ETR) for the year amounted to 24.46% as compared to 25.77% in the previous year.

Please refer Note 33 for reconciliation of estimated income tax expense at Indian statutory income tax rate to income tax
expense reported in statement of profit and loss.

Net Profit after Tax

The Net Profit for the year amounted to ₹ 10,934.91 Million against ₹ 9,210.93 Million for the previous year, an increase of 18.72%.
The Net Profit margin for the year was 11.13% as compared to 11.03% in the previous year.

Dividend

The interim dividend per share for the year was ₹ 32 per share of ₹ 10 each. The proposed final dividend is ₹ 10 per share of
₹ 5 each (post sub-division). For a like-to-like comparison, pre-split, comparable numbers are ₹ 52 for this year as compared

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Management Discussion and Analysis

to ₹ 50 for the previous year and on post-split basis, comparable amount of dividend is ₹ 26 per share for this year as
compared to ₹ 25 per share in the previous year.

The total appropriation towards interim dividend for the year was ₹ 2,461.60 Million as against ₹ 2,139.90 Million for the
previous year.

On approval of final dividend of ₹ 10 per share of ₹ 5 each which was recommended by the Board in its meeting held in April
2024, the amount of ₹ 1,540.50 Million will be appropriated from reserves. Subject to approval in the AGM, dividend will be
paid on the basis of outstanding shares as on the date of distribution.

Summary of dividends declared

Financial Year 2023-24 Financial Year 2022-23

Type of Dividend Interim Final Interim Final
Month of Declaration/recommendation Jan-24 Apr-24 Jan-23 Apr-23
Amount of Dividend Per Equity Share
of ₹ 5 each (In ₹) 16 10* 14 11
% of Dividend 160% 100% 140% 110%
Total Dividend* (In ₹ Million) 2,461.60 1,540.50 2,139.90 1,692.35
Total Dividend Outflow for the Year (In ₹ Million) 4,002.10 3,832.25

The dividend payout ratio (including proposed final dividend) for the year was 36.60% as compared to 41.61% for the previous
year which included special dividend on the occasion of the Company crossing $1B in revenues. Without considering special
dividend the dividend payout ratio was 33.25%.

All numbers are after considering impact of share split.

*Subject to approval in the AGM, dividend will be paid on the basis of outstanding shares as on the date of distribution..

Earnings Per Share (EPS)

Basic and Diluted earnings per share went up to ₹ 72.44 per share (₹ 144.88 pre-split) and ₹ 71.07 per share (₹ 142.14 pre-
split) respectively, compared to ₹ 61.87 per share (₹ 123.73 pre-split) and ₹ 60.26 per share (₹ 120.52 pre-split) respectively
in the previous year, recording an increase of 17.08% and 17.94% respectively. The impact of share split is considered for
calculation of EPS.

Ratio Analysis and its Elements

March 31, March 31, Reason for variance
Sr. No Ratio 2024 2023 % change (If more than 25%)
1\ Current ratio 1.89 1.71 10.53%
2\ Debt-Equity ratio 4.18% 10.86% (6.68)% -

3\ Debt Service Coverage ratio 8.49 6.51 30.41% The increase in interest rates and incremental
borrowings during the year ended March 31,
2024, primarily resulted in higher finance
expense.
4\ Return on Equity ratio 24.94% 25.66% (0.72)% -
5\ Trade Receivables turnover ratio 5.51 5.13 7.29% -
6\ Trade payables turnover ratio 2.73 3.23 (15.62)% -
7\ Net capital turnover ratio 5.07 5.82 (13.03)% -
8\ Net profit ratio 11.13% 11.03% 0.10% -
9\ Return on Capital employed 28.58% 30.43% (1.85)% -
10\ Return on investment 6.86% 5.28% 1.60% -

** Earnings available for debt service = Profit Before Tax + Finance cost + Depreciation & Amortisation - Other income - Lease
payments

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 Management Discussion and Analysis

This space is intentionally kept blank.

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 281
Report on Risk Management

Persistent’s Approach to Risk Management

Persistent has a well-defined Risk Management framework that includes a risk management policy, risk management
processes, governance, and awareness programmes. Our Enterprise Risk Management (ERM) function aims to strengthen
and embed proactive risk management culture across the organisation.

The ERM function works closely with the various organisational units and their leadership to facilitate the risk management
process.

ERM Objectives

\ Promote an effective risk management system that supports the Company’s growth strategy, business objectives
and ensure resilience to the business dynamics.

\ Improve institutional decision-making by giving senior management and Board of Directors timely and accurate information
that helps them better comprehend the risks and possibilities at the enterprise level, and then propose mitigation plans
to achieve the desired objectives.

\ Enhance the company’s capacity to achieve its legal, regulatory, and policy compliance obligations.

\ Strengthen the business’s capacity to recognise its most important resources and put strategies in place to protect and
strengthen them.

\ Establish a process to identify and assess risks that may impact the business continuity of the Company and define
response and recovery plans for such risks.

\ Proactively identify potential opportunities and risks to prepare for future breakthroughs and obstacles.

\ Strengthen the organisation’s capacity to comprehend and control risk exposures and establish a culture of responsible
risk-taking.

\ Integrate opportunity and risk assessment analysis into the company’s periodic planning procedures (for example, strategic
planning, annual budget cycle, etc.).

ERM Framework

The Enterprise Risk Management (ERM) framework adopted by Persistent is mapped as per the ISO Standard 31000:2018
Risk Management — Guidelines, COSO: ERM — Integrating Strategy and Performance (2017), and the requirements of
various applicable regulations in India. Our ERM framework is a holistic approach to managing the full range of risks the
Company faces, especially risks that are critical to its strategic success. The framework provides guidance for identifying,
assessing, measuring, monitoring, and responding to risks across the enterprise in a way that is aligned with its strategic
objectives and risk appetite. ERM function reports the risks to the executive leadership and Risk Management Committee
(RMC) of the Board for their regular oversight.

The responsibility for risk management is shared across the organisation for an effective and consistent process. There are
dedicated forums involving leadership and ERM function to address operational and contractual risks.

Below is the risk management process followed at Persistent:

ERM Process Flow

\ Identifying plausible uncertainties or risks that may impact the successful achievement of functional, organisational, and
business objectives or threaten the business continuity of the Company. The risks are categorised into financial, operational,
reputational, regulatory, extended enterprise, strategic, sustainability, and technology for further assessment.

\ Analyzing and assessing the potential impact, likelihood and velocity of existing and newly identified risks and determining
the readiness to manage them.

\ Evaluating the results of the risk analysis with the established risk criteria and prioritizing them based on criticality to help
decide on the appropriate risk management strategy.

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 Report on Risk Management

\ Formulating risk response strategies to evade / prevent / eliminate the root causes of the risks and the occurrence of
risk event, especially in case of key risks.

\ Integrating mitigation plans devised by the risk owners in the day-to-day activities and monitoring them closely.

\ Monitoring and reviewing risks on a periodic basis for continuous risk assessment.

\ Re-evaluating the risk environment and the risk events and updating the mitigation plans if necessary.

\ Reporting relevant risk information to Risk Management Committee of the Board in a timely manner to provide the
necessary basis for risk-informed decision-making.

Risk Categorisation

Risk categorisation at Persistent follows the “FORRESSSTT” model which has been derived from the “PESTEL*” model.
Details are provided below:

Risk Domains Definition

Financial Risk of potential financial loss resulting from breach of key risk indicators, ineffective or inefficient
processes and controls.

Operational Risk of potential breakdowns/deficiencies in process effectiveness or efficiency resulting from controls and / or
process design weakness which may cause material exposure.

Reputational Risk of a potential tarnished reputation, loss of marketplace or investor confidence caused by a breach in
risk management requirements, Operational breakdown, legal/regulatory breach, unsuccessful product
launch or other reputational-impacting event.

Regulatory Potential fines, litigation costs or enforcement actions from regulators resulting from changes in the legal
and regulatory environment, perceived or actual conflicts of interest, and potential actions or breaches of
compliance and / or risk management requirements.

Extended Enterprise Risk of potential disruption caused by a failure to identify, measure, and mitigate risks at key
third-party organisations.

Sectoral Industry risks pertaining to the sector of business.

Strategic Potential risk(s) that could disrupt the assumptions at the core of an organisation’s business strategy,
including risks to strategic positioning, strategic execution and strategic choices and consequences —
impeding the organisation’s ability to achieve its strategic objectives.

Sustainability – ESG Risks associated to manage corporate responsibility and sustainable development issues that deliver top
and bottom-line growth for the long term and create maximum impact for beneficiaries.

Talent Risk arising from increase in staff turnover and well below the industry / market trend, Resignations of
staff members, Employee attrition rate more than target rate.

Technology & Cyber Risk arising from system defects, such as failures, faults, or incompleteness in computer operations,
or illegal or unauthorised use of computer systems.

*PESTEL stands for Political, Economic, Social, Technological, Environmental, Legal

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 283
Report on Risk Management

Risk Governance Structure

The Company has established three pillars of risk management responsibilities in its Governance structure as Risk Oversight,
Risk Infrastructure and Management, and Risk Ownership, that cascades the scope of activities to senior management and all
employees, across the subsidiaries of the Company.

The risk management governance structure at Persistent is as follows:

Reporting

Communications

Risk Governance
Board of and Oversight:
Annually
Directors The Risk Governance
and Oversight layer
comprises the Board
and Risk Management
Committee, who
Risk will play a pivotal
Audit role in framing and
Quarterly Management
Committee approving the ERM
Committee
Policy and guidelines
for the organisation.

Risk Infrastructure
Executive and Management:
Quarterly ERM Function Internal Audit
Risk Committee The Risk Infrastructure
and Management layer
comprises the Executive
Risk Committee, ERM
Function (CRO and
ERM team) who shall
support risk governance
and oversight function
and play a pivotal role
in implementation of
ERM framework in
the company.

Monthly / Leadership ERM Team Risk Ownership:

Quarterly The Risk Ownership
layer comprises of Risk
Owners and various
Risk committees who
shall be responsible
Risk Managers for performing risk
management activities
in the company.

Inputs from
Risk Response
Project Risks Stakeholder Risk Owners
Owners
POCs

284
Highlights of FY24

As the Company continues its growth journey beyond $1B in revenues, there is continued focus to embed risk management
in Persistent culture. Effective change management has led to adoption and enhancement of our Enterprise Risk Management
program to proactively identify and report risks. We evaluate emerging risks, risks emanating from changing economic,
geopolitical and ESG landscape, rapidly evolving technological disruptions with the guidance from the RMC of the Board.
This will help the Company to have a holistic understanding and better management of key risks as it plans to achieve its
strategic goals and objectives.

At Persistent, successful governance of critical risks is a strategic investment for sustainable growth. It is meant to prepare the
Company for a wide range of possible challenges in its growth journey.

Some of the key risks in the current business environment are given below:

Sr. Risk category

No. Key risks (FORRESSSTT) Risk triggers Measures for risk mitigation
1 Cyber-Attack Technology & External attacks, \ R
 obust Information Security Management System (ISMS)
and Cyber / Extended malware, compromised centred around comprehensive Information Security
Hacking Risk Enterprise credentials, Business email policies based on industry best practices and leading
compromise via. phishing security frameworks, with a continuous reinforcement of
and other cyber security security controls to ensure the confidentiality, integrity,
risks may result in data loss and availability of information assets
and loss of reputation
\ Multi-layered
 governance process with executive and
Board oversight

\ Third-party
 certifications such as ISO 27001, ISO 27017,
ISO 27018, ISO 27701, and SOC 2 Type II attestations
to demonstrate our commitment to cybersecurity

\ Continued
 investment and deployment of state-of-the-
art technologies such as Zero Trust, Advanced endpoint
protection solution, Dark / Deep web monitoring, etc.
to secure corporate infra, data & applications

\ Access
 controls including Multi Factor Authentication for
secure access to enterprise applications/network, special
handling of privileged administrator accounts, rigorous
access management on all cloud deployments

\ Mandatory
 training and adequate awareness measures
across employee life cycle ensure a strong human firewall

\ Implementation
 of enhanced Data Leakage prevention
platform to protect critical data

\ Encryption
 of data, data back-up and recovery
mechanisms for ensuring business continuity aligned to
ISO 22301:2019

\ Established
 threat intelligence, security monitoring and
incident response processes to detect and respond to
cybersecurity threats and incidents coordinated through
a 24x7 Security Operations Centre

\ Internal
 and external audits and red teaming to validate
effectiveness of controls
2 Data Privacy Regulatory / \ P
 ersistent operates \ R
 obust Privacy Information Management System (PIMS)
Risk Reputational globally and hence needs to safeguard personal data and ensure compliance with
to be compliant with the applicable legal, regulatory, and contractual obligations
data privacy laws across pertaining to data privacy and protection
countries where we
\ Global
 privacy policy covering all geographies, all areas
operate
of operations, and stakeholders

\ Data
 Loss Protection (DLP), Data Classification and
Data Encryption technologies are deployed to protect
personal information

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 285
Report on Risk Management

Sr. Risk category

No. Key risks (FORRESSSTT) Risk triggers Measures for risk mitigation
2 Data Privacy Regulatory / \ U
 nauthorised use or \ A
 ccess controls including Multi Factor Authentication,
Risk Reputational disclosure of employee Privileged administrator account management tools are
or company or customer deployed. All access provisioning is on a need-to-know
data may lead to either basis and access reviews are performed on a regular basis
breach of customer
\ Dedicated Data Protection Officer and Privacy team
contract or fines /
penalties from regulators \ Continuous
 strengthening of global privacy program
and / or damage to the through monitoring of regulatory mandates, revalidation
company’s reputation of existing frameworks, policies and processes and
ensuring applicability to customer contracts

\ Technical
 and organisation measures such as PII
Inventories, Privacy Impact Assessment, Incident
Management Procedures and Systems, Breach
Notification Management, Data Subject Rights Request
Management, etc.

\ Development
 of products & applications, including
change in processing of personal data go through
appropriate privacy assessments and approval

\ Vendors
 and third parties subjected to due diligence,
contracted with appropriate privacy obligations

\ Mandatory
 training on data protection, Privacy by
Design, and global privacy regulations. Continuous
awareness campaigns through blog posts, email
broadcasts, and online events

\ Periodic
 reviews and audits by independent audit firm
to verify compliance to obligations in addition to internal
audits across the ecosystem

\ Certified under ISO 27701:2019 — Privacy Information

Management System, ISO 27018:2014 — Securing
Personal Data in Cloud and SOC 2 Type 2 Attestation
3 Foreign Financial The Company operates \ N
 et foreign exchange earnings are hedged on 12 months
Exchange in the global environment rolling basis to cover 45% to 70% of net open positions
Risk and has maximum business
\ Guidance
 from the Board members is obtained every
from US geography hence
quarter regarding hedging quantum
Currency fluctuations is
a major risk \ Close monitoring of exchange rate movement is done

4 Geo-Political Strategic / Sectoral Changing Geo-political \ Conduct

 “Country Risk Assessments” based on
and Macro- landscape in multiple PESTEL Framework
Economic regions (war scenarios in
\ Engaged
 with geo-political consultants to get insights on
Risk Middle-East and Ukraine /
the changing geopolitical landscape
Russia), Macroeconomic
uncertainty around interest \ Monitoring
 and reporting of geo-political risks to the
rate cuts may impact RMC of the Board
customer discretionary \ Geo-Diversification
 for growth planned via Europe and
spends, leading to other geographies
potential impact on growth
opportunities \ Pro-active
 cost takeout proposals to customers to
improve their business efficiency

\ Enhanced focus on customer connects and relationships

\ Persistent
 is ISO 22301 certified and regular BCP testing
is performed

5 Credit Risk Financial Delay in collection of \ The

 Company has adopted an effective receivables
customer dues as a result management system to monitor and control the
of the global economic outstanding receivables
situation
\ Credit
 Risk is managed through policies, procedures, and
controls as a part of customer credit risk assessment

\ The
 Company has adopted expected credit loss model,
based on profile of the customer and aging pattern, to
assess the impairment loss or gain on trade receivables

286
Sr. Risk category
No. Key risks (FORRESSSTT) Risk triggers Measures for risk mitigation
6 Talent Talent / Operational \ M
 arket forces – After  mployee Grooming and Upskilling — Focus on
\ E
Demand and great resignation phase employee development and upskilling, enabling them
Employee that industry faced post to build their careers has been a part of the ‘Persistent
Attrition Risk COVID, talent market way’ of working. Persistent University offers an excellent
has been stable for last platform for employee to acquire skills, stay relevant
year. However, it is hard and enhance their skills and competencies. Persistent
to predict how long it invests in up-skilling of its associates in new age digital
will last. Any change technologies and runs Persistent’s Digital Engineering
in the market force Academy (PDEA). PDEA runs upskilling programs in
may increase voluntary Cloud, Data, Gen AI etc.
attrition
\ Employee
 engagement and all-round wellbeing — All
\ L
 imited talent pool in round wellbeing of our employee, has been central to our
emerging technology employee engagement approach, which covers physical,
areas — While larger financial, and psychological wellbeing. We conduct
talent demand has regular surveys to seek input from employee on various
stabilised, demand for aspects of their work to understand their engagement
emerging technologies is and expectations. Input thus received is processed to
still high. Talent pool for make necessary improvements in processes and policies
the same is limited. This
will continue to impact \ Persistent
 brand — our consistent growth over last
attrition several quarters, scale of operations, geographical
presence, and initiatives such as GWR (Guinness World
\ E
 mployee preferences Records) has been helping us continue to position
— Hybrid working Persistent as a leading brand in the industry. We continue
seems to be employee’s to invest in branding initiatives
preference
\ Inclusive Workplace — Persistent provides a diverse and
inclusive workplace which promotes creativity, diversity,
inclusivity, and enhanced work culture

\ The attrition level has been controlled at 11.5%

7 Global Regulatory / \ F
 ailure to comply \ T
 he Company uses a professional Compliance Manager
Regulatory Reputational with existing statutory Tool to report and monitor the regulatory compliances
Risk regulations, new applicable to the Company
(Emerging regulations, or
\ The
 Company also updates the Tool on ongoing basis
Risk) amendments to existing
with the amendments in the existing regulations and
regulations (e.g.,
inclusion of newly introduced legislations, if any
immigration, payroll and
social security, taxation, \ A
 framework is in place to assess the correctness of the
employment laws, data compliances which have been reported in the Tool
privacy laws etc.) where \ The
 Compliance status is placed before the Audit
the company operates Committee of the Board of Directors and the Board of
globally, may have an Directors of the Company in their meetings at
impact frequent intervals
\ P
 ersistent operates \ The
 Company has also appointed local consultants in
globally in major markets various geographies to advise and help the Company to
and industries. There the ensure the compliances in respective geographies
is an inherent risk of
non-compliance with \ The
 Company has a dedicated ESG function for the
the ever-evolving legal oversight of any ESG related regulatory compliance
landscape resulting changes. Company has been certified in- ISO14001:2015
into frequent legal Environmental Management System and ISO45001:2018
updates and changes in Occupational Health and Safety Management System
regulatory requirements
/ disclosures (including
regulations related
to ESG, ethical, and
hygiene practices) that
are applicable to our
business

All Rights Reserved © 2024. Persistent Systems Limited — 34th Annual report FY2023-24. 287
Report on Risk Management

Sr. Risk category

No. Key risks (FORRESSSTT) Risk triggers Measures for risk mitigation
8 Sustainability Sustainability — \ C
 limate change is \ T
 he Company’s facilities across India have been certified
Risk — ESG / Operational increasing the periodicity to be ISO 14001:2015 compliant
Climate and intensity of some
\ The
 Company has distributed operations, enablement of
change extreme weather events
remote working, agile delivery focus and periodic testing
such as heat waves,
of business continuity plans
cold waves, tornadoes,
tropical cyclones, \ Delivery
 centres designed to withstand extreme
floods, cases of seasonal weather events
diseases, epidemics, and \ Employee
 awareness building around conservation of
pandemics resources to strengthen our business resilience
\ E
 xtreme weather events \ The
 CISO of the company and the team ensures
may have an associated implementation of business continuity at project,
threat to human safety customer, region, location, function level. And runs
and business operations internal audit checks to verify the implementation of
the controls

\ Persistent
 is certified- ISO 27001 for information security
and 22301 for business continuity
9 Water Sustainability — \ B
 eing a precious \ W
 ater Resource analysis performed for all global
Scarcity Risk ESG / Operational resource, water location and classified accordingly into categories as per
(Emerging conservation is crucial for ‘Aqueduct Water Risk Atlas’
Risk) the sustainability of Earth
\ Vulnerability
 Identification and location level mitigation
\ R
 educing ground water plans implemented to monitor water consumption
levels and changing rain
\ Conservation
 and efficiency measures through
cycles is a risk leading to
operational control and continuous awareness
water crisis globally
sessions with employees to ensure efficiency in water
consumption. All our owned facilities are equipped with
Rainwater recharging facility enabling to recharge
ground water

\ We
 consider ground water sources of locations
as the last resort

\ We
 also conduct frequent awareness sessions on
sustainable water management

\ We
 are engaged with CSR activities like Integrated
watershed development program, open well for drinking
to create awareness and community development
10 Energy Sustainability — With advent of new Our Climate action goals:
Demand Risk ESG emerging technologies,
* Achieve Carbon Neutrality for Scope 1 and Scope 2
(Emerging the level of energy
emissions by 2025
Risk) consumption may increase
globally leading to rise in * To source 100% energy from Renewable energy sources
carbon emissions by 2025

* 30% reduction of Scope 3 emissions by 2028

\ Strategy
 to ensure carbon neutrality status by adopting
innovation and regulatory changes to reduce emission
and increase Renewable energy consumption

\ Persistent
 has committed to set near- and long-term
company-wide emission reductions in line with
science-based net-zero with the SBTi

\ Decarbonisation
 Roadmap with strategies in line with
SBTi guidelines enabling to achieve reduction
in emissions

\ All
 owned campuses are enabled with roof top solar
generation and 2 windmills connected through
open access

288
Sr. Risk category
No. Key risks (FORRESSSTT) Risk triggers Measures for risk mitigation
10 Energy Sustainability — \ T
 echnology Assessment including potential benefits and
Demand Risk ESG energy consumption implications
(Emerging
\ Continuous
 improvement to monitor and evaluate the
Risk)
environmental performance of new technology, identify
areas for improvement and implement corrective
measures as a continuous process

\ Green
 procurement policy enabling buyers to evaluate
the suppliers based on emissions from Purchase of goods
and services

This space is intentionally kept blank.

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Consolidated Financials

290
All Rights Reserved © 2023. Persistent Systems Limited — 33rd Annual Report 2022-23. 291
Independent Auditor’s Report

To the Members of Persistent Systems Limited

Report on the Audit of the Consolidated Financial Statements

Opinion

1\ We have audited the accompanying consolidated financial statements of Persistent Systems Limited (‘the Holding
Company’), its subsidiaries and its controlled trust (the Holding Company and its subsidiaries and controlled trust together
referred to as ‘the Group’), as listed in Annexure 1, which comprise the Consolidated Balance Sheet as at 31 March 2024,
the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the Consolidated Cash Flow
Statement and the Consolidated Statement of Changes in Equity for the year then ended, and notes to the consolidated
financial statements, including a material accounting policy information and other explanatory information.

2\ In our opinion and to the best of our information and according to the explanations given to us and based on the
consideration of the reports of the other auditors on separate financial statements and on the other financial information
of the subsidiaries, and controlled trust 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’) specified under section 133 of the Act, read with the Companies (Indian Accounting
Standards) Rules, 2015, and other accounting principles generally accepted in India of the consolidated state of affairs of
the Group, as at 31 March 2024, and their consolidated profit (including other comprehensive income), consolidated cash
flows and the consolidated changes in equity for the year ended on that date.

Basis for Opinion

3\ We conducted our audit in accordance with the Standards on Auditing 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 thereunder,
and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We
believe that the audit evidence we have obtained together with the audit evidence obtained by the other auditors in terms
of their reports referred to in paragraph 14 of the Other Matter section below, is sufficient and appropriate to provide a
basis for our opinion.

Key Audit Matters

4\ Key audit matters are those matters that, in our professional judgment and based on the consideration of the reports
of the other auditors on separate financial statements of the subsidiaries, were of most significance in our audit of the
consolidated financial statements of the current year. 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.

292
 Independent Auditor’s report on the Audit of Consolidated Financial Statements

5\ We have determined the matters described below to be the key audit matters to be communicated in our report.

Sr. No. Key audit matter How our audit addressed the key audit matter

1\ Accuracy of revenues and onerous obligations in respect Our audit procedures relating to accuracy of revenues and
of fixed-price contracts onerous obligations in respect of fixed-price contracts included
but were not limited to the following:
Refer Note 4.2 (a) to notes forming part of the Consolidated
Financial Statements. \ Obtained an understanding of the systems, processes and
controls implemented by management for calculating and
The Group has entered into various fixed-price software
recording revenue, and the associated unbilled revenue,
development contracts, for which revenue is recognized by
unearned and deferred revenue balances, and onerous
the Group using the percentage of completion computed as
contract obligations;
per the Input method prescribed under Ind AS 115 ‘Revenue
from Contracts with Customers’ (‘Ind AS 115’). Revenue \ Evaluated the design and tested operating effectiveness
recognition in such contracts involves exercise of significant of related internal financial manual controls and involved
judgement by the management and the following factors auditor’s experts to:
requiring significant auditor attention: - T
 est key IT controls over IT environment in which the
\ H
 igh inherent risk around accuracy of revenue, given the business systems operate, including access controls,
customized and complex nature of these contracts and segregation of duties, program change controls, program
significant involvement of information technology (IT) development controls and IT operation controls;
systems. - T
 est the IT controls over the completeness and accuracy of
cost/efforts and revenue reports generated by the system;
\ H
 igh estimation uncertainty relating to determination
and
of the progress of each contract, costs incurred till date
and additional costs required to complete the remaining - T
 est the access and application controls pertaining to
contract. allocation of resources and budgeting systems which
prevents the unauthorized changes to recording of efforts
\ Identification and determination of onerous contracts and
incurred and controls relating to the estimation of contract
related obligations.
efforts required to complete the project;
\ Determination of unbilled revenue receivables and
\ Selected samples of contracts and performed a retrospective
unearned revenue related to these contracts as at end of
review of efforts incurred with estimated efforts to identify
reporting period.
significant variations and verify whether those variations
Considering the materiality of the amounts involved, have been considered in estimating the remaining efforts to
and significant degree of judgement and subjectivity complete the contract;
involved in the estimates as mentioned above, we have
\ Reviewed samples of contracts with unbilled revenues to
identified revenue recognition for fixed price contracts and
identify possible delays in achieving milestones, which
determination of onerous contracts and related provisions,
require change in estimated efforts to complete the
as a key audit matter for the current year audit.
remaining performance obligations;
\ Performed analytical procedures for reasonableness of
incurred and estimated efforts;
\ Evaluated management’s identification of onerous contracts
based on estimates tested as above; and
\ Evaluated the appropriateness of disclosures made in the
Consolidated financial statements with respect to revenue
recognized during the year as required by applicable Indian
Accounting Standards.

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Independent Auditor’s report on the Audit of Consolidated Financial Statements

Sr. No. Key audit matter How our audit addressed the key audit matter

2\ Valuation of Employee Stock Option Plan (‘ESOP’) Our audit procedures relating to valuation of ESOP included
but were not limited to the following:
Refer note 4.3 (q) and note 35 of the Consolidated
Financial Statements. \ O
 btained an understanding of the terms and arrangements
of Employee Stock Option Plans;
The Group has framed various ESOP schemes for its
employees under which the Company pays remuneration \ E
 valuated the design and tested operating effectiveness of
to its employees for services received in the form of equity- internal financial controls over the methodology, models
settled share based payment transactions. and assumptions used by the management to determine
the fair value of options granted during the year;
In accordance with the principles of Ind AS 102 ‘Share
Based Payments’ (‘Ind AS 102’), the fair value of aforesaid \ E
 valuated competency and objectivity of valuation
employee stock options determined as at the date of their specialist hired by the management;
grant is recognised as employee compensation cost by the
\ R
 eviewed the report from management’s valuation
Company/Group over the vesting period of such options.
specialist considered for valuation of options granted during
The fair valuation of options granted to employees for the year;
the services rendered is performed by external valuation
\ A
 ssessed the reasonableness of the management
specialists using Black-Scholes valuation model which
assumptions and estimates and verified the accuracy of
requires the management to make certain key estimates
inputs used for the valuation purpose on a sample basis;
and assumptions including expected volatility, dividend
yield, risk-free interest rate, performance factor, attrition \ Involved auditor’s valuation expert to assist us in validating
rate and non-acceptance factors. the valuation assumptions, methodology and approach
considered by the management’s expert and ascertained
Considering significant management judgment and
arithmetical accuracy of computation of share-based
materiality of amounts involved, valuation of ESOP reserve
payment expense; and
and expense is considered as a key audit matter for the
current year audit. \ E
 valuated the appropriateness of disclosures made in
the Consolidated financial statements with respect to
share based payments as required by applicable Indian
Accounting Standards.

3\ Impairment assessment of goodwill Our audit procedures relating to testing of impairment

assessment of goodwill included but were not limited to the
Refer notes 4.3 (v) and 5.4 to the accompanying
following:
consolidated financial statements.
 btained an understanding of management’s process for
\ O
As at 31 March 2024, the Group’s assets include goodwill
identification of CGUs and impairments testing of goodwill;
aggregating to 10,912.56 million relating to business
acquisitions made by the Group in earlier years across \ E
 valuated the design and tested operative effectiveness of
multiple geographic locations. the key internal financial controls over the Group’s process
of impairment assessment of goodwill;
The Group has performed annual impairment test of
Goodwill as required under per Ind AS 36, ‘Impairment of \ A
 ssessed the reasonability of the assumptions used by the
Assets’ (‘Ind AS 36’) by determining the fair value of the management for cash flow forecasts by comparing to the
Cash Generated Units (CGUs) to which the goodwill is historical trend of past performance of the CGU;s
allocated, using discounted cash flow method.
 raced the projections used by the management to
\ T
The determination of the recoverable value of CGUs approved business plans;
requires management to make certain key estimates and
\ A
 ssessed the competence and objectivity of the
assumptions including forecast of future cash flows, long-
management’s valuation expert and obtained their valuation
term growth rates, profitability levels and discount rates.
report on determination of recoverable amounts of CGUs
Changes in these assumptions could lead to an impairment
and;
to the carrying value of the goodwill.
\ Involved auditor’s valuation expert to assess the valuation
Considering goodwill balance is significant to the
assumptions used and methodology considered by
consolidated financial statements and auditing
the management’s expert to calculate the recoverable
management judgement and estimates as stated above
amounts of CGUs and the mathematical accuracy of these
involves high degree of subjectivity and requires significant
calculations;
auditor judgement, impairment assessment of goodwill is
considered as a key audit matter for the current year audit. \ P
 erformed sensitivity analysis on the key assumptions
to evaluate estimation uncertainty and ascertain the
sufficiency of headroom available; and

\ E
 valuated the appropriateness and adequacy of disclosures
given in the consolidated financial statements, including
disclosure of significant assumptions and judgements used
by management, in accordance with applicable Indian
Accounting Standards.

294
 Independent Auditor’s report on the Audit of Consolidated Financial Statements

Information other than the Consolidated Financial Statements and Auditor’s Report thereon

6\ The Holding Company’s Board of Directors are responsible for the other information. The other information comprises the
information included in the Annual Report, but does not include the consolidated 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 in the audit or otherwise appears to be materially misstated.

The Annual Report is not made available to us at the date of this auditor’s report. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

7\ The accompanying consolidated financial statements have been approved by the Holding Company’s Board of Directors.
The Holding Company’s Board of Directors are 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 including its associates and joint ventures in accordance
with the Ind AS specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules,
2015, and other accounting principles generally accepted in India. The Holding Company’s Board of Directors are also
responsible for ensuring accuracy of records including financial information considered necessary for the preparation
of consolidated Ind AS financial statements. Further, in terms of the provisions of the Act the respective Board 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. These financial statements have been used for the purpose of preparation of
the consolidated financial statements by the Board of Directors of the Holding Company, as aforesaid.

8\ In preparing the consolidated financial statements, the respective Board of Directors of the companies included in the
Group are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless the Board of Directors either
intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

9\ Those respective Board of Directors are also responsible for overseeing the financial reporting process of the companies
included in the Group.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

10\ 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
Standards on Auditing 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.

11\ As part of an audit in accordance with Standards on Auditing specified under section 143(10) of the Act we exercise
professional judgment and maintain professional skepticism 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;

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Independent Auditor’s report on the Audit of Consolidated Financial Statements

\ Obtain an understanding of internal 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 Holding Company has adequate internal financial controls with reference to financial statements in place and the
operating effectiveness of such controls;

\ E
 valuate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management;

\ C
 onclude on the appropriateness of Board of Directors’ 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 and its associates and joint ventures 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 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;

\ E
 valuate the overall presentation, structure and content of the financial statements, including the disclosures, and
whether the financial statements represent the underlying transactions and events in a manner that achieves fair
presentation; and

\ O
 btain sufficient appropriate audit evidence regarding the financial statements of the entities or business activities
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 financial statements of such entities included in the financial statements,
of which we are the independent auditors. For the other entities included in the financial statements, which have been
audited by the other auditors, such other auditors remain responsible for the direction, supervision and performance of
the audits carried out by them. We remain solely responsible for our audit opinion.

12\ 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.

13\ 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.

14\ From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the 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.

Other Matter

15\ We did not audit the financial statements of twenty nine subsidiaries and one controlled trust, whose financial
statements reflects total assets of ₹ 12,394.89 million as at 31 March 2024, total revenues of ₹ 7763.11 million and net
cash inflows amounting to ₹ 755.72 million for the year ended on that date, as considered in the consolidated financial
statements. These financial statements have been audited by other auditors whose reports have been furnished to us
by the management and our opinion on the consolidated financial statements, in so far as it relates to the amounts and
disclosures included in respect of these subsidiaries and controlled trust, and our report in terms of sub-section (3) of
section 143 of the Act in so far as it relates to the aforesaid subsidiaries and controlled trust, are based solely on the
reports of the other auditors.

Our opinion above on the consolidated financial statements, and our report on other legal and regulatory requirements
below, are not modified in respect of the above matters with respect to our reliance on the work done by and the reports
of the other auditors.

Report on Other Legal and Regulatory Requirements

16\ As required by section 197(16) of the Act based on our audit and on the consideration of the reports of the other auditors,

296
 Independent Auditor’s report on the Audit of Consolidated Financial Statements

referred to in paragraph 14, on separate financial statements of the subsidiaries, we report that the Holding Company,
incorporated in India whose financial statements have been audited under the Act have paid remuneration to their
respective directors during the year in accordance with the provisions of and limits laid down under section 197 read
with Schedule V to the Act. Further, we report that the provisions of section 197 read with Schedule V to the Act are not
applicable to two subsidiaries, incorporated in India whose financial statements have been audited under the Act, since
none of such companies is a public company as defined under section 2(71) of the Act.

17\ As required by clause (xxi) of paragraph 3 of Companies (Auditor’s Report) Order, 2020 (‘the Order’) issued by the
Central Government of India in terms of section 143(11) of the Act based on the consideration of the Order reports issued
till date by us and by the respective other auditors as mentioned in paragraph 14 above, of companies included in the
consolidated financial statements for the year ended 31 March 2024 and covered under the Act we report that:

Following are the qualifications/adverse remarks reported by us and the other auditors in the Order reports of the
companies included in the consolidated financial statements for the year ended 31 March 2024 for which such Order
reports have been issued till date and made available to us:

Sr. Name CIN Holding Company / Clause number of the

No. subsidiary CARO report which is
qualified or adverse

1 Persistent Systems Limited L72300PN1990PLC056696 Holding Company Clause (ii) (b)

Clause (vii) (b)

2 CAPIOT Software Private U72200PN2014PTC226352 Wholly Owned Clause (xvii)

limited Subsidiary

18\ As required by section 143(3) of the Act, based on our audit and on the consideration of the reports of the other auditors
on separate financial statements and other financial information of the subsidiaries, incorporated in India whose financial
statements have been audited under the Act, we report, to the extent applicable, 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 purpose of our audit of the aforesaid consolidated financial statements;

b. 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 and the reports of
the other auditors except for the matters stated in paragraph 19(f)(vi) below on reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014 (as amended). Further, the back-up of the books of accounts and other
books and papers maintained in electronic mode has been maintained on servers physically located in India, on a daily
basis;

c. The consolidated financial statements 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 Ind AS specified under section 133 of the Act read with the Companies
(Indian Accounting Standards) Rules, 2015;

d. On the basis of the written representations received from the directors of the Holding Company, and its subsidiaries,
and taken on record by the Board of Directors of the Holding Company, and its subsidiaries, and the reports of
the statutory auditors of its subsidiaries, covered under the Act, none of the directors of the Group companies, are
disqualified as on 31 March 2024 from being appointed as a director in terms of section 164(2) of the Act.

e. With respect to the adequacy of the internal financial controls with reference to financial statements of the Holding
Company, and its subsidiaries covered under the Act, and the operating effectiveness of such controls, refer to our
separate report in ‘Annexure A’ wherein we have expressed an unmodified opinion; and

f. 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 and based on the consideration of the report of the other auditors on separate financial
statements and other financial information of the subsidiaries incorporated in India whose financial statements have
been audited under the Act:

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 297
Independent Auditor’s report on the Audit of Consolidated Financial Statements

i. The consolidated financial statements disclose the impact of pending litigations on the consolidated financial
position of the Group, as detailed in Note 42 to the consolidated financial statements;

ii. The Holding Company, its subsidiaries and controlled trust did not have any long-term contracts including
derivative contracts for which there were any material foreseeable losses as at 31 March 2024;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and
Protection Fund by the Holding Company, and its subsidiaries during the year ended 31 March 2024;

iv.

a. The respective managements of the Holding Company and its subsidiaries, incorporated in India whose
financial statements have been audited under the Act have represented to us and the other auditors of such
subsidiaries respectively that, to the best of their knowledge and belief , on the date of this audit report
other than as disclosed in note 49 to the consolidated financial statements, no funds have been advanced or
loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds)
by the Holding Company or its subsidiaries to or in any person(s) or entity(ies), including foreign entities (‘the
intermediaries’), with the understanding, whether recorded in writing or otherwise, that the intermediary shall,
whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever
by or on behalf of the Holding Company, or any such subsidiaries, (‘the Ultimate Beneficiaries’) or provide any
guarantee, security or the like on behalf the Ultimate Beneficiaries;

b. The respective managements of the Holding Company and its subsidiaries incorporated in India whose
financial statements have been audited under the Act have represented to us and the other auditors of such
subsidiaries respectively that, to the best of their knowledge and belief, on the date of this audit report other
than as disclosed in the note 50 to the accompanying consolidated financial statements, no funds have been
received by the Holding Company or its subsidiaries, from any person(s) or entity(ies), including foreign
entities (‘the Funding Parties’), with the understanding, whether recorded in writing or otherwise, that the
Holding Company, or any such subsidiaries, shall, whether directly or indirectly, lend or invest in other persons
or entities identified in any manner whatsoever by or on behalf of the Funding Party (‘Ultimate Beneficiaries’)
or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c. Based on such audit procedures performed by us and that performed by the auditors of the subsidiaries, as
considered reasonable and appropriate in the circumstances, nothing has come to our or other auditors’ notice
that has caused us or the other auditors to believe that the management representations under sub-clauses (a)
and (b) above contain any material misstatement.

v. The interim dividend declared and paid by the Holding Company and its subsidiaries, during the year ended 31
March 2024 and until the date of this audit report is in compliance with section 123 of the Act

The final dividend paid by the Holding Company during the year ended 31 March 2024 in respect of such
dividend declared for the previous year is in accordance with section 123 of the Act to the extent it applies to
payment of dividend

vi. As stated in Note 57 of the accompanying Consolidated financial statements and based on our examination
which included test checks and that performed by the respective auditors of the subsidiaries of the Holding
Company which are companies incorporated in India and audited under the Act, except for the instances/matters
mentioned below, the Holding Company, and it subsidiaries, in respect of financial year commencing on 1 April
2023, has used an accounting software for maintaining its books of account which has a feature of recording audit
trail (edit log) facility and the same has been operated throughout the year for all relevant transactions recorded in
the software. Further, during the course of our audit we and respective auditors of the above referred subsidiaries,
did not come across any instance of audit trail feature being tampered with.

298
 vii.

Nature of exception noted Details of Exception

Instances of accounting The accounting software (Oracle Fusion ERP) used for maintenance of books of accounts of
software maintained by a the Company is operated by a third-party software service provider. In the absence of any
third party where we are information on existence of audit trail (edit logs) for any direct changes made at the database
unable to comment on the level in the ‘Independent Service Auditor’s Assurance Report on the Description of Controls,
audit trail feature their Design and Operating Effectiveness’ (‘Type 2 report’ issued in accordance with ISAE
3402, Assurance Reports on Controls at a Service Organisation), we are unable to comment
on whether audit trail feature with respect to the database of the said software was enabled
and operated throughout the year.

As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from April 1, 2023, reporting under
Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 on preservation of audit trail as per the statutory
requirements for record retention is not applicable for the financial year ended March 31, 2024.

For Walker Chandiok & Co LLP

Chartered Accountants
Firm’s Registration No.: 001076N/N500013

Shashi Tadwalkar
Partner
Membership No.: 101797
UDIN: 24101797BKCPBI6116

Place: Pune
Date: 21 April, 2024

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 299
Annexure A

Independent Auditor’s Report on the internal financial controls with reference to financial statements under Clause (i) of
Sub-section 3 of Section 143 of the Companies Act, 2013 (‘the Act’)

1\ In conjunction with our audit of the consolidated financial statements of Persistent Systems Limited (‘the Holding
Company’) and its subsidiaries and its controlled trust (the Holding Company and its subsidiaries together referred to as
‘the Group’), as at and for the year ended 31 March 2024, we have audited the internal financial controls with reference to
financial statements of the Holding Company, which are companies covered under the Act, as at that date.

Responsibilities of Management and Those Charged with Governance for Internal Financial Controls

2\ The respective Board of Directors of the Holding Company, its subsidiary companies, which are companies covered under
the Act, are responsible for establishing and maintaining internal financial controls based on internal financial controls with
reference to financial statements 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 (‘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 the
Company’s business, including adherence to the 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 for the Audit of the Internal Financial Controls with Reference to Financial Statements

3\ The audit of internal financial controls with reference to financial statements of one subsidiary, which is a company
covered under the Act, and reporting under Section 143(3)(i) is exempted vide MCA notification no. G.S.R. 583(E) dated
13 June 2017 read with corrigendum dated 14 July 2017. Consequently, Our responsibility is to express an opinion on the
internal financial controls with reference to financial statements of the Holding Company, as aforesaid, based on our audit.
We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants
of India (‘ICAI’) prescribed under Section 143(10) of the Act, to the extent applicable to an audit of internal financial
controls with reference to financial statements, and the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting (‘the Guidance Note’) issued by the ICAI. 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 with reference to financial statements were established and maintained and if such controls
operated effectively in all material respects.

4\ Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls
with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with
reference to financial statements includes obtaining an understanding of such internal financial controls, 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.

5\ We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms
of their reports referred to in the Other Matter(s) paragraph below, is sufficient and appropriate to provide a basis for
our audit opinion on the internal financial controls with reference to financial statements of the Holding Company, its
subsidiary companies, as aforesaid.

Meaning of Internal Financial Controls with Reference to Financial Statements

6\ A company’s internal financial controls with reference to financial statements 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 controls with reference
to financial statements include 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.

300
Inherent Limitations of Internal Financial Controls with Reference to Financial Statements

7\ Because of the inherent limitations of internal financial controls with reference to financial statements, 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 with reference to
financial statements to future periods are subject to the risk that the internal financial controls with reference to financial
statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies
or procedures may deteriorate.

Opinion

8\ 8. In our opinion and based on the consideration of the reports of the other auditors on internal financial controls with
reference to financial statements of the subsidiary companies, the Holding Company, its subsidiary companies, which
are companies covered under the Act, have in all material respects, adequate internal financial controls with reference
to financial statements and such controls were operating effectively as at 31 March 2024, based on 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 Control over Financial Reporting issued by the ICAI.

Other Matter

9\ We did not audit the internal financial controls with reference to financial statements insofar as it relates to one subsidiary
companies, which are companies covered under the Act, whose financial statements reflect total assets of ₹ 12,394.89
million and net assets of ₹ 3,087.23 million as at 31 March 2024, total revenues of ₹ 7,763.11 million and net cash inflows/
outflows amounting to ₹ 755.72 million for the year ended on that date, as considered in the consolidated financial
statements. The internal financial controls with reference to financial statements in so far as it relates to such subsidiary
company, have been audited by other auditors whose report have been furnished to us by the management and our
report on the adequacy and operating effectiveness of the internal financial controls with reference to financial statements
for the Holding Company and its subsidiary company as aforesaid, under Section 143(3)(i) of the Act in so far as it
relates to such subsidiary companies is based solely on the reports of the auditors of such companies. Our opinion is
not modified in respect of this matter with respect to our reliance on the work done by and on the reports of the other
auditors.

For Walker Chandiok & Co LLP

Chartered Accountants
Firm’s Registration No.: 001076N/N500013

Shashi Tadwalkar
Partner
Membership No.: 101797
UDIN: 24101797BKCPBI6116

Place: Pune
Date: 21 April, 2024

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 301
Consolidated Financials

Consolidated Balance Sheet as at March 31, 2024

As at As at
March 31, 2024 March 31, 2023
Notes In ₹ million In ₹ million

ASSETS
Non-current assets
Property, plant and equipment 5.1 4,420.03 4,859.95
Capital work-in-progress 5.2 335.26 161.38
Right of use assets 5.3 2,307.18 2,198.21
Goodwill 5.4 10,912.56 7,183.71
Other Intangible assets 5.5 4,574.95 9,171.42
22,549.98 23,574.67
Financial assets
- Trade receivables 12 730.18 709.45
- Investments 6 5,539.14 4,516.00
- Loans 7 - -
- Other financial assets 8 525.31 919.60
Deferred tax assets (net) 9 1,359.64 1,133.97
Income tax assets (net) 387.05 451.71
Other non-current assets 10 1,413.03 959.29
32,504.33 32,264.69
Current assets
Financial assets
- Investments 11 2,726.54 1,879.66
- Trade receivables 12 16,761.13 15,253.22
- Cash and cash equivalents 13 6,625.15 4,670.12
- Bank balances other than cash and cash equivalents 14 3,603.71 4,362.68
- Loans 15 - -
- Other financial assets 16 6,621.83 4,882.17
Other current assets 17 4,893.49 3,418.26
41,231.85 34,466.11
TOTAL 73,736.18 66,730.80
EQUITY AND LIABILITIES
EQUITY
Equity share capital 18(a) 770.25 764.25
Other equity 18(b) 48,806.82 38,886.53
49,577.07 39,650.78
LIABILITIES
Non- current liabilities
Financial liabilities
- Borrowings 19 99.15 2,057.59
- Lease liabilities 20 1,608.09 1,592.20
- Other financial liabilities 23 - 2,888.92
Other non-current liabilities 24 44.44 34.83
Deferred tax liabilities (net) 9 18.76 4.68
Provisions 21 546.96 373.03
2,317.40 6,951.25
Current liabilities
Financial liabilities
- Borrowings 19 1,974.04 2,249.36
- Lease liabilities 20 830.01 676.39
- Trade payables 22
- Total outstanding dues of micro and small enterprises 49.63 34.04
- Total outstanding dues of creditors other than micro and small enterprises 8,088.99 5,655.04
- Other financial liabilities 23 3,718.27 3,922.85
Other current liabilities 24 3,302.82 2,647.71
Provisions 25 3,330.66 4,649.24
Income tax liabilities (net) 547.29 294.14
21,841.71 20,128.77
TOTAL 73,736.18 66,730.80
Summary of material accounting policies 4
The accompanying notes are an integral part of the consolidated financial statements.

As per our report of even date

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants Persistent Systems Limited
Firm Registration No.: 001076N/N500013

Shashi Tadwalkar Dr. Anand Deshpande Sandeep Kalra Praveen Kadle

Partner Chairman and Executive Director and Independent Director
Managing Director Chief Executive Officer
Membership No.: 101797 DIN: 00005721 DIN: 02506494 DIN: 00016814

Sunil Sapre Amit Atre

Executive Director and Company Secretary
Chief Financial Officer
DIN: 06475949 Membership No. A20507

Place: India Place: USA Place: USA Place: India

Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024

302
 Consolidated Financials

Consolidated Statement of Profit & Loss for the year ended March 31, 2024

For the year ended

March 31, 2024 March 31, 2023
Notes In ₹ million In ₹ million
Income
Revenue from operations 26 98,215.87 83,505.92
Other income 27 1,280.20 706.17
Total income (A) 99,496.07 84,212.09
Expenses
Employee benefits expense 28.1 59,609.70 49,695.65
Cost of professionals 28.2 11,492.70 10,426.01
Finance costs 467.27 473.40
Depreciation and amortization expense 5.6 3,093.73 2,718.95
Other expenses 29 10,356.61 8,193.01
Total expenses (B) 85,020.01 71,507.02
Profit before exceptional items and tax (A - B) 14,476.06 12,705.07
Exceptional item
Provision for export incentives - 296.55
Profit before tax 14,476.06 12,408.52
Tax expense
Current tax 3,679.65 3,115.31
Tax charge in respect of earlier years 73.19 (3.54)
Deferred tax credit (211.69) 85.82
Total tax expense 3,541.15 3,197.59
Net Profit for the year (C) 10,934.91 9,210.93
Other comprehensive income
Items that will not be reclassified to profit or loss (D)
- Remeasurements of the defined benefit liabilities / asset (98.29) (17.69)
- Income tax effect on above 21.29 5.31
(77.00) (12.38)
Items that will be reclassified to profit or loss (E)
- Effective portion of cash flow hedge 21.59 (63.55)
- Income tax effect on above 8.02 15.99
- Exchange differences in translating the financial statements of foreign operations 104.82 798.19
134.43 750.63
Total other comprehensive income / (loss) for the year (D) + (E) 57.43 738.25
Total comprehensive income for the year (C) + (D) + (E) 10,992.34 9,949.18
Earnings per equity share [Nominal value of share ₹5 (Previous year: ₹5)] 30
Basic (In ₹) 72.44 61.87
Diluted (In ₹) 71.07 60.26
Summary of material accounting policies 4

The accompanying notes are an integral part of the consolidated financial statements.

As per our report of even date

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants Persistent Systems Limited
Firm Registration No.: 001076N/N500013

Shashi Tadwalkar Dr. Anand Deshpande Sandeep Kalra Praveen Kadle

Partner Chairman and Executive Director and Independent Director
Managing Director Chief Executive Officer
Membership No.: 101797 DIN: 00005721 DIN: 02506494 DIN: 00016814

Sunil Sapre Amit Atre

Executive Director and Company Secretary
Chief Financial Officer
DIN: 06475949 Membership No. A20507

Place: India Place: USA Place: USA Place: India

Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 303
Consolidated Financials

Consolidated Cash Flow Statement for the year ended March 31, 2024

For the year ended

March 31, 2024 March 31, 2023
In ₹ million In ₹ million

Cash flow from operating activities

Profit before tax 14,476.06 12,408.52
Adjustments for:
Interest income (562.45) (512.63)
Finance costs 467.27 473.40
Depreciation and amortisation expense 3,093.73 2,718.95
Unrealised exchange loss (net) 27.27 190.68
Change in foreign currency translation reserve 172.65 491.89
Exchange (gain) / loss on derivative contracts (70.63) 88.69
Exchange (gain) on translation of foreign currency cash and cash equivalents (23.84) (10.54)
Bad debts 63.36 82.33
Allowance for expected credit loss (net) 103.57 3.03
Employee stock compensation expenses 1,091.75 1,357.14
Loss / Impairment of non-current investments 20.58 -
Changes in contingent consideration payable on business combination (743.03) -
Remeasurements of the defined benefit liabilities / asset (before tax effects) (98.29) (17.69)
Excess provision in respect of earlier year written back (27.76) (32.44)
Profit on sale / fair valuation of financial assets designated as FVTPL (289.11) (196.52)
Profit on sale of property, plant and equipment (net) (22.64) (1.69)
Provision for export incentives - 296.55
Operating profit before working capital changes 17,678.49 17,339.67
Movements in working capital:
Decrease in non-current and current loans - 1.83
(Increase) / Decrease in other non-current assets (256.22) 435.75
Increase in other financial assets (1,751.22) (1,541.68)
Increase in other current assets (1,475.23) (1,233.36)
Increase in trade receivables (1,810.64) (5,554.83)
Increase in trade payables, current liabilities and non-current liabilities 4,386.28 2,687.81
(Decrease) / Increase in provisions (1,144.65) 827.07

Operating profit after working capital changes 15,626.81 12,962.26

Direct taxes paid (net of refunds) (3,413.74) (3,404.64)

Net cash generated from operating activities (A) 12,213.07 9,557.62

Cash flows from investing activities

"Payment towards capital expenditure (including intangible
(2,839.16) (4,332.99)
assets, capital advances and capital creditors)"
Proceeds from sale of property, plant and equipment 48.65 11.98
Acquisition of step-down subsidiaries - (4,310.57)
Payment towards contingent consideration (2,073.64) -
Purchase of bonds (0.70) (237.41)
Proceeds from sale/ maturity of bonds 80.70 31.49
Investments in mutual funds (50,723.06) (37,285.09)
Proceeds from sale / maturity of mutual funds 49,042.09 40,054.82
Proceeds from maturity of bank deposits having original maturity over three months 773.06 1,715.51
Proceeds from maturity of / (Investments) in deposits with financial institutions 400.00 (400.00)
Interest received 597.38 539.16

Net cash used in investing activities (B) (4,694.68) (4,213.10)

304
 Consolidated Financials

Consolidated Cash Flow Statement for the year ended March 31, 2024

For the year ended

March 31, 2024 March 31, 2023
In ₹ million In ₹ million

Cash flows from financing activities

Repayment of long term borrowings in Indian rupee (1.84) (1.86)
Proceeds from issuance of share capital 1,607.80 -
Repayment of foreign currency long term borrowings (2,231.88) (38.37)
Payment of principal portion of lease liabilities (760.18) (545.22)
Payment of interest portion of lease liabilities (180.02) (137.86)
Interest paid (287.29) (335.56)
Dividends paid (4,083.62) (2,980.58)
Net cash (used in) / generated from financing activities (C) (5,937.03) (4,039.45)

Net increase in cash and cash equivalents (A + B + C) 1,581.36 1,305.07

Cash and cash equivalents at the beginning of the year 4,670.12 2,977.99

Cash and cash equivalents acquired on acquisition - 642.81

Effect of exchange difference on translation of foreign currency cash and cash equivalents 23.84 10.54

Impact of ESOP Trust consolidation 349.83 (266.29)

Cash and cash equivalents at the end of the year 6,625.15 4,670.12

Components of cash and cash equivalents

Cash on hand (refer note 13) 0.11 0.25
Balances with banks
On current accounts # (refer note 13) 4,819.66 3,303.76
On saving accounts (refer note 13) 23.48 33.21
On exchange earner's foreign currency accounts (refer note 13) 1,401.87 638.90
On deposit accounts with original maturity less than three months (refer note 13) 380.03 279.68
On Other accounts (refer note 13) - 414.32
Cash and cash equivalents 6,625.15 4,670.12

# Of the cash and cash equivalent balance as at March 31, 2024, the Company can utilise ₹ 65.10 million (Previous year: ₹ 125.39 million) only towards
certain predefined activities specified in the government grant agreement..

‘The above Cash Flow Statement has been prepared under “Indirect Method” as set out in Ind AS - 7 on “Statement of Cash Flows” notified under
Section 133 of the Act read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and relevant amendment rules issued thereafter.

Summary of significant accounting policies - refer note 4

The accompanying notes are an integral part of the consolidated financial statements.

As per our report of even date

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants Persistent Systems Limited
Firm Registration No.: 001076N/N500013

Shashi Tadwalkar Dr. Anand Deshpande Sandeep Kalra Praveen Kadle

Partner Chairman and Executive Director and Independent Director
Managing Director Chief Executive Officer
Membership No.: 101797 DIN: 00005721 DIN: 02506494 DIN: 00016814

Sunil Sapre Amit Atre

Executive Director and Company Secretary
Chief Financial Officer
DIN: 06475949 Membership No. A20507

Place: India Place: USA Place: USA Place: India

Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 305
Consolidated Financials

Consolidated Statement of Changes in Equity for the year ended March 31, 2024

A. Share capital

(refer note 18(a))

(In ₹ million)

Balance as at April 1, 2023 Changes in equity share capital during the year Balance as at March 31, 2024
764.25 6.00 770.25

(In ₹ million)

Balance as at April 1, 2022 Changes in equity share capital during the year Balance as at March 31, 2023
764.25 - 764.25

This space is intentionally kept blank.

306
 Consolidated Statement of Changes in Equity for the year ended March 31, 2024

B. Other equity (In ₹ million)

Items of other
Reserves and surplus comprehensive income
Exchange

All Rights Reserved © 2024.

differences
on translating
Share PSL Effective the financial
options Gain on Capital ESOP portion of statements
Securities General outstanding bargain redemption Retained Treasury Trust cash flow of foreign
Particulars premium reserve reserve purchase reserve earnings shares reserve hedges operations Total
Balance as at April 1, 2023 - 20,824.45 2,222.02 62.67 35.75 16,607.36 (2,435.67) 70.31 (5.76) 1,505.40 38,886.53
Addition during the year 1,601.80 - - - - - - - - - 1,601.80
Profit for the year - - - - - 10,934.91 - - - - 10,934.91
Items recognised in / from other
comprehensive income - - - - - (98.29) - - 29.61 104.82 36.14
for the year
Income tax effect on above - - - - - 21.29 - - - - 21.29
Dividend - - - - - (4,153.95) - - - - (4,153.95)
Dividend Paid to ESOP trust - - - - - - - 70.33 - - 70.33

Transfer to general reserve - 3,965.23 - - - - - - - -

(3,965.23)
Adjustments towards employees
- 1,087.56 (1,087.56) - - - - - - - -
stock options
Employee stock compensation
- - 1,091.75 - - - - - - - 1,091.75
expenses
Other changes during the year - (34.25) 1.50 0.94 - - - - - - (31.81)
Shares held by ESOP trust - - - - - - 349.83 - - - 349.83
Balance at March 31, 2024 1,601.80 25,842.99 2,227.71 63.61 35.75 19,346.09 (2,085.84) 140.64 23.85 1,610.22 48,806.82
Consolidated Financials

Persistent Systems Limited — 34rd Annual Report 2023-24. 307

308
Consolidated Statement of Changes in Equity for the year ended March 31, 2023

B. Other equity (In ₹ million)

Items of other comprehensive
Consolidated Financials

Reserves and surplus income

Exchange
differences
Share PSL Effective on translating
options Gain on Capital ESOP portion of the financial
General outstanding bargain redemption Retained Treasury Trust cash flow statements of
Particulars reserve reserve purchase reserve earnings shares reserve hedges foreign operations Total
Balance as at April 1, 2022 17,376.65 1,144.84 57.80 35.75 13,553.90 - - 41.80 707.21 32,917.95
Profit for the year - - - - 9,210.93 - - - - 9,210.93
Items recognised in / from other
comprehensive income - - - - (17.69) - - (47.56) 798.19 732.94
for the year
Income tax effect on above - - - - 5.31 - - - - 5.31
Dividend - - - - (2,980.58) - - - - (2,980.58)
Dividend Paid to ESOP trust - - - - - - 70.31 - - 70.31
Shares held by ESOP trust - - - - - (2,435.67) - - - (2,435.67)
Transfer to general reserve 3,164.51 - - - (3,164.51) - - - - -
Adjustments towards
283.10 (283.10) - - - - - - - -
employees stock options
Employee stock compensation
- 1,357.14 - - - - - - - 1,357.14
expenses
Other changes during the year 0.19 3.14 4.87 - - - - - - 8.20
Balance at March 31, 2023 20,824.45 2,222.02 62.67 35.75 16,607.36 (2,435.67) 70.31 (5.76) 1,505.40 38,886.53

Summary of significant accounting policies - refer note 4

The accompanying notes are an integral part of the consolidated financial statements.

As per our report of even date

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants Persistent Systems Limited
Firm Registration No.: 001076N/N500013

Shashi Tadwalkar Dr. Anand Deshpande Sandeep Kalra Praveen Kadle Sunil Sapre Amit Atre
Partner Chairman and Executive Director and Independent Director Executive Director and Company Secretary
Managing Director Chief Executive Officer Chief Financial Officer
Membership No.: 101797 DIN: 00005721 DIN: 02506494 DIN: 00016814 DIN: 06475949 Membership No. A20507

Place: India Place: USA Place: USA Place: India Place: USA Place: USA
Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024
 Consolidated Financials

Consolidated statement of changes in equity for the year ended March 31, 2024

Nature and purpose of reserves

a. General reserve

The general reserve is a free reserve created by an appropriation from one component of equity (generally retained
earnings) to another, not being an item of other comprehensive income (“OCI”). The same can be utilized in accordance
with the provisions of the Companies Act, 2013.

b. Share options outstanding reserve

Share options outstanding reserve represents the cumulative expense recognised for equity-settled transactions at each
reporting date until the employee share options are exercised / expired upon which such amount is transferred to General
reserve.

c. Gain on bargain purchase

The excess of the Group’s portion of equity of the acquired company over its cost is treated as gain on bargain purchase
in the financial statements.

d. Capital redemption reserve

Capital redemption reserve represents the nominal value of the shares bought back; and is created and utilised in
accordance with Section 69 of the Companies Act, 2013.

e. Cash flow hedge reserve

When a derivative is designated as cashflow hedging instrument, the effective portion of changes in the fair value of
derivative is recognised in Other comprehensive income (OCI) and accumulated in cashflow hedge reserve. Cumulative
gains or losses previously recognised in cashflow hedge reserve are recognised in the statement of profit and loss in the
period in which such transaction occurs / hedging instruments are settled / cancelled.

f. Foreign currency translation reserve

The foreign exchange differences arising from the translation of financial statements of foreign operations with functional
currency other than Indian rupees is recognised in other comprehensive income and is presented under equity in the
foreign currency translation reserve. The amount is transferred to retained earnings upon disposal of investment in foreign
operation.

g. PSL ESOP Trust reserve and Treasury shares

The Group has formed PSPL ESOP Management Trust (“PSL ESOP Trust”) for implementation of the schemes that are
notified or may be notified from time to time under the plans providing share based payment to its employees.

PSL ESOP Trust is a controlled entity of the Group and shares held by PSL ESOP Trust are treated as treasury shares.
Profit / (Loss) on sale of treasury shares and dividend earned on the same by PSL ESOP Trust is recognised in PSL ESOP
Trust reserve.

h. Securities premium reserve

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with the
provisions of section 52 of the Companies Act, 2013.

i. Retained earnings

Retained earnings represent the amount of accumulated earnings of the Group which includes remeasurements of the
defined benefit liabilities / asset.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 309
Notes forming part of consolidated financial statements

Notes forming part of consolidated financial statements

1\ Nature of operations

Persistent Systems Limited (the “Parent Company” or “PSL”) is a public company domiciled in India and incorporated
under the provisions of the Companies Act, 1956 (“the Act”). The shares of PSL are listed on Bombay Stock Exchange and
National Stock Exchange. PSL is a global company specializing in software products, services and technology innovation.
PSL together with its subsidiaries and controlled trust, is hereinafter referred to as “the Group”. The Group offers complete
product life cycle services.

The Board of Directors approved the consolidated financial statements for the year ended March 31, 2024 and authorised
for issue on April 21, 2024.

Persistent Systems, Inc. (PSI) based in the USA, a wholly owned subsidiary of PSL, is engaged in software product,
services and technology innovation.

Persistent Systems Pte. Ltd. (PS Pte.) based in Singapore, a wholly owned subsidiary of PSL, is engaged in software
development, professional and marketing services.

Persistent Systems France SAS (PSFS) based in France, a wholly owned subsidiary of PSL, is engaged in software
products, services and technology innovation.

Persistent Telecom Solutions, Inc. (PTSI) based in the USA, a wholly owned subsidiary of Persistent Systems, Inc., is
engaged in software products, services and technology innovation in telecom and Product Lifecycle Management
domains.

Persistent Systems Malaysia Sdn. Bhd. (PSM) based in Malaysia, a wholly owned subsidiary of PSL, is engaged in software
products and services.

Aepona Group Limited, an Ireland based wholly owned subsidiary of Persistent Systems, Inc. operates as the holding
Company of Persistent Systems UK Ltd., is engaged in software development and related services.

Persistent Systems UK Limited (formerly known as Aepona Limited, a UK based wholly owned subsidiary of Aepona
Group Limited) is engaged in the business of a telecommunication API gateway for defining, exposing, controlling and
monetizing telecom services to partners and application developers and an Internet of Things service creation platform
that allows enterprises to add a service layer (or “business logic”) to the basic APIs exposed to by connected devices,
and to expose and monetize these APIs. Also, it has acquired a new Microsoft business unit with expertise in Microsoft
technologies, including Azure, business applications, workplace modernization, and Data and AI.

Persistent Systems Lanka (Private) Limited (a Sri Lanka based wholly owned subsidiary of Aepona Group Limited) has
adopted indirect sales model, with services revenue being billed to Persistent Systems UK Ltd. Sale of services are then
contracted between Persistent Systems UK Ltd. and customers.

Persistent Systems Mexico, S.A. de C.V (a Mexico based wholly owned subsidiary of Persistent Systems Inc.) has adopted
indirect sales model, with services revenue being billed to Persistent Systems Inc. Sale of services are then contracted
between Persistent Systems Inc. and customers.

Persistent Systems Israel Ltd. (an Israel based wholly owned subsidiary of Persistent Systems Inc.) has adopted indirect
sales model, with services revenue being billed to Persistent Systems Inc. Sale of services are then contracted between
Persistent Systems Inc. and customers.

Persistent Systems Germany GmbH (wholly owned subsidiary of PSL) operates as the holding Company of Persistent
Systems Switzerland AG, Persistent Systems Costa Rica Limitada (formerly known as Data Glove IT Solutions Limitada)
and Persistent Systems S.r.l., Romania. Youperience GmbH has been merged with Persistent Systems Germany GmbH
w.e.f. August 21, 2023.

Persistent Systems Switzerland AG (formerly known as PARX Werk AG, a Switzerland based wholly owned subsidiary of
Persistent Systems Germany GmbH) is engaged in the business of software products, services and technology innovation
in the digital practice.

310
 Notes forming part of consolidated financial statements

PARX Consulting GmbH (a Germany based wholly owned subsidiary of Persistent Systems Switzerland AG) has been
merged with Persistent Systems Germany GmbH w.e.f. August 25, 2023.

Persistent Systems Costa Rica Limitada (formerly known as Data Glove IT Solutions Limitada, a Costa Rica based wholly
owned subsidiary of Persistent Systems Germany GmbH) is a leading Microsoft technology solutions provider in verticals
including Azure, business applications, workplace modernization, and Data and AI.

Youperience GmbH (a Germany based wholly owned subsidiary of Persistent Systems Germany GmbH) has been merged
with Persistent Systems Germany GmbH w.e.f. August 21, 2023.

Youperience Limited (a United Kingdom based wholly owned subsidiary of Youperience GmbH) has been dissolved w.e.f.
June 27, 2023.

Persistent Systems S.R.L. Romania is incorporated on June 17, 2022 and a wholly owned subsidiary of Persistent Systems
Germany GmbH is engaged in software development and services.

CAPIOT Software Private Limited (a India based wholly owned subsidiary of PSL) is engaged in enterprise integration and
modernization with expertise in MuleSoft, Red Hat and TIBCO.

CAPIOT Software Inc (a US based wholly owned subsidiary of Persistent Systems Inc) has been dissolved w.e.f. December
29, 2023.

Persistent Systems Australia Pty Ltd (formerly known as Capiot Software Pty Ltd, a Australia based wholly owned
subsidiary of CAPIOT Software Inc) is engaged in enterprise and data integration services across platforms. Further, it has
acquired a new Microsoft business unit with expertise in Microsoft technologies, including Azure, business applications,
workplace modernization, and Data and AI.

CAPIOT Software Pte Limited (a Singapore based wholly owned subsidiary of CAPIOT Software Inc) has been dissolved
w.e.f. April 6, 2023 and the same has not been considered for the purpose of consolidation.

Persistent Systems SRL (a Italy based wholly owned subsidiary of Persistent Systems Inc.) has been dissolved w.e.f.
February 26, 2024.

Software Corporation International (a US based wholly owned subsidiary of Persistent Systems Inc) is specialized in
payment solutions, integration, and support services for BFSI clients.

SCI Fusion360 LLC (a US based wholly owned subsidiary of Persistent Systems Inc) has been dissolved w.e.f May 31,
2023.

MediaAgility India Private Limited (an India based wholly owned subsidiary of PSL) (acquired with effect from April 29,
2022) is engaged in cloud-native application development and modernization, analytics and AI, cloud engineering,
migrations, and managed services.

MediaAgility Inc (a US based wholly owned subsidiary of Persistent Systems Inc) (acquired with effect from May 4, 2022)
is cloud transformation services provider with deep expertise building scalable, cloud-based solutions as a Google Cloud
Premier Partner.

MediaAgility UK Limited (a UK based wholly owned subsidiary of Persistent Systems Inc) (acquired with effect from May
4, 2022) is cloud transformation services provider with deep expertise building scalable, cloud-based solutions as a
Google Cloud Premier Partner.

DIGITALAGILITY S DE RL DE CV (a Mexico based wholly owned subsidiary of Persistent Systems Inc) (acquired with effect
from May 4, 2022) is cloud transformation services provider with deep expertise building scalable, cloud-based solutions
as a Google Cloud Premier Partner.

Media Agility Pte Ltd (a Singapore based wholly owned subsidiary of Persistent Systems Inc) (acquired with effect from
May 4, 2022) is cloud transformation services provider with deep expertise building scalable, cloud-based solutions as a
Google Cloud Premier Partner.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 311
Notes forming part of consolidated financial statements

Persistent Systems Poland sp z.o.o. is a subsidiary of Persistent Systems Inc. and is incorporated on April 5, 2023 is
engaged in providing software products, services and technology innovation.

The Group has assessed PSPL ESOP Management Trust to be a controlled entity and accordingly the same has been
consolidated w.e.f. April 1, 2022 on a prospective basis.

2\ Basis of preparation

The consolidated financial statements of the Group have been prepared on an accrual basis and under the historical cost
convention except for certain financial instruments, equity settled employee stock options and initial recognition of assets
acquired under business combinations which have been measured at fair value. Historical cost is generally based on the
fair value of the consideration given in exchange for goods and services. The accounting policies are consistently applied
by the Group during the year and are consistent with those used in previous year 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.

These consolidated financial statements are prepared in accordance with Indian Accounting Standard (Ind AS), the
provisions of the Companies Act, 2013 (“the Act”) (to the extent notified). 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.. The functional currency of PSL, its Indian subsidiaries and its controlled trust is ₹ and the functional
currencies of other subsidiaries are their respective local currencies. Consolidated financial statements are presented in ₹
Million unless otherwise specified.

3\ Basis of consolidation

The consolidated financial statements of the Group for the year ended March 31, 2024 are prepared in accordance with
generally accepted accounting principles applicable in India, and the Indian Accounting Standard 110 (Ind AS 110) on
‘Consolidated Financial Statements’, notified by Companies (Accounting Standards) Rules, 2015, (“Indian Accounting
Standards”) by and to the extent possible in the same format as that adopted by the Parent Company for its separate
financial statements.

The Parent Company consolidates entities which it owns or controls. The consolidated financial statements comprise the
financial statements of the parent company, its subsidiaries and its controlled trust as disclosed below. Control exists when
the parent company 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.

The financial statements of the Group companies have been consolidated on line by line basis by adding together the
book values of like items of assets and liabilities, income and expenses after eliminating intra group balances and intra
group transactions except where cost cannot be recovered. The unrealized profits or losses resulting from the intra group
transactions and balances have been eliminated.

The excess of the cost to the Parent Company of its investment in a subsidiary and the Parent Company’s portion of
equity of subsidiary on the date at which investment in the subsidiary is made, is described as goodwill and recognized
separately as an asset in the consolidated financial statements. The excess of the Company’s portion of equity of the
acquired company over its cost is treated as gain on bargain purchase in the consolidated financial statements. Goodwill
arising on consolidation is not amortized. It is tested for impairment annually and written off if found impaired.

The consolidated financial statements are prepared using uniform accounting policies for like transactions and other
events in similar circumstances and necessary adjustments required for deviations, if any, are made in the consolidated
financial statements. The consolidated financial statements are presented in the same manner as the Parent Company’s
separate financial statements.

The consolidated financial statements of the subsidiary companies and controlled trust used in the consolidation are
drawn up to the same reporting date as of the Parent Company.

312
 Notes forming part of consolidated financial statements

The subsidiary companies and controlled trust considered in consolidated financial statements are as follows:

Name of the subsidiary/associate Ownership Percentage as at Country of incorporation

March 31, March 31,

2024 2023
Persistent Systems, Inc. 100% 100% USA
Persistent Systems Pte Ltd. 100% 100% Singapore
Persistent Systems France SAS 100% 100% France
Persistent Telecom Solutions Inc. 100% 100% USA
Persistent Systems Malaysia Sdn. Bhd. 100% 100% Malaysia
Aepona Group Limited 100% 100% Ireland
Persistent Systems UK Limited (formerly known as Aepona Limited) 100% 100% UK
Persistent Systems Lanka (Private) Limited 100% 100% Sri Lanka
Persistent Systems Mexico, S.A. de C.V. 100% 100% Mexico
Persistent Systems Israel Ltd. 100% 100% Israel
Persistent Systems Germany GmbH 100% 100% Germany
Persistent Systems Switzerland AG (formerly known as PARX Werk 100% 100% Switzerland
AG)
PARX Consulting GmbH (Dissolved w.e.f. August 25, 2023) - 100% Germany
Youperience GmbH (Dissolved w.e.f. August 21, 2023) - 100% Germany
Youperience Limited (Dissolved w.e.f. June 27, 2023) - 100% United Kingdom
CAPIOT Software Private Limited 100% 100% India
CAPIOT Software Inc. (Dissolved w.e.f. December 29, 2023) - 100% USA
Persistent Systems Australia Pty Ltd (formerly known as CAPIOT 100% 100% Australia
Software Pty Ltd)
CAPIOT Software Pte Limited (Dissolved w.e.f. April 6, 2023) (refer - 100% Singapore
note 1)
Persistent Systems S.R.L. (Dissolved w.e.f. February 26, 2024) - 100% Italy
Software Corporation International 100% 100% USA
SCI Fusion360 LLC (Dissolved w.e.f. May 31, 2023) - 100% USA
Persistent Systems Costa Rica Limitada (formerly known as Data 100% 100% Costa Rica
Glove IT Solutions Limitada)
MediaAgility India Private Limited (Acquired w.e.f. April 29, 2022) 100% 100% India
MediaAgility Inc. (Acquired w.e.f. May 4, 2022) 100% 100% USA
DIGITALAGILITY S DE RL DE CV (Acquired w.e.f. May 4, 2022) 100% 100% Mexico
MediaAgility UK Limited (Acquired w.e.f. May 4, 2022) 100% 100% UK
Media Agility Pte Ltd (Acquired w.e.f. May 4, 2022) 100% 100% Singapore
Persistent Systems S.R.L. Romania (Incorporated on Jun 17, 2022) 100% 100% Romania
Persistent Systems Poland sp z.o.o. (Incorporated on April 5, 2023) 100% - Poland
PSPL ESOP Management Trust 100% 100% India

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 313
 The share of subsidiaries in the consolidated net assets, consolidated profit or loss and consolidated other comprehensive income is as follows for Financial Year 2023-24:

314
Share in Other Share in Total
Name of the Company Share in Net assets Share in Profit or (loss) Comprehensive Income (OCI) Comprehensive Income

As a % of As a % of As a % of consolidated
consolidated net Amount consolidated Amount As a % of Amount Total Comprehensive Amount
assets (₹ million) profit (₹ million) consolidated OCI (₹ million) Income (₹ million)
Parent Company:
Persistent Systems Limited 79.08% 47,786.51 81.97% 9,856.65 71.20% (33.74) 82.02% 9,822.91
Subsidiaries:
Persistent Systems, Inc. 14.53% 8,777.68 13.25% 1,593.77 0.00% - 13.31% 1,593.77
Persistent Systems Pte. Ltd. 0.06% 37.50 0.03% 3.35 0.00% - 0.03% 3.35
Persistent Systems France SAS -0.02% (9.23) -0.93% (111.62) 0.00% - -0.93% (111.62)
Persistent Telecom Solutions Inc. 0.47% 283.66 0.90% 108.41 0.00% - 0.91% 108.41
Persistent Systems Malaysia Sdn. Bhd. 0.41% 249.82 0.03% 3.31 0.00% - 0.03% 3.31
Aepona Group Limited 1.36% 819.69 6.41% 771.14 0.00% - 6.44% 771.14
Persistent Systems UK Limited 0.09% 52.33 0.39% 46.67 0.00% - 0.39% 46.67
Persistent Systems Lanka (Private) Limited 0.48% 288.02 0.21% 25.64 28.80% (13.65) 0.10% 11.99
Notes forming part of consolidated financial statements

Persistent Systems Israel Ltd. 0.27% 160.33 0.00% (0.13) 0.00% - 0.00% (0.13)
Persistent Systems Mexico, S.A. de C.V. 0.18% 111.03 0.38% 46.00 0.00% - 0.38% 46.00
Persistent Systems Germany GmbH 0.44% 268.45 0.43% 51.77 0.00% - 0.43% 51.77
Persistent Systems Switzerland AG (Formerly known as PARX
0.50% 304.69 2.82% 339.56 0.00% - 2.84% 339.56
Werk AG)
PARX Consulting GmbH 0.00% - -0.31% (36.85) 0.00% - -0.31% (36.85)
Youperience Limited 0.00% - 0.00% 0.43 0.00% - 0.00% 0.43
Youperience GmbH 0.00% - -0.14% (17.35) 0.00% - -0.14% (17.35)
CAPIOT Software Private Limited 0.09% 55.85 -0.01% (1.70) 0.00% - -0.01% (1.70)
CAPIOT Software Inc. 0.00% - 0.05% 5.82 0.00% - 0.05% 5.82
Persistent Systems Australia Pty Ltd -0.16% (95.63) -0.28% (34.06) 0.00% - -0.28% (34.06)
CAPIOT Software Pte Limited (refer note 1) 0.00% - 0.00% - 0.00% - 0.00% -
Persistent Systems S.R.L 0.00% - 0.03% 3.41 0.00% - 0.03% 3.41
Software Corporation International 0.04% 21.64 -0.19% (22.29) 0.00% - -0.19% (22.29)
SCI Fusion360 LLC 0.00% - -0.12% (14.57) 0.00% - -0.12% (14.57)
Persistent Systems Costa Rica Limitada 0.21% 124.87 0.46% 54.74 0.00% - 0.46% 54.74
MediaAgility India Private Limited 0.65% 393.28 1.31% 157.39 0.00% - 1.31% 157.39
MediaAgility Inc. 1.47% 886.15 -0.54% (64.68) 0.00% - -0.54% (64.68)
MediaAgility UK LTD -0.02% (14.38) 0.01% 0.61 0.00% - 0.01% 0.61
DIGITALAGILITY S DE RL DE CV -0.12% (71.10) -0.16% (18.83) 0.00% - -0.16% (18.83)
MediaAgility Pte Ltd 0.03% 16.90 0.03% 3.15 0.00% - 0.03% 3.15
Persistent Systems S.R.L.- Romania 0.07% 39.40 0.25% 30.52 0.00% - 0.25% 30.52
Persistent Systems Poland sp z.o.o. 0.02% 13.12 0.11% 12.63 0.00% - 0.11% 12.63
PSPL ESOP Management Trust -0.12% (74.61) -6.39% (768.92) 0.00% - -6.42% (768.92)
Subtotal 100.00% 60,425.97 100.00% 12,023.97 100.00% (47.39) 100.00% 11,976.58
Exchange differences on translating the financial statements of
- - - - - 104.82 - 104.82
foreign operations
Consolidation adjustments - (10,848.90) - - - - - -
Amortization of Intangibles recognized on Business Combination - - - (1,010.58) - - - (1,010.58)
DTA on items recognised on consolidation - - - 7.66 - - - 7.66
Dividend from subsidiaries - - - (995.82) - - - (995.82)
Others - - - 909.68 - - - 909.68
Total 49,577.07 10,934.91 100.00% 57.43 10,992.34

Note 1: CAPIOT Software Pte Limited has been dissolved w.e.f. April 6, 2023 and the same has not been considered for the purpose of consolidation.
 The share of subsidiaries in the consolidated net assets, consolidated profit or loss and consolidated other comprehensive income is as follows for Financial Year 2022-23:
Share in Other Share in Total
Name of the Company Share in Net assets Share in Profit or (loss) Comprehensive Income (OCI) Comprehensive Income
As a % of As a % of As a % of consolidated
consolidated net Amount consolidated Amount As a % of Amount Total Comprehensive Amount
assets (₹ million) profit (₹ million) consolidated OCI (₹ million) Income (₹ million)
Parent Company:
Persistent Systems Limited 77.79% 39,652.25 78.28% 7,911.28 105.67% (63.33) 78.12% 7,847.95

All Rights Reserved © 2024.

Subsidiaries:
Persistent Systems, Inc. 13.86% 7,066.82 13.28% 1,342.02 - - 13.36% 1,342.02
Persistent Systems Pte. Ltd. 0.07% 34.15 -0.01% (1.15) - - -0.01% (1.15)
Persistent Systems France SAS 0.20% 102.08 -0.14% (13.91) - - -0.14% (13.91)
Persistent Telecom Solutions Inc. 0.34% 171.92 0.60% 60.98 - - 0.61% 60.98
Persistent Systems Malaysia Sdn. Bhd. 0.51% 260.82 0.70% 70.46 - - 0.70% 70.46
Aepona Group Limited 0.07% 36.72 0.02% 2.12 - - 0.02% 2.12
Persistent Systems UK Limited 0.01% 4.85 1.50% 151.89 - - 1.51% 151.89
Persistent Systems Lanka (Private) Limited 0.49% 248.01 0.51% 51.35 -8.51% 5.10 0.56% 56.45
Persistent Systems Israel Ltd. 0.32% 161.57 0.01% 1.15 - - 0.01% 1.15
Persistent Systems Mexico, S.A. de C.V. 0.11% 56.67 0.29% 29.80 - - 0.30% 29.80
Persistent Systems Germany GmbH 2.51% 1,278.57 -0.96% (96.91) - - -0.96% (96.91)
PARX Werk AG 0.52% 265.24 0.40% 40.19 - - 0.40% 40.19
PARX Consulting GmbH -0.25% (127.39) -0.86% (87.06) - - -0.87% (87.06)
Youperience Limited 0.00% (0.43) -0.01% (0.91) - - -0.01% (0.91)
Youperience GmbH -0.34% (171.37) -0.69% (69.46) - - -0.69% (69.46)
CAPIOT Software Private Limited 0.11% 57.55 0.09% 9.53 - - 0.09% 9.53
CAPIOT Software Inc. -0.01% (3.97) -0.42% (42.74) - - -0.43% (42.74)
Persistent Systems Australia Pty Ltd -0.01% (2.63) -0.03% (3.41) - - -0.03% (3.41)
CAPIOT Software Pte Limited 0.00% 0.00 0.11% 10.90 - - 0.11% 10.90
Persistent Systems S.R.L -0.01% (3.40) -0.01% (1.36) - - -0.01% (1.36)
Software Corporation International 0.57% 289.95 0.57% 57.33 - - 0.57% 57.33
SCI Fusion360 LLC 0.04% 21.54 0.10% 10.17 - - 0.10% 10.17
Data Glove IT Solutions Limitada 0.48% 245.56 1.51% 153.07 - - 1.52% 153.07
MediaAgility India Private Limited 0.95% 485.90 1.86% 188.42 2.84% (1.70) 1.86% 186.72
MediaAgility Inc. 1.84% 937.26 2.86% 288.62 - - 2.87% 288.62
MediaAgility UK LTD -0.03% (14.50) 0.01% 1.17 - - 0.01% 1.17
DIGITALAGILITY S DE RL DE CV -0.09% (46.36) -0.05% (4.57) - - -0.05% (4.57)
MediaAgility Pte Ltd 0.03% 13.75 -0.01% (1.13) - - -0.01% (1.13)
Persistent Systems S.R.L.- Romania 0.02% 8.94 -0.01% (0.92) - - -0.01% (0.92)
PSPL ESOP Management Trust -0.11% (57.02) 0.49% 49.28 - - 0.49% 49.28
Subtotal 100.00% 50,973.05 100.00% 10,106.20 100.00% (59.93) 100.00% 10,046.26
Exchange differences on translating the financial statements of
- - - - - 798.19 - 798.19
foreign operations
Consolidation adjustments - (11,322.27) - - - - - -
Amortization of Intangibles recognized on Business Combination - - - (526.18) - - - (526.18)
DTA on items recognised on consolidation - - - (7.66) - - - (7.66)
Dividend from subsidiaries - - - (92.53) - - - (92.53)
Others - - - (268.90) - - - (268.90)
Total 39,650.78 9,210.93 100.00% 738.26 9,949.18

Persistent Systems Limited — 34rd Annual Report 2023-24. 315

Notes forming part of consolidated financial statements
Notes forming part of consolidated financial statements

4\ Material accounting policy information

4.1 Use of estimates and judgements


The preparation of the consolidated 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 consolidated 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 consolidated financial statements have been disclosed appropriately. 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 consolidated financial statements in the period in which changes are made and, if material, their
effects are disclosed in the notes to the consolidated financial statements.

4.2 Critical accounting estimates

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 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 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.

Revenue from fixed price maintenance type contracts is recognized rateably on a straight-line basis when services
are performed through an indefinite number of repetitive acts over a specified period. Revenue from fixed-price
project is recognised rateably 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 recognise
such 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 its other fixed-price contracts. Use of
the percentage-of-completion method requires the Group to estimate the efforts or costs expended to date as
a proportion of the total efforts or costs to be expended. Efforts or costs expended have been used to measure
progress towards completion. Provisions for estimated losses, if any, on uncompleted contracts are recorded in
the period in which such losses become probable based on the expected contract estimates at the reporting date.

Further, the Group uses significant judgement while determining the transaction price allocated to performance
obligations using the expected cost plus margin approach.

 In respect of the contracts where the transaction price is payable as revenue share at pre-defined percentage of
customer revenue and bearing in mind, the time gap between the close of the accounting period and availability
of the revenue report from the customer, the Group is required to use its judgement to ascertain the income from
revenue share on the basis of historical trends of customer revenue.

The Group receives advance payments from customers for the sale of software products, services and technology
innovation including complete product life cycle services after signing the contract and receipt of payment. There
is a significant financing component for these contracts considering the length of time between the customers’
payment and rendering of services as well as the prevailing interest rate in the market. As such, the transaction
price for these contracts is discounted, using the interest rate implicit in the contract (i.e., the interest rate that
discounts the cash selling price to the amount paid in advance). This rate is commensurate with the rate that
would be reflected in a separate financing transaction between the Group and the customer at contract inception.

The Group applies the practical expedient for short-term advances received from customers. That is, the promised
amount of consideration is not adjusted for the effects of a significant financing component if the period between
the transfer of the promised services and the payment is one year or less.

316
 Notes forming part of consolidated financial statements

b. Income taxes

The Group’s two major tax jurisdictions are India and the United States, though the Group also files tax returns
in other overseas jurisdictions. Significant judgements are involved in determining the provision for income
taxes.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits are available
against which deductible temporary differences & tax losses can be utilized. Management evaluates if the
deferred tax assets will be realised in future considering the historical taxable income, scheduled reversals of
deferred tax liabilities, projected future taxable income and tax-planning strategies. While the Management
believes that the Group Company will realise the deferred tax assets, the amount of deferred tax asset
realisable, could be reduced in the near term if estimates of future taxable income during the carry forward
period are reduced.

c. Business combination

Business combinations are accounted for using Ind AS 103, Business Combinations, which requires the the
acquirer to recognise the identifiable intangible assets and contingent consideration at fair value. Estimates
are required to be made in determining the value of contingent consideration, value of option arrangements
and intangible assets. These valuations are conducted by external valuation experts. These measurements are
based on information available at the acquisition date and are based on expectations and assumptions that
have been deemed reasonable by the Management.

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 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 management at the time the asset is acquired and reviewed periodically. 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.

e. 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 Group 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 the Group’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 Group has
concluded that no changes are required to lease periods relating to the existing lease contracts.

f. Provisions and contingent liabilities

The Group estimates the provisions that have present obligations as a result of past events and it is probable
that outflow of resources will be required to settle the obligations. These provisions are reviewed at the end
of each reporting period and are adjusted to reflect the current best estimates. The Group uses significant
judgements to assess contingent liabilities.

g. Defined benefits and compensated absences

The cost of the defined benefit plans, compensated absences and the present value of the defined benefit
obligation are based on actuarial valuation using the projected unit credit method. An actuarial valuation
involves making various assumptions that may differ from actual developments in the future. These include
the determination of the discount rate, future salary increases and mortality rates. Due to the complexities
involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in
these assumptions. All assumptions are reviewed at each reporting date.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 317
Notes forming part of consolidated financial statements

h. Share based payments

The share based compensation expense is determined based on the Group’s estimate of equity instruments
that will eventually vest.

i. Impairment of assets

Investments in subsidiaries, goodwill and intangible assets are tested for impairment at least annually and
when events occur or changes in circumstances indicate that the recoverable amount of the asset or cash
generating units to which these pertain is less than its carrying value. The recoverable amount of cash
generating units is higher of value-in-use and fair value less cost to dispose. The calculation of value in use
of a cash generating unit involves use of significant estimates and assumptions which includes turnover and
earnings multiples, growth rates and net margins used to calculate projected future cash flows, risk adjusted
discount rate, future economic and market conditions.

4.3 Summary of significant accounting policies

a. Current versus non-current classification

All assets and liabilities have been classified as current or non-current as per the Group’s operating cycle and
other criteria set out in the Schedule III of the Act. Operating cycle is the time between the acquisition of
resources / assets for processing their realisation in cash and cash equivalents. and Based on the nature of
products / services and the time between the acquisition of assets for processing and their realisation in cash
and cash equivalents, the Group has ascertained its operating cycle as 12 months.

b. Property, Plant and Equipment

Property, plant and equipment are stated at cost, less accumulated depreciation and accumulated impairment
losses, if any. Capital work-in-progress includes cost of property, plant and equipment that are not ready to
be put to use and is stated at cost. The cost comprises the purchase price and directly attributable costs of
bringing the asset to its working condition for its intended use, cost of replacing part of the property, plant and
equipment, cost of asset retirement obligations and borrowing costs for long term construction projects if the
recognition criteria are met. Any trade discounts and rebates are deducted in arriving at the purchase price.

Subsequent expenditure related to an item of Property, plant and equipment is added to its original cost only if
it is probable that future economic benefits associated with the item will flow to the Group. All other expenses
on existing Property,plant and equipment, including day-to-day repair and maintenance expenditure and cost
of replacing parts, are charged to the statement of profit and loss for the period during which such expenses
are incurred.

Gains or losses arising from disposal of Property, plant and equipment are measured as the difference between
the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit
and loss when the asset is disposed.

c. Intangible assets

Intangible assets including software licenses of enduring nature and contractual rights acquired separately
are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination
is their fair value at the date of acquisition. Following initial recognition, intangible assets are carried at cost
less accumulated amortization which is recognized from the date they are available for use and accumulated
impairment losses, if any. Cost comprises the purchase price and any directly attributable costs of preparing
the asset for its intended use.

Gains or losses arising from disposal of an intangible asset are measured as the difference between the net
disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss
when the asset is disposed.

Research and development cost

Research costs are expensed as incurred. Development expenditure incurred on an individual project is
recognized as an intangible asset when the Group can demonstrate:

318
 Notes forming part of consolidated financial statements

\ technical feasibility of completing the intangible asset so that it will be available for use or sale;
\ its intention to complete the asset;
\ its ability to use or sell the asset;
\ how the asset will generate probable future economic benefits;
\ the availability of adequate resources to complete the development and to use or sell the asset; and
\ the ability to measure reliably the expenditure attributable to the intangible asset during development.

Such development expenditure, until capitalization, is reflected as intangible assets under development.

Following the initial recognition, internally generated intangible assets are carried at cost less accumulated
amortization and accumulated impairment losses, if any. Amortization of internally generated intangible asset
begins when the development is complete and the asset is available for use.

d. Depreciation and amortization

Depreciation on Property, Plant and Equipment is provided from the date the asset is made avaiable for use using
the Straight Line Method (‘SLM’) over the useful lives of the assets.

The estimated useful lives for the Property, Plant and Equipment are as follows:

Assets Useful lives

Buildings* 25 years

Computers 3 years

Computers - Servers and networks* 3 years

Office equipments 5 years

Plant and equipment* 5 years

Plant and equipment (Windmill)* 20 years

Plant and equipment (Solar Energy System) * 10 years

Furniture and fixtures* 5 years

Vehicles* 5 years

*For these classes of assets, based on a 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. Thus, useful lives
of these assets are different from useful lives as prescribed under Part C of Schedule II to Companies Act 2013.

Individual assets whose cost does not exceed ₹ 5,000 are fully depreciated in the year of acquisition.

Leasehold improvements are amortized over the period of lease or useful life, whichever is lower.

Where cost of a part of the asset (“asset component”) is significant to total cost of the asset and useful life of
that part is different from the useful life of the remaining asset, useful life of that significant part is determined
separately and such asset component is depreciated over its separate useful life.

Intangible assets are amortized on a straight-line basis over their estimated useful lives ranging from 3 to 7 years
from the day the asset is made available for use.

Depreciation and amortization methods, useful lives and residual values are reviewed periodically.

e. Borrowing costs

Borrowing cost includes interest and amortization of ancillary costs incurred in connection with the arrangement
of borrowings.

Borrowing costs directly attributable to the acquisition, construction or development of an asset that necessarily
takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the
respective asset. All other borrowing costs are expensed in the period in which they occur.

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Notes forming part of consolidated financial statements

f. Leases

The Group assesses at the inception of contract whether a contract is or contains a lease. 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

Where the Group is a lessee

The Group accounts for each lease component within the contract as a lease separately from non-lease
components of the contract and allocates the consideration in the contract to each lease component on the basis
of the relative standalone price of the lease component and the aggregate standalone price of the non-lease
components.

The Group recognises right-of-use asset representing its right to use the underlying asset for the lease term at
the lease commencement date. The cost of the right-of-use asset measured at inception shall comprise of the
amount of the initial measurement of the lease liability adjusted for any lease payments made at or before the
commencement date less any lease incentives received, plus any initial direct costs incurred and an estimate of
costs to be incurred by the lessee in dismantling and removing the underlying asset or restoring the underlying
asset or site on which it is located.

The right-of-use assets is subsequently measured at cost less any accumulated depreciation, accumulated
impairment losses, if any and adjusted for any remeasurement of the lease liability. The right-of-use assets is
depreciated using the straight-line method from the commencement date over the shorter of lease term or useful
life of right-of-use asset. The estimated useful lives of right-of use assets are determined on the same basis as
those of property, plant and equipment.

Right-of-use assets are tested for impairment whenever there is any indication that their carrying amounts may not
be recoverable. Impairment loss, if any, is recognised in the statement of profit and loss.

The Group measures the lease liability at the present value of the lease payments that are not paid at the
commencement date of the lease. The lease payments are discounted using the interest rate implicit in the lease,
if that rate can be readily determined. If that rate cannot be readily determined, the Group uses incremental
borrowing rate.

The lease payments shall include fixed payments, variable lease payments based on an index or rate, residual value
guarantees, exercise price of a purchase option where the Group is reasonably certain to exercise that option
and payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to
terminate the lease.

The lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease
liability, reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount
to reflect any reassessment or lease modifications or to reflect revised in-substance fixed lease payments.

When the lease liability is remeasured, the corresponding adjustment is reflected in the right-of-use asset, or
statement of profit and loss if the right-of-use asset is already reduced to zero.

The Group has elected not to apply the requirements of Ind AS 116 to short-term leases of all assets that have
a lease term of 12 months or less and leases for which the underlying asset is of low value. The lease expenses
associated with these leases are recognized in the statement of profit and loss on a straight line basis.

320
 Notes forming part of consolidated financial statements

g. Impairment of Non-financial assets

The Group assesses, at each reporting date, whether there is an indication that an asset may be impaired.
If any indication exists, or when annual impairment testing for an asset is required, the Group estimates the
asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash generating
unit’s (CGU) fair value less costs of disposal and its value in use. The recoverable amount is determined for
an individual asset, unless the asset does not generate cash inflows that are largely independent of those
from other assets or Groups of assets. When the carrying amount of an asset or CGU exceeds its recoverable
amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to
the asset. In determining fair value less costs of disposal, recent market transactions are taken into account.
If no such transactions can be identified, an appropriate valuation model is used. These calculations are
corroborated by valuation multiples, quoted share prices for publicly traded groups or other available fair
value indicators.

The Group bases its impairment calculation on detailed budgets and forecast calculations, which are prepared
separately for each of the Group’s CGUs to which the individual assets are allocated. To estimate cash flow
projections covered by the most recent budgets/forecasts, the Group extrapolates cash flow projections in
the budget using a steady or declining growth rate for subsequent years, unless an increasing rate can be
justified. In any case, this growth rate does not exceed the long-term average growth rate for the services,
industries, or country or countries in which the Group operates, or for the market in which the asset is used.

Impairment losses of continuing operations are recognised in the statement of profit and loss, except for
assets previously revalued with the revaluation surplus taken to OCI. For such assets, the impairment is
recognised in OCI up to the amount of any previous revaluation surplus.

For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is an
indication that previously recognised impairment losses no longer exist or have decreased. If such indication
exists, the Group estimates the asset’s or CGU’s recoverable amount. A previously recognised impairment
loss is reversed only if there has been a change in the assumptions used to determine the asset’s recoverable
amount since the last impairment loss was recognised. The reversal is limited so that the carrying amount of
the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been
determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such
reversal is recognised in the statement of profit and loss unless the asset is carried at a revalued amount, in
which case, the reversal is treated as a revaluation increase.

Goodwill is tested for impairment on an annual basis and whenever there is an indication that the recoverable
amount of a cash generating unit is less than its carrying amount based on a number of factors including
operating results, business plans, future cash flows and economic conditions. The recoverable amount of cash
generating units is determined based on higher of value-in-use and fair value less cost to sell. The goodwill
impairment test is performed at the level of the cash-generating unit or groups of cash-generating units which
are benefiting from the synergies of the acquisition and which represents the lowest level at which goodwill is
monitored for internal management purposes. If recoverable amount cannot be determined for an individual
asset, an entity identifies the lowest aggregation of assets that generate largely independent cash inflows.
Market related information and estimates are used to determine the recoverable amount. Key assumptions on
which management has based its determination of recoverable amount include estimated long term growth
rates, weighted average cost of capital and estimated operating margins. Cash flow projections take into
account past experience and represent management’s best estimate about future developments.

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 synergy benefits derived from
Goodwill are enjoyed interchangeably among segments and the Group is of the view that it is not practical to
reasonably allocate the same and an ad-hoc allocation will not be meaningful.

Impairment losses relating to goodwill cannot be reversed in future periods. Intangible assets with indefinite
useful lives are tested for impairment annually as at reporting date at the CGU level, as appropriate, and when
circumstances indicate that the carrying value may be impaired.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 321
Notes forming part of consolidated financial statements

Based on the testing, no impairment was identified as at March 31, 2024 and 2023 as the recoverable value
of the CGUs exceeded the carrying value. An analysis of the calculation’s sensitivity to a change in the key
parameters (turnover and earnings multiples) did not identify any probable scenarios where the CGU’s
recoverable amount would fall below its carrying amount.

h. Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or
equity instrument of another entity.

Initial recognition and measurement

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, which are not at fair value
through profit or loss, are added to the fair value on initial recognition.

The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow
characteristics and the Group’s business model for managing them. The Group’s business model refers to how
it manages it’s financial assets to generate cash flows. The business model determines whether the cash flows
will result from collecting contractual cash flows, selling the financial assets, or both.

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.

Subsequent measurement

Non-derivative financial instruments

Financial assets

Financial assets at amortized cost

Financial assets that are held within a business model whose objective is to hold assets for collecting
contractual cash flows and whose contractual terms give rise on specified dates to cash flows that are
solely payments of principal and interest on the principal amount outstanding are subsequently measured
at amortized cost using the effective interest rate method. The change in measurements are recognized as
finance income in the statement of profit and loss.

Financial assets at fair value through other comprehensive income (FVTOCI)

Financial assets that are held within a business model whose objective is achieved both by collecting
contractual cash flows and selling the financial assets and the assets’ contractual cash flows represent solely
payments of principal and interest on the principal amount outstanding are subsequently measured at fair
value. Fair value movements are recognized in OCI.

Financial assets at fair value through profit or loss (FVTPL)

Any financial asset which does not meet the criteria for categorization as financial asset at amortized cost or at
FVTOCI, is classified as financial asset at FVTPL. Financial assets except derivative contracts included within
the FVTPL category are subsequently measured at fair value with all changes recognized in the statement of
profit and loss.

Cash and cash equivalents

Cash and cash equivalents in the cash flow statement comprises of cash at bank, cash in hand and short term
deposits with an original maturity period of three months or less.

322
 Notes forming part of consolidated financial statements

Financial liabilities

Financial liabilities at amortised cost

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.

Financial liabilities at fair value through profit or loss (FVTPL)


Financial liabilities include financial liabilities held for trading and financial liabilities designated upon initial
recognition at fair value through profit or loss if the recognition criteria as per Ind AS 109 – “Financial
Instruments” are satisfied. Gains or losses on liabilities held for trading are recognized in statement of profit
and loss. Fair value gains or losses on liabilities designated as FVTPL attributable to changes in own credit
risk are recognized in other comprehensive income. All other changes in fair value of liabilities designated as
FVTPL are recognized in the statement of profit and loss. The Group has not designated any financial liability
as FVTPL.


Net gains or net losses on items at fair value through profit or loss include interest or dividend income received
from these assets.

Derivative financial instruments

The Group uses derivatives for economic hedging purposes. At the inception of hedging relationship, the
Group documents the hedging relationship between the hedging instrument and hedged item including
whether the changes in cash flows of the hedging instruments are expected to offset the changes in cash
flows of the hedged items. The Group documents its objective and strategy for undertaking its hedging
transactions.

Derivatives are initially recognised at fair value on the date a derivative contract is entered and are
subsequently re-measured at fair value at each reporting date.

For cash flow hedges that qualify for hedge accounting, the effective portion of fair value of derivatives are
recognised in cash flow hedging reserve within equity through OCI.

Gains or losses relating to the ineffective portion is immediately recognised in profit or loss.

Amounts accumulated in equity are reclassified to profit or loss in the period when the hedged item affects
profit and loss or hedged future cash flows are no longer expected to occur.

Derivatives which do not qualify for hedge accounting are accounted as FVTPL.

Derecognition
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 expired. On derecognition of a financial asset
in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received
and receivable and the cumulative gain or loss that had been recognised in other comprehensive income and
accumulated in equity, if any, is recognised in profit or loss, except in case of equity instruments classified as
FVOCI, where such cumulative gain or loss is not recycled to statement of profit and loss.

The Group derecognizes financial liabilities when the Group’s obligations are discharged, cancelled or
have expired. The difference between the carrying amount of the financial liability derecognized and the
consideration paid and payable is recognised in profit or loss.

Financial guarantee contracts

Financial guarantee contracts issued by the Group are those contracts that require a payment to be made
to reimburse the holder for a loss it incurs because the specified debtor fails to make a payment when due
in accordance with the terms of a debt instrument. Financial guarantee contracts are recognised initially
as a liability at fair value, adjusted for transaction costs that are directly attributable to the issuance of the
guarantee. Subsequently, the liability is measured at the higher of the amount of loss allowance determined as
per impairment requirements of Ind AS 109 and the amount recognised less cumulative amortisation.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 323
Notes forming part of consolidated financial statements

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, dealer quotes.

For equity instruments of unlisted companies, in limited circumstances, insufficient more recent information
is available to measure fair value, or if there are a wide range of possible fair value measurements and cost
represents the best estimate of fair value within that range. The Group recognises such equity instruments at
cost, which is considered as appropriate estimate of fair value.

All methods of assessing fair value result in general approximation of value, and such value may never actually
be realized. 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.

Impairment of financial assets

The Group applies Expected Credit Loss (ECL) model for measurement and recognition of impairment loss on
financial assets measured at amortized cost and financial assets that are debts instruments and are measured
at FVTOCI. ECL is the difference between contractual cash flows that are due and the cash flows that the
Group expects to receive, discounted at the original effective interest rate.

For trade receivables, the Company recognizes impairment loss allowance based on lifetime ECL at each
reporting date, right from its initial recognition.The Company recognises lifetime expected losses for all
contract assets and / or all trade receivables that do not constitute a financing transaction. In determining the
allowances for doubtful trade receivables, the Company has used a practical expedient by computing the
expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes
into account historical credit loss experience and is adjusted for forward looking information. The expected
credit loss allowance is based on the ageing of the receivables that are due and allowance rates used in the
provision matrix. For all other financial assets, expected credit losses are measured at an amount equal to the
12-months expected credit losses or at an amount equal to the life time expected credit losses if the credit risk
on the financial asset has increased significantly since initial recognition.

i. Revenue recognition

Revenues from customer contracts are considered for recognition and measurement when the contract has
been approved 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 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.

324
 Notes forming part of consolidated financial statements

Income from software services and products

The Group derives revenues primarily from IT services comprising of software development and related
services and from the licensing of software products.

Arrangements with customers for software related services are either on a time-and-material or a fixed-price basis.

Revenue on time-and-material contracts are recognized as and when the related services are performed.
Revenue from fixed-price contracts, where the performance obligations are satisfied over time and where
there is no uncertainty as to measurement or collectability of consideration, is recognized as per the
percentage-of-completion method. When there is uncertainty as to measurement or ultimate collectability,
revenue recognition is postponed until such uncertainty is resolved.

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.

When support services are provided in conjunction with the licensing arrangement and the license and the
support services have been identified as two 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. Maintenance revenue is recognized proportionately over the period in which the services are
rendered.

Revenue from revenue share is recognized in accordance with the terms of the relevant agreements.

Unbilled revenue represents revenue recognized in relation to work done until the balance sheet date for
which billing has not taken place.

Unearned revenue represents the billing in respect of contracts for which the revenue is not recognized.

The Group collects Goods and Services Tax on behalf of the government and, therefore, these are not
economic benefits flowing to the Group. Hence, they are excluded from revenue.

Interest
Interest income is recognized on a time proportion basis taking into account the carrying amount and the
effective interest rate.

Dividend
Dividend income is recognized when the Group’s right to receive dividend is established. Dividend income is
included under the head ‘Other income’ in the statement of profit and loss.

Contract balances

Contract assets
Contract assets are recognised when there are excess of revenues earned over billings on contracts. Contract
assets are classified as unbilled receivables (only act of invoicing is pending) when there is unconditional right
to receive cash, and only passage of time is required, as per contractual terms.

Contract liabilities
Unearned and deferred revenue (“contract liability”) is recognized when there are billings in excess of
revenues.

j. Foreign currency translation

Foreign currency transactions and balances

The functional currency of the Group and its Indian subsidiaries is Indian Rupees (₹) whereas the functional
currency of foreign subsidiaries is the currency of their primary economic environment.

Initial recognition
Foreign currency transactions are recorded in the functional currency of the entities, by applying to the
foreign currency amount the exchange rate between the functional currency and the foreign currency at the
date of the transaction.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 325
Notes forming part of consolidated financial statements

Conversion
Foreign currency monetary items are converted using the exchange rate prevailing at the reporting date. Non-
monetary items, which are measured in terms of historical cost denominated in a foreign currency are reported
using the exchange rate at the date of the transaction. Non-monetary items which are carried at fair value or
other similar valuation denominated in a foreign currency are reported using the exchange rates at the date
when the values were determined. For foreign currency transactions recognized in profit and loss statement
the Group uses average rate if the average approximates the actual rate at the date of the transaction.

Exchange differences

Exchange differences arising on conversion / settlement of foreign currency monetary items and on foreign
currency liabilities relating to property, plant and equipment acquisition are recognized as income or expenses
in the period in which they arise.

Translation of foreign operations

The Group presents the consolidated financial statements in ₹. For the purpose of these consolidated
financial statements, the assets and liabilities of the Group’s foreign operations are translated using exchange
rates prevailing at the end of each reporting period. Income and expense items are translated at the
average exchange rates for the period. Exchange differences arising on translation are recognised in other
comprehensive income and accumulated in equity.

k. Employee benefits

Defined contribution plan

Provident fund
Provident fund is a defined contribution plan covering eligible employees. The Group and the eligible
employees make a monthly contribution to the provident fund maintained by the Regional Provident Fund
Commissioner equal to the specified percentage of the eligible salary of the entitled employees as per the
scheme. The contributions to the provident fund are charged to the statement of profit and loss for the year
when the contributions are due. The Group has no obligation, other than the contribution payable to the
provident fund.

Superannuation
Superannuation is a defined contribution plan covering eligible employees. The contribution to the
superannuation fund managed by the insurer is equal to the specified percentage of the basic salary of the
eligible employees as per the scheme. The contribution to this scheme is charged to the statement of profit
and loss on an accrual basis. There are no other contributions payable other than contribution payable to the
respective fund.

Defined benefit plan

Gratuity
Gratuity is a defined benefit obligation plan operated by the Group for its employees covered under
respective company’s gratuity scheme. The cost of providing benefit under gratuity plan is determined on the
basis of actuarial valuation performed by independent actuary using the projected unit credit method at the
reporting date and are charged to the statement of profit and loss, except for the remeasurements, comprising
of actuarial gains and losses which are recognized in full in the statement of other comprehensive income in
the reporting period in which they occur. Remeasurements are not reclassified to profit and loss subsequently.

Compensated absences and long service awards

Leave encashment
Accumulated leave, which is expected to be utilized within the next twelve months, is treated as short-term
employee benefit. The Group measures the expected cost of such absences as the additional amount that it
expects to pay as a result of the unused entitlement that has accumulated at the reporting date.

The Group treats accumulated leave expected to be carried forward beyond twelve months, as long-term
employee benefit for measurement purposes. Such long-term compensated absences are provided for based
on the actuarial valuation using the projected unit credit method at the reporting date. Remeasurements,
comprising of actuarial gains and losses are recognized in full in the statement of profit and loss. Expense on
non-accumulating compensated absences is recognized in the period in which the absences occur.

326
 Notes forming part of consolidated financial statements

The Group presents the entire leave encashment liability as a current liability in the balance sheet, since it does
not have an unconditional right to defer its settlement beyond twelve months after the reporting date.

The expected cost of accumulating leave encashment 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 leave encashment is recognized in the period in which the absences
occur.

Long service awards

Long service awards are other long term benefits to all eligible employees, as per Group’s policy. The
cost of providing benefit under long service awards scheme is determined on the basis of actuarial
valuation performed by independent actuary using the projected unit credit method at the reporting date.
Remeasurements, comprising of actuarial gains and losses are recognized in full in the statement of profit and
loss.

Other employee benefits

Other short-term employee benefits such as overseas social security contributions and performance
incentives expected to be paid in exchange for services rendered by employees, are recognised in the
statement of profit and loss during the period when the employee renders the service.

l. Income taxes

Tax expense comprises of current and deferred tax. Current income tax is measured at the amount expected
to be paid to the tax authorities in accordance with The Income Tax Act, 1961 enacted in India and tax laws
prevailing in the respective tax jurisdictions where the Group operates. The tax rates and tax laws used to
compute the amount are those that are enacted or substantively enacted, at the reporting date. Current
income tax relating to items recognized directly in equity is recognized in equity and not in statement of profit
and loss.

Deferred income taxes reflect the impact of temporary differences between tax base of assets and liabilities
and their carrying amounts. Deferred tax is measured based on the tax rates and the tax laws enacted or
substantively enacted at the reporting date.

Deferred tax liabilities are recognized for all taxable temporary differences, except deferred tax liability arising
from 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/ loss at the time of transaction. Deferred tax assets are
recognized for all deductible temporary differences, the carry forward of unused tax credits and any unused
tax losses, except deferred tax assets arising from 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/ loss at the
time of transaction. Deferred tax assets are recognized only to the extent that sufficient future taxable income
will be available against which such deferred tax assets can be realized.

In the situations where the Group is entitled to a tax holiday under The Income-tax Act, 1961 enacted in India
or tax laws prevailing in the respective tax jurisdictions where it operates, no deferred tax (asset or liability) is
recognized in respect of temporary differences which reverse during the tax holiday period, to the extent the
Group’s gross total income is subject to the deduction during the tax holiday period. Deferred tax in respect
of temporary differences which reverse after the tax holiday period is recognized in the period in which the
temporary differences originate.

The carrying amount of deferred tax asset is reviewed at each reporting date and reduced to the extent that it
is no longer probable that sufficient taxable profit will be available against which such deferred tax assets can
be realized.

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current
tax assets against current tax liabilities and the deferred tax assets and deferred tax liabilities relate to the same
taxable entity and the same taxation authority.

Deferred tax relating to items recognized outside the statement of profit and loss is recognized in correlation
to the underlying transaction either in OCI or directly in equity.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 327
Notes forming part of consolidated financial statements

m. Segment reporting

i. Identification of segment
The Group’s operations predominantly relate to providing software products, services and technology
innovation covering full life cycle of product to its customers.

The components of the Group that engage in business activities from which they earn revenue and incur
expenses, whose operating results are regularly reviewed by the Group’s Chief Operating Decision Maker
are identified as operating segments.

ii. Allocation of income and direct expenses

Income and direct expenses allocable to segments are classified based on items that are individually
identifiable to that segment such as salaries, project related travel expenses etc. The remainder is
considered as un-allocable expense and is charged against the total income.

iii. Unallocated items

Unallocated items include general corporate income and expense items which are not allocated to any
business segment.

Segregation of assets, liabilities, depreciation and amortization and other non-cash expenses into various
reportable segments have not been presented except for trade receivables and unbilled revenue as these
items are used interchangeably among segments and the Group is of the view that it is not practical to
reasonably allocate these items to individual segments and an ad-hoc allocation will not be meaningful.

iv. Inter-segment transfers

There are no inter-segments transactions.

v. Segment accounting policies

The Group prepares its segment information in conformity with accounting policies for preparing and
presenting the consolidated financial statements of the Group as a whole.

n. Earnings per share (EPS)

Basic earnings per share are calculated by dividing the net profit for the year attributable to equity
shareholders of the parent company by the weighted average number of equity shares outstanding during the
year. The weighted average number of equity shares outstanding during the reporting period is adjusted for
events such as bonus issue, bonus element in a rights issue, share split, and reverse share split (consolidation
of shares), if any occurred during the reporting period, that have changed the number of equity shares
outstanding, without a corresponding change in resources.

For the purpose of calculating diluted earnings per share, the net profit for the year attributable to the equity
shareholders of parent company and the weighted average number of equity shares outstanding during the
year, are adjusted for the effects of all dilutive potential equity shares.

The number of shares and potential dilutive equity shares are adjusted retrospectively for all periods presented
for any bonus shares issues including for changes effected prior to the approval of the consolidated financial
statements by the Board of Directors.

o. Provisions

A provision is recognized when the Group has a present obligation as a result of past event, it is probable that
an outflow of resources embodying economic benefits will be required to settle the obligation, in respect
of which a reliable estimate can be made. Provisions are determined based on the best estimate of the
amount required to settle the obligation at the reporting date. If the effect of time value of money is material,
provisions are discounted using a current pre-tax rate that reflects the risks specific to the liability. These
estimates are reviewed at each balance sheet date and adjusted to reflect the current best estimates.

p. Contingent liabilities and commitments

A contingent liability is a possible obligation that arises from past events whose existence will be confirmed
by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the
Group or a present obligation that is not recognized because it is not probable that an outflow of resources
will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there

328
 Notes forming part of consolidated financial statements

is a liability that cannot be recognized because it cannot be measured reliably. Contingent assets are neither
recognised nor disclosed in consolidated financial statements.

q. Share based payments

Employees of the Group receive remuneration in the form of share based payment transactions, whereby
employees render services as consideration for equity instruments granted (equity-settled transactions).

The cost of equity-settled transactions is determined by the fair value of the options at the date of the grant
and recognized as employee compensation cost over the vesting period. The cumulative expense recognized
for equity-settled transactions at each reporting date until the vesting date reflects the extent to which
the vesting period has expired and the Group’s best estimate of the number of equity instruments that will
ultimately vest.

At the end of each reporting period, the Group revises its estimates of the number of options that are
expected to vest best on the non-market vesting and service conditions. It recognises the impact of the
revisions to the original estimates, if any, in profit or loss with a corresponding adjustment to equity.

The expense or credit recognized in the statement of profit and loss for the period represents the movement
in cumulative expense recognized as at the beginning and end of that period and is recognized in employee
benefits expense with a corresponding increase in stock options outstanding reserve in equity. In case of the
employee stock option schemes having a graded vesting schedule, each vesting tranche having different
vesting period has been considered as a separate option grant and accounted for accordingly. vesting period
has been considered as a separate option grant and accounted for accordingly.

Where the terms of an equity-settled transaction award are modified, the minimum expense recognized is
the expense as if the terms had not been modified, if the original terms of the award are met. An additional
expense is recognized for any modification that increases the total fair value of the share-based payment
transaction or is otherwise beneficial to the employee as measured at the date of modification.

r. Equity

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

s. Treasury shares

The group has created an PSPL ESOP Management Trust (hereinafter referred as ‘ESOP Trust’) for providing
share-based payment to its employees. The group uses ESOP Trust as a vehicle for distributing shares to
employees under the employee remuneration schemes. The ESOP Trust buys shares of the parent company
from the market, for giving shares to employees. The group treats ESOP Trust as its extension and shares
held by trust are treated as treasury shares. Own equity instruments that are reacquired (treasury shares) are
recognised at cost and deducted from equity. No gain or loss is recognised in profit or loss on the purchase,
sale, issue or cancellation of the Group’s own equity instruments. Any difference between the carrying amount
and the consideration, if reissued, is recognised in securities premium . Share options exercised during the
reporting period are satisfied with treasury shares.

t. Dividend

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 Board of Directors.

u. Business combination

The acquisition method of accounting is used to recognized for all business combinations, when the acquired
set of activities and assets meet the definition of business and control is transferred regardless of whether
equity instruments or other assets are acquired. The acquisition cost is measured as the aggregate of the
consideration transferred and the amount of any non-controlling interest in the acquiree at fair value.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 329
 Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are,
with limited exceptions, measured initially at their fair values at the acquisition date. The Group recognizes any
non-controlling interest in the acquired entity on an acquisition-by-acquisition basis either at fair value or at
the non-controlling interest’s proportionate share of the acquired entity’s net identifiable assets.

Acquisition-related costs are expensed as incurred.

The excess of the:

\ Consideration transferred;
\ Amount of any non-controlling interest in the acquired business, and
\ Acquisition-date fair value of any previous equity interest in the acquired business

over the fair value of the net identifiable assets acquired is recognized as goodwill. If those amounts are less
than the fair value of the net identifiable assets of the business acquired, the difference is recognized in other
comprehensive income and accumulated in equity as capital reserve provided there is clear evidence of the
underlying reasons for classifying the business combination as a bargain purchase. In other cases, the bargain
purchase is recognized directly in equity as capital reserve.

Business combinations between entities under common control is accounted for using pooling of interest
method. The identity of the reserves is preserved as they appear in the standalone financial statements of
the Company in the same form in which they appeared in the financial statements of the acquired entity.
The difference, if any, between the consideration and the amount of share capital of the acquired entity is
transferred to business transfer reserve.

v. Goodwill / Gain on bargain purchase

Goodwill represents the cost of business acquisition in excess of the Group’s interest in the net fair value
of identifiable assets, liabilities and contingent liabilities of the acquiree. When the net fair value of the
identifiable assets, liabilities and contingent liabilities acquired exceeds the cost of business acquisition, a gain
is recognized in the other comprehensive income as gain on bargain purchase.

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose
of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to
each of the Group’s cash-generating units that are expected to benefit from the combination, irrespective of
whether other assets or liabilities of the acquiree are assigned to those units.

A cash generating unit to which goodwill has been allocated is tested for impairment annually, or more
frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash
generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying
amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the
carrying amount of each asset in the unit. Any impairment loss for goodwill is recognised in profit or loss. An
impairment loss recognised for goodwill is not reversed in subsequent periods.

Where goodwill has been allocated to a cash-generating unit and part of the operation within that unit is
disposed of, the goodwill associated with the disposed operation is included in the carrying amount of
the operation when determining the gain or loss on disposal. Goodwill disposed in these circumstances is
measured based on the relative values of the disposed operation and the portion of the cash generating unit
retained.

If the initial accounting for a business combination is incomplete by the end of the reporting period in which
the combination occurs, the Group reports provisional amounts for the items for which the accounting is
incomplete. Those provisional amounts are adjusted through goodwill during the measurement period,
or additional assets or liabilities are recognised, to reflect new information obtained about facts and
circumstances that existed at the acquisition date that, if known, would have affected the amounts recognized
at that date. These adjustments are called as measurement period adjustments. The measurement period does
not exceed one year from the acquisition date.

330
 This space is intentionally kept blank

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 331
 5.1\ Property, plant and equipment

332
(In ₹ million)

Office Plant and Leasehold Furniture

Land - Freehold Buildings* Computers equipments Equipment improvements and fixtures Vehicles Total

Gross block (At cost)

As at April 1, 2023 1,007.14 2,880.89 4,773.83 130.79 1,960.91 67.18 1,099.50 15.88 11,936.12
Additions - 15.13 375.92 115.10 159.74 15.39 81.74 0.22 763.24
Acquisition through merger
- - 28.24 - 5.28 - 8.66 - 42.18
(refer note 51 and 42)
Disposals - 0.32 311.90 5.35 46.39 - 14.72 1.26 379.94
Acquisition through merger (refer note 51 and 42) - - 28.24 - 5.28 - 8.66 - 42.18
Effect of foreign currency translation from
Notes forming part of consolidated financial statements

0.13 0.51 23.96 1.71 0.69 3.00 4.64 - 34.64

functional currency to reporting currency
As at March 31, 2024 1,007.27 2,896.21 4,861.81 242.25 2,074.95 85.57 1,171.16 14.84 12,354.06

Accumulated Depreciation
As at April 1, 2023 - 1,393.29 3,493.89 101.64 1,285.82 52.55 741.70 7.28 7,076.17

Acquisition through merger (refer note 51 and 42) - - 24.15 - 4.92 - 7.88 - 36.95

Charge for the year - 124.11 780.31 15.25 174.00 4.01 87.70 2.13 1,187.51

Disposals - 0.32 289.71 4.76 45.49 - 14.28 1.26 355.82

Acquisition through merger (refer note 51 and 42) - - 24.15 - 4.92 - 7.88 - 36.95

Effect of foreign currency translation from - 0.25 19.12 0.52 (0.20) 2.70 3.78 - 26.17
functional currency to reporting currency
As at March 31, 2024 - 1,517.33 4,003.61 112.65 1,414.13 59.26 818.90 8.15 7,934.03

Net block as at March 31, 2024 1,007.27 1,378.88 858.19 129.60 660.82 26.31 352.26 6.69 4,420.03
 5.1\ Property, plant and equipment (continued)

(In ₹ million)

Office Plant and Leasehold Furniture

Land - Freehold Buildings* Computers equipments Equipment improvements and fixtures Vehicles Total

Gross block (At cost)

All Rights Reserved © 2024.

As at April 1, 2022 221.62 2,455.16 4,003.93 100.38 1,399.89 47.69 734.18 7.27 8,970.12
Additions 784.61 421.84 756.85 24.73 568.53 14.04 348.40 8.64 2,927.64
Additions through business combinations - - 29.34 2.69 - 4.40 6.02 - 42.45

Disposals - 0.20 79.32 0.98 9.04 3.73 5.74 0.03 99.04

Effect of foreign currency translation from 0.91 4.09 63.03 3.97 1.53 4.78 16.64 - 94.95
functional currency to reporting currency
As at March 31, 2023 1,007.14 2,880.89 4,773.83 130.79 1,960.91 67.18 1,099.50 15.88 11,936.12

Accumulated Depreciation
As at April 1, 2022 - 1,281.98 2,767.92 90.52 1,188.81 45.01 672.26 5.95 6,052.45
Additions through business combination - - 21.01 2.32 - 4.18 5.14 - 32.65
Charge for the year - 109.57 731.08 6.28 103.95 2.59 54.10 1.36 1,008.93
Disposals - 0.18 75.38 0.89 8.93 3.55 5.03 0.03 93.99
Effect of foreign currency translation from - 1.92 49.26 3.41 1.99 4.32 15.23 - 76.13
functional currency to reporting currency
As at March 31, 2023 - 1,393.29 3,493.89 101.64 1,285.82 52.55 741.70 7.28 7,076.17
Net block as at March 31, 2023 1,007.14 1,487.60 1,279.94 29.15 675.09 14.63 357.80 8.60 4,859.95

* Note: Buildings include those constructed on leasehold land:

a. Gross block as on March 31, 2024 ₹ 1,460.40 Million (Previous year : ₹ 1,455.94 Million)

b. Depreciation charge for the year ₹ 59.30 Million (Previous year ₹ 59.08 Million)

c. Accumulated depreciation as on March 31, 2024 ₹ 735.52 Million (Previous year ₹ 676.22 Million)

d. Net block value as on March 31, 2024 ₹ 724.88 Million (Previous year ₹ 779.72 Million)

Persistent Systems Limited — 34rd Annual Report 2023-24. 333

Notes forming part of consolidated financial statements
Notes forming part of consolidated financial statements

5.2\ Capital work-in-progress

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Balance at beginning of year 161.38 1,071.20
Additions 937.12 2,017.82
Capitalised during the year 763.24 2,927.64
Balance at end of year 335.26 161.38

5.2\ Capital work in progress (CWIP) ageing schedule

(In ₹ million)

Amount in CWIP for a period of

Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in progress 256.45 78.81 - - 335.26
As at March 31, 2024 256.45 78.81 - - 335.26

(In ₹ million)

Amount in CWIP for a period of

Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in progress 161.38 - - - 161.38
As at March 31, 2023 161.38 - - - 161.38

5.3\ Right-of-use assets

(In ₹ million)

Leasehold Land Office premises Total

Gross block (At cost)

As at April 1, 2023 131.97 2,994.30 3,126.27
Additions during the year - 749.09 749.09
Acquisition through merger (refer note 51 and 52) - 374.81 374.81
Disposals - 145.36 145.36
Acquisition through merger (refer note 51 and 52) - 374.81 374.81
Effect of foreign currency translation of foreign operations from functional - 42.07 42.07
currency to reporting currency
As at March 31, 2024 131.97 3,640.10 3,772.07

Accumulated Depreciation
As at April 1, 2023 3.22 924.84 928.06
Charge for the year 1.54 649.96 651.50
Acquisition through merger (refer note 51 and 52) - 112.12 112.12
Disposals - 126.06 126.06
Acquisition through merger (refer note 51 and 52) - 112.12 112.12
Effect of foreign currency translation of foreign operations from functional - 11.39 11.39
currency to reporting currency
As at March 31, 2024 4.76 1,460.13 1,464.89
Net block as at March 31, 2024 127.21 2,179.97 2,307.18

334
 Notes forming part of consolidated financial statements

(In ₹ million)

Leasehold Land Office premises Total

Gross block (At cost)

As at April 1, 2022 37.50 1,841.75 1,879.25
Additions during the year 94.47 1,230.91 1,325.38
Disposals - 133.72 133.72
Effect of foreign currency translation of foreign operations from functional - 55.36 55.36
currency to reporting currency
As at March 31, 2023 131.97 2,994.30 3,126.27

Accumulated Depreciation
As at April 1, 2022 1.76 519.28 521.04
Charge for the year 1.46 482.62 484.08
Disposals - 126.78 126.78
Effect of foreign currency translation of foreign operations from functional - 49.72 49.72
currency to reporting currency
As at March 31, 2023 3.22 924.84 928.06
Net block as at March 31, 2023 128.75 2,069.46 2,198.21

5.4\ Goodwill
(In ₹ million)
As at As at
March 31, 2024 March 31, 2023

Cost
Balance at beginning of year 7,183.71 2,790.22
Reclassification on purchase price allocation of business combination (refer 3,322.19 4,051.66
note 44)
Effect of foreign currency translation of foreign operations from functional 406.66 341.83
currency to reporting currency
Balance at end of year 10,912.56 7,183.71

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, 2024 and March 31, 2023 is as follows:
(In ₹ million)
As at As at
March 31, 2024 March 31, 2023

Segment
a. Banking, Financial Services and Insurance (BFSI) 2,437.97 2,402.01

b. Healthcare & Life Sciences - -

c. Software, Hi-Tech and Emerging Industries 8,474.59 4,781.70

Total 10,912.56 7,183.71

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:

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 335
Notes forming part of consolidated financial statements

(In ₹ million)
As at As at
March 31, 2024 March 31, 2023
Long-term growth rate 4.20% 15% to 25%

Operating margins 10% to 25% 25% to 35%

Discount rate 14% to 17% 5% to 15%

The above discount rate is based on the Weighted Average Cost of Capital (WACC) of the Company. As at March 31, 2024,
the estimated recoverable amount of the CGU exceeded its carrying amount. An analysis of the sensitivity of the computation
to a change in key parameters (operating margin, discount rates and long term average growth rate), based on reasonable
assumptions, did not identify any probable scenario in which the recoverable amount of the CGU would decrease below its
carrying amount. Operating margin and long term growth rate are in line with company’s current operations.

Based on testing, no impairment loss was identified during current year and previous year.

5.5\ Other Intangible assets

(In ₹ million)

Acquired Provisional
Software contractual rights intangible assets Total

Gross block
As at April 1, 2023 3,312.14 10,093.33 5,239.19 18,644.66
Additions 127.90 - - 127.90
Disposals 0.03 - - 0.03
Reclassification on purchase price allocation of - 1,548.49 (4,870.68) (3,322.19)
business combination (refer note 44)
Effect of foreign currency translation from 36.26 570.77 (368.51) 238.52
functional currency to reporting currency
As at March 31, 2024 3,476.27 12,212.59 - 15,688.86

Accumulated Amortization
As at April 1, 2023 2,744.90 6,506.21 222.13 9,473.24
Charge for the period 244.14 1,010.58 - 1,254.72
Disposals 0.03 - - 0.03
Reclassification on purchase price allocation of - 523.67 (523.67) -
business combination (refer note 44)
Effect of foreign currency translation from 32.22 52.22 301.54 385.98
functional currency to reporting currency
As at March 31, 2024 3,021.23 8,092.68 - 11,113.91
Net block as at March 31, 2024 455.04 4,119.91 - 4,574.95

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336
 Notes forming part of consolidated financial statements

(In ₹ million)

Acquired Provisional
Software contractual rights intangible assets Total

Gross block
As at April 1, 2022 3,031.45 6,813.53 6,696.30 16,541.28

Additions 502.81 - - 502.81

Additions through business combination 10.63 - 4,870.68 4,881.31

Reclassification on purchase price allocation of - 2,771.88 (6,823.54) (4,051.66)

business combination (refer note 44)

Disposals 390.70 - - 390.70

Effect of foreign currency translation from 157.95 507.92 495.75 1,161.62

functional currency to reporting currency

As at March 31, 2023 3,312.14 10,093.33 5,239.19 18,644.66

Accumulated Amortization
As at April 1, 2022 2,864.32 5,352.04 55.29 8,271.65

Charge for the year 110.59 591.68 523.67 1,225.94

Additions on business combinations 9.43 - - 9.43

Reclassification on purchase price allocation of - 374.82 (374.82) -

business combination (refer note 44)

Disposals 390.7 - - 390.70

Effect of foreign currency translation from 151.26 187.67 17.99 356.92

functional currency to reporting currency

As at March 31, 2023 2,744.90 6,506.21 222.13 9,473.24

Net block as at March 31, 2023 567.24 3,587.12 5,017.06 9,171.42

Acquired contractual rights acquired through DataGlove acquistion, having carrying amount of ₹ 1,489.84 million and
remaining amortisation period of 5 years as on March 31, 2024.

Acquired contractual rights acquired through MediaAgility acquistion, having carrying amount of ₹ 1,222.96 million and
remaining amortisation period of 5 years as on March 31, 2024.

Acquired contractual rights acquired through Shree Partners acquistion, having carrying amount of ₹ 129.63 million and
remaining amortisation period of 4 years as on March 31, 2024.

Acquired contractual rights acquired through SCI and Fusion 360 acquistion, having carrying amount of ₹ 706.27 million and
remaining amortisation period of 4 years as on March 31, 2024.

Acquired contractual rights acquired through Sureline acquistion, having carrying amount of ₹ 9.15 million and remaining
amortisation period of 2 months as on March 31, 2024.

Acquired contractual rights acquired through Parx, having carrying amount of ₹ 29.27 million and remaining amortisation
period of 4 months as on March 31, 2024.

5.6\ Depreciation and amortization

(In ₹ million)

For the year ended

March 31, 2024 March 31, 2023

On Property, Plant and Equipment 1,187.51 1,008.93

On Right of Use assets 651.50 484.08

On Other Intangible assets 1,254.72 1,225.94

Total 3,093.73 2,718.95

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Notes forming part of consolidated financial statements

6\ Non-current financial assets: Investments

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million

Investments carried at amortised cost

Quoted Investments

In bonds 2,916.91 3,005.16

[Market value ₹ 2,758.24 Million (Previous year ₹ 2,852.78 Million)]

Add: Interest accrued on bonds 78.70 80.43

Total investments carried at amortised cost (A) 2,995.61 3,085.59

Carried at fair value through profit and loss

Unquoted Investments

- Investments in mutual funds

Fair value of long term mutual funds (refer Note 6a) 2,386.71 1,255.28
2,386.71 1,255.28

Investments in Common Stocks / Preferred Stocks

- Others*
Ciqual Limited [Holding 2.38% (Previous year 2.38%)]

0.04 million (Previous year : 0.04 million) shares of GBP 0.01 each, fully paid up 16.72 16.73
(Less) : Change in fair value of investment (16.72) (16.73)
- -

Altizon Systems Private Limited 6.00 6.00

3,766 equity shares (Previous year : 3,766 equity shares) of ₹ 10 each, fully paid up

6.00 6.00

Hygenx Inc. 16.68 16.43

0.25 million (Previous year : 0.25 million) Preferred stock of $ 0.001 each, fully
paid up
(Less) : Change in fair value of investment (16.68) (16.43)
- -

Trunomi Inc. 20.85 20.54

0.28 million (Previous year : 0.28 million) Preferred stock of $ 0.0002 each, fully
paid up
(Less) : Change in fair value of investment (20.85) -
- 20.54

Monument Bank 136.02 134.01

‘0.024 million (Previous year: 0.024 million) Stock of GBP 50 each), fully paid up
136.02 160.55

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338
 Notes forming part of consolidated financial statements

6\ Non-current financial assets: Investments (continued)

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million

DxNow 10.43 10.27

0.17 million Preferred Shares of $ 0.0001 each (Previous year : 0.17 million
Preferred Shares of $ 0.0001)
Add / (less) : Change in fair value of investment (10.43) (10.27)
- -

Akumina Inc. 14.80 14.58

0.40 million Preference shares of $ 0.443 each (Previous year : 0.40 million
Preference shares of $ 0.443 each)
14.80 14.58

Total Investments carried at Fair Value (B) 2,543.53 1,430.41

Total investments (A) + (B) 5,539.14 4,516.00
Aggregate amount of change in fair value of investments 43.83 43.43
Aggregate amount of quoted investments 2,995.61 3,085.59
Aggregate amount of unquoted investments 2,587.36 1,473.84

* Investments, where the Group does not have joint-control or significant influence including situations where such joint-
control or significant influence is intended to be temporary, are classified as “investments in others”.

6a. Details of fair value of investment in long term mutual funds

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Bandhan Mutual Fund (formerly known as IDFC Mutual Fund) 651.08 733.59
Axis Mutual Fund 526.58 491.04
HDFC Mutual Fund 185.54 -
DSP mutual fund 155.66 -
HSBC Mutual Fund 155.43 30.65
Kotak Mutual Fund 152.75 -
SBI Mutual Fund 152.65 -
ICICI Prudential Mutual Fund 152.57 -
Birla Sun Life Mutual Fund 152.53 -
Nippon Mutual Fund 101.92 -
2,386.71 1,255.28

7\ Non-current financial assets: Loans

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million

Carried at amortised cost

Other loans

Unsecured, credit impaired 0.58 0.58

Less: Impairment of non-current loans 0.58 0.58
- -

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Notes forming part of consolidated financial statements

8\ Other non-current financial assets

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million

Considered good

Carried at amortised cost

Deposits with banks (refer note 14) * 3.99 41.60
Add: Interest accrued but not due on bank deposits (refer note 14)" 0.24 0.98

Deposits with banks 4.23 42.58

Deposit with financial institutions 100.00 500.00

Add: Interest accrued but not due on deposit with financial institutions 10.18 20.22

Deposits with financial institutions 110.18 520.22

Security deposits 410.90 356.80

Credit impaired
Deposit with financial institutions-credit impaired 430.00 430.00
Add: Interest accrued but not due on deposit with financial institutions-credit
0.98 0.98
impaired
Less: Credit impaired (430.98) (430.98)
525.31 919.60

* Out of the balance, fixed deposits of ₹ 3.60 million (Previous year: ₹ 2.05 million) have been earmarked against credit
facilities and bank guarantees availed by the Group.

9\ Deferred tax asset (net) *

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million

Deferred tax liabilities

Differences in book values and tax base values of block of property, plant and 27.33 75.28
equipment and intangible assets
Cashflow on Hedges 8.02 -
ROU asset and lease liability 0.68 -
Brought forward and current year losses 26.26 -
Capital gains 44.14 22.82
Unrealised exchange gain/loss 8.17 10.49
Unbilled revenue 5.92 -
Others 1.40 1.63
121.92 110.22
Deferred tax assets
Provision for leave encashment 386.00 270.80
Provision for long service awards 189.18 222.45
Allowance for expected credit loss 93.21 36.85
Provision for gratuity 14.72 -
Differences in book values and tax base values of block of property, plant and
147.62 176.31
equipment and intangible assets
Brought forward and current year losses 226.71 161.70
Tax credits 80.96 135.40
ROU asset and lease liability 61.55 42.68
Provision for shared based payments to employees 144.01 68.94
Cashflow on Hedges - 1.94
Provisions for doubtful investment 117.28 119.77
Others 1.56 2.67
1,462.80 1,239.51
Deferred tax assets after set off 1,340.88 1,129.29

340
 Notes forming part of consolidated financial statements

* 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 all other cases the same have been separately disclosed.

Certain subsidiaries of the group have undistributed eamings which, if paid out as dividends, would be subject to tax in the
hands of the recipient An assessable temporary difference exists, but no deferred tax liability has been recognised as the
parent entity is able to control the timing of distributions from these subsidiaries These subsidiaries are not expected to
distribute these profits in the foreseeable future.

10\Other non-current assets

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Capital advances (Unsecured, considered good) 826.67 629.15
Prepayments 420.61 330.14
Simple Agreement for Future Equity (SAFE) 165.75 -
1,413.03 959.29

Movement in deferred tax assets (net) during the year ended March 31, 2024

Charge/(Credit) in Credit/(Charge) in
As at statement of other comrpehensive As at
April 1, 2023 Profit or loss income March 31, 2024

Deferred tax liabilities

Differences in book values and tax base values of 75.28 (47.95) - 27.33
block of Property, plant and equipment and other
intangible assets
Gain on fair valuation of financial assets 22.82 21.32 - 44.14
Cash flow hedges (1.94) 9.96 - 8.02
Brought forward and current year losses 47.21 (20.95) - 26.26
Unrealised exchange gain/loss 10.49 (2.32) - 8.17
Unbilled Revenue (1.28) 7.20 - 5.92
Others 1.63 (0.23) - 1.40
154.21 (32.97) - 121.24

Deferred tax assets

Differences in book values and tax base values of 176.31 (28.70) - 147.61
block of Property, plant and equipment and other
intangible assets
Provision for leave encashment 270.80 115.20 - 386.00
Provision for long service awards 222.45 (33.27) - 189.18
Provision for Gratuity - 14.72 14.72
Allowance for expected credit loss 36.85 56.36 - 93.21
Tax credit 135.40 (54.46) - 80.94
Right of use asset and lease liability 42.68 18.22 - 60.90
Brought forward and current year losses 208.91 17.80 - 226.71
Provision for shared based payments to 68.94 75.07 - 144.01
employees
Provisions for doubtful investment 119.77 (2.49) - 117.28
Others 1.39 0.17 - 1.56
1,283.50 178.62 - 1,462.12

1,129.29 211.59 - 1,340.88

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Notes forming part of consolidated financial statements

Movement in deferred tax assets (net) during the year ended March 31, 2023

Charge/(Credit) in Credit/(Charge) in
As at statement of other comrpehensive As at
April 1, 2022 Profit or loss income March 31, 2023

Deferred tax liabilities

Differences in book values and tax base values of 89.31 (14.03) - 75.28
block of Property, plant and equipment and other
intangible assets
Capital gains (net) 51.12 (28.30) - 22.82
Cash flow hedges 14.06 - (16.00) (1.94)
Brought forward and current year losses 1.04 46.17 - 47.21
Unrealised exchange gain/loss 3.31 7.18 - 10.49
Unbilled Revenue (1.29) 0.01 - (1.28)
Others 0.74 0.89 - 1.63
158.29 11.92 (16.00) 154.21

Deferred tax assets

Differences in book values and tax base values of 170.18 6.13 - 176.31
block of Property, plant and equipment and other
intangible assets
Provision for leave encashment 224.94 45.86 - 270.80
Provision for long service awards 134.29 88.16 - 222.45
Allowance for expected credit loss 44.98 (8.13) - 36.85
Tax credit 407.13 (271.73) - 135.40
Right of use asset and lease liability 31.71 10.97 - 42.68
Brought forward and current year losses 97.70 111.21 - 208.91
Provision for shared based payments to 48.40 20.54 - 68.94
employees
Provisions for doubtful investment 10.99 108.78 - 119.77
Others 110.69 (109.30) 1.39
1,281.01 2.49 - 1,283.50

1,122.72 (9.43) 16.00 1,129.29

The tax effects of significant temporary differences that resulted in deferred income tax assets and liabilities are as follows:

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Deferred income tax assets after set-off 1,359.64 1,133.97
Deferred income tax liabilities after set-off (18.76) (4.68)
1,340.88 1,129.29

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342
 Notes forming part of consolidated financial statements

11\ Current financial assets: Investments

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million

Carried at fair value through profit and loss

- Unquoted investments
Investments in mutual funds
Fair value of current mutual funds (refer Note 11a) 2,726.54 1,879.66
2,726.54 1,879.66

Total carrying amount of investments 2,726.54 1,879.66

Aggregate amount of unquoted investments 2,726.54 1,879.66

11a. Details of fair value of current investment in mutual funds

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Aditya Birla Sun Life Mutual Fund 502.35 246.52
UTI Mutual Fund 364.27 195.74
Kotak Mutual Fund 311.66 200.12
HDFC Mutual Fund 303.47 200.17
Bandhan Mutual Fund (formerly known as IDFC Mutual Fund) 261.00 100.10
Tata Mutual Fund 234.14 50.02
DSP Mutual Fund 195.10 50.00
Axis Mutual Fund 173.71 195.72
Nippon India Mutual Fund (formerly known as Reliance Mutual Fund) 150.60 100.02
Mirae Asset Mutual Fund 50.06 50.03
SBI Mutual Fund 50.03 115.64
HSBC Mutual Fund 40.05 50.00
Sundaram Mutual Fund 40.05 30.01
ICICI Prudential Mutual Fund 30.02 245.54
Invesco Mutual Fund 20.03 50.03
2,726.54 1,879.66

12\ Trade receivables

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million

- Current

Unsecured, considered good 16,761.13 15,253.22

Unsecured, credit impaired 398.64 188.96
17,159.77 15,442.18
Less : Allowance for expected credit loss (398.64) (188.96)
16,761.13 15,253.22
- Non Current
Unsecured, considered good 730.18 709.45
Unsecured, credit impaired - -
730.18 709.45
Less : Allowance for expected credit loss - -
730.18 709.45
17,491.31 15,962.67

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 343
Notes forming part of consolidated financial statements

Trade receivables ageing schedule

(In ₹ million)

Outstanding for following periods from due date of payment

Current but Less than 6 months – More than

not due 6 Months 1 year 1-2 years 2-3 years 3 years Total

Undisputed Trade 13,443.71 3,900.00 147.60 - - - 17,491.31

receivables –
considered good
Undisputed Trade - 34.98 244.65 84.54 5.93 28.54 398.64
receivable –
credit impaired
As at March 31, 2024 13,443.71 3,934.98 392.25 84.54 5.93 28.54 17,889.95

Expected loss rate - 0.89% 62.37% 100.00% 100.00% 100.00%

(Refer note 32)

(In ₹ million)

Outstanding for following periods from due date of payment

Current but Less than 6 months – More than

not due 6 Months 1 year 1-2 years 2-3 years 3 years Total
Undisputed Trade 10,785.68 5,157.84 19.15 - - - 15,962.67
receivables –
considered good
Undisputed Trade - 53.06 82.79 14.02 4.29 34.80 188.96
receivable – credit
impaired
As at March 31, 2023 10,785.68 5,210.90 101.94 14.02 4.29 34.80 16,151.63
Expected loss rate - 1.02% 81.21% 100.00% 100.00% 100.00%
(Refer note 32)

13\ Cash and cash equivalents

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million

Cash and cash equivalents as presented in cash flow statement

Cash in hand 0.11 0.25
Balances with banks
On current accounts # 4,819.66 3,303.76
On saving accounts 23.48 33.21
On Exchange Earner's Foreign Currency accounts 1,401.87 638.90
On deposit accounts with original maturity less than three months 380.03 279.68
On other accounts - 414.32
6,625.15 4,670.12

# 
Of the cash and cash equivalent balance as at March 31, 2024, the Company can utilise ₹ 65.10 million (Previous year: ₹ 125.39
million) only towards certain predefined activities specified in the government grant agreement.

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344
 Notes forming part of consolidated financial statements

14\ Bank balances other than cash and cash equivalents

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Deposits with banks* 3,497.98 4,271.04
Add: Interest accrued but not due on deposits with banks 107.04 131.17
Deposits with banks (carried at amortised cost) 3,605.02 4,402.21
Less: Deposits with maturity more than twelve months from the balance sheet date (3.99) (41.60)
disclosed under other non-current financial assets (refer note 8)
Less: Interest accrued but not due on non-current deposits with banks (refer note 8) (0.24) (0.98)
3,600.79 4,359.63
Balances with banks on unpaid dividend accounts** 2.92 3.05
3,603.71 4,362.68

* Out of the balance, fixed deposits of ₹ 2,365.78 Million (Previous year : ₹ 1,216.85 Million) have been earmarked against
credit facilities and bank guarantees availed by the Group.
** The Group can utilize these balances only towards settlement of the respective unpaid dividend.

15\ Current financial assets: Loans

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Loan to others (Unsecured, credit impaired)
LHS Solution Inc. 24.99 24.60
Interest accrued but not due at amortised cost 1.97 1.97
Less: Impairment (26.96) (26.57)
- -

16\ Other current financial assets

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Derivative instruments at fair value through OCI
Cash flow hedges
Foreign exchange forward contracts 42.54 -
Carried at amortised cost
Security deposits 57.95 26.56
Other receivables - 184.38
Unbilled revenue 6,521.34 4,671.23
6,621.83 4,882.17

17\ Other current assets

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Unsecured, considered good
Advances to suppliers
Advances recoverable in cash or kind or for value to be received 1,573.38 900.09
Prepayments 854.25 999.27
Deferred finance costs 61.82 -
Excess fund balance with Life Insurance Corporation (refer note 31) - 53.32
Other advances
VAT receivable (net) 20.97 22.10
GST receivable (net) (refer note 42) 2,383.07 1,443.48
2,404.04 1,465.58
4,893.49 3,418.26

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Notes forming part of consolidated financial statements

18(a) Share capital

(In ₹ million)

As at As at
March 31, 2024 March 31, 2023
Authorized shares (No. in million) 2,000.00 2,000.00
400 (Previous year: 400) equity shares of ₹ 5 each

2,000.00 2,000.00
Issued, subscribed and fully paid-up shares (No. in million)
154.05 (Previous year: 152.85) equity shares of ₹ 5 each 770.25 764.25
Issued, subscribed and fully paid-up share capital 770.25 764.25

The Group’s objective for capital management is to maximise shareholder value, safeguard business continuity and support
the growth of the Group. The Group determines the capital requirement based on annual operating plans and long term and
other strategic investment plans. The funding requirements are met through operating cash flows generated, borrowings and
equity. The Group is not subject to any externally imposed capital requirements.

The Board of Directors of the Company at its meeting held on January 20, 2024, recommended the sub-division/ split of
1(One) fully paid-up equity share having a face value of ₹10 each into 2 (Two) fully paid-up equity shares having a face value
of ₹ 5 each by alteration of capital clause of the Memorandum of Association (MOA) subject to the approval of Members of
the Company. The Members of the Company approved the sub-division / Split of 1(One) fully paid up equity share of ₹ 10
each into 2 (Two) fully paid up equity shares of ₹ 5 each through a postal ballot with a requisite majority and the voting results
were declared on March 11, 2024.

Further, the Board of Directors at its meeting held on March 13, 2024, approved the Record Date for Split/Sub-division of
Equity Shares as April 1, 2024.

Consequent to this, the authorized share capital comprises 400,000,000 equity shares having a face value of ₹ 5 each
aggregating to ₹ 2,000,000,000, and the paid-up capital comprises 154,050,000 equity shares having a face value of ₹ 5
each aggregating to ₹ 770,250,000. The impact of this has been considered in the financial statement.

a. Reconciliation of the shares outstanding at the beginning and at the end of the year

The reconciliation of the number of shares outstanding and the amount of share capital is set out below:
(In million)

As at March 31, 2024 As at March 31, 2023

No. of shares Amount ₹ No. of shares Amount ₹

Number of shares at the beginning of the year 152.85 764.25 152.85 764.25

Less: Changes during the period 1.20 6.00 - -

Number of shares at the end of the year 154.05 770.25 152.85 764.25

b. Terms / rights attached to equity shares

The Group has only one class of equity shares having a par value of ₹ 5 per share. Each holder of equity shares is entitled
to one vote per share. The Group declares and pays dividends in Indian rupees. The dividend proposed by the Board of
Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

The Board of Directors of Parent Company declared interim dividend of ₹ 16 per share on January 20, 2024 on the face
value of ₹ 5 each; for the Financial Year 2023-24.

In the event of liquidation of the Parent Company, the holders of equity shares will be entitled to receive remaining assets
of the Parent Company, after distribution of all preferential amounts. The distribution will be in proportion to the number
of equity shares held by the shareholders. However, no such preferential amounts exist currently.

346
 Notes forming part of consolidated financial statements

Dividend distribution made and proposed:

(In ₹ million)

For the year ended

March 31, 2024 March 31, 2023
In ₹ Million In ₹ Million

Dividends on equity shares declared and paid:

Final dividend for the year ended on 31 March 2023: ₹ 11 per share (31 March 2022: ₹ 5.5
per share) 1,692.35 840.68
Interim dividend for the year ended on 31 March 2024: ₹ 16 per share (31 March 2023: ₹
14 per share) 2,461.60 2,139.90
4,153.95 2,980.58

Proposed dividends on Equity shares:

Proposed dividend for the year ended on 31 March 2024: ₹ 10 per share (31 March 2023:
₹ 11 per share) 1,540.50 1,692.35
1,540.50 1,692.35

Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognised
as a liability as at 31 March 2024. Dividend per equity share disclosed in above note represents dividends declaraed
previously, retrospectively adjusted for the April 2024 share split.

c. Aggregate number of shares bought back during the period of five years immediately preceding the reporting date

In the period of five years immediately preceding March 31, 2024, the Company had purchased and extinguished a total
of of 7,150,000 fully paid-up equity shares of face value ₹ 5 each from the stock exchange by way of buyback of shares
which was completed in June 27, 2019.

d. Details of shareholders holding more than 5% shares in the Group

Name of the shareholder* As at March 31, 2024 As at March 31, 2023

No. in million % Holding No. in million % Holding

Dr. Anand Deshpande 45.75 29.70 45.74 29.93

* The shareholding information is based on legal ownership of shares and has been extracted from the records of the Group
including register of shareholders / members.

e. Details of shares held by promoters

As at March 31, 2024

No. of shares at % change

the beginning of Change during No. of shares at the % of during the
Promoter Name the year the year end of the year Total Shares year

Dr. Anand Suresh Deshpande 45.74 0.002 45.74 29.70% -0.23%

Mrs. Chitra Hemadri Buzruk 0.93 - 0.93 0.61% -

Dr. Mukund Suresh Deshpande 0.80 - 0.80 0.52% -

Mrs. Sonali Anand Deshpande 0.22 - 0.22 0.15% -

Mrs. Sulabha Suresh Deshpande 0.001 - 0.001 0.00% -

Mr. Arul Anand Deshpande 0.02 - 0.02 0.01% -

Ms. Gayatri Hemadri Buzruk 0.02 - 0.02 0.01% -

Mr. Hemadri N Buzruk 0.01 - 0.01 0.01% -

Mr. Suresh Purushottam Deshpande 0.001 - 0.001 0.00% -

Mr. Padmakar Govind Khare - 0.00 0.00 0.00% 0.00%

Mr. Chinmay Hemadri Buzruk 0.01 - 0.01 0.01% -

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Notes forming part of consolidated financial statements

As at March 31, 2023

No. of shares at % change

the beginning of Change during No. of shares at the % of during the
Promoter Name the year the year end of the year Total Shares year

Dr. Anand Suresh Deshpande 45.72 0.02 45.74 29.93% 0.01%

Mrs. Chitra Hemadri Buzruk 0.93 - 0.93 0.61% -

Dr. Mukund Suresh Deshpande 0.80 - 0.80 0.52% -

Mrs. Sonali Anand Deshpande 0.22 - 0.22 0.15% -

Mrs. Sulabha Suresh Deshpande 0.01 (0.01) 0.00 0.00% (0.01)%

Mr. Arul Anand Deshpande 0.02 - 0.02 0.01% -

Ms. Gayatri Hemadri Buzruk 0.02 - 0.02 0.01% -

Mr. Hemadri N Buzruk 0.01 - 0.01 0.01% -

Mr. Suresh Purushottam Deshpande 0.01 (0.00) 0.00 0.00% 0.01%

Mr. Padmakar Govind Khare 0.00 (0.00) - 0.00% (0.00)%

Mr. Chinmay Hemadri Buzruk 0.02 - 0.02 0.01% -

18(b) Other equity

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Reserves and Surplus
Securities premium 1,601.80 -
General reserve 25,842.99 20,824.45
Share options outstanding reserve 2,227.71 2,222.02
Gain on bargain purchase 63.61 62.67
Capital redemption reserve 35.75 35.75
Retained earnings 19,346.09 16,607.36
Treasury shares (2,085.84) (2,435.67)
PSL ESOP Trust reserve 140.64 70.31
Items of other comprehensive income
Effective portion of cash flow hedges 23.85 (5.76)
Exchange differences on translating the financial statements of foreign operations 1,610.22 1,505.40
48,806.82 38,886.53

(i) Securities premium

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance - -
Premium on fresh issue of equity shares 1,601.80 -
1,601.80 -

348
 Notes forming part of consolidated financial statements

(ii) General reserve

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance 20,824.45 17,376.65
Transfer to general reserve 3,965.23 3,164.51
Adjustments towards employees stock options 1,087.56 283.10
Other changes during the year (34.25) 0.19
25,842.99 20,824.45

(iii) Share options outstanding reserve

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance 2,222.02 1,144.84
Adjustments towards employees stock options (1,087.56) (283.10)
Employee stock compensation expenses 1,091.75 1,357.14
Other changes during the year 1.50 3.14
2,227.71 2,222.02

(iv) Gain on bargain purchase

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance 62.67 57.80
Other changes during the year 0.94 4.87
63.61 62.67

(v) Capital redemption reserve

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance 35.75 35.75
Other changes during the year - -
35.75 35.75

(vi) Retained earnings

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance 16,607.36 13,553.90
Profit for the year 10,934.91 9,210.93
Items recognised in / from other comprehensive income for the year (98.29) (17.69)
Income tax effect on above 21.29 5.31
Dividend (4,153.95) (2,980.58)
Transfer to general reserve (3,965.23) (3,164.51)
19,346.09 16,607.36

(vii) Treasury shares

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance (2,435.67) -
Shares held by ESOP trust 349.83 (2,435.67)
(2,085.84) (2,435.67)

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Notes forming part of consolidated financial statements

(viii) PSL ESOP Trust reserve

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance 70.31 -
Dividend Paid to ESOP trust 70.33 70.31
140.64 70.31

(ix) Effective portion of cash flow hedges

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance (5.76) 41.80
Items recognised in / from other comprehensive income for the year 29.61 (47.56)
23.85 (5.76)

(x) Exchange differences on translating the financial statements of foreign operations

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance 1,505.40 707.21
Items recognised in / from other comprehensive income for the year 104.82 798.19
1,610.22 1,505.40

19\ Non-current financial liabilities: Borrowings

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Borrowings carried at amortised cost
Term loans
Indian rupee loan from others 1.85 3.69
Interest accrued but not due on term loans 0.02 0.06
Foreign currency loan from others 2,071.32 4,303.20
2,073.19 4,306.95
Less: Current maturity of long-term borrowings (1,962.22) (2,227.45)
Less: Current maturity of interest accrued but not due on term loan (11.82) (21.91)
(1,974.04) (2,249.36)
99.15 2,057.59

Indian rupee loan from Government department ₹ 1.85 million (Previous year: ₹ 3.69 million) at 3% p.a. in ten equal annual
installments over a period of ten years commencing from October 2015.

Foreign currency loan from Government of Switzerland to a subsidiary company is Nil (Previous year ₹ 33.61 million).
The interest free loan is given under a Covid-19 scheme for medium and small scale Industries by the Government with a
repayment period of five years from March 2020.

Foreign currency loan ₹ 2,059.52 million (Previous year: ₹ 4,247.73 million). The Parent Company has provided the Letters of
Comfort to the Lender.

350
 Notes forming part of consolidated financial statements

Key terms of loan are as below:

Repayment terms In ₹ million Interest rate

Loan 1: Repayable over a period of 3 years in equal monthly instalments commencing
405.42 SOFR + 155 bps
from November 2021
Loan 2: Repayable over a period of 3 years in equal monthly instalments commencing
973.00 SOFR + 155 bps
from April 2022
Loan 3: Repayable over a period of 3 years in equal monthly instalments commencing
681.10 SOFR + 155 bps
from May 2022
2,059.52

The table below shows change in the Company’s liabilities arising from financing activities, including both cash and non-
cash changes:
For the year ended
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening balance 4,306.95 4,325.35
Additions - 2,161.09
Less: Payments made (2,251.80) (2,122.72)
Translation differences 18.04 (56.77)
Closing balance 2,073.19 4,306.95

20\ Non-current financial liabilities: Lease liabilities (refer note 36)

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Lease liabilities 2,438.10 2,268.59
Less: Current portion of lease liabilities (830.01) (676.39)
1,608.09 1,592.20

The table below shows change in the Company’s liabilities arising from lease, including both cash and non-cash changes:
For the year ended
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening balance 2,268.59 1,456.87
Additions 753.59 1,230.91
Deletions - (260.50)
Add: Interest recognised during the year 180.02 137.86
Less: Payments made (760.18) (545.22)
Translation differences (3.92) 248.67
Closing balance 2,438.10 2,268.59

21\ Non current liabilities: Provisions

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million

Provision for employee benefits

- Gratuity 74.24 3.52

- Long service awards 472.72 369.51

546.96 373.03

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Notes forming part of consolidated financial statements

22\ Trade payables

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Trade payables

- Total outstanding dues of small enterprises and micro enterprises 49.63 34.04
- Total outstanding dues of creditors other than small enterprises and micro
8,088.99 5,655.04
enterprises
8,138.62 5,689.08

The information as required to be disclosed pursuant under the Micro, Small and Medium Enterprises Development Act,
2006 (MSMED Act, 2006) has been determined to the extent such parties have been identified based on the information
information available with the Company.

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Amount remaining unpaid:
Principal 49.63 34.04
Interest - -
Interest paid by the Company under MSMED Act, 2006 along with the amounts of the
- -
payment made to the supplier beyond the appointed day
Interest due and payable for the period of delay in making payment (which has been
paid but beyond the appointed day during the year) but without adding the interest - -
specified under the MSMED Act, 2006;
Interest accrued and remaining unpaid at the end of the year - -
Interest remaining due and payable (pertaining to prior years), until such date when
the interest dues as above are actually paid to the small enterprise, for the purpose of - -
disallowance as a deductible expenditure under Section 23 of MSMED Act 2006.

23\ Other current financial liabilities

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Capital creditors 79.97 583.07
Accrued employee liabilities 1,092.42 840.04
Unpaid dividend* 2.92 3.05
Other liabilities_Financial 78.41 12.11

Liability towards contingent consideration (refer note 44) 2,464.55 5,305.83

Less: Non-current portion of liability towards contingent consideration - (2,888.92)
2,464.55 2,416.91

Derivative instruments at fair value through OCI

Cash flow hedges
Foreign exchange forward contracts - 67.67
3,718.27 3,922.85
* Unpaid dividend is transferred to Investor Education and Protection Fund as and when due.

352
 Notes forming part of consolidated financial statements

24\ Other liabilities

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
- Current
Unearned revenue 1,979.70 1,043.75

Advance from customers 262.89 175.48

Other payables
- Statutory liabilities 904.91 1,183.11

- Others* 155.32 245.37

3,302.82 2,647.71

- Non Current
Unearned revenue 44.44 34.83
3,347.26 2,682.54

*Includes balance of ₹ 65.10 Million (Previous year: ₹ 125.39 Million) to be utilised against certain predefined activities
specified in the government grant agreement. There are no unfulfilled conditions or contingencies attached to these grants.

25\ Current liabilities: Provisions

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million

Provision for employee benefits

- Gratuity (refer note 31) 0.13 0.09

- Leave encashment 1,651.87 1,167.97

- Long service awards 34.02 34.18
- Other employee benefits 1,644.64 3,447.00
3,330.66 4,649.24

Trade payables ageing schedule

(In ₹ million)

Outstanding for following periods from due date of payment

Less than 1 year 1-2 years 2-3 years More than 3 years Total
Total outstanding dues of micro enterprises 49.63 - - - 49.63
and small enterprises
Total outstanding dues of creditors other than 7,959.56 79.30 31.84 18.29 8,088.99
micro enterprises and small enterprises
As at March 31, 2024 8,009.19 79.30 31.84 18.29 8,138.62

(In ₹ million)

Outstanding for following periods from due date of payment

Less than 1 year 1-2 years 2-3 years More than 3 years Total
Total outstanding dues of micro enterprises 34.04 - - - 34.04
and small enterprises
Total outstanding dues of creditors other than 5,331.22 280.89 5.95 36.98 5,655.04
micro enterprises and small enterprises
As at March 31, 2023 5,365.26 280.89 5.95 36.98 5,689.08

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 353
Notes forming part of consolidated financial statements

26\ Revenue from operations (net)

For the year ended

March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Software services 94,181.78 79,993.40
Software licenses 4,034.09 3,512.52
98,215.87 83,505.92

Software service revenue is recognized on on time and materiality basis. Software licenses revenue is recognized on point in
time basis.
The table below presents disaggregated revenues from contracts with customers by segments, geography and type. The
Group believes that this disaggregation best depicts how the nature, amount, timing and uncertainty of revenues and cash
flows are affected by industry, market and other economic factors.

For the year ended

March 31, 2024 March 31, 2023

In ₹ million In ₹ million
Revenue by industry segments
BFSI 31,385.58 27,231.45
Healthcare & Life Sciences 20,880.32 16,161.07
Technology Companies and Emerging Verticals 45,949.97 40,113.40
Total 98,215.87 83,505.92
Geographical disclosure
India 9,747.39 9,432.51
North America 77,087.28 65,107.83
Rest of the World 11,381.20 8,965.58
Total 98,215.87 83,505.92
Customers' Industry wise disclosure
IP Led 7,009.74 6,217.73
Offshore 58,230.11 48,411.12
Onsite 32,976.02 28,877.07
Total 98,215.87 83,505.92

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 normal credit term is 30 to 90 days.

While disclosing the aggregate amount of transaction price yet to be recognised as revenue towards unsatisfied (or partially)
satisfied performance obligations, along with the broad time band for the expected time to recognize those revenues, the
Group has applied the practical expedient in Ind AS 115. Accordingly, the Group has not disclosed the aggregate transaction
price allocated to unsatisfied (or partially satisfied) performance obligations which pertain to contracts where revenue
recognised corresponds to the value transferred to customer typically involving time and material, outcome based and event
based contracts.

In respect of the contracts wherein the transaction price is in the form of revenue share, the estimated revenue for the
customer is considered based on the historical trends and management’s judgement with respect to customer business. The
estimated revenue from these contracts included in the total revenue for the year is ₹ 40.58 million (Previous Year: ₹ 113.45
million).

354
 Notes forming part of consolidated financial statements

Reconciling the amount of revenue recognised in the statement of profit and loss with the contracted price:

For the year ended

March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Revenue as per contract price 98,215.87 83,505.92
Discount - -
Revenue from contract with customers 98,215.87 83,505.92

Changes in contract assets are as follows:

For the year ended
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Balance at the beginning of the year 4,671.23 3,130.31
Invoices raised that were included in the contract assets balance at the beginning of
(4,688.21) (3,259.71)
the year
Increase due to revenue recognised during the year, excluding amounts billed during
6,521.34 4,671.23
the year
Translation exchange difference 16.98 129.40
Balance at the end of the year 6,521.34 4,671.23

Changes in unearned and deferred revenue are as follows:

For the year ended
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Balance at the beginning of the year 1,078.58 978.32
Revenue recognised that was included in the unearned revenue balance at the
(981.16) (900.71)
beginning of the year
Increase due to revenue recognised during the year, excluding amounts billed during
1,791.38 990.30
the year
Translation exchange difference 135.34 10.67
Balance at the end of the year 2,024.14 1,078.58

27\ Other income

For the year ended

March 31, 2024 March 31, 2023
In ₹ million In ₹ million

Interest income
- On deposits carried at amortised cost 294.98 296.25

- On Others 267.47 216.38

Other non operating income

Foreign exchange gain (net) 84.97 (133.24)
Profit on sale of property, plant and equipment (net) 22.64 1.69
Net profit on sale/ fair valuation of financial assets designated as FVTPL 289.11 196.52
Excess provision in respect of earlier years written back 27.76 32.44
Miscellaneous income 293.27 96.13
1,280.20 706.17

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Notes forming part of consolidated financial statements

28\ Personnel expenses

For the year ended

March 31, 2024 March 31, 2023

In ₹ million In ₹ million

28.1 Employee benefits expense

Salaries, wages and bonus 53,155.41 44,367.70

Contribution to provident and other funds* (refer note 31) 3,781.21 3,022.40
Staff welfare expenses 1,581.33 948.41
Share based payments to employees (refer note 35) 1,091.75 1,357.14

59,609.70 49,695.65

28.2 Cost of professionals 11,492.70 10,426.01

71,102.40 60,121.66

* Includes gratuity and leave encashment.

29\ Other expenses

For the year ended

March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Travelling and conveyance 1,533.72 1,260.25
Electricity expenses (net) 140.95 120.28
Internet link expenses 132.44 82.59
Communication expenses 80.81 96.25
Recruitment expenses 250.38 414.85
Training and seminars 169.86 123.30
Royalty expenses 59.55 65.19
Purchase of software licenses 5,608.16 3,411.70
Bad debts 63.36 82.33
Allowance / (Reversal) for expected credit loss (net) 103.57 3.03
Rent (refer note 36) 145.93 147.45
Insurance 91.96 52.89
Rates and taxes 141.78 145.39
Legal and professional fees 1,063.96 926.27
Repairs and maintenance
- Plant and Machinery 187.75 140.13
- Buildings 35.19 33.63
- Others 32.42 28.10
Selling and marketing expenses 7.98 57.38
Changes in contingent consideration payable on business combination (743.03) -
Advertisement, conference and sponsorship fees 185.09 159.78
Computer consumables 21.11 18.37
Auditors' remuneration (refer note 39) 14.31 11.84
Corporate social responsibility expenditure (refer note 43) 175.45 117.60
Books, memberships, subscriptions 33.15 83.12
Directors' sitting fees 8.20 8.00
Directors' commission 34.11 27.95
Loss / Impairment of non current investments 20.58 -
Miscellaneous expenses 757.87 575.34
10,356.61 8,193.01

356
 Notes forming part of consolidated financial statements

30\ Earnings per share

(In ₹ million)

For the year ended

March 31, 2024 March 31, 2023
Numerator for Basic and Diluted EPS
Net Profit after tax (In ₹ Million) (A) 10,934.91 9,210.93
Denominator for Basic EPS
Weighted average number of equity shares (B) 150,952,418 148,887,386
Denominator for Diluted EPS
Number of equity shares (C) 153,871,858 152,850,000
Basic Earnings per share of face value of ₹ 5 each (In ₹) (A/B) 72.44 61.87
Diluted Earnings per share of face value of ₹ 5 each (In ₹) (A/C) 71.07 60.26

For the year ended

March 31, 2024 March 31, 2023
Outstanding weighted average number of equity shares considered for 153,871,858 152,850,000
diluted EPS
Less: Weighted average number of treasury shares 2,919,440 3,962,614
Number of shares considered as weighted average shares and potential 150,952,418 148,887,386
shares outstanding

31\ Defined benefits and contribution obligation

a) Defined benefits - Gratuity

Persistent Systems Limited and Persistent Systems Lanka (Private) Limited have defined benefit (gratuity) plans. Each
employee in these companies is eligible for gratuity on completion of minimum five years of service at 15 days basic salary
(last drawn basic salary) for each completed year of service. The scheme is funded with an insurance Company in the form of
a qualifying insurance policy.

The following tables summarize the components of net benefit expense recognized in the statement of profit and loss and the
funded status and amounts recognized in the Balance Sheet for the respective plans.

Statement of profit and loss

Net employee benefit expense (recognized in statement of profit and loss)

(In ₹ million)

For the year ended

March 31, 2024 March 31, 2023
Current service cost 305.69 194.87
Interest cost on benefit obligation 94.48 82.38
Expected return on plan assets (99.74) (86.68)
Other - -
Net benefit expense 300.43 190.57
Net actuarial loss recognized in the year 90.52 35.01

Due to Demographic assumptions - -

Due to Financial assumptions 50.06 (64.18)
Due to Experience assumptions 40.46 99.19
Net actuarial loss recognized in the year 90.52 35.01

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 357
Notes forming part of consolidated financial statements

Balance sheet

Changes in the fair value of plan assets (recognized in the Balance Sheet) are as follows:
(In ₹ million)

For the year ended

March 31, 2024 March 31, 2023
Opening fair value of plan assets 1,331.70 1,226.01
Expected return 99.74 86.68
Contribution by employer 274.93 3.62
Benefits paid (155.31) (3.62)
Actuarial gains / (losses) (7.74) 19.01
Closing fair value of plan assets 1,543.32 1,331.70

Changes in the present value of the defined benefit obligation (recognized in Balance Sheet) are as follows:
(In ₹ million)

For the year ended

March 31, 2024 March 31, 2023
Opening defined benefit obligation 1,281.99 1,193.78
Interest cost 94.48 82.38
Current service cost 305.69 194.87
Benefits paid (155.31) (223.55)
Actuarial losses on obligation 90.52 35.01
Exchange difference 0.32 (0.50)
Closing defined benefit obligation 1,617.69 1,281.99

Benefit asset/(liability)
(In ₹ million)

As at
March 31, 2024 March 31, 2023
Fair value of plan assets 1,543.32 1,331.70
Less: Defined benefit obligations (1,614.08) (1,278.38)
Gratuity Liability / Plan asset for Persistent Systems Limited (70.76) 53.32
Gratuity liability for Persistent Systems Lanka (Private) Limited (3.61) (3.61)

The principal assumptions used in determining gratuity for the Group’s plans are shown below:

Persistent Systems Limited

As at
March 31, 2024 March 31, 2023
Discount rate 7.22% 7.49%
Mortality IALM (2012-14) Ult. IALM (2012-14) Ult.
Attrition rate PS: 0 to 1 : 17% PS: 0 to 1 : 17%
PS: 1 to 3 : 15% PS: 1 to 3 : 15%
PS: 3 to 4 : 10% PS: 3 to 4 : 10%
PS: 4 to 5 : 5% PS: 4 to 5 : 5%
PS: 5 to 7 : 6% PS: 5 to 7 : 6%
PS: 7 to 10 : 4% PS: 7 to 10 : 4%
PS: Above 10 : 2% PS: Above 10 : 2%
Increment rate 6.00% 6.00%
Weighted average duration of the defined benefit obligation (Years) 13.26 13.53

358
 Notes forming part of consolidated financial statements

The major categories of plan assets as a percentage of the fair value of total plan assets:

As at
March 31, 2024 March 31, 2023
Investments with insurer including accrued interest 100% 100%

Persistent Systems Lanka (Private) Limited

As at
March 31, 2024 March 31, 2023
Discount rate 13.40% 25.48%
Increment rate 7.00% 7.00%

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and
other relevant factors, such as supply and demand in the employment market.

The significant actuarial assumptions for the determination of the defined benefit obligations are discount rate and expected
compensation increase. The sensitivity analysis below have been determined based on reasonably possible changes of the
respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

As at March 31, 2024, every percentage point increase / decrease in discount rate will change the defined benefit obligation
(gratuity) obligation to approximately ₹ 1,824.04 million / ₹ 1,445.62 million (previous year: ₹ 1,146.05 million / ₹ 1,442.92
million) respectively.

As at March 31, 2024, every percentage point increase / decrease in compensation levels will change the the defined benefit
obligation (gratuity) obligation to approximately ₹ 1,758.09 million / ₹ 1,499.68 million (previous year: ₹ 1,375.82 million / ₹
1,201.78 million) respectively.

Sensitivity analysis for each significant actuarial assumptions namely Discount rate and Salary assumptions have been shown
in the table above at the end of the reporting period, showing how the defined benefit obligation would have been affected
by the changes .

The Mortality and Attrition does not have a significant impact on the Liability , hence are not considered a significant actuarial
assumption for the purpose of Sensitivity analysis

The assumptions used in preparing the sensitivity analysis is

Discount rate at +1% and – 1%
Salary assumption at +1 % and -1%

The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the
base liability calculation except the parameters to be stressed.

There is no change in the method from the previous period and the points /percentage by which the assumptions are
stressed are same to that in the previous year.

Amounts for the current and previous year are as follows:

(In ₹ million)
As at
March 31, 2024 March 31, 2023
Plan assets 1,543.32 1,331.70
Defined benefit obligation (1,614.08) (1,278.38)
Plan asset for Persistent Systems Limited (70.76) 53.32
Gratuity liability for Persistent Systems Lanka (Private) Limited (3.61) (3.61)

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 359
Notes forming part of consolidated financial statements

Maturity Profiles of defined benefit obligations are as follows:

(In ₹ million)
As at
March 31, 2024 March 31, 2023
Within 1 year 71.54 58.98
1-2 years 67.91 65.40
2-3 years 74.22 63.68
3-4 years 118.43 68.05
4-5 years 97.15 104.63
5-10 years 520.64 405.87
Above 10 years 3,639.82 2,893.73

Expected contributions to the gratuity plan for the next annual reporting period are ₹ 71.41 million.

Risk Characteristics of the Defined Benefit Plan

Investment risk

For funded plans that rely on insurers for managing the assets, the value of assets certified by the insurer may not be the fair
value of instruments backing the liability. In such cases, the present value of the assets is independent of the future discount
rate. This can result in wide fluctuations in the net liability or the funded status if there are significant changes in the discount
rate during the inter-valuation period.

Market Risk (Interest Rate)

Market risk is a collective term for risks that are related to the changes and fluctuations of the financial markets. The discount
rate reflects the time value of money. An increase in discount rate leads to decrease in Defined Benefit Obligation of the plan
benefits & vice versa. This assumption depends on the yields on the corporate/government bonds and hence the valuation of
liability is exposed to fluctuations in the yields as at the valuation date.

Longevity Risk

The impact of longevity risk will depend on whether the benefits are paid before retirement age or after. Typically for the
benefits paid on or before the retirement age, the longevity risk is not very material.

b) Defined contribution plan - Superannuation Fund

The Group contributed ₹ 89.42 million and ₹ 75.66 million to superannuation fund during the years ended March 31, 2024
and March 31, 2023 respectively and the same is recognised in the Statement of profit and loss under the head employee
benefit expenses.

c) Defined contribution plan - Provident Fund

The Parent Company has certain defined contribution plans. Contributions are made to provident fund for its employees
@ 12% of Basic salary as per regulation. The contributions are made to registered provident fund administered by the
Government of India. The obligation of the Parent Company is limited to the amount contributed. and it has no further
contractual nor any constructive obligation. The expense recognised during the period towards defined contribution plan
(provident fund) is ₹ 1,383.67 million (Previous year ₹ 1,159.43 million).

360
 Notes forming part of consolidated financial statements

32a. Financial assets and liabilities

The carrying values of financial instruments by categories are as follows:

(In ₹ million)

March 31, 2024 March 31, 2023

Amortised Amortised Fair value
Financial assets/financial liabilities FVTPL FVTOCI Cost FVTPL FVTOCI Cost hierarchy*
Financial Assets:
Investments in equity instruments, 156.82 - - 181.13 - - Level 3
preferred stock and convertible notes
Investments in bonds # - - 2,995.61 - - 3,085.59
Investments in mutual funds 5,113.25 - - 3,134.94 - - Level 2
Loans - - - - - -
Deposit with banks and financial - - 3,715.20 - - 4,922.43
institutions (net)
Cash and cash equivalents (including - - 6,628.07 - - 4,673.17
unpaid dividend)
Trade receivables (net) - - 16,761.13 - - 15,704.64
Foreign exchange forward contracts - 42.54 - - - - Level 2
Unbilled revenue - - 6,521.34 - - 4,671.23
Other non current financial assets - - 410.90 - - 383.36
Other current financial assets - - 57.95 - - -
Total Financial Assets 5,270.07 42.54 37,090.20 3,316.07 - 33,440.42

Financial Liabilities:
Borrowings (including accrued - - 2,073.19 - - 4,285.10
interest)
Trade payables - - 8,138.62 - - 5,689.08
Lease liabilities - - 2,438.10 - - 2,268.59
Other financial liabilities (excluding - - 6,182.82 - - 12,071.78
borrowings)
Foreign exchange forward contracts - - - - 67.67 -
Total Financial Liabilities - - 18,832.73 - 67.67 24,314.55

* Fair value hierarchy:

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either
observable or unobservable and consists of the following three levels:

Level 1 — Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 — Inputs are 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 are not based on observable market data (unobservable inputs). Fair values are determined in whole or in
part using a valuation model based on assumptions that are neither supported by prices from observable current market
transactions in the same instrument nor are they based on available market data. In respect of equity instruments of unlisted
companies, in limited circumstances, insufficient more recent information is available to measure fair value, or if there are a
wide range of possible fair value measurements and cost represents the best estimate of fair value within that range.
The Group recognises such equity instruments at cost, which is considered as appropriate estimate of fair value.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 361
Notes forming part of consolidated financial statements

# Investments in bonds:

(In ₹ million)

As at March 31, 2024 As at March 31, 2023

Particulars Face Value No. of Units Cost Face Value No. of Units Cost
Bonds carried at amortised cost 1,000 1,325,898 1,593.57 1,000 1,405,898 1,681.82
5,000 53,000 361.87 5,000 53,000 361.87
1,000,000 906 961.47 1,000,000 906 961.47
Total Cost 2,916.91 3,005.16
Designated as fair value through 78.70 80.43
profit and loss
Total investments carried at 2,995.61 3,085.59
amortised cost

32b. Financial risk management

Financial risk factors and risk management objectives

The Group’s activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk. The Group’s 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 use of financial derivatives is governed by the Group’s policies approved
by the Board of Directors which provide written principles on foreign exchange hedging. The Group’s exposure to credit
risk is mainly for receivables that are overdue for more than 90 days. The Credit Task Force is responsible for credit
risk management. Investment of excess liquidity is governed by the Investment policy of the Group. The Group’s Risk
Management Committee monitors risks and policies implemented to mitigate risk exposures.

Market risk

The Group operates globally with its operations spread across various geographies and consequently the Group is exposed to
foreign exchange risk. Around 80% to 90% of the Group’s foreign currency exposure is in USD. The Group holds plain vanilla
forward contracts against expected future receivables in USD to mitigate the risk of changes in exchange rates.

The following table analyses unhedged foreign currency risk from financial instruments as at March 31, 2024:
(In ₹ million)

USD EUR GBP Other currencies Total

Trade receivables 8,346.86 505.68 979.78 360.84 10,193.16
Cash and cash equivalents and bank balances 1,851.71 13.77 94.62 117.06 2,077.16
Trade and other payables 51.88 107.04 93.52 50.15 302.59

The following table analyses unhedged foreign currency risk from financial instruments as at March 31, 2023:

(In ₹ million)

USD EUR GBP Other currencies Total

Trade receivables 3,124.04 424.48 200.17 95.16 3,843.86
Cash and cash equivalents and bank balances 744.67 40.38 171.71 107.93 1,064.69
Trade and other payables 11.36 110.79 62.96 31.39 216.50

Foreign currency sensitivity analysis

For the year ended March 31, 2024 and March 31, 2023, every percentage point depreciation / appreciation in the
exchange rate between the Indian rupee and foreign currencies, would affect the Group’s profit before tax margin (PBT) by
approximately 0.12% and 0.06% respectively.

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 year and the current reporting year.

362
 Notes forming part of consolidated financial statements

Derivative financial instruments

The Group holds derivative foreign currency forward contracts to mitigate the risk of changes in exchange rates on foreign
currency exposures. These derivative financial instruments are valued based on quoted prices for similar assets in active
markets or inputs that are directly or indirectly observable in the marketplace. The Group has designated foreign exchange
forward contracts as cash flow hedges to mitigate the risk of foreign exchange exposure on highly probable forecast sales
transactions.

The following table gives details in respect of outstanding foreign currency forward contracts:

As at March 31, 2024 As at March 31, 2023

Foreign currency Average ₹ Foreign currency Average ₹

(million) rate (million) (million) rate (million)
Derivatives designated as cash flow hedges
Forward contracts
USD 260.00 84.16 21,881.33 230.00 82.83 19,051.50

The foreign exchange forward contracts mature within a maximum period of twelve months. The table below analyses the
derivative financial instruments into relevant maturity groupings based on the remaining period as of the balance sheet date:

As at March 31, 2024 As at March 31, 2023

Foreign currency Average ₹ Foreign currency Average ₹
(million) rate (million) (million) rate (million)
Not later than 3 months 64.00 83.72 5,357.97 55.00 80.82 4,445.22
Later than 3 months and not later than 70.00 84.03 5,882.04 63.00 82.60 5,203.67
6 months
Later than 6 months and not later than 63.00 84.55 5,326.58 56.00 83.95 4,701.05
9 months
Later than 9 months and not later than 63.00 84.36 5,314.74 56.00 83.96 4,701.56
12 months
Total 260.00 21,881.33 230.00 19,051.50

Credit risk

Credit risk refers to the risk of default on its obligation by the counter party resulting in a financial loss. The maximum
exposure to the credit risk at the reporting date is primarily from trade receivables amounting to ₹ 17,491.31 million and ₹
15,962.67 million as at March 31, 2024 and March 31, 2023, respectively

Trade receivables are typically unsecured and are derived from revenue earned from customers primarily located in the
United States. Credit risk is managed by the Group by Credit Task Force through credit approvals, establishing credit limits
and continuously monitoring the recovery status of customers to which the Group grants credit terms in the normal course of
business.

On account of adoption of Ind AS 109, the Group uses expected credit loss model to assess the impairment loss. The
Group uses a provisioning policy approved by the Board of Directors to compute the expected credit loss allowance for
trade receivables. The policy takes into account available external and internal credit risk factors and the Group’s historical
experience for customers.

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All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 363
Notes forming part of consolidated financial statements

Credit risk is perceived mainly in case of receivables overdue for more than 90 days. The following table gives details of risk
concentration in respect of percentage of receivables overdue for more than 90 days:

As at
March 31, 2024 March 31, 2023
Receivables overdue for more than 90 days * 553.19 381.32
Total receivables (gross) 17,889.95 16,151.63
Overdue for more than 90 days as a % of total receivables 3.1% 2.4%

* Out of this amount, ₹ 398.64 million (March 31, 2023: ₹ 188.96 million) have been provided for.

Ageing of trade receivables

(In ₹ million)
As at
March 31, 2024 March 31, 2023

Within the credit period 13,810.70 11,494.47

1 to 30 days past due 2,111.36 2,625.12
31 to 60 days past due 925.83 1,100.93
61 to 90 days past due 488.87 549.79
91 to 120 days past due 151.40 161.24
121 and above past due 401.79 220.08
Less: Expected credit loss (398.64) (188.96)
Net trade receivables 17,491.31 15,962.67

Movement in expected credit loss allowance

(In ₹ million)
As at
March 31, 2024 March 31, 2023
Opening balance 188.96 165.78
Movement in expected credit loss allowance 103.57 3.03
Pre-acquistion ECL adjusted against contingent consideration 96.44 -
Translation differences 9.67 20.15
Closing balance 398.64 188.96

Credit risk on cash and cash equivalents is limited as the Group generally invests in deposits with banks and financial
institutions with high credit ratings. Investments primarily include investment in debts mutual funds, quoted bonds.

Liquidity risk

The Group’s principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from operations.
The investment of surplus funds is governed by the Group’s investment policy approved by the Board of Directors. The
Group believes that the working capital is sufficient to meet its current fund requirements including repayment of borrowings.
Accordingly, no liquidity risk is perceived.

As at March 31, 2024, the Group had a working capital of ₹ 19,390.14 million including cash and cash equivalents and current
fixed deposits of ₹ 10,119.14 million and current investments of ₹ 2,726.54 million.

As at March 31, 2023, the Group had a working capital of ₹ 14,337.34 million including cash and cash equivalents and current
fixed deposits of ₹ 8,899.56 million and current investments of ₹ 1,879.66 million.

364
 Notes forming part of consolidated financial statements

The table below provides details regarding the contractual maturities of significant financial liabilities:
(In ₹ million)

March 31, 2024 March 31, 2023

Less than 1 year More than 1 year Less than 1 year More than 1 year
Borrowings (including accrued interest) 1,974.04 99.15 2,227.51 2,057.59
Trade payables and deferred payment liabilities 8,138.62 - 5,689.08 -
Lease Liabilities 842.62 1,919.95 676.77 1,919.39
Other financial liabilities (excluding borrowings) 1,744.23 - 1,717.19 2,888.92

Capital management risk

The Company’s objectives when managing capital is to safeguard continuity, maintain a strong credit rating and healthy
capital ratios in order to support its business and provide adequate return to shareholders through continuing growth. The
Company’s capital management aims to ensure that it maintains a stable capital structure with the focus on total equity to
uphold investor, creditor, and customer confidence and to ensure future development of its business. The Company sets the
amount of capital required on the basis of annual business and long-term operating plans which include capital and other
strategic investments. The funding requirements are met through a mixture of equity, internal fund generation and current and
non-current borrowings.

Gearing Ratio

(In ₹ million)

Particulars As at March 31, 2024 As at March 31, 2023

Borrowings 2,073.19 4,306.95
Other financial liabilities 3,718.27 6,811.77
Total Debt: 5,791.46 11,118.72
Less : Cash and cash equivalents and bank balances
10,228.86 9,032.80
other than cash and cash equivalants
Net Debt # (4,437.40) 2,085.92
Total equity 49,577.07 39,650.78
Total Capital 49,577.07 39,650.78
Gearing Ratio (in %) (8.95%) 5.26%

# Net debt for the above purpose includes borrowings, interest accrued on borrowings and amount payable for letter of credit
net of cash and cash equivalants and bank balances other than cash and cash equivalants.

32c. Derivative instruments and un-hedged foreign currency exposures

i. Forward contracts outstanding at the end of the year

(In ₹ million)

As at March 31, 2024 As at March 31, 2023

Forward contracts to sell USD: Hedging of expected 21,881.33 19,051.50
receivables of USD 260 million (Previous year USD 230
million)

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Notes forming part of consolidated financial statements

ii. Details of un-hedged foreign currency exposures at the end of the year

As at March 31, 2024 As at March 31, 2023

Foreign currency Conversion Foreign currency Conversion

In ₹ million (In million) rate (₹) In ₹ million (In million) rate (₹)
Bank balances 23.48 JPY 42.62 0.55 33.21 JPY 53.83 0.62
1,851.71 USD 22.20 83.40 744.67 USD 9.06 82.17
94.62 GBP 0.90 105.27 171.71 GBP 1.69 101.64
80.31 CAD 1.31 61.38 48.95 CAD 0.81 60.63
13.77 EUR 0.15 90.01 40.38 EUR 0.45 89.36
1.46 AUD 0.27 54.17 25.77 AUD 0.46 54.92
11.81 RON 0.65 18.08 - - -
Trade and other payables 51.88 USD 0.62 83.40 11.36 USD 0.14 82.17
93.52 GBP 0.89 105.27 62.96 GBP 0.62 101.64
107.04 EUR 1.19 90.01 110.79 EUR 1.24 89.36
0.99 SGD 0.02 61.75 1.18 SGD 0.02 61.78
32.49 CAD 0.52 61.38 19.01 CAD 0.31 60.63
1.13 AUD 0.02 54.17 11.20 AUD 0.20 54.92
14.09 ILS 0.62 22.64 - - -
0.04 ZAR 0.01 4.37 - - -
1.00 JPY 1.82 0.55 - - -
0.41 CHF 0.004 92.11 - - -
Trade receivables 505.68 EUR 5.62 90.01 424.48 EUR 4.75 89.36
8,346.86 USD 100.08 83.40 3,124.04 USD 38.02 82.17
979.78 GBP 9.31 105.27 200.17 GBP 1.97 101.64
183.45 CAD 2.99 61.38 54.29 CAD 0.90 60.63
139.36 AUD 2.57 54.17 26.73 AUD 0.49 54.92
12.38 ZAR 2.83 4.37 7.20 ZAR 1.56 4.60
15.71 SGD 0.25 61.75 6.94 SGD 0.11 61.78
0.01 CHF 0.01 92.11 - - -
4.06 JPY 7.36 0.55 - - -
5.87 MYR 0.33 17.63 - - -

33\ Income taxes

The reconciliation of estimated income tax expense at Indian statutory income tax rate to income tax expense reported in
statement of profit and loss is as follows:

For the year ended

March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Profit before tax 14,476.06 12,408.52
Enacted tax rate in India 25.17% 25.17%
Computed tax expense at enacted tax rate 3,643.33 3,122.98
Effect of exempt income (282.50) (55.68)
Effect of non-deductible expenses 110.19 (6.59)
Effect of concessions (R&D allowance) 57.95 (1.35)
Effect of concessions (Tax holidays) (6.16) (12.33)
Effect of previously unrecognised deferred tax assets now recognised 2.64 (29.01)
Effect of different tax rates of subsidiaries operating in other jurisdictions 120.23 147.46
Effect of different tax rates for different heads of income 1.87 (0.07)
Effect of change in tax rates - (0.79)
Short Tax Provision of earlier years (net) 76.58 (3.54)
Reversal of Deferred tax asset created in earlier years 5.77 81.53

366
 Notes forming part of consolidated financial statements

For the year ended

March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Tax benefit on set-off of carry-forward losses (11.62) (28.88)
Unused tax losses not recognised as deferred tax assets 141.26 60.33
Excess tax benefits on stock-based compensation (262.02) (148.64)
Others (56.37) 72.16
Income tax expense 3,541.15 3,197.59

Following subsidiaries of the Company have carry-forward tax loss as on March 31, 2024. The details are provided in below
table. The Company has recognized deferred tax asset on this loss in case of Persistent Systems Germany GmbH to the extent
of Euro 1,187,525 in its financial statements. In case of other subsidiaries, no deferred tax is currently recognized. However, the
Company expects that this loss shall be utilised against future taxable income.

Carry forward losses

March 31, 2024 March 31, 2023
Entity Name Category Country Currency In Million In ₹ Million
Persistent Systems UK Ltd. Pre April 1, 2017 22.47 2,364.92
UK GBP
Post April 1, 2017 3.31 348.91
Persistent Systems Australia Pty Ltd. - Australia AUD 1.04 56.60
Persistent Systems Germany GmbH - Germany EURO 9.49 854.21

34\ Segment information

Operating segments are components of an enterprise for which discrete financial information is available that is evaluated
regularly by the chief operating decision makers, in deciding how to allocate resources and assessing performance. The
Group’s chief operating decision makers are the Chief Executive Officer and the Chairman & Managing Director.

The operating segments of the Group are:

a. Banking, Financial Services and Insurance (BFSI)

Persistent helps financial institutions reduce complexity and simplify operating models to achieve growth and navigate
disruption to evolve into next-generation financial institutions. We help our clients deliver world-class customer
experiences, enabled by streamlined operations that create new business value.

b. Healthcare & Life Sciences

Persistent’s healthcare expertise helps industry leaders drive revenue growth by providing end-to-end healthcare
solutions and improved patient acquisition-retention. Implement next-generation solutions using cloud-based data
integration and analytics.

c. Software, Hi-Tech and Emerging Industries

Software innovation and engineering services to design, develop and manage next-generation software products with
breakthrough operational efficiency.

(In ₹ million)
Healthcare & Technology Companies
Particulars BFSI Life Sciences & Emerging Verticals Total
Revenue Year ended March 31, 2024 31,385.58 20,880.32 45,949.97 98,215.87
Year ended March 31, 2023 27,231.45 16,161.07 40,113.40 83,505.92
Identifiable expense Year ended March 31, 2024 19,861.72 12,209.10 34,145.31 66,216.13
Year ended March 31, 2023 17,226.98 8,147.53 27,830.90 53,205.41
Segmental result Year ended March 31, 2024 11,523.86 8,671.22 11,804.66 31,999.74
Year ended March 31, 2023 10,004.47 8,013.54 12,282.50 30,300.51
Unallocable expenses Year ended March 31, 2024 - - - 18,803.88
Year ended March 31, 2023 18,598.16

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 367
Notes forming part of consolidated financial statements

Healthcare & Technology Companies

Particulars BFSI Life Sciences & Emerging Verticals Total
Operating income Year ended March 31, 2024 - - - 13,195.86
Year ended March 31, 2023 - - - 11,702.35
Other income Year ended March 31, 2024 - - - 1,280.20
(net of expenses) Year ended March 31, 2023 - - - 706.17
Profit before taxes Year ended March 31, 2024 - - - 14,476.06
Year ended March 31, 2023 - - - 12,408.52
Tax expense Year ended March 31, 2024 - - - 3,541.15
Year ended March 31, 2023 - - - 3,197.59
Profit after tax Year ended March 31, 2024 - - - 10,934.91
Year ended March 31, 2023 - - - 9,210.93

Note: Numbers mentioned in above table have been reconclied with the statement of profit and loss.

(In ₹ million)
Healthcare & Technology Companies
Particulars BFSI Life Sciences & Emerging Verticals Total
Segmental trade As at March 31, 2024 4,657.36 3,106.66 9,727.29 17,491.31
receivables (net) As at March 31, 2023 4,074.64 2,579.81 9,308.22 15,962.67
Segmental Unbilled As at March 31, 2024 1,471.00 1,129.58 3,920.76 6,521.34
revenue As at March 31, 2023 1,170.86 802.11 2,698.26 4,671.23
Unallocated assets As at March 31, 2024 - - - 49,723.53
As at March 31, 2023 - - - 46,096.90
Unallocated liabilities As at March 31, 2024 - - - 24,159.11
As at March 31, 2023 - - - 27,080.02

Segregation of assets (other than trade receivables and unbilled revenue), liabilities, depreciation and amortization and other
non-cash expenses into various reportable segments have not been presented as the assets are used interchangeably among
segments and the Group is of the view that it is not practical to reasonably allocate the other assets, liabilities and other non-
cash expenses to individual segments and an ad-hoc allocation will not be meaningful.

Geographical Information

The following table shows the distribution of the Group’s consolidated sales by geographical market regardless of from where
the services were rendered.
(In ₹ million)

North Rest of the

Particulars India America World Total
Revenue Year ended March 31, 2024 9,747.39 77,087.28 11,381.20 98,215.87
Year ended March 31, 2023 9,432.51 65,107.83 8,965.58 83,505.92

The following table shows the information regarding geographical non-current assets.

(In ₹ million)

North Rest of the

Particulars India America World Total
Non-current assets As at March 31, 2024 23,287.67 6,575.97 728.25 30,591.89
As at March 31, 2023 22,636.18 7,462.77 580.06 30,679.01

The revenue from individual customers in excess of ten percent of total revenue of the Group is ₹ 9,248.88 million for the year
ended March 31, 2024 (Previous year : ₹ 7,697.87 Million).

368
 Notes forming part of consolidated financial statements

35\ Employees stock option plans (ESOP)

Certain information in this note relating to number of shares, options and per share/option price has been disclosed in full and
is not rounded off.

a. Details of Employee stock option plans

The Company has framed various share-based payment schemes for its employees. The details of various equity-settled
employee stock option plan (‘ESOP’) schemes adopted by the Board of Directors are as follows:

(In ₹ million)

No. of options Date of adoption by the Exercise

ESOP scheme granted # Board/Members Initial Grant date period
Scheme I 9,121,000 11-Dec-99 11-Dec-99 *
Scheme II 1,506,400 23-Apr-04 23-Apr-04 10 Years
Scheme III 5,066,600 23-Apr-04 23-Apr-04 *
Scheme IV 13,916,500 23-Apr-06 23-Apr-06 10 Years
Scheme V 3,781,050 23-Apr-06 23-Apr-06 *
Scheme VI 2,432,500 31-Oct-06 31-Oct-06 10 Years
Scheme VII 3,569,950 30-Apr-07 30-Apr-07 10 Years
Scheme VIII 84,000 24-Jul-07 24-Jul-07 3 Years
Scheme IX 2,748,924 29-Jun-09 29-Jun-09 10 Years
Scheme X 6,124,544 10-Jun-10 29-Oct-10 2-3 Years
Scheme XI ** 4,491,000 26-Jul-14 03-Nov-14 4-5 Years
Scheme XII *** 134,600 04-Feb-16 08-Apr-16 2.5 Months
Scheme XIII 16,666,188 27-Jul-17 01-Aug-19 4-5 Years
Scheme XIV 160,000 27-Jul-17 01-May-19 3 Years

# Adjusted for bonus issue of shares.

*No contractual life is defined in the scheme.

**The options under Scheme XI, which is a performance based ESOP scheme will vest after 1-4 years in proportion of credit
points earned by the employees every quarter based on performance. The maximum options which can be granted under this
scheme are 2,800,000.

***The options under Scheme XII, ESOP scheme would vest after 1 year. The maximum options which are granted under this
scheme are 100 per employee.

The vesting period and conditions of the above ESOP schemes is as follows:

All the above ESOP schemes have service condition (other than Grant Category 1 of scheme XI which Is based on
performance criteria), which require the employee to complete a specified period of service, as a vesting condition. The
vesting pattern of various schemes has been provided below:

i. Scheme I to V, VII, VIII, X and XIV

% of Options vesting
Service period from the date of grant Scheme I to V & X Scheme VII Scheme VIII Scheme XIV
12 Months 10% 20% 25% 0.00%
24 Months 30% 40% 50% 33.33%
36 Months 60% 60% 75% 66.66%
48 Months 100% 80% 100% 100%
60 Months NA 100% NA NA

ii. Scheme VI

Service period from the date of grant % of Options vesting

18 Months 30%
Every quarter thereafter 5%

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 369
Notes forming part of consolidated financial statements

iii. Scheme IX

Service period from the date of grant % of Options vesting

30– 60 Months varying from employee to employee 100%

iv. Scheme XI
% of Options vesting

Service period from the Grant (Category 1) Grant (Category 2) Grant (Category 3)
date of grant
12 Months Based on credit points 25% 40%
24 Months earned which varies from 50% 30%
36 Months employee to employee 75% 30%
48 Months NA 100% NA
60 Months NA NA NA

v. Scheme XII

Service period from the date of grant % of Options vesting

1 year 100%

vi. Scheme XIII

Service period from the % of Options vesting

date of grant Grant (Category 1) Grant (Category 2) Grant (Category 3)
12 - 20 Months 25% 40% 33.33%
24 - 32 Months 50% 30% 66.66%
36 - 44 Months 75% 30% 100%
48 Months 100% NA NA
60 Months NA NA NA

This space is intentionally kept blank

370
 Notes forming part of consolidated financial statements

b. Details of activity of the ESOP schemes

Movement for the year ended March 31, 2024 and March 31, 2023

(In ₹ million)
Outstanding at Granted Forfeited Exercised Outstanding Exercisable
ESOP the beginning during during during at the end of at the end
Scheme Particulars Year Ended of the Year the Year the Year the Year the Year of the Year
Scheme I Number of Options 31-Mar-23 - - - - - -
Weighted Average Price 31-Mar-23 - - - - - -
Number of Options 31-Mar-24 - - - - - -
Weighted Average Price 31-Mar-24 - - - - - -
Scheme II Number of Options 31-Mar-23 - - - - - -
Weighted Average Price 31-Mar-23 - - - - - -
Number of Options 31-Mar-24 - - - - - -
Weighted Average Price 31-Mar-24 - - - - - -
Scheme III Number of Options 31-Mar-23 216,518 - 86,514 6,002 124,002 124,002
Weighted Average Price 31-Mar-23 15.89 - 15.21 15.34 16.39 16.39
Number of Options 31-Mar-24 124,002 - 51,532 2,000 70,470 70,470
Weighted Average Price 31-Mar-24 16.39 - 15.47 15.34 17.67 17.67
Scheme IV Number of Options 31-Mar-23 492,596 - 142,114 139,282 211,200 211,200
Weighted Average Price 31-Mar-23 27.36 - 23.60 30.56 27.79 27.79
Number of Options 31-Mar-24 211,200 - 16,600 160,400 34,200 34,200

Weighted Average Price 31-Mar-24 27.79 - 20.47 30.56 25.33 25.33

Scheme V Number of Options 31-Mar-23 99,762 - - 3,208 96,554 96,554

Weighted Average Price 31-Mar-23 13.30 - - 13.39 13.30 13.30
Number of Options 31-Mar-24 96,554 - - 26,486 70,068 -70,068
Weighted Average Price 31-Mar-24 13.30 - - 15.57 12.41 12.41
Scheme VI Number of Options 31-Mar-23 - - - - - -
Weighted Average Price 31-Mar-23 - - - - - -
Number of Options 31-Mar-24 - - - - - -
Weighted Average Price 31-Mar-24 - - - - - -
Scheme VII Number of Options 31-Mar-23 282 - 282 - - -
Weighted Average Price 31-Mar-23 13.14 - 13.15 - - -
Number of Options 31-Mar-24 - - - - - -
Weighted Average Price 31-Mar-24 - - - - - -
Scheme VIII Number of Options 31-Mar-23 - - - - - -
Weighted Average Price 31-Mar-23 - - - - - -
Number of Options 31-Mar-24 - - - - - -
Weighted Average Price 31-Mar-24 - - - - - -
Scheme IX Number of Options 31-Mar-23 231,422 - 114,070 14,320 103,032 103,032
Weighted Average Price 31-Mar-23 27.37 - 27.37 27.37 27.37 27.37
Number of Options 31-Mar-24 103,032 - 90,232 12,800 - -
Weighted Average Price 31-Mar-24 27.37 - 27.37 27.37 - -
Scheme X Number of Options 31-Mar-23 - - - - - -
Weighted Average Price 31-Mar-23 - - - - - -
Number of Options 31-Mar-24 - - -14,000 14,000 - -
Weighted Average Price 31-Mar-24 - - 95.68 95.68 - -
Scheme XI Number of Options 31-Mar-23 1,023,500 669,200 287,380 395,406 1,009,914 57,114
Weighted Average Price 31-Mar-23 5.00 5.00 5.00 5.00 5.00 5.00
Number of Options 31-Mar-24 1,009,914 443,400 82,510 482,034 888,770 48,734
Weighted Average Price 31-Mar-24 5.00 5.00 5.00 5.00 5.00 5.00
Scheme XII Number of Options 31-Mar-23 - - - - - -
Weighted Average Price 31-Mar-23 - - - - - -
Number of Options 31-Mar-24 - - - - - -
Weighted Average Price 31-Mar-24 - - - - - -

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 371
Notes forming part of consolidated financial statements

Outstanding at Granted Forfeited Exercised Outstanding Exercisable

ESOP the beginning during during during at the end of at the end
Scheme Particulars Year Ended of the Year the Year the Year the Year the Year of the Year
Scheme XIII Number of Options 31-Mar-23 6,760,248 3,074,562 1,993,886 1,080,594 6,760,330 1,070,496
Weighted Average Price 31-Mar-23 985.76 1,629.73 1,289.15 543.45 1,259.85 1,154.63
Number of Options 31-Mar-24 6,760,330 3,764,950 894,394 1,940,838 7,690,048 861,540
Weighted Average Price 31-Mar-24 1,259.85 3,261.15 1,449.31 967.64 2,286.26 1,497.72
Scheme XIV Number of Options 31-Mar-23 - - - - - -
Weighted Average Price 31-Mar-23 - - - - - -
Number of Options 31-Mar-24 - - - - - -
Weighted Average Price 31-Mar-24 - - - - - -
Total Number of Options 31-Mar-23 8,824,328 3,743,762 2,624,246 1,638,812 8,305,032 1,662,398
Number of Options 31-Mar-24 8,305,032 4,208,350 1,121,268 2,638,558 8,753,556 944,876

The weighted average share price for the period over which stock options were exercised was ₹ 3,013.10
(previous year ₹ 1,977.60).

c. Details of exercise price for stock option outstanding at the end of the year

(In ₹ million)
As at March 31, 2024 As at March 31, 2023
Weighted average
Range of No. of Options Weighted average remaining No. of Options remaining contractual
Scheme exercise price outstanding* contractual life (in years) outstanding life (in years)
Scheme I 1.02 - 4.785 - Note (i) - Note (i)
Scheme II 6.48 - 24.105 - - - -
Scheme III 6.48 - 24.105 70,470 Note (i) 124,002 Note (i)
Scheme IV 11.115 - 30.56 34,200 1.31 208,400 1.73
Scheme V 11.115 - 22.07 70,068 Note (i) 99,354 Note (i)
Scheme VI 11.115 - 15.335 - - - -
Scheme VII 12.085 - 30.56 - - 282 1.73
Scheme VIII 24.105 - 24.105 - - - -
Scheme IX 27.37 - 27.37 0 - 103,032 1.25
Scheme X 78.79 - 139.85 - - - -
Scheme XI 5 888,770 3.72 1,009,914 4.08
Scheme XII 5 - - - -
Scheme XIII 221.235 - 3300 7,690,048 3.80 6,760,248 3.59
Scheme XIV 270.41 - 270.41 - - - -

Note (i) - No contractual life is defined in the scheme.

*The weighted average contractual life disclosed above has been computed only for the unexpired options.

d. Effect of the employee share-based payment plans on the statement of profit and loss and on its financial position

Compensation expense arising from equity-settled employee share-based payment plans for the year ended March
31, 2024 amounted to ₹ 1091.75 million (Previous year ₹ 1360.28 million). The liability for employee stock options
outstanding as at March 31, 2024 is ₹ 2,227.72 million (Previous year ₹ 2,222,02 million).

e. Weighted average exercise prices and weighted average fair values of options

The Black-Scholes valuation models have been used for computing the weighted average fair value of the stock options
granted during the financial year 2023-24:

372
 Notes forming part of consolidated financial statements

March 31, 2024 March 31, 2023

Particulars RSU Scheme XI ESOP Scheme XIII RSU Scheme XI ESOP Scheme XIII
Weighted average share price (Rs.) 3108.77 3835.9 1914.18 1839.47
Weighted Exercise Price (Rs.) 5 3335.42 5 1629.99
Weighted Average Fair Value (Rs.) 3063.06 1341.98 1874.56 602.25
Expected Volatility 21.99%-30.69% 27.44%-31.15% 26.85%-28.11% 26.85%-28.11%
Life of the options granted ** 3 - 4 yrs 3 - 4 yrs 3 - 4 yrs 3 - 4 yrs
(Vesting and exercise period)
Dividend Yield 44.00 44.00 39.00 39.00
Average risk-free interest rate 7.12% 7.16% 6.98% 7.06%

** 1. 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. The fair value of the awards are estimated using the Black-Scholes Model for time and non-market performance based
options.

Note: The group has done a share split of 1:2, the impact of this has been given to options granted to the employees of the
Group ((refer note 18(a)).

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 and has been modelled
based on historical movements in the market prices of the publicly traded equity shares during a larger period after excluding
outliers to smoothen the fluctuations.

36\ Leases
The table below provides details regarding the contractual maturities of lease liabilities on an undiscounted basis:

As at March 31, 2024 (In ₹ million) As at March 31, 2023 (In ₹ million)

Less than one year 842.62 676.77

One to five years 1,861.62 1,862.25
More than five years 58.33 57.14

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 ₹ 145.93 million for the year ended March 31, 2024
(Previous year ₹ 147.45 million).

The Group has has recognized interest on lease liabilities of ₹ 180.02 million under finance costs
(Previous year ₹ 137.86 million).

The aggregate depreciation on ROU assets has been included under depreciation and amortisation expense in the Statement
of Profit and Loss (Refer note 5.6).

37\ Related Party Disclosures

i. Names of related parties and related party relationship

Related parties with whom transactions have taken place

Key management personnel Dr. Anand Deshpande, Chairman and Managing Director
Mr Sandeep Kalra, Executive Director and Chief Executive Officer
Mr. Sunil Sapre, Executive Director and Chief Financial Officer
Mr. Amit Atre, Company Secretary
Ms. Roshini Bakshi, Independent Director
Mr. Pradeep Bhargava, Independent Director, retired wef July 19, 2022
Dr. Anant Jhingran, Director, Persistent Systems, Inc., USA, retired w.e.f., November 20, 2022

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 373
 Mr. Thomas Kendra, Independent Director, retired wef July 19, 2022
Mr. Deepak Phatak, Independent Director, resigned as an Independent Director of the Company
w.e.f., April 2, 2023
Mr. Praveen Kadle, Independent Director
Ms. Avani Davda, Independent Director
Mr. Guy Eiferman, Independent Director
Mr. Arvind Goel, Independent Director (Appointed on June 7, 2022)
Mr. Ambuj Goel, Independent Director (Appointed on June 7, 2022)
Mr. Dan’l Lewin , Independent Director (Appointed on June 10, 2022)
Dr. Ajit Ranade , Independent Director (Appointed on June 6, 2023)
Relatives of Key management Mr. Suresh Deshpande, (Father of the Chairman and Managing Director)
personnel
Mrs. Sulabha Suresh Deshpande, (Mother of the Chairman and Managing Director)
Mrs. Sonali Anand Deshpande, (Wife of the Chairman and Managing Director)
Dr. Mukund Deshpande, (Brother of the Chairman and Managing Director)
Mrs. Chitra Buzruk, (Sister of the Chairman and Managing Director)
Mr. Arul Deshpande, (Son of the Chairman and Managing Director)
Mrs. Asha Sapre, (Wife of the Executive Director and Chief Financial Officer)
Mr. Yeshwant Sapre, (Father of the Executive Director and Chief Financial Officer)
Mr. Aditya Phatak, (Son of the Independent Director)
Mr. Hemant Bakshi, (Husband of the Independent Director)
Members of Promoter Group Rama Purushottam Foundation
Entities over which a key Persistent Foundation
management personnel have
significant influence
Controlled Trust PSPL ESOP Management Trust

ii. Related party transactions

(in ₹ million)

For the year ended

Name of the related party and nature of relationship March 31, 2024 March 31, 2023
Donation given Entity over which a key management personnel has
significant influence
Persistent Foundation 175.45 117.50
175.45 117.50

For the year ended

Name of the related party and nature of relationship March 31, 2024 March 31, 2023
Remuneration # Key Management Personnel
(Salaries, bonus and contribution Dr. Anand Deshpande 37.68 36.40
to other funds) Mr. Sunil Sapre* (including value of perquisites for stock 163.98 102.18
options exercised ₹ 143.52 million during the year 2023-
24 (Previous year: ₹ 82.77 million)
Mr. Amit Atre (including value of perquisites for stock 17.00 9.44
options exercised ₹ 11.52 million during the year 2023-
24 (Previous year: ₹ 4.66 million)
Mr. Sandeep Kalra (including value of perquisites for 765.89 616.56
stock options exercised ₹ 637.7 million during the year
(Previous year: ₹486.05 million)

Independent directors:
Ms. Roshini Bakshi 6.48 4.63
Mr. Pradeep Bhargava ** - 1.55
Dr. Anant Jhingran ** - 2.72
Mr. Thomas Kendra ** - 1.40
Mr. Praveen Kadle 6.65 5.03

374
 For the year ended
Name of the related party and nature of relationship March 31, 2024 March 31, 2023
Mr. Guy Eiferman ** - 1.40
Dr. Deepak Phatak ^ - 4.40
Ms. Avani Davda $ 6.58 4.73
Mr. Arvind Goel $ 6.15 3.46
Dr. Ambuj Goyal $ 6.08 3.41
Mr. Dan’l Lewin $ 5.65 3.23
Dr. Ajit Ranade ^ 4.73 -
Relatives of Key Management Personnel
Mr. Arul Deshpande 0.02 5.31
Total 1,026.89 805.85
Dividend paid Key Management Personnel
Dr Anand Deshpande 1,235.11 891.88
Mr. Sunil Sapre 3.67 2.82
Mr Sandeep Kalra 2.69 3.42
Mr. Amit Atre 0.13 0.08
Independent directors:
Mr. Pradeep Bhargava 0.23 0.47
Relatives of Key Management Personnel
Mr. Suresh Deshpande 0.03 0.07
Mrs. Chitra Buzruk 25.35 18.31
Dr. Mukund Deshpande 21.60 11.20
Mrs. Sonali Anand Deshpande 6.05 4.37
Mrs. Sulabha Suresh Deshpande 0.03 0.08
Mr. Arul Deshpande 0.54 0.39
Mr. Hemant Bakshi 0.27 0.20
Mr. Aditya Phatak 1.53 1.13
Ms. Alpana Ajit Ranade 0.01 -
Total 1,297.24 934.42

Other payments Key Management Personnel

Sunil Sapre 0.33 0.30
Relatives of Key Management Personnel
Asha Sapre 0.33 0.30
Total 0.66 0.60

Letters of comfort
i. Letters of letters of comfort of USD 24.69 Million: Rs. 2,059.15 Million (March 31, 2023: USD 51.69 Million: Rs. 4,247.37
Million) to bank for loans availed by subsidiary of the Parent Company.

Notes:
* Amount of remuneration represents remuneration paid through Persistent Systems Limited only.
^ Dr. Deepak Phatak retired wef April 2, 2023. Dr Ajit Ranade has been appointed wef June 6, 2023.
$ Mr. Arvind Goel and Dr. Ambuj Goyal have been appointed wef June 7, 2022 and Mr. Dan’l Lewin has been appointed wef
June 10,2022. Ms. Avani Davda has joined with effect from December 21, 2021.
** Dr Anant Jhingran retired wef November 20, 2022 and Mr. Thomas Kendra and Mr. Guy Eiferman retired wef July 19,
2022. Mr. Pradeep Bhargava, Independent Director, retired wef July 19, 2022.
# The remuneration to the key managerial personnel does not include the provisions made for gratuity, long service awards
and leave benefits, as they are determined on an actuarial basis for the Company as a whole.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 375
38\ Capital and other commitments

(In ₹ million)
As at
March 31, 2024 March 31, 2023
Capital commitments
Estimated amount of contracts remaining to be executed on capital account
396.29 186.51
and not provided for
Other commitments
Forward contracts 21,881.33 19,051.50
For commitments relating to lease agreements, please refer note 36.

39\ Auditors’ remuneration

(In ₹ million)
For the year ended
March 31, 2024 March 31, 2023

Audit fee 13.42 11.18

Certifications 0.50 0.20
Reimbursement of expenses 0.39 0.46
14.31 11.84

40\ Research and development expenditure

The particulars of expenditure incurred on in-house research and development are as follows:
(In ₹ million)
For the year ended
March 31, 2024 March 31, 2023

Revenue 282.75 147.23

282.75 147.23

41\ Net dividend remitted in foreign exchange

(In ₹ million)
No. of equity shares held on which
No. of non-resident shareholders dividend was due For the year ended

March 31, 2024 March 31, 2023 March 31, 2024 March 31, 2023 March 31, 2024 March 31, 2023
Particulars
Interim dividend 11 12 0.38 0.41 12.21 11.64
Final dividend 9 5 0.39 0.40 8.55 4.39

This space is intentionally kept blank

376
42\ Contingent liabilities

(In ₹ million)

Sr. No. As at March 31, 2024 As at March 31, 2023

a. Claims against the company not acknowledged as debt*

1 Indirect tax matters
173.78 173.78
i. In respect to the order passed by the Learned Principal Commissioner
of Service Tax, Pune, for Service tax under import of services on reverse
charge basis for the Financial Year 2014-15, the Parent Company has filed
an appeal against the order passed by Learned Principal Commissioner
of Service Tax, Pune with the Hon’ble Central Excise and Service Tax
Appellate Tribunal (CESTAT) on September 23, 2017
The Parent Company has paid ₹ 165.58 million under protest towards the
demand and the same forms part of the GST receivable balance.
The Hon’ble CESTAT decided and passed the order on January 28,2023
with the direction that the entire show cause notice passed by the Principal
Commissioner of Service Tax will now be taken up for fresh adjudication
and the judgments noted in the Order of the Hon’ble CESTAT and other
submissions, if any, be considered while adjudicating the show cause
notice. The Company has filed Appeal against the CESTAT Order with
Hon’ble High Court on March 13,2023

ii. Other Pending litigations in respect of Indirect taxes. 7.77 8.20

2 Income tax demands disputed in appellate proceedings 1,102.72 1,023.34

b. Letter of Comfort on behalf of Subsidiaries

Letters of comfort on behalf of subsidiary USD 24.69 Million (Previous year :

2,059.15 4,247.37
USD 51.69 Million)

*The Parent Company, based on independent legal opinions and judgments in favour of the Parent Company in the earlier
years, believes that the liabilities with respect to the above matters is not likely to arise and therefore, no provision is
considered necessary in the financial statements.

43\ Details of Corporate Social Responsibility expenditure

(In ₹ million)
March 31, 2024 March 31, 2023

a. Gross amount required to be spent by the Company during the year 175.45 140.99
b. Amount of Expenditure incurred
(i) Construction/acquisition of any asset - -
(ii) On purposes other than (i) above 175.45 117.60
c. Shortfall at the end of year * - 23.39
d. Total of previous year shortfall - -
e. Reason for shortfall - -
f. Nature of CSR Activity Donation given to the Donation given to the
following entities: following entities:
a. P
 ersistent a. Persistent Foundation
Foundation b. Deepastambha
Charitable Trust
g. Details of related party transactions
Donation given to Persistent Foundation 175.45 117.50
h. Deails of provision made for liability incurred by entering - -
into a contractual obligation

* Set-off availed: The Company spent an excessive amount of INR 55.50 Million in FY 2020-21. In FY 2022-23, the
Management has claimed partial set-off against this excessive CSR spend amounting to INR 23.39 Million. The Company
continues to have an amount of INR 32.11 Million available in its book for set off till the end of FY 2023-24 as it is the third
(last) year from the year of excessive spend.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 377
44\ Business Combinations

The acquisition of the following businesses is accounted for using the acquisition method of accounting under Ind AS 103
Business Combinations.

In case of acquistions, the Goodwill is comprised of expected synergy benefit from combining operations and value of
assembled work force which do not qualify for separate recognition.

Deferred purchase consideration in form of Earnouts is payable upon achievement of revenue and gross margin thresholds as
specified in the agreements. The estimated range of outcome of payment of the same is assumed at 90%.

Business acquisitions

MediaAgility India Priviate Limited and MediaAgility Inc.

During the year ended March 31, 2023, the Company entered into agreements to acquire Companies which have been
together referred to as “Media Agility” in the notes elsewhere. On April 29, 2022, the Parent Company acquired 100% voting
equity interest in MediaAgility India Private Limited. Further, on May 4, 2022, Persistent Systems Inc. USA, a wholly-owned
subsidiary of the Parent Company,acquired 100% voting equity interest in MediaAgility Inc., USA and its subsidiaries in the
UK, Mexico, and Singapore. This business combination is accounted by applying acquisition method. During the year ended
March 31, 2023,the same was accounted on provisional basis availing the exemption under Ind AS 103.

MediaAgility is a global cloud transformation services provider with deep expertise building scalable, cloud-based solutions
as a Google Cloud Premier Partner. It provides cloud-native application development and modernization, analytics and AI,
cloud engineering, migrations, and managed services to its clients.

During the period, the purchase price allocation was completed. Accordingly, at the acquisition date, the identifiable assets
acquired,the liabilities assumed including contingent consideration are recognised at their acquisition date fair values as
follows:

Acquisition-date fair values of total purchase consideration:

Particulars In ₹ million
Upfront consideration 4,449.89
Contingent consideration 1,168.18
Total purchase consideration 5,618.07

Acquisition-date fair values of assets acquired and liabilities assumed:

Particulars In ₹ million
Assets
Current Assets
Cash & cash equivalents 842.41
Trade receivables 1,130.77
Other current assets 116.96
Other current financial assets 1.88
Current tax assets (net) 208.82
Non-current assets
Property, plant and equipment 11.62
Customer relations 1,548.49
Goodwill 3,322.19
Subtotal 7,183.14
Liabilities
Current liabilities
Trade payables 1,058.40
Other current financial liabilities 226.64
Other current liabilities 280.03
Subtotal 1,565.07
Net assets taken over 5,618.07

The goodwill of ₹ 3,322.19 Million (refer note 5.4) comprises the value of expected synergies arising from the acquisition and
a customer list, which is not separately recognised. The customer list is non separable therefore, it does not meet the criteria
for recognition as an intangible asset under Ind AS 38. Goodwill recognised is not expected to be deductible for income tax
purposes.

378
The fair value of the trade receivables amounts to ₹ 1,130.77 Million. The gross amount of trade receivables is ₹ 1,154.69
Million. However, it is expected that the full contractual amounts can be collected except for ₹ 23.92 Million on account of
preacquisition adjustments which will be recovered from the dues of selling shareholders.

Transaction costs of ₹ 56.47 Million and ₹ 118.69 Million have been expensed and are included in other expenses for the year
ended March 31, 2022 and March 31, 2023 respectively.

Revenue of ₹ 2,495.99 Million for the year ended March 31, 2024 is included in the financial statements. The profit included
for the year ended March 31, 2024 is ₹ 330.47 Million.

Analysis of cash flows on acquisition:

Particulars In ₹ million #
Transaction costs of the acquisition (included in cash flows from operating activities)* (175.16)
Net cash acquired with the subsidiary (included in cash flows from investing activities) 842.41
Payment made towards upfront consideration (included in cash flows from investing activities, net of tax) (3,316.02)

* Represents the expenditure incurred over the period of time on acquisition.

# Negative amount represents cash outflows

Contingent consideration

As part of the purchase agreement with the selling shareholders of Media Agility, a contingent consideration has been agreed.
There will be additional cash payments to the selling shareholders of:

a) ₹ 678.34 Million(undiscounted), if the Company as a result of the acquisition generates up to USD 39,998 Thousands of
target net revenue in a 12-month period after the acquisition date,

b) ₹ 678.34 Million(undiscounted), if the Company as a result of the acquisition generates up to USD 54,393 Thousands of
target net revenue in a 12-month period after the acquisition date.

As at the acquisition date, the fair value of the contingent consideration was estimated to be ₹ 1,168.18 Million.

Significant unobservable valuation inputs are provided below:

Assumed probability 90%

Discount rate 3%

Significant increase / (decrease) in the probability would result in higher / (lower) fair value of the contingent consideration
liability, while significant increase / (decrease) in the discount rate would result in lower / (higher) fair value of the liability.

As at March 31, 2024, the key performance indicators show that it is highly probable that the target will be achieved due to a
significant expansion of the business and the synergies realised. The fair value of the contingent consideration measured as at
March 31, 2024 reflects this development, amongst other factors and a re-measurement charge has been recognised through
profit or loss. A reconciliation of fair value measurement of the contingent consideration liability (Level 3) is provided below:

Particulars In ₹ million
Opening balance as at April 01, 2022 -
Liability arising on business combination 1,168.18
Unrealised fair value changes recognised in profit or loss 33.88
Unrealied foreign exchange reinstatement loss 88.41
Closing balance as at March 31, 2023 1,290.47
Opening balance as at April 01, 2023 1,290.47
Unrealised fair value changes recognised in profit or loss 20.79
Payment during the year (580.33)
Other adjustments (100.44)
Unrealied foreign exchange reinstatement gain 18.54
Closing balance as at March 31, 2024 649.03

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 379
Consolidated Financials

45\  Ratio Analysis and its elements

March 31, March 31, % Reason for variance
Ratio Denomination Numerator Denominator 2024 2023 change (If more than 25%)
a. Current Number Current Assets Current 1.89 1.71 10.53%
ratio Liabilties
b. Debt- % Debt Shareholder's 4.18% 10.86% -6.68%
Equity ratio Equity
c. Debt Number Earnings available Debt service 8.49 6.51 30.41%
Service for debt service** within a year Refer note 1
Coverage
ratio
d. R
 eturn on % Net Profit after tax Average 24.94% 25.66% -0.72%
Equity ratio Shareholder's
Equity
e. Trade Number Revenue from Average Trade 5.51 5.13 7.29%
Receivables operations receivables
turnover
ratio
f. Trade Number Cost of Average Trade 2.73 3.23 -15.62%
payables professionals and payables
turnover other expenses
ratio + - Non-cash
adjustments
g. N
 et capital Number Revenue from Working capital 5.07 5.82 -13.03%
turnover operations
ratio
h. N
 et profit % Net Profit after tax Turnover 11.13% 11.03% 0.10%
ratio
i. R
 eturn on % Profit before Average capital 28.58% 30.43% -1.85%
Capital interest and tax employed
employed
j. R
 eturn on % Income generated Average 6.86% 5.28% 1.60%
investment from treasury invested funds
investments in treasury
investments

**Earnings available for debt service = Profit before exceptional items and tax + Finance cost + Depreciation & Amortization -
Other income - Lease payments

Note 1: The increase in interest rates and incremental borrowings during the year ended March 31, 2024, primarily resulted in
higher finance expense.

46\ The Parent Company has deposits of ₹ 430 million with the financial institutions viz. Infrastructure Leasing & Financial
Services Ltd. (IL&FS) and IL&FS Financial Services Ltd. (referred to as “IL&FS Group”) as on the balance sheet date.
These were due for maturity from January 2019 to June 2019. In view of the uncertainty prevailing with respect to
recovery of outstanding balances from IL&FS Group, Management of the Parent Company has fully provided for
these deposits, along with interest accrued thereon till the date the deposits had become doubtful of recovery. The
Management is hopeful of recovery though with a time lag. The Parent Company continues to monitor developments in
the matter and is committed to take steps including legal action that may be necessary to ensure full recovery of the said
deposits.

47\ Finance costs include interest on lease liability of ₹ 180.02 million under finance costs (Previous year ₹ 137.86 million) and
notional interest on amounts due to selling shareholders ₹ 51.05 million (Previous year ₹ 112.76 million).

48\ The Group has working capital facilities from banks on the basis of security of trade receivables. The quarterly
statements of trade receivables filed by the Group with banks are in complete agreement with the books of accounts.

49\ The Group has not advanced / loaned / invested funds to any entities, including foreign entities (Intermediaries), with
the understanding that the Intermediary shall directly or indirectly lend or invest in other entities by or on behalf of
the Group (Ultimate Beneficiaries). Further, the Group has not provided any guarantee, security to or on behalf of the
Ultimate Beneficiaries.

380
 Consolidated Financials

50\ The Group has not received funds from any entities, including foreign entities (Funding Parties), with the understanding
that the Group shall directly or indirectly, lend or invest in other persons or entities by or on behalf of the Funding
Party (Ultimate Beneficiaries). Further, the Group has not provided any guarantee, security on behalf of the Ultimate
Beneficiaries.

51\ During the year Persistent Systems Germany GMBH (‘PSG’) (a wholly owned subsidiary of Persistent Systems Limited)
has entered into restructuring arrangement and accordingly wholly owned subsidiaries Youperience GMBH and Parx
Consulting GmbH are merged into Persistent Systems Germany GMBH with effect from September 01, 2023. Since both
the entities are under common control of PSG, it falls under purview of appendix C of Ind-AS 103 accordingly accounting
is done under pooling of interest method. This transaction does not have any impact on the consolidation.

52\ During the year Persistent Systems Limited, Australia branch has entered into business transfer agreement and accordingly
business of the Australia branch has been transfered to Persistent Systems Australia Pty Ltd with effect from October
01, 2023. Since both the entities are under common control of PSL, it falls under purview of appendix C of Ind-AS 103
accordingly accounting is done under pooling of interest method. This transaction does not have any impact on the
consolidation.

53\ The Board of Directors of the Company at its meeting held on January 20, 2024, approved the Scheme of Merger
of Capiot Software Private Limited (Wholly Owned Subsidiary) into Persistent Systems Limited, and accordingly, an
application of Merger has been filed with the National Company Law Tribunal, Mumbai (NCLT) on March 22, 2024.

54\ The Share Purchase Agreement (‘SPA’) for the transfer of the 100% shareholding of Persistent Systems UK Limited
(subsidiary) from Aepona Group Limited, Ireland (subsidiary) to Persistent Systems Limited was executed on Tuesday,
March 19, 2024.

55\ During the year ended March 31, 2024, the group has done fair valuation of contingent consideration payable towards
acquisition of business to the erstwhile shareholders of Data Glove Incorporated, Software Corporation International & SCI
Fusion 360, LLC and Shree Partners. Based of the fair valuation, the liability has been adjusted by ₹ 743.03.

56\ The Business Transfer Agreement has been executed for the transfer of the business of the UK Branch of the Company
to Persistent Systems UK Limited effective from April 1, 2024. This transaction does not have any impact on the
consolidation.

57\ “The Ministry of Corporate Affairs (MCA) has issued a notification (Companies (Accounts) Amendment Rules, 2021)
which is effective from 1st April 2023, states that every company which uses accounting software for maintaining its
books of account shall use only the accounting software where there is a feature of recording audit trail of each and every
transaction, and further creating an edit log of each change made to books of account along with the date when such
changes were made and ensuring that the audit trail cannot be disabled.

The Group uses a SaaS based ERP as a primary accounting software for maintaining books of account, which has a feature
of recording audit trail edit logs facility and that has been operative throughout the financial year for the transactions
recorded in the software impacting books of account at application level.

The database of the accounting software is operated by a third-party software service provider. The ‘Independent Service
Auditor’s Assurance Report on the Description of Controls, their Design and Operating Effectiveness’ (‘Type 2 report’
issued in accordance with ISAE 3402, Assurance Reports on Controls at a Service Organisation) includes suitability of the
design and operating effectiveness of controls. However, the availability of audit trail (edit logs) are not covered in the said
report.

In our view, the group’s ERP being a SaaS based software, the audit trail at the database level is not applicable.”

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 381
58\ In respect of export incentives pertaining to previous periods amounting to ₹ 255.52 million, which have been refunded
under protest with interest of ₹ 41.03 million, aggregating to ₹ 296.55 million, the Holding Company had filed an
application with Directorate General of Foreign Trade (DGFT). The Parent Company believes that its services were eligible
for the export incentives and the dispute is purely an interpretation issue given the highly technical nature. With the
intention of avoiding litigation and settling the dispute, the Company had applied before the Settlement Commission for
settlement of the case and had offered to forego ₹ 296.55 million. The Parent Company had recognized a provision of ₹
296.55 million for the quarter ended 31 December 2022, which was presented as an “exceptional item” in the statement
of profit and loss for that period. During the quarter, the Settlement Commission has approved the Parent Company’s
application and has settled the liability of ₹ 296.55 million including interest. As the amount has already been provided for
in full by the Company, no further adjustment is necessary in these financial statements.

59\ The financial statements are presented in ₹ million and decimal thereof except for per share information or as otherwise
stated.

60\ Previous year’s figures have been regrouped where necessary to conform to current year’s classification. The impact of
such regrouping is not material to financial statements.

The accompanying notes are an integral part of the consolidated financial statements.

As per our report of even date

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants Persistent Systems Limited
Firm Registration No.: 001076N/N500013

Shashi Tadwalkar Dr. Anand Deshpande Sandeep Kalra Praveen Kadle

Partner Chairman and Executive Director and Independent Director
Managing Director Chief Executive Officer
Membership No.: 101797 DIN: 00005721 DIN: 02506494 DIN: 00016814

Sunil Sapre Amit Atre

Executive Director and Company Secretary
Chief Financial Officer
DIN: 06475949 Membership No. A20507

Place: India Place: USA Place: USA Place: India

Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024

382
 This space is intentionally kept blank

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 383
 Consolidated Financials Consolidated Financials

Form AOC-1
Statement pursuant to Section 129 (3) of the Companies Act, 2013
(In ₹ million unless stated otherwise)
relating to subsidiaries

Persistent
Systems Persistent Persistent Persistent
Persistent Persistent CAPIOT Persistent Persistent
Lanka Systems Data Glove Software Systems Systems Digitalagility
Name of the Persistent Persistent Systems Systems Software MediaAgility Persistent Systems Persistent Systems Aepona Persistent
Sr. Subsidiary Persistent Systems Pte. Systems Malaysia Sdn. Germany Private India Private Telecom Mexico, S.A. Systems Israel Switzerland Group Systems UK (Private) Australia Pty IT Solutions Corporation S.r.l., Poland Sp. MediaAgility MediaAgility MediaAgility S de RL de
No. Company Systems Inc. Ltd. France S.A.S Bhd. GmbH Limited Limited Solutions Inc. de C.V. Ltd. AG Limited Limited Limited Limited Limitada International Romania z o.o. Inc. Pte. Ltd. UK Ltd CV
1\ Reporting USD SGD EUR MYR EUR INR INR USD MXN ILS CHF GBP GBP LKR AUD CRC USD RON PLN USD SGD GBP MXN
currency
2\ Exchange rate 83.4000 61.7549 90.0136 17.6265 90.0136 1.0000 1 83.4000 5.0291 22.6415 92.1140 105.2675 105.2675 0.2784 54.1683 0.1668 83.4000 18.0848 20.8183 83.4000 61.7500 104.2700 5.0300
on the last date
of the Financial
year (₹)
3\ Financial Year March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, 2024 March 31, March 31, March 31, March 31, March 31, March 31,
Ending On 2024 2024 2024 2024 2024 2024 2024 2024 2024 2024 2024 2024 2024 2024 2024 2024 2024 2024 2024 2024 2024 2024
4\ Share capital 4,729.74 15.50 97.47 102.25 1,413.30 1.87 32 - 3.65 6.78 16.58 58.19 1,230.62 0.01 0.00 0.00468 31.97 9.08 0.10 23.27 0.01 0.10 0.04
5\ Share - - - - - - - - - - - - - - - - - - - - - - -
application
money pending
allotment
6\ Reserves & 2,800.04 22.00 -106.70 147.57 -1,144.85 53.99 361 197.27 91.24 153.55 288.11 761.50 -1,178.29 288.02 -95.63 124.87 -10.33 30.32 13.03 862.88 16.89 -14.48 -71.14
Surplus

7\ Total assets 33,247.16 55.17 476.43 379.13 1,579.32 56.45 2,068 658.07 294.56 167.59 516.24 829.26 615.40 343.08 401.97 164.03 38.79 105.24 81.16 1,309.20 43.89 90.70 28.59
8\ Total Liabilities 25,717.38 17.67 485.66 129.30 1,310.87 0.60 1,675 460.80 199.67 7.27 211.55 9.57 563.07 55.05 497.61 39.16 17.14 65.84 68.04 423.05 26.99 105.08 58.19
9\ Investments %% 8,041.74 - - - 1,015.48 - 0 - - - - - - - - - - - - 0.66 - - -
10\ Turnover 57,894.22 52.30 731.33 303.71 530.76 - 626 470.68 957.84 - 1,019.77 3.46 417.42 240.67 732.33 540.06 67.76 250.23 257.70 570.70 6.67 28.25 8.56
11\ Profit / (Loss) 1,657.32 4.17 -152.59 6.33 -2.43 -2.27 223 110.56 87.93 -0.13 343.60 771.14 46.49 25.68 -34.06 78.20 3.12 36.33 14.35 -55.76 3.15 -0.87 -17.85
before taxation
12\ Provision for 63.55 0.82 -40.97 3.02 - -0.57 66 2.15 41.93 - 4.04 - -0.18 0.04 - 23.46 25.41 5.81 1.72 8.92 - -1.48 0.98
taxation
13\ Profit / (Loss) 1,593.77 3.35 -111.62 3.31 -2.43 -1.70 157 108.41 46.00 -0.13 339.56 771.14 46.67 25.64 -34.06 54.74 -22.29 30.52 12.63 -64.68 3.15 0.61 -18.83
after taxation
14\ Proposed - - - - - - - - - - - - - - - - - - - - - - -
dividend
% of
15\ 100% 100% 100% 100% 100% 100% 100% 100%* 100%* 100%* 100%** 100%* 100% 100%**** 100%* 100%** 100%* 100%** 100% 100%* 100%&& 100%&& 100%&&
shareholding
Period of
16\ Establishment / Oct-01 Apr-07 Apr-11 Sep-13 Dec-16 Nov-20 Apr-22 Jan-12 Mar-16 Feb-16 Aug-17 Oct-15 Oct-15 Oct-15 Nov-20 Mar-22 Oct-21 Jun-22 Apr-23 May-22 May-22 May-22 May-22
Acquisition

* Wholly owned subsidiaries of Persistent Systems, Inc. a wholly owned subsidiary of Persistent Systems Limited.

** Wholly owned subsidiaries of Persistent Systems Germany GmbH, a wholly owned subsidiary of Persistent Systems Limited.
&
Wholly owned subsidiary of CAPIOT Software Inc. which is a wholly owned subsidiary of Persistent Systems Inc.
&&
Wholly owned subsidiary of MediaAgility Inc. which is a wholly owned subsidiary of Persistent Systems Inc.

**** Wholly owned subsidiaries of Aepona Group Limited which is a wholly onwed subsidiary of Persistent Systems Inc.
%%
Investments are reported net of provision for impairment
For and on behalf of the Board of Directors

Dr. Anand Deshpande Sandeep Kalra Praveen Kadle

Chairman and Executive Director and Independent Director
Managing Director Chief Executive Officer
DIN: 00005721 DIN: 02506494 DIN: 00016814
Sunil Sapre Amit Atre
Executive Director and Company Secretary
Chief Financial Officer
DIN: 06475949 Membership No. A20507
Place: USA Place: USA Place: India
Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024

384 All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 385
Standalone Financials

386
All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 387
Independent Auditor’s Report

To the Members of Persistent Systems Limited

Report on the Audit of the Standalone Financial Statements

Opinion

1\ We have audited the accompanying standalone financial statements of Persistent Systems Limited (‘the Company’),
which comprise the Balance Sheet as at 31 March 2024, the Statement of Profit and Loss (including Other
Comprehensive Income), the Statement of Cash Flow and the Statement of Changes in Equity for the year then ended,
and notes to the standalone financial statements, including material accounting policy information and other
explanatory information.

2\ 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 (‘Ind AS’) specified under section
133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles
generally accepted in India, of the state of affairs of the Company as at 31 March 2024, and its profit (including other
comprehensive income), its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

3\ We conducted our audit in accordance with the Standards on Auditing 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 financial statements under the provisions of the Act and the rules thereunder, and we have
fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that
the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

4\ 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
financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters.

5\ We have determined the matters described below to be the key audit matters to be communicated in our report.

388
 Independent Auditor’s report on the Audit of Standalone Financial Statements

Sr. No. Key audit matter How our audit addressed the key audit matter
1\ Accuracy of revenues and onerous obligations in respect Our audit procedures relating to accuracy of revenues and
of fixed-price contracts onerous obligations in respect of fixed-price contracts included
but were not limited to the following:
Refer Note 3.2 (a) to notes forming part of the standalone
financial statements. \ Obtained an understanding of the systems, processes and
controls implemented by management for calculating and
The Company has entered into various fixed-price software
recording revenue, and the associated unbilled revenue,
development contracts, for which revenue is recognized
unearned and deferred revenue balances, and onerous
by the Company using the percentage of completion
contract obligations;
computed as per the Input method prescribed under Ind
AS 115 ‘Revenue from Contracts with Customers’ (‘Ind \ Evaluated the design and tested operating effectiveness
AS 115’). Revenue recognition in such contracts involves of related internal financial manual controls and involved
exercise of significant judgement by the management and auditor’s experts to-:
the following factors requiring significant auditor attention: – T
 est key IT controls over IT environment in which the
\ H
 igh inherent risk around accuracy of revenue, given the business systems operate, including access controls,
customized and complex nature of these contracts and segregation of duties, program change controls, program
significant involvement of information technology (IT) development controls and IT operation controls;
systems. – T
 est the IT controls over the completeness and accuracy of
cost/efforts and revenue reports generated by the system;
\ H
 igh estimation uncertainty relating to determination
and
of the progress of each contract, costs incurred till date
and additional costs required to complete the remaining – T
 est the access and application controls pertaining to
contract. allocation of resources and budgeting systems which
prevents the unauthorized changes to recording of efforts
\ Identification and determination of onerous contracts
incurred and controls relating to the estimation of contract
and related obligations.
efforts required to complete the project;
\ D
 etermination of unbilled revenue receivables and
\ S
 elected a sample of contracts and performed a retrospective
unearned revenue related to these contracts as at end of
review of efforts incurred with estimated efforts to identify
reporting period.
significant variations and verify whether those variations
Considering the materiality of the amounts involved, have been considered in estimating the remaining efforts to
and significant degree of judgement and subjectivity complete the contract;
involved in the estimates as mentioned above, we have
\ Reviewed a sample of contracts with unbilled revenues
identified revenue recognition for fixed price contracts and
to identify possible delays in achieving milestones, which
determination of onerous contracts and related provisions,
require change in estimated efforts to complete the
as a key audit matter for the current year audit.
remaining performance obligations;
\ Performed analytical procedures for reasonableness of
incurred and estimated efforts;
\ Evaluated management’s identification of onerous contracts
based on estimates tested as above; and
\ Evaluated the appropriateness of disclosures made in the
standalone financial statements with respect to revenue
recognized during the year as required by applicable Indian
Accounting Standards.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 389
 Independent Auditor’s report on the Audit of Standalone Financial Statements

Sr. No. Key audit matter How our audit addressed the key audit matter
2\ Valuation of Employee Stock Option Plan (‘ESOP’) Our audit procedures relating to valuation of ESOP included
but were not limited to the following:
Refer note 3.3 (q) and note 34 to the standalone financial
statements. \ O
 btained an understanding of the terms and arrangements
of Employee Stock Option Plans;
The Company has framed various ESOP schemes for its
employees under which the Company pays remuneration \ E
 valuated the design and tested operating effectiveness of
to its employees for services received in the form of equity- internal financial controls over the methodology, models
settled share-based payment transactions. and assumptions used by the management to determine
the fair value of options granted during the year;
In accordance with the principles of Ind AS 102 ‘Share
Based Payments’ (‘Ind AS 102’), the fair value of aforesaid \ E
 valuated competency and objectivity of valuation
employee stock options determined as at the date of their specialist hired by the management;
grant is recognised as employee compensation cost by the
\ R
 eviewed the report from management’s valuation
Company over the vesting period of such options.
specialist considered for valuation of options granted during
The fair valuation of options granted to employees for the year;
the services rendered is performed by external valuation
\ A
 ssessed the reasonableness of the management
specialists using Black-Scholes valuation model which
assumptions and estimates and verified the accuracy of
requires the management to make certain key estimates
inputs used for the valuation purpose on a sample basis;
and assumptions including expected volatility, dividend
yield, risk-free interest rate, performance factor, attrition \ Involved auditor’s valuation expert to assist in validating
rate and non-acceptance factors. the valuation assumptions, methodology and approach
considered by the management’s expert; and ascertained
Considering significant management judgment and
arithmetical accuracy of computation of share-based
materiality of amounts involved, valuation of ESOP reserve
payment expense; and
and expense is considered as a key audit matter for the
current year audit. \ E
 valuated the appropriateness of disclosures made in the
Standalone financial statements with respect to share based
payments as required by applicable Indian Accounting
Standards

Information other than the Financial Statements and Auditor’s Report thereon
6\ The Company’s Board of Directors are responsible for the other information. Other information 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 in the audit or otherwise appears to be materially misstated.

The Annual Report is not made available to us at the date of this auditor’s report. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements

7\ The accompanying standalone financial statements have been approved by the Company’s Board of Directors. The
Company’s Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the
preparation and presentation 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 specified under section 133 of the Act 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 of 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 financial statements that give a true and fair view and are free from material misstatement, whether
due to fraud or error.

8\ In preparing the financial statements, the Board of Directors 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no
realistic alternative but to do so.

390
 Independent Auditor’s report on the Audit of Standalone Financial Statements

9\ Those Board of Directors is also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements

10\ Our objectives are to obtain reasonable assurance about whether the 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
Standards on Auditing 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 financial statements.

11\ As part of an audit in accordance with Standards on Auditing, specified under section 143(10) of the Act, we exercise
professional judgment and maintain professional skepticism throughout the audit. We also:

\ Identify and assess the risks of material misstatement of the 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 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 with reference to financial statements 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 management;

\ Conclude on the appropriateness of Board of Directors’ 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 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 financial statements, including the disclosures, and
whether the financial statements represent the underlying transactions and events in a manner that achieves
fair presentation.

12\ 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.

13\ 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.

14\ From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the 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

15\ As required by section 197(16) of the Act based on our audit, we report that the Company has paid remuneration to its
directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V
to the Act.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 391
 Independent Auditor’s report on the Audit of Standalone Financial Statements

16\ As required by the Companies (Auditor’s Report) Order, 2020 (‘the Order’) issued by the Central Government of India in
terms of section 143(11) of the Act we give in the Annexure A a statement on the matters specified in paragraphs 3 and 4
of the Order, to the extent applicable.

17\ Further to our comments in Annexure A, as required by section 143(3) of the Act based on our audit, we report, to the
extent applicable, 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 purpose of our audit of the accompanying standalone financial statements;

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 except for the matters stated in paragraph 17(g)(vi) below on reporting under
Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended). Further, the back-up of the books of
accounts and other books and papers of the Company maintained in electronic mode has been maintained on servers
physically located in India, on a daily basis.

c. The standalone financial statements dealt with by this report are in agreement with the books of account;

d. in our opinion, the aforesaid standalone financial statements comply with Ind AS specified under section 133
of the Act;

e. On the basis of the written representations received from the directors and taken on record by the Board of Directors,
none of the directors is disqualified as on 31 March 2024 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 with reference to financial statements of the Company
as on 31 March 2023 and the operating effectiveness of such controls, refer to our separate Report in Annexure B
wherein we have expressed an unmodified opinion; and

g. 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 Company, as detailed in note 35 to the standalone financial statements, has disclosed the impact of pending
litigations on its financial position as at 31 March 2024;

ii. The Company did not have any long-term contracts including derivative contracts for which there were any
material foreseeable losses as at 31 March 2024;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and
Protection Fund by the Company during the year ended 31 March 2024;

iv a. The management has represented that, to the best of its knowledge and belief, other than as disclosed in
note 47 to the standalone financial statements, no funds have been advanced or loaned or invested (either
from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in
any person(s) or entity(ies), including foreign entities (‘the intermediaries’), with the understanding, whether
recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in
other persons or entities identified in any manner whatsoever by or on behalf of the Company (‘the Ultimate
Beneficiaries’) or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries;

b. The management has represented that, to the best of its knowledge and belief, other than as disclosed in note
48 to the standalone financial statements, no funds have been received by the Company from any person(s)
or entity(ies), including foreign entities (‘the Funding Parties’), with the understanding, whether recorded in
writing or otherwise, that the Company shall, whether directly or indirectly, lend or invest in other persons or
entities identified in any manner whatsoever by or on behalf of the Funding Party (‘Ultimate Beneficiaries’) or
provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c. Based on such audit procedures performed as considered reasonable and appropriate in the circumstances,
nothing has come to our notice that has caused us to believe that the management representations under
sub-clauses (a) and (b) above contain any material misstatement.

392
 Independent Auditor’s report on the Audit of Standalone Financial Statements

v The interim dividend declared and paid by the Company during the year ended 31 March 2024 and until the date
of this audit report is in compliance with section 123 of the Act.

The final dividend paid by the Company during the year ended 31 March 2024 in respect of such dividend
declared for the previous year is in accordance with section 123 of the Act to the extent it applies to payment
of dividend.

vi As stated in Note 53 of the accompanying standalone financial statements and based on our examination
which included test checks, except for instance mentioned below, the Company, in respect of financial year
commencing on 1 April 2023, has used an accounting software for maintaining its books of account which has
a feature of recording audit trail (edit log) facility and the same has been operated throughout the year for all
relevant transactions recorded in the software. Further, during the course of our audit we did not come across any
instance of audit trail feature being tampered with, other than the consequential impact of the exception
given below:

Sr. No. Nature of exception noted Details of Exception

1\ Instances of accounting software maintained by a third The accounting software (Oracle Fusion ERP) used for
party where we are unable to comment on the audit trail maintenance of books of accounts of the Company is
feature operated by a third-party software service provider. In the
absence of any information on existence of audit trail (edit
logs) for any direct changes made at the database level in
the ‘Independent Service Auditor’s Assurance Report on
the Description of Controls, their Design and Operating
Effectiveness’ (‘Type 2 report’ issued in accordance with
ISAE 3402, Assurance Reports on Controls at a Service
Organisation), we are unable to comment on whether audit
trail feature with respect to the database of the said software
was enabled and operated throughout the year.

The As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from April 1, 2023, reporting
under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 on preservation of audit trail as per the
statutory requirements for record retention is not applicable for the financial year ended March 31, 2024.

For Walker Chandiok & Co LLP

Chartered Accountants
Firm’s Registration No. 001076N/N500013

Shashi Tadwalkar
Partner
Membership No. 101797
UDIN: 24101797BKCPBF9008

Place: Pune
Date: 21 April, 2024

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 393
 Independent Auditor’s report on the Audit of Standalone Financial Statements

Annexure A referred to in paragraph 16 of the Independent Auditor’s Report of even date to the members of Persistent
Systems Limited on the standalone financial statements for the year ended 31 March 2024.

In terms of the information and explanations sought by us and given by the Company and the books of account and records
examined by us in the normal course of audit, and to the best of our knowledge and belief, we report that:

i. a. A. The Company has maintained proper records showing full particulars, including quantitative details and situation of
property, plant and equipment, capital work-in-progress, and relevant details of right-of-use assets.

B. The Company has maintained proper records showing full particulars of intangible assets.

b. The Company has a regular programme of physical verification of its property, plant and equipment, capital work-in-
progress, and relevant details of right-of-use assets under which the assets are physically verified in a phased manner
over a period of three years, which in our opinion, is reasonable having regard to the size of the Company and the
nature of its assets. In accordance with this programme, certain property, plant and equipment, capital work-in-
progress, and relevant details of right-of-use assets were verified during the year and no material discrepancies were
noticed on such verification.

c. The title deeds of all the immovable properties held by the Company (other than properties where the Company is
the lessee and the lease agreements are duly executed in favour of the lessee), disclosed in Note 4.1 to the standalone
financial statements, are held in the name of the Company.

d. The Company has adopted cost model for its Property, Plant and Equipment including right-of-use assets and
intangible assets. Accordingly, reporting under clause 3(i)(d) of the Order is not applicable to the Company.

e. No proceedings have been initiated or are pending against the Company for holding any benami property under the
Prohibition of Benami Property Transactions Act, 1988 (as amended) and rules made thereunder.

ii. a. The Company does not hold any inventory. Accordingly, reporting under clause 3(ii)(a) of the Order is not applicable
to the Company.

b. As disclosed in Note 46 to the standalone financial statements, the Company has been sanctioned a working capital
limit in excess of Rs. 5 crores by banks based on the security of current assets. The quarterly statements, in respect
of the working capital limits have been filed by the Company with such banks and such statements are in agreement
with the books of account of the Company for the respective periods which were subject to audit, except for
the following:

Working Information Information as

Nature of
capital limit disclosed as per books of
Name of the current assets
sanctioned per return accounts
Bank / financial offered as
institution (In Million) security Quarter (Amount in USD) (Amount in USD) Difference
Citi Bank 150 Book Debts Q1 97,054,762 201,433,344 104,378,582
Citi Bank 150 Book Debts Q2 93,101,106 121,597,193 28,496,087
Citi Bank 150 Book Debts Q3 87,562,490 117,329,472 29,766,982
Citi Bank 150 Book Debts Q4 174,491,244 228,327,268 53,836,024

iii. The Company has not made any investment or provided any guarantee or security to companies, firms, limited liability
partnerships during the year. Further, the Company granted unsecured loans or advances in the nature of loans to
other parties during the year, in respect of which:
a. The Company has provided loans or advances in the nature of loans, to Subsidiaries /Others during the year as per
details given below:

Guarantees Security Loans Advances in nature of loans

Particulars (In Millions) (In Millions) (In Millions) (In Millions)
Aggregate amount provided/granted - - 1,602.97 -
during the year (Rs.):
- Others (Loan to ESOP Trust)
Balance outstanding as at balance sheet - - 2,760 -
date in respect of above cases (Rs.):
- Others (Loan to ESOP Trust)

394
 Independent Auditor’s report on the Audit of Standalone Financial Statements

b. In our opinion, and according to the information and explanations given to us, the investments made, guarantees
provided, and terms and conditions of the grant of all loans and advances in the nature of loans and guarantees
provided are, prima facie, not prejudicial to the interest of the Company.

c. In respect of loans and advances in the nature of loans granted by the Company, the schedule of repayment of
principal and payment of interest has been stipulated and the repayments/receipts of principal and interest are regular.

d. There is no overdue amount in respect of loans or advances in the nature of loans granted to such companies, firms,
LLPs or other parties.

e. The Company has not granted any loan or advances in the nature of loans which has fallen due during the year.
Further, no fresh loans were granted to any party to settle the overdue loans/advances in nature of loan that existed as
at the beginning of the year.

f. The Company has not granted any loan or advance in the nature of loan, which is repayable on demand or without
specifying any terms or period of repayment.

iv. 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 loans and investments made and guarantees and security
provided by it, as applicable.

v. In our opinion, and according to the information and explanations given to us, the Company has not accepted any
deposits or there are no amounts which have been deemed to be deposits within the meaning of sections 73 to 76 of the
Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, reporting under clause 3(v) of
the Order is not applicable to the Company.

vi. The Central Government has not specified maintenance of cost records under sub-section (1) of section 148 of the Act,
in respect of Company’s products / services / business activities. Accordingly, reporting under clause 3(vi) of the Order is
not applicable.

vii. a. In our opinion, and according to the information and explanations given to us, undisputed statutory dues including
goods and services tax, provident fund, employees’ state insurance, income-tax, sales-tax, service tax, duty of
customs, duty of excise, value added tax, cess and other material statutory dues, as applicable, have generally been
regularly deposited with the appropriate authorities by the Company, though there have been slight delays in a few
cases. Further, no undisputed amounts payable in respect thereof were outstanding at the year-end for a period of
more than six months from the date they became payable.

b. According to the information and explanations given to us, there are no statutory dues referred in sub-clause
(a) which have not been deposited with the appropriate authorities on account of any dispute except for the following:

Amount paid
Gross Amount under Protest Period to which Forum where dispute Remarks,
Name of the statute Nature of dues (₹ in Million) (₹ in Million) the amount relates is pending if any

The Income Tax Act, 1961 Income tax 28.69 - 2009-10 Honourable High Court -

The Income Tax Act, 1961 Income tax 17.03 - 2010-11 Honourable High Court -
The Income Tax Act, 1961 Income tax 7.57 - 2012-13 Honourable High Court -
The Income Tax Act, 1961 Income tax 21.84 21.84 2013-14 Honourable High Court -
The Income Tax Act, 1961 Income tax 32.83 32.83 2014-15 Honourable High Court -
The Income Tax Act, 1961 Income tax 7.02 1.50 2015-16 Honourable High Court -
The Income Tax Act, 1961 Income tax 12.52 - 2008-09 Honourable High Court -
The Income Tax Act, 1961 Income tax 2.03 - 2010-11 Honourable High Court -
The Income Tax Act, 1961 Income tax 4.11 - 2012-13 Honourable High Court -
The Income Tax Act, 1961 Income tax 6.73 3.36 2013-14 Commissioner (Appeals) -
The Income Tax Act, 1961 Income tax 9.31 9.31 2014-15 Commissioner (Appeals) -
The Income Tax Act, 1961 Income tax 23.42 - 2015-16 Commissioner (Appeals) -
The Income Tax Act, 1961 Income tax 277.22 - 2017-18 Commissioner (Appeals) -
The Income Tax Act, 1961 Income tax 379.74 - 2018-19 Commissioner (Appeals) -

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 395
 Independent Auditor’s report on the Audit of Standalone Financial Statements

Amount paid
Gross Amount under Protest Period to which Forum where dispute Remarks,
Name of the statute Nature of dues (₹ in Million) (₹ in Million) the amount relates is pending if any
The Income Tax Act, 1961 Income tax 164.32 - 2017-18 Income Tax Appellate -
Tribunal
The Income Tax Act, 1961 Income tax 79.38 - 2019-20 Commissioner (Appeals) -
Maharashtra Value added Sales tax 6.58 6.58 2005-06, Customs, Excise and -
Tax act, 2002 2006-07, Service Tax Appellate
2007-08, Tribunal
2008-09, and
2014-15
Maharashtra Value added Sales tax 1.19 1.19 2010-11, 2016- Joint Commissioner -
Tax act, 2002 17, and 2017-18 (Appeals) - VAT
The Finance act, 1994 Service tax 173.78 165.58 FY 2014-15 Central Excise and -
Service Tax Appellate
Tribunal

viii. According to the information and explanations given to us, no transactions were surrendered or disclosed as income
during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961) which have not been previously
recorded in the books of accounts.

ix. a. According to the information and explanations given to us, the Company has not defaulted in repayment of its loans or
borrowings or in the payment of interest thereon to any lender.

b. According to the information and explanations given to us including representation received from the management
of the Company, and on the basis of our audit procedures, we report that the Company has not been declared a wilful
defaulter by any bank or financial institution or government or any government authority.

c. In our opinion and according to the information and explanations given to us, money raised by way of term loans were
applied for the purposes for which these were obtained.

d. In our opinion and according to the information and explanations given to us, and on an overall examination of the
financial statements of the Company, funds raised by the Company on short term basis have, prima facie, not been
utilised for long term purposes.

e. According to the information and explanations given to us and on an overall examination of the financial statements
of the Company, the Company has not taken any funds from any entity or person on account of or to meet the
obligations of its subsidiaries

f. According to the information and explanations given to us, the Company has not raised any loans during the year on
the pledge of securities held in its subsidiaries.

x. a. In our opinion and according to the information and explanations given to us, money raised by way of further public
offer were applied for the purposes for which these were obtained.

b. According to the information and explanations given to us and on the basis of our examination of the records of the
Company, the Company has not made any preferential allotment or private placement of shares or (fully, partially or
optionally) convertible debentures during the year. Accordingly, reporting under clause 3(x)(b) of the Order is not
applicable to the Company.

xi. a. 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 has been noticed or reported during the period covered by our audit.

b. 
According to the information and explanations given to us including the representation made to us by the management
of the Company, no report under sub-section 12 of section 143 of the Act has been filed by the auditors in Form ADT-4
as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014, with the Central Government for the period
covered by our audit.

c. According to the information and explanations given to us, the Company has received whistle blower complaints
during the year, which have been considered by us while determining the nature, timing and extent of
audit procedures.

xii. The Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it. Accordingly, reporting under

396
 Independent Auditor’s report on the Audit of Standalone Financial Statements

clause 3(xii) of the Order is not applicable to the Company.

xiii. In our opinion and according to the information and explanations given to us, all transactions entered into by the
Company with the related parties are in compliance with sections 177 and 188 of the Act, where applicable. Further, the
details of such related party transactions have been disclosed in the standalone financial statements, as required under
Indian Accounting Standard (Ind AS) 24, Related Party Disclosures specified in Companies (Indian Accounting Standards)
Rules 2015 as prescribed under section 133 of the Act.

xiv. a. In our opinion and according to the information and explanations given to us, the Company has an internal audit
system which is commensurate with the size and nature of its business as required under the provisions of section 138
of the Act.

b. We have considered the reports issued by the Internal Auditors of the Company till date for the period under audit

xv. According to the information and explanation given to us, the Company has not entered into any non-cash transactions
with its directors or persons connected with its directors and accordingly, reporting under clause 3(xv) of the Order with
respect to compliance with the provisions of section 192 of the Act are not applicable to the Company.

xvi. The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Accordingly,
reporting under clauses 3(xvi)(a), (b) and (c) of the Order are not applicable to the Company.

Based on the information and explanations given to us and as represented by the management of the Company, the
Group (as defined in Core Investment Companies (Reserve Bank) Directions, 2016) does not have any CIC.

xvii. The Company has not incurred any cash losses in the current financial year as well as the immediately preceding
financial year.

xviii. There has been no resignation of the statutory auditors during the year. Accordingly, reporting under clause 3(xviii) of
the Order is not applicable to the Company

xix. A
 ccording to the information and explanations given to us and on the basis of the financial ratios, ageing and expected dates
of realisation of financial assets and payment of financial liabilities, other information in the standalone financial statements, our
knowledge of the plans of the Board of Directors and management and based on our examination of the evidence supporting
the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the
date of the audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as
and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance
as to the future viability of the company. We further state that our reporting is based on the facts up to the date of the audit
report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the
balance sheet date, will get discharged by the company as and when they fall due.

xx. According to the information and explanations given to us, the Company does not have any unspent amounts towards
Corporate Social Responsibility in respect of any ongoing or other than ongoing project as at the end of the financial year.
Accordingly, reporting under clause 3(xx) of the Order is not applicable to the Company.

xxi. The reporting under clause 3(xxi) of the Order is not applicable in respect of audit of standalone financial statements of
the Company. Accordingly, no comment has been included in respect of said clause under this report.

For Walker Chandiok & Co LLP

Chartered Accountants
Firm’s Registration No. 001076N/N500013

Shashi Tadwalkar
Partner
Membership No. 101797
UDIN: 24101797BKCPBF9008

Place: Pune
Date: 21 April, 2024

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 397
 Independent Auditor’s report on the Audit of Standalone Financial Statements

Annexure B Independent Auditor’s Report on the internal financial controls with reference to the standalone financial
statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (‘the Act’)

1\ In conjunction with our audit of the standalone financial statements of Persistent Systems Limited (‘the Company’) as
at and for the year ended 31 March 2024, we have audited the internal financial controls with reference to financial
statements of the Company as at that date.

Responsibilities of Management and Those Charged with Governance for Internal Financial Controls

2\ The Company’s Board of Directors is responsible for establishing and maintaining internal financial controls based on
the internal financial controls with reference to standalone financial statements 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. 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 the Company’s business, including adherence to the 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 for the Audit of the Internal Financial Controls with Reference to Financial Statements

3\ Our responsibility is to express an opinion on the Company’s internal financial controls with reference to standalone
financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued
by the Institute of Chartered Accountants of India (‘ICAI’) prescribed under Section 143(10) of the Act, to the extent
applicable to an audit of internal financial controls with reference to financial statements, and the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting (‘the Guidance Note’) issued by the ICAI. 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 with reference to financial statements were established and
maintained and if such controls operated effectively in all material respects.

4\ Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls
with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with
reference to financial statements includes obtaining an understanding of such internal financial controls, 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.

5\ 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 with reference to financial statements.

Meaning of Internal Financial Controls with Reference to Standalone Financial Statements

6\ A company’s internal financial controls with reference to standalone financial statements is a process designed to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of standalone financial statements
for external purposes in accordance with generally accepted accounting principles. A company’s internal financial
controls with reference to standalone financial statements include 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 standalone 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 standalone financial statements.

Inherent Limitations of Internal Financial Controls with Reference to Standalone Financial Statements

7\ Because of the inherent limitations of internal financial controls with reference to standalone financial statements,
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 with reference to
financial statements to future periods are subject to the risk that the internal financial controls with reference to standalone
financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.

398
 Independent Auditor’s report on the Audit of Standalone Financial Statements

Opinion

8\ In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to standalone
financial statements and such controls were operating effectively as at 31 March 2024, based on the internal financial
controls with reference to standalone financial statements 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.

For Walker Chandiok & Co LLP

Chartered Accountants
Firm’s Registration No. 001076N/N500013

Shashi Tadwalkar
Partner
Membership No. 101797
UDIN: 24101797BKCPBF9008

Place: Pune
Date: 21 April, 2024

This space is intentionally kept blank.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 399
Standalone Financials

Balance Sheet as at March 31, 2024

As at As at
March 31, 2024 March 31, 2023
Notes In ₹ million In ₹ million
ASSETS
Non-current assets
Property, Plant and Equipment 4.1 3,872.54 4,563.45
Capital work-in-progress 4.2 326.65 156.31
Right of Use assets 4.3 1,424.26 1,509.11
Goodwill 4.4 236.00 236.00
Other Intangible assets 4.5 509.77 573.34
6,369.72 7,038.21
Financial assets
- Investments 5 14,081.58 12,145.56
- Trade receivables 11 260.94 107.71
- Loans 6 2,760.00 2,870.00
- Other financial assets 7 451.70 837.09
Deferred tax assets (net) 8 493.80 397.77
Other non-current assets 9 1,117.02 718.02
25,534.26 24,114.36
Current assets
Financial assets
- Investments 10 2,623.06 1,879.66
- Trade receivables 11 16,829.46 10,498.27
- Cash and cash equivalents 12 3,258.83 1,236.45
- Bank balances other than cash and cash equivalents 13 3,240.49 4,173.35
- Other financial assets 14 4,360.89 4,340.49
Other current assets 15 4,673.04 2,745.38
34,985.77 24,873.60
TOTAL 60,520.03 48,987.96
EQUITY AND LIABILITIES
EQUITY
Equity share capital 16(a) 770.25 764.25
Other equity 16(b) 47,016.26 38,652.25
47,786.51 39,416.50
LIABILITIES
Non- current liabilities
Financial liabilities
- Borrowings 17 - 1.84
- Lease liabilities 18 943.10 1,086.87
Other non-current liabilities 22 25.51 9.93
Provisions 19 531.21 369.51
1,499.82 1,468.15
Current liabilities
Financial liabilities
- Borrowings 17 1.87 1.91
- Lease liabilities 18 560.87 468.72
- Trade payables 20
-Total outstanding dues of micro enterprises and small enterprises 49.63 38.04
-Total outstanding dues of creditors other than micro enterprises and small enterprises 2,638.18 1,327.52
- Other financial liabilities 21 402.27 668.46
Other current liabilities 22 5,251.57 2,980.12
Provisions 23 2,037.42 2,597.94
Current tax liabilities (net) 291.89 20.60
11,233.70 8,103.31
TOTAL 60,520.03 48,987.96
Summary of material accounting policies 3

The accompanying notes are an integral part of the financial statements.

As per our report of even date

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants Persistent Systems Limited
Firm Registration No.: 001076N/N500013

Shashi Tadwalkar Dr. Anand Deshpande Sandeep Kalra Praveen Kadle

Partner Chairman and Executive Director and Independent Director
Managing Director Chief Executive Officer
Membership No.: 101797 DIN: 00005721 DIN: 02506494 DIN: 00016814

Sunil Sapre Amit Atre

Executive Director and Company Secretary
Chief Financial Officer
DIN: 06475949 Membership No. A20507

Place: India Place: USA Place: USA Place: India

Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024

400
 Standalone Financials

Statement of Profit and Loss for the year ended March 31, 2024
For the year ended
March 31, 2024 March 31, 2023
Notes In ₹ million In ₹ million
Income
Revenue from operations 24 65,142.17 51,175.53
Other income 25 1,644.86 738.71
Total income (A) 66,787.03 51,914.24
Expenses
Employee benefits expense 26.1 38,345.78 31,417.30
Cost of professionals 26.2 5,987.60 2,517.83
Finance costs 169.84 130.97
Depreciation and amortization expense 4.6 1,623.64 1,344.87
Other expenses 27 7,494.88 5,704.00
Total expenses (B) 53,621.74 41,114.97
Profit before exceptional item and tax (A - B) 13,165.29 10,799.27
Exceptional item
Provision for export incentives (refer note 35) - 296.55
Profit before tax 13,165.29 10,502.72
Tax expense
Current tax 3,414.63 2,706.50
Deferred tax charge / (credit) (105.99) (115.06)
Total tax expense (refer note 30) 3,308.64 2,591.44
Profit for the year (C) 9,856.65 7,911.28
Other comprehensive income
Items that will not be reclassified to profit or loss (D)
- Remeasurements of the defined benefit liabilities / asset (84.64) (21.08)
- Income tax effect on above 21.29 5.31
(63.35) (15.77)
Items that will be reclassified to profit or loss (E)
- Effective portion of cash flow hedge 21.59 (63.55)
- Income tax effect on above 8.02 15.99
29.61 (47.56)
Total other comprehensive income for the year (D) + (E) (33.74) (63.33)
Total comprehensive income for the year (C) + (D) + (E) 9,822.91 7,847.95
Earnings per equity share
28
[Nominal value of share ₹ 5 (Previous year: ₹ 5)]
Basic (In ₹) 64.06 51.76
Diluted (In ₹) 64.06 51.76
Summary of material accounting policies 3

The accompanying notes are an integral part of the financial statements.

As per our report of even date

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants Persistent Systems Limited
Firm Registration No.: 001076N/N500013

Shashi Tadwalkar Dr. Anand Deshpande Sandeep Kalra Praveen Kadle

Partner Chairman and Executive Director and Independent Director
Managing Director Chief Executive Officer
Membership No.: 101797 DIN: 00005721 DIN: 02506494 DIN: 00016814

Sunil Sapre Amit Atre

Executive Director and Company Secretary
Chief Financial Officer
DIN: 06475949 Membership No. A20507

Place: India Place: USA Place: USA Place: India

Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 401
Standalone Financials

Cash Flow Statement for the year ended March 31, 2024
For the year ended

March 31, 2024 March 31, 2023

In ₹ million In ₹ million
Cash flow from operating activities
Profit before tax 13,165.29 10,502.72
Adjustments for:
Interest income (715.31) (674.79)
Finance cost 169.84 130.97
Dividend income (249.99) -
Depreciation and amortization expense 1,623.64 1,344.87
Unrealised exchange (gain) / loss (net) (211.55) (226.38)
Exchange loss on derivative contracts (70.63) 88.69
Exchange (gain) / loss on translation of foreign currency cash and cash equivalents (33.40) (31.66)
Bad debts 59.66 46.11
Change in provision for expected credit loss / (gain) (net) (15.95) (4.46)
Employee stock compensation expenses 584.95 1,066.31
Remeasurements of the defined benefit liabilities / assets (before tax effects) (84.64) (21.08)
Excess provision in respect of earlier years written back (0.14) (0.95)
Profit on sale/ fair valuation of financial assets designated as FVTPL (293.35) (145.23)
(Profit) on sale of investments (net) (36.45) -
(Profit) / loss on sale of Property, Plant and Equipment (net) (22.95) (2.99)
Provision for export incentives (refer note 35) - 296.55
Operating profit before working capital changes 13,869.02 12,368.68
Movements in working capital:
(Increase) / Decrease in other non-current assets (202.39) 33.29
Increase in other non current financial assets (63.78) (151.38)
Decrease / (Increase) in other current financial assets 482.92 (406.28)
Increase in other current assets (1,932.42) (1,302.05)
Increase in trade receivables (6,444.32) (6,007.16)
Increase in trade payables, current liabilities and non-current liabilities 3,510.81 3,149.56
(Decrease) / Increase in provisions (389.66) 437.60
Operating profit after working capital changes 8,830.18 8,122.26
Direct taxes paid (net of refunds) (3,122.05) (2,923.97)
Net cash generated from operating activities (A) 5,708.13 5,198.29
Cash flows from investing activities
Payment towards capital expenditure (including intangible assets,
(1,435.22) (3,482.56)
capital advances and capital creditors)
Proceeds from sale of property, plant and equipment 28.17 3.77
Proceeds from transfer of business undertaking 116.25 -
Disbursement of Loan to ESOP trust (1,602.97) (0.55)
Recovery of Loan to ESOP trust 1,712.97 652.55
Investment in wholly owned subsidiaries - (2,663.61)
Payable to selling shareholder (10.07) -
Purchase of bonds (0.70) (237.41)
Proceeds from sale of bonds 80.70 31.49
Investments in mutual funds (50,470.37) (37,249.34)
Proceeds from sale / maturity of mutual funds 48,786.33 39,766.37
Proceeds from maturity of bank deposits having original maturity over three months 938.84 1,776.36
Disposal / (Investment) in deposit with financial institutions 400.00 (400.00)
Interest received 759.32 702.24
Dividend received 249.99 -
Net cash used in investing activities (B) (446.76) (1,100.69)

402
 Standalone Financials

Cash Flow Statement for the year ended March 31, 2024
For the year ended
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Cash flows from financing activities
Proceeds from issuance of share capital 1,607.80 -
Repayment of long term borrowings (refer note 17) (1.84) (1.86)
Payment of principal portion of lease liabilities (520.39) (343.05)
Payment of interest portion of lease liabilities (147.50) (119.73)
Dividend paid (4,153.95) (2,980.58)
Interest paid (22.38) (11.26)
Net cash used in financing activities (C) (3,238.26) (3,456.48)
Net increase in cash and cash equivalents (A + B + C) 2,023.11 641.12
Cash and cash equivalents at the beginning of the year 1,236.45 563.67
Movement in cash and cash equivalent on account of transfer of business undertaking (34.13) -
Effect of exchange differences on translation of foreign currency cash and cash equivalents 33.40 31.66
Cash and cash equivalents at the end of the year 3,258.83 1,236.45
Components of cash and cash equivalents
Cash on hand (refer note 12) 0.08 0.14
Balances with banks
On current accounts # (refer note 12) 1,761.40 485.20
On saving accounts (refer note 12) 23.48 33.21
On Exchange Earner’s Foreign Currency accounts (refer note 12) 1,401.87 638.90
On deposit account with maturity of less than three months (Refer note 12) 72.00 79.00
Cash and cash equivalents 3,258.83 1,236.45

# Of the cash and cash equivalent balance as at March 31, 2024, the Company can utilise ₹ 65.10 million (Previous year:
₹ 125.39 million) only towards certain predefined activities specified in the government grant agreement.

The above Cash Flow Statement has been prepared under “Indirect Method” as set out in Ind AS - 7 on “Statement of Cash
Flows” notified under Section 133 of the Act read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015
and relevant amendment rules issued thereafter.

Summary of material accounting policies — Refer note 3

The accompanying notes are an integral part of the financial statements.

As per our report of even date

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants Persistent Systems Limited
Firm Registration No.: 001076N/N500013

Shashi Tadwalkar Dr. Anand Deshpande Sandeep Kalra Praveen Kadle

Partner Chairman and Executive Director and Independent Director
Managing Director Chief Executive Officer
Membership No.: 101797 DIN: 00005721 DIN: 02506494 DIN: 00016814

Sunil Sapre Amit Atre

Executive Director and Company Secretary
Chief Financial Officer
DIN: 06475949 Membership No. A20507

Place: India Place: USA Place: USA Place: India

Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 403
Standalone Financials

Statement of Changes in Equity for the year ended March 31, 2024

A. Equity share capital

(Refer note 16(a))

(In ₹ million)

Balance as at April 1, 2023 Changes in equity share capital during the year Balance as at March 31, 2024

764.25 6.00 770.25

(In ₹ million)

Balance as at April 1, 2022 Changes in equity share capital during the year Balance as at March 31, 2023
764.25 - 764.25

This space is intentionally kept blank.

404
 Statement of Changes in Equity for the year ended March 31, 2024

B. Other equity (In ₹ million)

Items of other
Reserves and surplus comprehensive income

All Rights Reserved © 2024.

Share
options Capital
General outstanding redemption Retained Securities Effective portion of cash
Particulars reserve reserve reserve earnings premium flow hedges Total
Balance as at April 1, 2023 20,824.26 2,222.02 35.75 15,575.98 - (5.76) 38,652.25
Profit for the year - - - 9,856.65 - - 9,856.65
Items recognised in / from other comprehensive
- - - (84.64) - 29.61 (55.03)
income of the year

Income tax effect on above - - - 21.29 - - 21.29

Dividend - - - (4,153.95) - - (4,153.95)
Transfer to general reserve 3,942.66 - - (3,942.66) - - -
Adjustments towards employees stock options 1,087.56 (1,087.56) - - - - -
Employee stock compensation expenses - 584.95 - - - - 584.95
Employee stock compensation expenses of
- 508.30 - - - - 508.30
subsidiaries
Premium on fresh issue of equity shares - - - - 1,601.80 - 1,601.80
Balance as at March 31, 2024 25,854.48 2,227.71 35.75 17,272.67 1,601.80 23.85 47,016.26

Persistent Systems Limited — 34rd Annual Report 2023-24. 405

Standalone Financials
 Statement of Changes in Equity for the year ended March 31, 2024

406
B. Other equity (In ₹ million)
Standalone Financials

Items of other
Reserves and surplus comprehensive income

Share options Capital

General outstanding redemption Retained Effective portion of cash
Particulars reserve reserve reserve earnings flow hedges Total
Balance as at April 1, 2022 17,376.65 1,144.84 35.75 13,825.56 41.80 32,424.60
Profit for the year - - - 7,911.28 - 7,911.28
Items recognised in / from other comprehensive income
- - - (21.08) (47.56) (68.64)
for the year
Income tax effect on above - - - 5.31 - 5.31
Dividend - - - (2,980.58) - (2,980.58)
Transfer to general reserve 3,164.51 - - (3,164.51) - -
Adjustments towards employees stock options 283.10 (283.10) - - - -
Employee stock compensation expenses - 1,066.31 - - - 1,066.31
Employee stock compensation expenses of subsidiaries - 293.97 - - - 293.97
Balance at March 31, 2023 20,824.26 2,222.02 35.75 15,575.98 (5.76) 38,652.25
Summary of significant accounting policies — Refer note 3

The accompanying notes are an integral part of the financial statements.

As per our report of even date

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants Persistent Systems Limited
Firm Registration No.: 001076N/N500013

Shashi Tadwalkar Dr. Anand Deshpande Sandeep Kalra Praveen Kadle Sunil Sapre Amit Atre
Partner Chairman and Executive Director and Independent Director Executive Director and Company Secretary
Managing Director Chief Executive Officer Chief Financial Officer
Membership No.: 101797 DIN: 00005721 DIN: 02506494 DIN: 00016814 DIN: 06475949 Membership No. A20507

Place: India Place: USA Place: USA Place: India Place: USA Place: USA
Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024
 Standalone Financials

Statement of Changes in Equity for the year ended March 31, 2024

Nature and purpose of reserves

a. General reserve

The general reserve is a free reserve created by an appropriation from one component of equity (generally retained
earnings) to another, not being an item of other comprehensive income (“OCI”). The same can be utilized in accordance
with the provisions of the Companies Act, 2013.

b. Share options outstanding reserve

Share options outstanding reserve represents the cumulative expense recognized for equity-settled transactions at each
reporting date until the employee share options are exercised / expired on which such amount is transferred to
General reserve.

c. Capital redemption reserve

Capital redemption reserve represents the nominal value of the shares bought back and is created and utilised in
accordance with Section 69 of the Companies Act, 2013.

d. Retained earnings

This reserve represents undistributed accumulated earnings of the Company as on the balance sheet date.

e. Cash flow hedge reserve

When a derivative is designated as cashflow hedging instrument the effective portion of changes in the fair value of
derivative is recognised in Other comprehensive income (OCI) and accumulated in cashflow hedge reserve.

Cumulative gains or losses previously recognised in cashflow hedge reserve are recognised in the statement of profit and
loss in the period in which such transaction occurs / hedging instruments are settled /cancelled.

f. Securities premium reserve

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with the
provisions of section 52 of the Companies Act, 2013.

g. Retained earnings

Retained earnings represent the amount of accumulated earnings of the Company which includes remeasurements of the
defined benefit liabilities / asset.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 407
Notes forming part of financial statements

Notes forming part of financial statements

1\ Nature of operations

Persistent Systems Limited (the “Company” or “PSL”) is a public Company domiciled in India and incorporated under the
provisions of the Companies Act, 1956 (“the Act”). The shares of PSL are listed on Bombay Stock Exchange and National
Stock Exchange. PSL is a global company specializing in software products, services and technology innovation.
The company offers complete product life cycle services.

The Board of Directors approved the financial statements for the year ended March 31, 2024 and authorised for issue on
April 21, 2024.

2\ Basis of preparation

The financial statements of the Company have been prepared on an accrual basis and under the historical cost convention
except for certain financial instruments and equity settled employee stock options which have been measured at fair
value. Historical cost is generally based on the fair value of consideration given in exchange of goods and services. The
accounting policies are consistently applied by the Company during the period and are consistent with those used in
previous year 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.

These financial statements are prepared in accordance with Indian Accounting Standards (Ind AS 34), as prescribed by
Section 133 of the Companies Act 2013 (“the Act”) read with Companies (Indian Accounting Standards) Rules, 2015 and
guidelines issued by the Securities and Exchange Board of India (SEBI). These financial statements do not include all
the information required for a complete set of financial statements under the applicable financial reporting framework. The
financial statements are presented in ₹ Million (Functional currency of the company) unless otherwise specified.

3\ Material accounting policy information

3.1 Use of estimates and judgements


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 appropriately. 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 changes are made and, if material, their effects are disclosed in the notes
to the financial statements.

3.2 Critical accounting estimates

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 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.

 Revenue from fixed price maintenance type contracts is recognised rateably on a straight-line basis when services
are performed through an indefinite number of repetitive acts over a specified period. Revenue from other
fixed-price contracts is recognised rateably using a percentage-of-completion method when the pattern of

408
 Notes forming part of financial statements

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 a method to recognise such revenues requires judgment and is based on the promises in the contract and
nature of the deliverables.

 When performance obligation is satisfied over the time, the Company uses the percentage-of-completion method
in accounting for its fixed-price contracts. Use of the percentage-of-completion method requires the Company to
estimate the efforts or costs expended to date as a proportion of the total efforts or costs to be expended. Efforts
or costs expended have been used to measure progress towards completion. Provisions for estimated losses, if
any, on uncompleted contracts are recorded in the period in which such losses become probable based on the
expected contract estimates at the reporting date.

 Further, the Company uses significant judgement while determining the transaction price allocated to
performance obligations using the expected cost plus margin approach.

In respect of the contracts where the transaction price is payable as revenue share at pre-defined percentage of
customer revenue and bearing in mind, the time gap between the close of the accounting period and availability
of the revenue report from the customer, the Company is required to use its judgement to ascertain the income
from revenue share on the basis of historical trends of customer revenue.

The Company receives advance payments from customers for the sale of software products, services and
technology innovation including complete product life cycle services after signing the contract and receipt of
payment. There is a significant financing component for these contracts considering the length of time between
the customers’ payment and rendering of services as well as the prevailing interest rate in the market. As such, the
transaction price for these contracts is discounted, using the interest rate implicit in the contract (i.e., the interest
rate that discounts the cash selling price to the amount paid in advance). This rate is commensurate with the rate
that would be reflected in a separate financing transaction between the Company and the customer at
contract inception.

The Company applies the practical expedient for short-term advances received from customers. That is, the
promised amount of consideration is not adjusted for the effects of a significant financing component if the period
between the transfer of the promised services and the payment is one year or less.

b. Income taxes

  The Company’s major tax jurisdiction is India. Significant judgements are involved in determining the provision for
income taxes.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits are available against
which deductible temporary differences and tax losses can be utilised. Management evaluates if the deferred
tax assets will be realised in future considering the historical taxable income, scheduled reversals of deferred tax
liabilities, projected future taxable income and tax-planning strategies. While the Management believes that the
Company will realise the deferred tax assets, the amount of deferred tax asset realisable, could be reduced in the
near term if estimates of future taxable income during the carry forward period are reduced.

c. Business combination

 Business combinations are accounted for using Ind AS 103, Business Combinations, which requires the the
acquirer to recognise the identifiable intangible assets and contingent consideration at fair value. Estimates are
required to be made in determining the value of contingent consideration, value of option arrangements and
intangible assets. These valuations are conducted by external valuation experts. These measurements are based
on information available at the acquisition date and are based on expectations and assumptions that have been
deemed reasonable by the Management.

d. Property, plant and equipment

  Property, plant and equipment represent a significant proportion of the asset base of the Company. The charge in
respect of 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 management at the time the asset is acquired and reviewed periodically. 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.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 409
Notes forming part of financial statements

e. 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 the Company’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 periods relating to the existing lease contracts.

f. Provisions and contingent liabilities

 The Company estimates the provisions that have present obligations as a result of past events and it is probable
that outflow of resources will be required to settle the obligations. These provisions are reviewed at the end
of each reporting period and are adjusted to reflect the current best estimates. The Company uses significant
judgements to assess contingent liabilities.

g. Defined benefits and compensated absences

 The cost of the defined benefit plans, compensated absences and the present value of the defined benefit
obligation are based on actuarial valuation using the projected unit credit method. An actuarial valuation
involves making various assumptions that may differ from actual developments in the future. These include the
determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved
in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these
assumptions. All assumptions are reviewed at each reporting date.

h. Share based payments

 The share based compensation expense is determined based on the Company’s estimate of equity instruments
that will eventually vest.

i. Impairment of assets

 Investments in subsidiaries, goodwill and intangible assets are tested for impairment at least annually and when
events occur or changes in circumstances indicate that the recoverable amount of the asset or cash generating
units to which these pertain is less than its carrying value. The recoverable amount of cash generating units is
higher of value-in-use and fair value less cost to dispose. The calculation of value in use of a cash generating unit
involves use of significant estimates and assumptions which includes turnover and earnings multiples, growth
rates and net margins used to calculate projected future cash flows, risk adjusted discount rate, future economic
and market conditions.

3.3 Summary of significant accounting policies

a. Current versus non-current classification

 All assets and liabilities have been classified as current or non-current as per the Company’s operating cycle
and other criteria set out in the Schedule III of the Act. Operating cycle is the time between the acquisition
of resources / assets for processing and their realisation in cash and cash equivalents. Based on the nature of
products / services and the time between the acquisition of assets for processing and their realisation in cash and
cash equivalents, the Company has ascertained its operating cycle as 12 months.

b. Property, Plant and Equipment

 Property, plant and equipment are stated at cost, less accumulated depreciation and accumulated impairment
losses, if any. Capital work-in-progress includes cost of Property, plant and equipment that are not ready to be
put to use and is stated at cost. The cost comprises the purchase price and directly attributable costs of bringing
the asset to its working condition for its intended use, cost of replacing part of the Property, plant and equipment,
cost of asset retirement obligations and borrowing costs for long term construction projects if the recognition
criteria are met. Any trade discounts and rebates are deducted in arriving at the purchase price.

410
 Notes forming part of financial statements

Subsequent expenditure related to an item of Property, plant and equipment is added to its original cost only if it
is probable that future economic benefits associated with the item will flow to the Company. All other expenses
on existing Property, plant and equipment, including day-to-day repair and maintenance expenditure and cost of
replacing parts, are charged to the statement of profit and loss for the period during which such expenses
are incurred.

Gains or losses arising from disposal of Property, plant and equipment are measured as the difference between the
net disposal proceeds and the carrying amount of the asset and are recognised in the statement of profit and loss
when the asset is disposed.

c. Intangible assets

 Intangible assets including software licenses of enduring nature and contractual rights acquired separately are
measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is their fair
value at the date of acquisition. Following initial recognition, intangible assets are carried at cost less accumulated
amortization which is recognized from the date they are available for use and accumulated impairment losses, if
any. Cost comprises the purchase price and any directly attributable cost of preparing the asset for its
intended use.

Gains or losses arising from disposal of an intangible asset are measured as the difference between the net
disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss
when the asset is disposed.

Research and development cost

Research costs are expensed as incurred. Development expenditure incurred on an individual project is
recognized as an intangible asset when the Company can demonstrate:
\ technical feasibility of completing the intangible asset so that it will be available for use or sale;
\ its intention to complete the asset;
\ its ability to use or sell the asset;
\ how the asset will generate probable future economic benefits;
\ the availability of adequate resources to complete the development and to use or sell the asset; and
\ the ability to measure reliably the expenditure attributable to the intangible asset during development.

Such development expenditure, until capitalization, is reflected as intangible assets under development.

Following the initial recognition, internally generated intangible assets are carried at cost less accumulated
amortization and accumulated impairment losses, if any. Amortization of internally generated intangible asset
begins when the development is complete and the asset is available for use.

d. Depreciation and amortization

 Depreciation on Property, plant and equipment is provided from the date the asset is made avaiable for use using
the Straight Line Method (SLM) over the useful lives of the assets.

The estimated useful lives for the Property, Plant and Equipment are as follows:

Assets Useful lives

Buildings* 25 years
Computers 3 years
Computers - Servers and networks* 3 years
Office equipments 5 years
Plant and equipment* 5 years
Plant and equipment (Windmill)* 20 years
Plant and equipment (Solar Energy System) * 10 years
Furniture and fixtures* 5 years
Vehicles* 5 years

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 411
Notes forming part of financial statements

*For these classes of assets, based on a 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. Thus useful lives
of these assets are different from useful lives as prescribed under Part C of Schedule II to Companies Act 2013.

Leasehold improvements are amortized over the period of lease or useful life, whichever is lower.

Where cost of a part of the asset (“asset component”) is significant to total cost of the asset and useful life of
that part is different from the useful life of the remaining asset, useful life of that significant part is determined
separately and such asset component is depreciated over its separate useful life.

Intangible assets are amortized on a straight-line basis over their estimated useful lives ranging from 3 to 7 years
from the day the asset is made available for use.

Depreciation and amortization methods, useful lives and residual values are reviewed periodically.

e. Borrowing costs

 Borrowing cost includes interest and amortization of ancillary costs incurred in connection with the arrangement
of borrowings.

 Borrowing costs directly attributable to the acquisition, construction or development of an asset that necessarily
takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the
respective asset. All other borrowing costs are expensed in the period in which they occur.

f. Leases

 The Company assesses at the inception of contract whether a contract is or contains a lease. 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:
\ the contract involves the use of an identified asset
\ t he Company has substantially all of the economic benefits from use of the asset through the period
of the lease and
\ the Company has the right to direct the use of the asset

Where the Company is a lessee

 The Company accounts for each lease component within the contract as a lease separately from non-lease
components of the contract, and allocates the consideration in the contract to each lease component on the basis
of the relative stand-alone price of the lease component and the aggregate stand-alone price of the non-lease
components.

The Company recognises right-of-use asset representing its right to use the underlying asset for the lease term
at the lease commencement date. The cost of the right-of-use asset measured at inception shall comprise of the
amount of the initial measurement of the lease liability adjusted for any lease payments made at or before the
commencement date less any lease incentives received, plus any initial direct costs incurred and an estimate of
costs to be incurred by the lessee in dismantling and removing the underlying asset or restoring the underlying
asset or site on which it is located.

The right-of-use assets is subsequently measured at cost less any accumulated depreciation, accumulated
impairment losses, if any and adjusted for any remeasurement of the lease liability. The right-of-use assets is
depreciated using the straight-line method from the commencement date over the shorter of lease term or useful
life of right-of-use asset. The estimated useful lives of right-of use assets are determined on the same basis as
those of property, plant and equipment.

Right-of-use assets are tested for impairment whenever there is any indication that their carrying amounts may not
be recoverable. Impairment loss, if any, is recognised in the statement of profit and loss.

The Company measures the lease liability at the present value of the lease payments that are not paid at the
commencement date of the lease. The lease payments are discounted using the interest rate implicit in the lease,
if that rate can be readily determined. If that rate cannot be readily determined, the Company uses incremental
borrowing rate.

412
 Notes forming part of financial statements

The lease payments shall include fixed payments, variable lease payments based on an index or rate, residual
value guarantees, exercise price of a purchase option where the Company is reasonably certain to exercise that
option and payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an
option to terminate the lease.

The lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease
liability, reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount
to reflect any reassessment or lease modifications or to reflect revised in-substance fixed lease payments.

When the lease liability is remeasured, the corresponding adjustment is reflected in the right-of-use asset, or
statement of profit and loss if the right-of-use asset is already reduced to zero.

The Company has elected not to apply the requirements of Ind AS 116 to short-term leases of all assets that have
a lease term of 12 months or less and leases for which the underlying asset is of low value. The lease expenses
associated with these leases are recognized in the statement of profit and loss on a straight line basis..

g. Impairment of Non-financial assets


The Company assesses, at each reporting date, whether there is an indication that an asset may be impaired.
If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the
asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s
(CGU) fair value less costs of disposal and its value in use. The recoverable amount is determined for an individual
asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or
Companys of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is
considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to the
asset. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such
transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by
valuation multiples, quoted share prices for publicly traded companies or other available fair value indicators.

The Company bases its impairment calculation on detailed budgets and forecast calculations, which are prepared
separately for each of the Company’s CGUs to which the individual assets are allocated. To estimate cash flow
projections covered by the most recent budgets/forecasts, the Company extrapolates cash flow projections in
the budget using a steady or declining growth rate for subsequent years, unless an increasing rate can be justified.
In any case, this growth rate does not exceed the long-term average growth rate for the services, industries, or
country or countries in which the Company operates, or for the market in which the asset is used.

Impairment losses of continuing operations are recognised in the statement of profit and loss, except for assets
previously revalued with the revaluation surplus taken to OCI. For such assets, the impairment is recognised in
OCI up to the amount of any previous revaluation surplus.

For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is an
indication that previously recognised impairment losses no longer exist or have decreased. If such indication
exists, the Company estimates the asset’s or CGU’s recoverable amount. A previously recognised impairment loss
is reversed only if there has been a change in the assumptions used to determine the asset’s recoverable amount
since the last impairment loss was recognised. The reversal is limited so that the carrying amount of the asset
does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net
of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised
in the statement of profit and loss unless the asset is carried at a revalued amount, in which case, the reversal is
treated as a revaluation increase.

Goodwill is tested for impairment on an annual basis and whenever there is an indication that the recoverable
amount of a cash generating unit is less than its carrying amount based on a number of factors including operating
results, business plans, future cash flows and economic conditions. The recoverable amount of cash generating
units is determined based on higher of value in-use and fair value less cost to sell. The goodwill impairment test is
performed at the level of the cash-generating unit or groups of cash-generating units which are benefiting from
the synergies of the acquisition and which represents the lowest level at which goodwill is monitored for internal
management purposes. If recoverable amount cannot be determined for an individual asset, an entity identifies

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Notes forming part of financial statements

the lowest aggregation of assets that generate largely independent cash inflows. Market related information and
estimates are used to determine the recoverable amount. Key assumptions on which management has based
its determination of recoverable amount include estimated long term growth rates, weighted average cost of
capital and estimated operating margins. Cash flow projections take into account past experience and represent
management’s best estimate about future developments.

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 synergy benefits derived from Goodwill
are enjoyed interchangeably among segments, and the company is of the view that it is not practical to reasonably
allocate the same and an ad-hoc allocation will not be meaningful.

Based on the testing, no impairment was identified as at March 31, 2024 and 2023 as the recoverable value of the
CGUs exceeded the carrying value. An analysis of the calculation’s sensitivity to a change in the key parameters
(turnover and earnings multiples) did not identify any probable scenarios where the CGU’s recoverable amount
would fall below its carrying amount.

h. Financial instruments


A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or
equity instrument of another entity.

Initial recognition and measurement

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.

The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow
characteristics and the Company’s business model for managing them. The Company’s business model refers
to how it manages it’s financial assets to generate cash flows. The business model determines whether the cash
flows will result from collecting contractual cash flows, selling the financial assets, or both.

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.

Subsequent measurement
Non-derivative financial instruments


Financial assets

Financial assets at amortized cost

  Financial assets that are held within a business model whose objective is to hold assets for collecting contractual
cash flows and whose contractual terms give rise on specified dates to cash flows that are solely payments of
principal and interest on the principal amount outstanding are subsequently measured at amortized cost using the
effective interest rate method. The change in measurements are recognized as finance income in the statement of
profit and loss.

Financial assets at fair value through other comprehensive income (FVTOCI)

Financial assets that are held within a business model whose objective is achieved both by collecting contractual
cash flows and selling the financial assets and the assets’ contractual cash flows represent solely payments of
principal and interest on the principal amount outstanding are subsequently measured at fair value. Fair value
movements are recognized in other comprehensive income.

Financial assets at fair value through profit or loss (FVTPL)

Any financial asset which does not meet the criteria for categorization as financial asset at amortized cost or at
FVTOCI, is classified as financial asset at FVTPL. Financial assets except derivative contracts included within the
FVTPL category are subsequently measured at fair value with all changes recognized in the statement of profit
and loss.

414
 Notes forming part of financial statements

Net gains or net losses on items at fair value through profit or loss include interest or dividend income received
from these assets.

Investments in subsidiaries
Investment in subsidiaries are carried at cost.

Cash and cash equivalents

Cash and cash equivalents in the cash flow statement comprises of cash at bank, cash in hand and short term
deposits with an original maturity period of three months or less.

Financial liabilities

Financial liabilities at amortised cost

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.

Financial liabilities at fair value through profit or loss (FVTPL)

Financial liabilities include financial liabilities held for trading and financial liabilities designated upon initial
recognition at fair value through profit or loss if the recognition criteria as per Ind AS 109 – “Financial Instruments”
are satisfied. Gains or losses on liabilities held for trading are recognized in statement of profit and loss.
Fair value gains or losses on liabilities designated as FVTPL attributable to changes in own credit risk are recognized
in other comprehensive income. All other changes in fair value of liabilities designated as FVTPL are recognized in
the statement of profit and loss. The Company has not designated any financial liability as FVTPL.

Derivative financial instruments

The Company uses derivatives for economic hedging purposes. At the inception of hedging relationship, the
Company documents the hedging relationship between the hedging instrument and hedged item including
whether the changes in cash flows of the hedging instruments are expected to offset the changes in cash flows of
the hedged items. The Company documents its objective and strategy for undertaking its hedging transactions.

Derivatives are initially recognised at fair value on the date a derivative contract is entered and are subsequently
re-measured at fair value at each reporting date.

For cash flow hedges that qualify for hedge accounting, the effective portion of fair value of derivatives are
recognised in cash flow hedging reserve within equity through OCI.

Gains or losses relating to the ineffective portion is immediately recognised in profit or loss.

Amounts accumulated in equity are reclassified to profit or loss in the period when the hedged item affects profit
and loss or hedged future cash flows are no longer expected to occur.

Derivatives which do not qualify for hedge accounting are accounted classified as FVTPL.

Derecognition
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 expired. On derecognition of a financial asset in its entirety,
the difference between the asset’s carrying amount and the sum of the consideration received and receivable
and the cumulative gain or loss that had been recognised in other comprehensive income and accumulated in
equity, if any, is recognised in profit or loss, except in case of equity instruments classified as FVOCI, where such
cumulative gain or loss is not recycled to statement of profit and loss.

The Company derecognizes financial liabilities when the Company’s obligations are discharged, cancelled or have
expired. The difference between the carrying amount of the financial liability derecognized and the consideration
paid and payable is recognised in statement of profit or loss.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 415
Notes forming part of financial statements

Financial guarantee contracts

Financial guarantee contracts issued by the Company are those contracts that require a payment to be made
to reimburse the holder for a loss it incurrs because the specified debtor fails to make a payment when due
in accordance with the terms of a debt instrument. Financial guarantee contracts are recognised initially as a
liability at fair value, adjusted for transaction costs that are directly attributable to the issuance of the guarantee.
Subsequently, the liability is measured at the higher of the amount of loss allowance determined as per impairment
requirements of Ind AS 109 and the amount recognised less cumulative amortisation.

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, dealer quotes.

For equity instruments of unlisted companies, in limited circumstances, insufficient more recent information is
available to measure fair value, or if there are a wide range of possible fair value measurements and cost represents
the best estimate of fair value within that range. The Company recognises such equity instruments at cost, which
is considered as appropriate estimate of fair value.

All methods of assessing fair value result in general approximation of value, and such value may never actually be
realized. 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.

Impairment of financial assets

The Company applies Expected Credit Loss (ECL) model for measurement and recognition of impairment loss on
financial assets measured at amortized cost and financial assets that are debts instruments and are measured at
fair value through other comprehensive income (FVTOCI). ECL is the difference between contractual cash flows
that are due and the cash flows that the Company expects to receive, discounted at the original effective
interest rate.

For trade receivables, the Company recognizes impairment loss allowance based on lifetime ECL at each
reporting date, right from its initial recognition.The Company recognises lifetime expected losses for all contract
assets and / or all trade receivables that do not constitute a financing transaction. In determining the allowances
for doubtful trade receivables, the Company has used a practical expedient by computing the expected credit
loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical
credit loss experience and is adjusted for forward looking information. The expected credit loss allowance is
based on the ageing of the receivables that are due and allowance rates used in the provision matrix. For all other
financial assets, expected credit losses are measured at an amount equal to the 12-months expected credit losses
or at an amount equal to the life time expected credit losses if the credit risk on the financial asset has increased
significantly since initial recognition.

i. Revenue recognition

Revenues from customer contracts are considered for recognition and measurement when the contract has
been approved 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 recognised 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 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 recognised will not occur when the uncertainty associated with the variable
consideration is resolved.

416
 Notes forming part of financial statements

Income from software services and products

The company derives revenues primarily from IT services comprising of software development and related
services and from the licensing of software products.

Arrangements with customers for software related services are either on a time-and-material or a fixed-price basis.

Revenue on time-and-material contracts are recognized as and when the related services are performed.
Revenue from fixed-price contracts, where the performance obligations are satisfied over time and where there
is no uncertainty as to measurement or collectability of consideration, is recognized as per the percentage-of-
completion method. When there is uncertainty as to measurement or ultimate collectability, revenue recognition
is postponed until such uncertainty is resolved.

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.

When support services are provided in conjunction with the licensing arrangement and the license and the
support services have been identified as two 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. Maintenance revenue is recognized proportionately over the period in which the services are rendered.

Revenue from revenue share is recognized in accordance with the terms of the relevant agreements.

Unbilled revenue represents revenue recognized in relation to work done until the balance sheet date for which
billing has not taken place.

Unearned revenue represents the billing in respect of contracts for which the revenue is not recognized.

The Company collects Goods and Services Tax on behalf of the government and, therefore, these are not
economic benefits flowing to the Company. Hence, they are excluded from revenue.

Interest
Interest income is recognized on a time proportion basis taking into account the carrying amount and the effective
interest rate.

Dividend
Dividend income is recognized when the Company’s right to receive dividend is established. Dividend income is
included under the head ‘Other income’ in the statement of profit and loss.

Contract balances
Contract assets
Contract assets are recognised when there are excess of revenue earned over billings on contracts. Contract
assets are classified as unbilled receivables (only act of invoicing is pending) when there is unconditional right to
receive cash, and only passage of time is required, as per contractual terms.

Contract liabilities
Unearned and deferred revenue (“contract liability”) is recognized when there are billings in excess of revenue.

j. Foreign currency translation

Foreign currency transactions and balances

The functional currency of the company is ₹ (INR).

Initial recognition
 Foreign currency transactions are recorded in the functional currency of the Company, by applying to the foreign
currency amount the exchange rate between the functional currency and the foreign currency at the date of
the transaction.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 417
Notes forming part of financial statements

Conversion
 Foreign currency monetary items are converted using the exchange rate prevailing at the reporting date. Non-
monetary items, which are measured in terms of historical cost denominated in a foreign currency are reported
using the exchange rate at the date of the transaction. Non-monetary items which are carried at fair value or other
similar valuation denominated in a foreign currency are reported using the exchange rates at the date when the
values were determined. For foreign currency transactions recognized in profit and loss statement the Company
uses average rate if the average approximates the actual rate at the date of the transaction.

Exchange differences
Exchange differences arising on conversion / settlement of foreign currency monetary items and on foreign
currency liabilities relating to Property, Plant and Equipment acquisition are recognized as income or expenses in
the period in which they arise.

Translation of foreign operations

The company presents the financial statements in INR. For the purpose of the financial statements, the assets
and liabilities of the company’s foreign operations are translated using exchange rates prevailing at the end of
each reporting period. Income and expense items are translated at the average exchange rates for the period.
Exchange differences arising on translation are recognised in other comprehensive income and accumulated
in equity.

k. Employee benefits

Defined contribution plan

Provident fund
Provident fund is a defined contribution plan covering eligible employees. The Company and the eligible
employees make a monthly contribution to the provident fund maintained by the Regional Provident Fund
Commissioner equal to the specified percentage of the eligible salary of the entitled employees as per the
scheme. The contributions to the provident fund are charged to the statement of profit and loss for the period /
year when the contributions are due. The Company has no obligation other than the contribution payable to the
provident fund.

Superannuation
Superannuation is a defined contribution plan covering eligible employees. The contribution to the
superannuation fund managed by the insurer is equal to the specified percentage of the basic salary of the eligible
employees as per the scheme. The contribution to this scheme is charged to the statement of profit and loss on
an accrual basis. There are no other contributions payable other than contribution payable to the respective fund.

Defined benefit plan

Gratuity
Gratuity is a defined benefit obligation plan operated by the Company for its employees covered under Company
Gratuity Scheme. The cost of providing benefit under gratuity plan is determined on the basis of actuarial
valuation performed by independent actuary using the projected unit credit method at the reporting date and
are charged to the statement of profit and loss, except for the remeasurements, comprising of actuarial gains and
losses which are recognized in full in the statement of other comprehensive income in the reporting period in
which they occur. Remeasurements are not reclassified to profit and loss subsequently.

Compensated absences and long service awards

Leave encashment
Accumulated leave, which is expected to be utilized within the next twelve months, is treated as short-term
employee benefit. The company measures the expected cost of such absences as the additional amount that it
expects to pay as a result of the unused entitlement that has accumulated at the reporting date.

418
 Notes forming part of financial statements

The company treats accumulated leave expected to be carried forward beyond twelve months, as long-term
employee benefit for measurement purposes. Such long-term compensated absences are provided for based on
the actuarial valuation using the projected unit credit method at the reporting date. Remeasurements, comprising
of actuarial gains and losses are recognized in full in the statement of profit and loss. Expense on
non-accumulating compensated absences is recognized in the period in which the absences occur.

The company presents the entire leave encashment liability as a current liability in the balance sheet, since it does
not have an unconditional right to defer its settlement beyond twelve months after the reporting date.

The expected cost of accumulating leave encashment 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 leave encashment is recognized in the period in which the absences occur.

Long service awards

Long service awards are other long term benefits to all eligible employees, as per Company’s policy. The cost of
providing benefit under long service awards scheme is determined on the basis of actuarial valuation performed
by independent actuary using the projected unit credit method at the reporting date. Remeasurements,
comprising of actuarial gains and losses are recognized in full in the statement of profit and loss.

Other employee benefits

Other short-term employee benefits such as overseas social security contributions and performance incentives
expected to be paid in exchange for services rendered by employees, are recognised in the statement of profit
and loss during the period when the employee renders the service.

l. Income taxes
Tax expense comprises of current and deferred tax. Current income tax is measured at the amount expected to be
paid to the tax authorities in accordance with the Income Tax Act, 1961 enacted in India, and tax laws prevailing
in the respective tax jurisdictions where the Company operates. The tax rates and tax laws used to compute the
amount are those that are enacted or substantively enacted, at the reporting date. Current income tax relating to
items recognized directly in equity is recognized in equity and not in statement of profit and loss.

Deferred income taxes reflect the impact of temporary differences between tax base of assets and liabilities and
their carrying amounts. Deferred tax is measured based on the tax rates and the tax laws enacted or substantively
enacted at the reporting date.

Deferred tax liabilities are recognized for all taxable temporary differences, except deferred tax liability arising
from 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/ loss at the time of transaction. Deferred tax assets are recognized for
all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses, except
deferred tax assets arising from 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/ loss at the time of transaction. Deferred
tax assets are recognized only to the extent that sufficient future taxable income will be available against which
such deferred tax assets can be realized.

In the situations where the Company is entitled to a tax holiday under the Income-tax Act, 1961 enacted in India
or tax laws prevailing in the respective tax jurisdictions where it operates, no deferred tax (asset or liability) is
recognized in respect of temporary differences which reverse during the tax holiday period, to the extent the
Company’s gross total income is subject to the deduction during the tax holiday period. Deferred tax in respect
of temporary differences which reverse after the tax holiday period is recognized in the period in which the
temporary differences originate.

The carrying amount of deferred tax asset is reviewed at each reporting date and reduced to the extent that it is
no longer probable that sufficient taxable profit will be available against which such deferred tax assets can
be realised.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 419
Notes forming part of financial statements

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current
tax assets against current tax liabilities and the deferred tax assets and deferred tax liabilities relate to the same
taxable entity and the same taxation authority.

Deferred tax relating to items recognized outside the statement of profit and loss is recognized in co-relation to
the underlying transaction either in other comprehensive income or directly in equity.

m. Segment reporting


In accordance with para 4 of Notified Indian Accounting Standard 108 (Ind AS-108) “Operating Segments” the
Company has disclosed segment information only in consolidated financial statements which are presented
together with the standalone financial statements.

n. Earnings per share (EPS)

Basic earnings per share are calculated by dividing the net profit for the year attributable to equity shareholders
by the weighted average number of equity shares outstanding during the year. The weighted average number of
equity shares outstanding during the reporting period is adjusted for events such as bonus issue, bonus element
in a rights issue, share split, and reverse share split (consolidation of shares), if any occurred during the reporting
period, that have changed the number of equity shares outstanding, without a corresponding change
in resources.

For the purpose of calculating diluted earnings per share, the net profit for the year attributable to the equity
shareholders and the weighted average number of equity shares outstanding during the year, are adjusted for the
effects of all dilutive potential equity shares.

The number of shares and potential dilutive equity shares are adjusted retrospectively for all periods presented
for any bonus shares issues including for changes effected prior to the approval of the financial statements by the
Board of Directors.

o. Provisions

A provision is recognized when the Company has a present obligation as a result of past event; it is probable that
an outflow of resources embodying economic benefits will be required to settle the obligation, in respect of which
a reliable estimate can be made. Provisions are determined based on the best estimate of the amount required
to settle the obligation at the reporting date. If the effect of time value of money is material, provisions are
discounted using a current pre-tax rate that reflects the risks specific to the liability. These estimates are reviewed
at each balance sheet date and adjusted to reflect the current best estimates.

p. Contingent liabilities and commitments

A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the
occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a
present obligation that is not recognized because it is not probable that an outflow of resources will be required to
settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot
be recognized because it cannot be measured reliably. Contingent assets are neither recognised nor disclosed in
financial statements.

q. Share based payments

Employees of the Company receive remuneration in the form of share based payment transactions, whereby
employees render services as consideration for equity instruments granted (equity-settled transactions).

The cost of equity-settled transactions is determined by the fair value of the options at the date of the grant and
recognized as employee compensation cost over the vesting period. The cumulative expense recognized for
equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting
period has expired and the Company’s best estimate of the number of equity instruments that will ultimately vest.

At the end of each reporting period, the entity revises its estimates of the number of options that are expected
to vest best on the non-market vesting and service conditions. It recognises the impact of the revisions to the
original estimates, if any, in profit or loss, with a corresponding adjustment to equity.

420
 Notes forming part of financial statements

The expense or credit recognized in the statement of profit and loss for the period represents the movement in
cumulative expense recognized as at the beginning and end of that period and is recognized in employee benefits
expense with a corresponding increase in stock options outstanding reserve in equity. In case of the employee
stock option schemes having a graded vesting schedule, each vesting tranche having different vesting period has
been considered as a separate option grant and accounted for accordingly.

Where the terms of an equity-settled transaction award are modified, the minimum expense recognized is the
expense as if the terms had not been modified, if the original terms of the award are met. An additional expense
is recognized for any modification that increases the total fair value of the share-based payment transaction or is
otherwise beneficial to the employee as measured at the date of modification.

The employee stock option expenses in respect of the employees of the subsidiary are charged to the
respective subsidiary.

r. Equity

 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.

s. 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.

t. Business Combination

The acquisition method of accounting is used to recognized for all business combinations, when the acquired
set of activities and assets meet the definition of business and control is transferred regardless of whether equity
instruments or other assets are acquired. The acquisition cost is measured as the aggregate of the consideration
transferred and the amount of any non-controlling interest in the acquiree at fair value.

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with
limited exceptions, measured initially at their fair values at the acquisition date. The Company recognizes any
non-controlling interest in the acquired entity on an acquisition-by-acquisition basis either at fair value or at the
non-controlling interest’s proportionate share of the acquired entity’s net identifiable assets.

Acquisition-related costs are expensed as incurred.

The excess of the:

- Consideration transferred;

- Amount of any non-controlling interest in the acquired business, and

- Acquisition-date fair value of any previous equity interest in the acquired business over the fair value of the
net identifiable assets acquired is recognized as goodwill. If those amounts are less than the fair value of the net
identifiable assets of the business acquired, the difference is recognized in other comprehensive income and
accumulated in equity as capital reserve provided there is clear evidence of the underlying reasons for classifying
the business combination as a bargain purchase. In other cases, the bargain purchase is recognized directly in
equity as capital reserve.

Business combinations between entities under common control is accounted for using pooling of interest
method. The identity of the reserves is preserved as they appear in the standalone financial statements of the
Company in the same form in which they appeared in the financial statements of the acquired entity. The
difference, if any, between the consideration and the amount of share capital of the acquired entity is transferred
to business transfer reserve.

u. Goodwill / Gain on bargain purchase

Goodwill represents the cost of business acquisition in excess of the Company’s interest in the net fair value of
identifiable assets, liabilities and contingent liabilities of the acquiree. When the net fair value of the identifiable
assets, liabilities and contingent liabilities acquired exceeds the cost of business acquisition, a gain is recognized
in the other comprehensive income as gain on bargain purchase. Subsequent to initial recognition, Goodwill is
measured at cost less accumulated impairment losses.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 421
Notes forming part of financial statements

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of
impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of
the Company’s cash-generating units that are expected to benefit from the combination, irrespective of whether
other assets or liabilities of the acquiree are assigned to those units.

A cash generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently
when there is an indication that the unit may be impaired. If the recoverable amount of the cash generating unit is
less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill
allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset
in the unit. Any impairment loss for goodwill is recognised in profit or loss. An impairment loss recognised for
goodwill is not reversed in subsequent periods.

Where goodwill has been allocated to a cash-generating unit and part of the operation within that unit is disposed
of, the goodwill associated with the disposed operation is included in the carrying amount of the operation when
determining the gain or loss on disposal. Goodwill disposed in these circumstances is measured based on the
relative values of the disposed operation and the portion of the cash-generating unit retained.

If the initial accounting for a business combination is incomplete by the end of the reporting period in which
the combination occurs, the Company reports provisional amounts for the items for which the accounting
is incomplete. Those provisional amounts are adjusted through goodwill during the measurement period, or
additional assets or liabilities are recognised, to reflect new information obtained about facts and circumstances
that existed at the acquisition date that, if known, would have affected the amounts recognized at that date. These
adjustments are called measurement period adjustments. The measurement period does not exceed one year
from the acquisition date.

This space is intentionally kept blank

422
 4.1\ Property, plant and equipment

(In ₹ million)

Office Plant and Leasehold Furniture

Land-Freehold Buildings* Computers equipments equipment improvements and fixtures Vehicles Total
Gross block (at cost)
As at April 1, 2023 991.53 2,810.72 3,813.34 64.99 1,946.07 20.79 889.44 15.88 10,552.76

All Rights Reserved © 2024.

Additions - 15.12 162.56 6.22 156.48 - 1.59 0.19 342.16
Disposals - 0.32 244.10 4.04 45.44 - 14.06 1.26 309.22
Disposal on account of merger (Refer Note 49) - - 3.96 - - - - - 3.96
As at March 31, 2024 991.53 2,825.52 3,727.84 67.17 2,057.11 20.79 876.97 14.81 10,581.74
Accumulated depreciation
As at April 1, 2023 - 1,360.64 2,724.48 53.95 1,273.79 20.79 548.38 7.28 5,989.31
Charge for the year - 121.30 649.40 4.43 172.24 - 76.72 2.12 1,026.21
Disposals - 0.32 239.31 4.02 45.24 - 13.92 1.26 304.07
Disposal on account of merger (Refer Note 49) - - 2.25 - - - - - 2.25
As at March 31, 2024 - 1,481.62 3,132.32 54.36 1,400.79 20.79 611.18 8.14 6,709.20
Net block
As at March 31, 2024 991.53 1,343.90 595.52 12.81 656.32 - 265.79 6.67 3,872.54

Persistent Systems Limited — 34rd Annual Report 2023-24. 423

Notes forming part of financial statements
 4.1\ Property, plant and equipment

424
(In ₹ million)

Office Plant and Leasehold Furniture

Land-Freehold Buildings* Computers equipments equipment improvements and fixtures Vehicles Total
Gross block (at cost)
As at April 1, 2022 206.92 2,389.08 3,273.91 58.00 1,389.40 20.79 557.84 7.27 7,903.21
Additions 784.61 421.84 613.26 7.24 565.57 - 334.45 8.64 2,735.61
Disposals - 0.20 73.83 0.25 8.90 - 2.85 0.03 86.06

As at March 31, 2023 991.53 2,810.72 3,813.34 64.99 1,946.07 20.79 889.44 15.88 10,552.76
Notes forming part of financial statements

Accumulated depreciation
As at April 1, 2022 - 1,253.87 2,156.39 50.81 1,180.30 20.79 501.49 5.95 5,169.60
Charge for the year - 106.95 641.16 3.39 102.39 - 49.74 1.36 904.99
Disposals - 0.18 73.07 0.25 8.90 - 2.85 0.03 85.28
As at March 31, 2023 - 1,360.64 2,724.48 53.95 1,273.79 20.79 548.38 7.28 5,989.31

Net block
As at March 31, 2023 991.53 1,450.08 1,088.86 11.04 672.28 - 341.06 8.60 4,563.45

* Note: Building includes those constructed on leasehold land:

a. Gross block as on March 31, 2024 ₹ 1,460.40 million (Previous year ₹ 1,455.94 million)

b. Depreciation charge for the year ₹ 59.30 million (Previous year ₹ 59.08 million)

c. Accumulated depreciation as on March 31, 2024 ₹ 735.52 million (Previous year ₹ 676.22 million)

d. Net block value as on March 31, 2024 ₹ 724.88 million (Previous year ₹ 779.72 million)
 Notes forming part of financial statements

4.2\ Capital work in progress

(In ₹ million)

As at March 31, 2024 As at March 31, 2023

Balance at beginning of year 156.31 1,071.02
Additions 512.50 1,820.90
Capitalised during the year 342.16 2,735.61
Balance at end of year 326.65 156.31

Capital work in progress ageing schedule

(In million)

Amount in capital work in progress for a period of

Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in progress 247.84 78.81 - - 326.65
As at March 31, 2024 247.84 78.81 - - 326.65

Amount in capital work in progress for a period of

Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in progress 156.31 - - - 156.31
As at March 31, 2023 156.31 - - - 156.31

4.3\ Right of use assets

(In ₹ million)

Office premises Leasehold land Total

Gross block (at cost)
As at April 1, 2023 1,828.92 131.97 1,960.89
Additions 321.27 - 321.27
As at March 31, 2024 2,150.19 131.97 2,282.16
Accumulated depreciation
As at April 1, 2023 448.56 3.22 451.78
Charge for the year 404.58 1.54 406.12
As at March 31, 2024 853.14 4.76 857.90
Net block as at March 31, 2024 1,297.05 127.21 1,424.26

(In ₹ million)

Office premises Leasehold land Total

Gross block (at cost)
As at April 1, 2022 808.27 37.50 845.77
Additions 1,029.55 94.47 1,124.02
Disposals 8.90 - 8.90
As at March 31, 2023 1,828.92 131.97 1,960.89
Accumulated depreciation
As at April 1, 2022 172.38 1.76 174.14
Charge for the year 279.02 1.46 280.48
Disposals 2.84 - 2.84
As at March 31, 2023 448.56 3.22 451.78
Net block As at March 31, 2023 1,380.36 128.75 1,509.11

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 425
Notes forming part of financial statements

4.4\ Goodwill
(In ₹ million)
As at As at
March 31, 2024 March 31, 2023
Balance at beginning of year 236.00 -
Addition on purchase price allocation of business combination - 236.00
(refer note 38)
Balance at end of year 236.00 236.00

For 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, 2024 and March 31, 2023 is as follows:
(In ₹ million)
As at As at
March 31, 2024 March 31, 2023
Segment

a. Banking, Financial Services and Insurance (BFSI) - -

b. Healthcare & Life Sciences - -

c. Software, Hi-Tech and Emerging Industries 236.00 236.00

Operating segments without significant goodwill - -

Total 236.00 236.00

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:

As at March 31, 2024 As at March 31, 2023
Long-term growth rate 4.20% 10%

Operating margins 10% to 22% 10% to 18%

Discount rate 17% 7%

The above discount rate is based on the Weighted Average Cost of Capital (WACC) of the Company. As at March 31, 2024,
the estimated recoverable amount of the CGU exceeded its carrying amount. An analysis of the sensitivity of the computation
to a change in key parameters (operating margin, discount rates and long term average growth rate), based on reasonable
assumptions, did not identify any probable scenario in which the recoverable amount of the CGU would decrease below its
carrying amount. Operating margin and long term growth rate are in line with company’sc current opertions.

Based on testing, no impairment loss was identified during current year and previous year.

This space is intentionally kept blank.

426
 Notes forming part of financial statements

4.5\ Other Intangible assets

(In ₹ million)
Acquired Provisional
Software contractual rights Intangible Assets Total
Gross block
As at April 1, 2023 784.41 652.64 - 1,437.05
Additions 127.74 - - 127.74
Disposals 0.03 - - 0.03
As at March 31, 2024 912.12 652.64 - 1,564.76
Accumulated Amortization
As at April 1, 2023 538.59 325.12 - 863.71
Charge for the year 135.59 55.72 - 191.31
Disposals 0.03 - - 0.03
As at March 31, 2024 674.15 380.84 - 1,054.99
Net block as at March 31, 2024 237.97 271.80 - 509.77
Gross block

As at April 1, 2022 987.10 261.74 626.90 1,875.74

Additions 188.01 - - 188.01

Adjustment due to purchase price allocation

- Goodwill - - (236.00) (236.00)

- Acquired Contractual Rights - 390.90 (390.90) -

Disposals 390.70 - - 390.70

As at March 31, 2023 784.41 652.64 - 1,437.05

Accumulated Amortization

As at April 1, 2022 821.98 261.74 11.29 1,095.01

Charge for the year 107.31 25.47 26.62 159.40

Adjustment due to change in purchase

- 37.91 (37.91) -
consideration

Disposals 390.70 - - 390.70

As at March 31, 2023 538.59 325.12 - 863.71

Net block

As at March 31, 2023 245.82 327.52 - 573.34

Acquired contractual rights acquired through DataGlove acquistion, having carrying amount of ₹ 237.13 Million and remaining
amortisation period of 5 years as on March 31, 2024.

Acquired contractual rights acquired through Shree Partner acquistion, having carrying amount of ₹ 34.67 Million and
remaining amortisation period of 4 years as on March 31, 2024.

4.6\ Depreciation and amortization expense

(In ₹ million)
For the year ended
March 31, 2024 March 31, 2023
On Property, plant and equipment 1,026.21 904.99

On Right of use assets 406.12 280.48

On Other Intangible assets 191.31 159.40
1,623.64 1,344.87

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 427
Notes forming part of financial statements

5\ Non-current financial assets: Investments

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Investments carried at cost
Unquoted investments
Investments in equity instruments
- In wholly owned subsidiary companies (Refer note 33)
Persistent Systems, Inc. 4,729.74 4,729.74
702 million (Previous year: 702 million) shares of USD 0.10 each, fully paid up
Persistent Systems Pte Ltd. 15.50 15.50
0.50 million (Previous year: 0.50 million) shares of SGD 1 each, fully paid up
Persistent Systems France SAS 97.47 97.47
1.50 million (Previous year: 1.50 million) shares of EUR 1 each, fully paid up
Persistent Systems Malaysia Sdn. Bhd. 102.25 102.25
5.45 million (Previous year: 5.45 million) shares of MYR 1 each, fully paid up
Persistent Systems Germany GmbH 1,719.40 1,719.40
16.73 million (Previous year: 16.73 million) shares of EUR 1 each, fully paid up
CAPIOT Software Private Limited 483.71 483.71
0.19 million (Previous year: 0.19 ) shares of Rs. 10 each, fully paid up
Media Agility India Private Limited 971.45 971.45
3.21 million (Previous year: 3.21 ) shares of Rs. 10 each, fully paid up.
Persistent Systems UK Limited 782.01 -
12.39 Million (Previous year : Nil) shares of EUR 1 each, fully paid up.
Total investments carried at cost (A) 8,901.53 8,119.52
Investments carried at amortised cost
Quoted Investments
In bonds (Refer Note 31) 2,916.91 3,005.16
[Market value ₹ 2,758.25 million (Previous year ₹2,852.78 million)]
Add: Interest accrued on bonds 78.70 80.43
Total investments carried at amortised cost (B) 2,995.61 3,085.59
Carried at fair value through profit and loss
Unquoted Investments
- Investments in mutual funds
Fair value of long term mutual funds (Refer Note 5 (a)) 2,178.44 934.45
2,178.44 934.45
-Others*
Altizon Systems Private Limited
3,766 equity shares (Previous year: 3,766 equity shares) of ₹ 10 each, fully paid up 6.00 6.00
Total investments carried at fair value (C) 2184.44 940.45
Total investments (A) + (B) + (C) 14,081.58 12145.56
Aggregate provision for diminution in value of investments - -
Aggregate amount of quoted investments 2,995.61 3,085.59
Aggregate amount of unquoted investments 11,085.97 9,059.97

* Investments, where the Company does not have joint-control or significant influence including situations where such joint-
control or significant influence is intended to be temporary, are classified as “investments in others”.

428
 Notes forming part of financial statements

5a. Details of fair value of non current investment in mutual funds

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Axis Mutual Fund 526.58 491.04
Bandhan Mutual Fund (formerly known as IDFC Mutual Fund) 442.81 412.76
HDFC Mutual Fund 185.54 30.65
DSP Mutual Fund 155.66 -
HSBC Mutual Fund 155.43 -
Kotak Mutual Fund 152.75 -
SBI Mutual Fund 152.65 -
ICICI Prudential Mutual Fund 152.57 -
Aditya Birla Sun Life Mutual Fund 152.53 -
Nippon India Mutual Fund (formerly known as Reliance Mutual Fund) 101.92 -
2,178.44 934.45

6\ Non-current financial assets: Loans

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million

Carried at amortised cost

Other loans and advances

Unsecured, considered good

Loan to ESOP trust 2,760.00 2,870.00

2,760.00 2,870.00

Unsecured, credit impaired

Inter-corporate deposit 0.58 0.58

Less: Impairment (0.58) (0.58)

- -

2,760.00 2,870.00

7\ Other non-current financial assets

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Considered good
Carried at amortised cost
Deposits with Bank (refer note 13)* 3.99 41.60
Add: Interest accrued but not due on deposits with Bank (refer note 13) 0.24 0.98
4.23 42.58
Deposit with financial institutions 100.00 500.00
Add: Interest accrued but not due on deposit with financial institutions 10.18 20.22
110.18 520.22
Security deposits 337.29 274.29
Considered good (A) 451.70 837.09
Credit impaired
Deposit with financial institutions 430.00 430.00
Add: Interest accrued but not due on deposit with financial institutions 0.98 0.98
Less: Credit impaired (430.98) (430.98)
Credit impaired (B) - -
Total (A+B) 451.70 837.09

* Out of the balance, fixed deposits of ₹ 3.60 million (Previous year : ₹ 2.05 million) have been earmarked against credit
facilities and bank guarantees availed by the Company.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 429
Notes forming part of financial statements

8\ Deferred tax asset (net)

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Deferred tax liabilities
Differences in book values and tax base values of block of Property, plant and 16.73 68.53
equipment and other intangible assets
Capital gains (net) 44.15 22.82
Cash flow hedges 8.02 -
68.90 91.35
Deferred tax assets
Provision for leave encashment 223.08 147.86
Provision for long service awards 127.54 101.60
Allowance for expected credit loss 18.95 19.83
Tax credit - 57.95
Provision for Gratuity 14.72 -
Right of use asset and lease liability 61.13 42.66
Cash flow hedges - 1.94
Provisions for doubtful investment 117.28 117.28
562.70 489.12
Deferred tax assets (net) 493.80 397.77

Movement in deferred tax assets (net) during the year ended March 31, 2024

(In ₹ million)

Charge / (Credit) in Credit / (Charge) in

As at statement of other comprehensive As at
April 1, 2023 Profit or loss income March 31, 2024
Deferred tax liabilities
Differences in book values and tax base values of 68.53 (51.80) - 16.73
block of Property, plant and equipment and other
intangible assets
Capital gains (net) 22.82 21.33 - 44.15
Cash flow hedges (1.94) - 9.96 8.02
89.41 (30.47) 9.96 68.90
Deferred tax assets
Provision for leave encashment 147.86 (75.22) - 223.08
Provision for long service awards 101.60 (25.94) - 127.54
Allowance for expected credit loss 19.83 0.88 - 18.95
Provision for Gratuity - (14.72) - 14.72
Tax credit 57.95 57.95 - -
Right of use asset and lease liability 42.66 (18.47) - 61.13
Provisions for doubtful investment 117.28 - - 117.28
487.18 (75.52) - 562.70
397.77 (105.99) 9.96 493.80

430
 Notes forming part of financial statements

Movement in deferred tax assets (net) during the year ended March 31, 2023

(In ₹ million)

Charge / (Credit) in Credit / (Charge) in

As at statement of other comprehensive As at
April 1, 2022 Profit or loss income March 31, 2023
Deferred tax liabilities
Differences in book values and tax base values of 87.05 (18.52) - 68.53
block of Property, plant and equipment and other
intangible assets
Capital gains (net) 51.11 (28.29) - 22.82
Cash flow hedges 14.06 - (16.00) (1.94)
152.22 (46.81) (16.00) 89.41
Deferred tax assets
Provision for leave encashment 125.68 (22.18) - 147.86
Provision for long service awards 67.97 (33.63) - 101.60
Allowance for expected credit loss 21.19 1.36 - 19.83
Tax credit 56.61 (1.34) - 57.95
Right of use asset and lease liability 30.21 (12.45) - 42.66
Provisions for doubtful investment 117.28 - - 117.28
418.94 (68.24) - 487.18
266.72 (115.05) (16.00) 397.77

9\ Other non current assets

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Capital advances (Unsecured, considered good) 823.00 626.39

Prepayments 128.27 91.63

Simple Agreement for Future Equity (SAFE) 165.75 -
1,117.02 718.02

10\ Current financial assets: Investments

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Carried at fair value through profit and loss

- Unquoted investments
Investments in mutual funds
Fair value of current mutual funds (refer note ‘a’ below) 2,623.06 1,879.66
Total carrying amount of investments 2,623.06 1,879.66
Aggregate amount of quoted investments - -
Aggregate amount of unquoted investments 2,623.06 1,879.66

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 431
Notes forming part of financial statements

10a. Details of fair value of current investment in mutual funds

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Aditya Birla Sun Life Mutual Fund 502.35 246.52
UTI Mutual Fund 364.28 195.74
Kotak Mutual Fund 311.66 200.12
HDFC Mutual Fund 303.47 200.17
Tata Mutual Fund 234.14 50.02
DSP Mutual Fund 195.10 50.00
Axis Mutual Fund 173.71 195.72
Bandhan Mutual Fund (formerly known as IDFC Mutual Fund) 157.51 100.10
Nippon India Mutual Fund (formerly known as Reliance Mutual Fund) 150.60 100.02
Mirae Asset Mutual Fund 50.06 50.03
SBI Mutual Fund 50.03 115.64
Sundaram mutual fund 40.05 30.01
HSBC Mutual Fund 40.05 50.00
ICICI Prudential Mutual Fund 30.02 245.54
Invesco Mutual Fund 20.03 50.03
2,623.06 1,879.66

11\ Trade receivables

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
- Current
Unsecured, considered good* 16,829.46 10,498.27
Unsecured, credit impaired 63.58 78.79
16,893.04 10,577.06
Less : Allowance for expected credit loss (63.58) (78.79)
16,829.46 10,498.27
- Non Current
Unsecured, considered good 260.94 107.71
260.94 107.71
17,090.40 10,605.98

*Includes dues from related parties (refer note 33)

Trade receivables Ageing Schedule

(In ₹ million)
Outstanding for following periods from due date of payment
Current but Less than 6 months – More than
not due 6 Months 1 year 1-2 years 2-3 years 3 years Total
Undisputed Trade 7,919.41 9,075.74 45.53 26.38 2.76 20.58 17,090.40
Receivables –
considered good
Undisputed Trade - 20.50 16.48 24.91 1.52 0.17 63.58
receivable – credit
impaired
As At March 31, 2024 7,919.41 9,096.24 62.01 51.29 4.28 20.75 17,153.98
Expected loss rate
- 0.23% 26.58% 48.57% 35.55% 0.82%
(Refer note 31)

432
 Notes forming part of financial statements

(In ₹ million)
Outstanding for following periods from due date of payment
Current but Less than 6 months – More than
not due 6 Months 1 year 1-2 years 2-3 years 3 years Total
Undisputed Trade 7,253.69 3,222.33 36.98 35.85 48.75 8.38 10,605.98
Receivables –
considered good
Undisputed Trade - 20.48 39.13 10.46 4.26 4.46 78.79
receivable – credit
impaired
As At March 31, 2023 7,253.69 3,242.81 76.11 46.31 53.01 12.84 10,684.77
Expected loss rate
- 0.63% 51.41% 22.59% 8.04% 34.74%
(Refer note 31)

12\ Cash and cash equivalents

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Cash and cash equivalents as presented in cash flow statement
Cash on hand 0.08 0.14
Balances with banks
On current accounts# 1,761.40 485.20
On saving accounts 23.48 33.21
On Exchange Earner’s Foreign Currency accounts 1,401.87 638.90
On Deposit accounts with original maturity less than three months 72.00 79.00
3,258.83 1,236.45
#
Of the cash and cash equivalent balance as at March 31, 2024, the Company can utilise ₹ 65.10 million (Previous year: ₹ 125.39
million) only towards certain predefined activities specified in the government grant agreement.

13\ Bank balances other than cash and cash equivalents

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Deposits with banks* 3,143.46 4,082.30
Add: Interest accrued but not due on deposits with banks 98.34 130.58
Deposits with banks (carried at amortised cost) 3,241.80 4,212.88
Less: Deposit with maturity more than twelve months from the Balance Sheet date (3.99) (41.60)
disclosed under non-current financial assets (refer note 7)
Less: Interest accrued but not due on non-current deposits with banks (refer note 7) (0.24) (0.98)
3,237.57 4,170.30
Balances with banks on unpaid dividend accounts** 2.92 3.05
3,240.49 4,173.35

*Out of the balance, fixed deposits of ₹ 2,365.78 million (Previous year : ₹ 1216.85 million) have been earmarked against
credit facilities and bank guarantees availed by the Company.
**The Company can utilize these balances only towards settlement of the respective unpaid dividend.

This space is intentionally kept blank.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 433
Notes forming part of financial statements

14\ Other current financial assets

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Derivative instruments at fair value through OCI
Cash flow hedges
Foreign exchange forward contracts 42.54 -
Carried at amortised cost
Advances to related parties (Unsecured, considered good) (refer note 33)
Persistent Systems, Inc. 101.25 123.10
Persistent Systems France SAS 0.80 0.69
Persistent Telecom Solutions Inc. 0.64 0.17
Persistent Systems Malaysia Sdn. Bhd. 0.13 0.07
Persistent Systems Lanka (Private) Limited 0.30 0.24
Persistent Systems UK Ltd. (Formerly known as Aepona Ltd) 17.28 6.40
PARX Consulting GmbH - 0.09
Persistent Systems Australia Pty Limited 0.30 -
CAPIOT Software Private Limited 0.02 -
Youperience Limited - 0.04
Persistent Systems Mexico, S.A. de C.V 1.64 1.38
Youperience GmbH 0.04 0.04
Persistent Systems Pte. Ltd. 0.41 0.41
Aepona Group Limited - 0.08
Persistent Systems Germany GmbH 0.71 0.54
Persistent Systems Switzerland AG (Formerly known as PARX Werk AG) 0.20 0.09
Persistent Systems Costa Rica Limitada (Formerly known as Data Glove IT Solutions 1.25 -
Limitada)
MediaAgility India Private Limited 0.01 49.33
MediaAgility UK Ltd 2.56 0.76
Persistent Systems S.R.L. Romania - 1.91
127.54 185.34
Unbilled revenue 4,190.71 4,138.95
Security deposits 0.10 0.10
Other receivables (Unsecured, considered good) - 16.10
4,360.89 4,340.49

15\ Other current assets

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Advances to suppliers (Unsecured, considered good)
Advances recoverable in cash or kind or for value to be received 1,155.71 801.31
Prepayments 649.98 780.75
Excess fund balance with Life Insurance Corporation (Refer Note 29) - 53.31
Deferred finance cost 61.82 -

Other advances (unsecured, considered good)

VAT receivable (net) 20.97 22.10
Service tax and GST receivable (net) ( refer note 35 (a) ) 2,784.56 1,087.91
2,805.53 1,110.01
4,673.04 2,745.38

434
 Notes forming part of financial statements

16 (a)\ Share capital

(In ₹ million)

As at As at
March 31, 2024 March 31, 2023
Authorized shares (No. in million)
2,000.00 2,000.00
400 (Previous year: 400) equity shares of ₹5 each
2,000.00 2,000.00
Issued, subscribed and fully paid-up shares (No. in million)
770.25 764.25
154.05 (Previous year: 152.85) equity shares of ₹5 each
Issued, subscribed and fully paid-up share capital 770.25 764.25

The Company’s objective for capital management is to maximise shareholder value, safeguard business continuity and
support the growth of the Company. The Company determines the capital requirement based on annual operating plans and
longterm and other strategic investment plans. The funding requirements are met through equity, borrowings and operating
cash flows generated. The Company is not subject to any externally imposed capital requirements.

The Board of Directors of the Company at its meeting held on January 20, 2024, recommended the sub-division / split of 1
(One) fully paid-up equity share having a face value of ₹10 each into 2 (Two) fully paid-up equity shares having a face value of
₹ 5 each by alteration of capital clause of the Memorandum of Association (MOA) subject to the approval of Members of the
Company. The Members of the Company approved the sub-division / Split of 1 (One) fully paid up equity share of ₹ 10 each
into 2 (Two) fully paid up equity shares of ₹ 5 each through a postal ballot with a requisite majority and the voting results were
declared on March 11, 2024.

Further, the Board of Directors at its meeting held on March 13, 2024, approved the Record Date for Split / Sub-division of
Equity Shares as at April 1, 2024.

Consequent to this, the authorized share capital comprises 400 Million equity shares having a face value of ₹ 5 each
aggregating to ₹ 2,000 Million, and the paid-up capital comprises 154.05 Million equity shares having a face value of ₹ 5
each aggregating to ₹ 770.25 Million. The impact of this has been considered in the financial statement.

a. Reconciliation of the shares outstanding at the beginning and at the end of the year

The reconciliation of the number of shares outstanding and the amount of share capital is set out below:
(In million)

As at March 31, 2024 As at March 31, 2023

No. of shares Amount ₹ No. of shares Amount ₹
Number of shares at the beginning of the year 152.85 764.25 152.85 764.25
Add / Less: Changes during the year 1.20 6.00 - -
Number of shares at the end of the year 154.05 770.25 152.85 764.25

b. Terms / rights attached to equity shares

The Company has only one class of equity shares having a par value of ₹5 per share. Each holder of equity shares is
entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the
Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

The Board of Directors of Persistent Systems Limited, at its meeting held on January 20, 2024, declared an interim
dividend of ₹ 16 per equity share of face value of ₹ 5 each for the Financial Year 2023-24.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of
the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity
shares held by the shareholders. However, no such prefrential amounts exist currently.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 435
Notes forming part of financial statements

Dividend distribution made and proposed:

(In ₹ million)
For the year ended
March 31, 2024 March 31, 2023
In ₹ Million In ₹ Million
Dividends on equity shares declared and paid:
Final dividend for the year ended on 31 March 2023: ₹ 11 per share 1,692.35 840.68
(31 March 2022: ₹ 5.5 per share)
Interim dividend for the year ended on 31 March 2024: ₹ 16 per share 2,461.60 2,139.90
(31 March 2023: ₹ 14 per share)
4,153.95 2,980.58
Proposed dividends on Equity shares: 1,540.50 1,692.35
Proposed dividend for the year ended on 31 March 2024: ₹ 10 per share
(31 March 2023: ₹ 11 per share)

1,540.50 1,692.35

Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognised as a
liability as at 31 March.

Dividend per equity share disclosed in above note represents dividends declared previously, retrospectively adjusted for
the April 2024 share split.

c. Aggregate number shares bought back during the period of five years immediately preceding the reporting date

In the period of five years immediately preceding March 31, 2024, the Company had purchased and extinguished a total
of 7,150,000 fully paid-up equity shares of face value ₹ 5 each from the stock exchange by way of buyback of shares
which was completed in June 27, 2019.

d. Details of shareholders holding more than 5% shares in the Company

Name of the shareholder* As at March 31, 2024 As at March 31, 2023

No. in million % Holding No. in million % Holding
Dr. Anand Deshpande 45.75 29.70 45.74 29.93

* The shareholding information is based on legal ownership of shares and has been extracted from the records of the Group
including register of shareholders / members.

e. Details of shares held by promoters

As at March 31, 2024

No. of shares at % change

the beginning of Change during No. of shares at the % of during the
Promoter Name the year the year end of the year Total Shares year
Dr. Anand Suresh Deshpande 45,743,680 2,000 45,745,680 29.70% 0.00%
Mrs. Chitra Hemadri Buzruk 938,800 - 938,800 0.61% -
Dr. Mukund Suresh Deshpande 800,050 - 800,050 0.52% -
Mrs. Sonali Anand Deshpande 224,000 - 224,000 0.15% -
Mrs. Sulabha Suresh Deshpande 1,000 - 1,000 0.00% -
Mr. Arul Anand Deshpande 20,000 - 20,000 0.01% -
Ms. Gayatri Hemadri Buzruk 20,000 - 20,000 0.01% -
Mr. Hemadri N Buzruk 15,640 - 15,640 0.01% -
Mr. Suresh Purushottam Deshpande 1,000 - 1,000 0.00% -
Mr. Padmakar Govind Khare - 1,760 1,760 0.00% 100%
Mr. Chinmay Hemadri Buzruk 20,000 - 20,000 0.01% -

436
 Notes forming part of financial statements

As at March 31, 2023

No. of shares at % change

the beginning of Change during No. of shares at the % of during the
Promoter Name the year the year end of the year Total Shares year
Dr. Anand Suresh Deshpande 45,721,680 22,000 45,743,680 29.93% 0.01%
Mrs. Chitra Hemadri Buzruk 938,800 - 938,800 0.61% -
Dr. Mukund Suresh Deshpande 800,050 - 800,050 0.52% -
Mrs. Sonali Anand Deshpande 224,000 - 224,000 0.15% -
Mrs. Sulabha Suresh Deshpande 12,000 (11,000) 1,000 0.00% (0.01)%
Mr. Arul Anand Deshpande 20,000 - 20,000 0.01% -
Ms. Gayatri Hemadri Buzruk 20,000 - 20,000 0.01% -
Mr. Hemadri N Buzruk 15,640 - 15,640 0.01% -
Mr. Suresh Purushottam Deshpande 10,000 (9,000) 1,000 0.00% (0.01)%
Mr. Padmakar Govind Khare 1,760 (1,760) - 0.00% -
Mr. Chinmay Hemadri Buzruk 20,000 - 20,000 0.01% -

16 (b)\ Other equity

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Reserves and Surplus
General reserve 25,854.48 20,824.26
Share options outstanding reserve 2,227.71 2,222.02
Capital redemption reserve 35.75 35.75
Retained earnings 17,272.67 15,575.98
Securities premium 1,601.80 -
Items of other comprehensive income
Effective portion of cash flow hedges 23.85 (5.76)
47,016.26 38,652.25

(i) General reserve

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance 20,824.26 17,376.65
Transfer to general reserve 3,942.66 3,164.51
Adjustments towards employees stock options 1,087.56 283.10
25,854.48 20,824.26

(ii) Share options outstanding reserve

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance 2,222.02 1,144.84
Adjustments towards employees stock options (1,087.56) (283.10)
Employee stock compensation expenses 584.95 1,066.31
Employee stock compensation expenses of subsidiaries 508.30 293.97
2,227.71 2,222.02

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 437
Notes forming part of financial statements

(iii) Retained earnings

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance 15,575.98 13,825.56
Profit for the year 9,856.65 7,911.28
Items recognised in / from other comprehensive income for the year (84.64) (21.08)
Income tax effect on above 21.29 5.31
Dividend (4,153.95) (2,980.58)
Transfer to general reserve (3,942.66) (3,164.51)
17,272.66 15,575.98

(iv) Securities premium

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance - -
Premium on fresh issue of equity shares 1,601.80 -
1,601.80 -

(v) Effective portion of cash flow hedges

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening Balance (5.76) 41.80
Items recognised in / from other comprehensive income for the year 29.61 (47.56)
23.85 (5.76)

17\ Non-current financial liabilities : Borrowings

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Unsecured Borrowings carried at amortised cost
Term loans
Indian rupee loan from others 1.85 3.69
Interest accrued but not due on term loans 0.02 0.06
1.87 3.75
Less: Current maturity of long-term borrowings (1.85) (1.85)
Less: Current maturity of interest accrued but not due on term loan (0.02) (0.06)
(1.87) (1.91)
- 1.84

The term loans from Government departments have the following terms and conditions:

Loan amounting to ₹ 1.85 million (Previous year ₹ 3.69 million) with Interest payable @ 3% per annum repayable in ten equal
annual installments over a period of ten years commencing from October 2015.

18\ Lease liabilities

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Lease liabilities 1,503.97 1,555.59
Less: Current portion of lease liabilities (560.87) (468.72)
943.10 1,086.87

438
 Notes forming part of financial statements

The table below shows change in the Company’s liabilities arising from lease, including both cash and non-cash changes:
For the year ended
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Opening balance 1,555.59 758.26
Additions 321.27 1,029.55
Deletions - (8.90)
Add: Interest recognised during the year 147.50 119.73
Less: Payments made (520.39) (343.05)
Closing balance 1,503.97 1,555.59

19\ Non current liabilities: Provisions

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Provision for employee benefits
- Gratuity 58.49 -
- Long service awards 472.72 369.51
531.21 369.51

20\ Trade payables

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Trade payables for goods and services*

- Total outstanding dues of micro enterprises and small enterprises 49.63 38.04

- Total outstanding dues of creditors other than micro enterprises and small enterprises 2,638.18 1,327.52
2,687.81 1,365.56

*Includes dues payable to related parties (refer note 33)

Disclosure of payable to vendors as defined under the “Micro, Small and Medium Enterprise Development Act, 2006” is
based on the information available with the Company regarding the status of registration of such vendors under the said
Act, as per the intimation received from them on requests made by the Company. There are no overdue principal amounts /
interest payable amounts for delayed payments to such vendors at the Balance Sheet date. There are no delays in payment
made to such suppliers during the period or for any earlier years and accordingly there is no interest paid or outstanding
interest in this regard in respect of payment made during the period or on balance brought forward from previous year.

The information as required to be disclosed pursuant under the Micro, Small and Medium Enterprises Development Act,
2006 (MSMED Act, 2006) has been determined to the extent such parties have been identified based on the information
information available with the Company.

This space is intentionally kept blank

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 439
Notes forming part of financial statements

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Amount remaining unpaid:

Principal 49.63 38.04

Interest - -

Interest paid by the Company under MSMED Act, 2006 along with the amounts of - -
the payment made to the supplier beyond the appointed day
Interest due and payable for the period of delay in making payment (which has been - -
paid but beyond the appointed day during the year) but without adding the interest
specified under the MSMED Act, 2006;
Interest accrued and remaining unpaid at the end of the year - -

Interest remaining due and payable (pertaining to prior years), until such date when - -
the interest dues as above are actually paid to the small enterprise, for the purpose of
disallowance as a deductible expenditure under Section 23 of MSMED Act 2006.

Trade payables Ageing Schedule

Outstanding for following periods from due date of payment
Less than 1 year 1-2 years 2-3 years More than 3 years Total
Total outstanding dues of micro enterprises 49.63 - - - 49.63
and small enterprises
Total outstanding dues of creditors other 2,625.50 7.38 2.41 2.89 2,638.18
than micro enterprises and small enterprises
As at March 31, 2024 2,675.13 7.38 2.41 2.89 2,687.81

Outstanding for following periods from due date of payment

Less than 1 year 1-2 years 2-3 years More than 3 years Total
Total outstanding dues of micro enterprises 38.04 - - - 38.04
and small enterprises
Total outstanding dues of creditors other 1,280.35 4.24 5.95 36.98 1,327.52
than micro enterprises and small enterprises
As at March 31, 2023 1,318.39 4.24 5.95 36.98 1,365.56

21\ Other current financial liabilities

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Capital creditors 61.57 338.67
Accrued employee liabilities 328.59 206.85
Unpaid dividend * 2.92 3.05
Other liabilities 9.19 8.40

Liability towards contingent consideration (refer note 38) - 43.21

Derivative instruments at fair value through OCI

Cash flow hedges
Foreign exchange forward contracts - 67.67
Advance from related parties (Unsecured, considered good)
Persistent Systems Israel Ltd. (refer note 33) - 0.61
- 0.61
402.27 668.46

* Unpaid dividend is credited to Investor Education and Protection Fund as and when due.

440
 Notes forming part of financial statements

22\ Other liabilities

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Unearned revenue 530.99 302.30
Advance from customers 56.09 54.48
Other payables
- Statutory liabilities 1,171.73 668.55
Payable to related companies (refer note 33) 3,381.47 1,774.07
- Current
Others* 111.29 180.72
5,251.57 2,980.12
- Non Current
Others 25.51 9.93
5,277.08 2,990.05

*Includes balance of ₹ 65.10 Million (Previous year: ₹ 125.39 Million) to be utilised against certain predefined activities
specified in the government grant agreement. There are no unfulfilled conditions or contingencies attached to these grants.

23\ Current liabilities: Provisions

As at As at
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Provision for employee benefits

- Leave encashment 886.38 587.47

- Long service awards 34.02 34.18
- Other employee benefits 1,117.02 1,976.29
2,037.42 2,597.94

24\ Revenue from operations (refer note 33)

For the year ended
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Software services 64,101.34 50,623.78
Software licenses 1,040.83 551.75
65,142.17 51,175.53

Software service revenue is recognized on on time and materiality basis. Software licenses revenue is recognized on point in
time basis.

The table overleaf present diaggregated revenues from contracts with customers by segments, geography and type. 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.
For the year ended

March 31, 2024 March 31, 2023

In ₹ million In ₹ million
Revenue by industry segments
Banking, Financial Services and Insurance (BFSI) 9,648.14 9,051.57
Healthcare & Life Sciences 7,679.84 6,751.17
Technology Companies and Emerging Verticals 47,814.20 35,372.79
Total 65,142.18 51,175.53
Geographical disclosure
India 9,060.81 8,442.14
North America 48,702.96 37,045.21
Rest of the World 7,378.40 5,688.18
Total 65,142.18 51,175.53
Onsite / Offshore / IP Led
IP Led 1,619.37 1,206.03
Offshore 59,197.31 48,183.52
Onsite 4,325.50 1,785.98
Total 65,142.18 51,175.53

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 441
Notes forming part of financial statements

The remaining performance obligation disclosure provides the aggregate amount of the transaction price yet to be
recognised as at the end of the reporting period and an explanation as to when the Company expects to recognise 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 recognised 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 normal credit term is 30 to 90 days.

Reconciling the amount of revenue recognised in the statement of profit and loss with the contracted price:
For the year ended
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Revenue as per contract price 65,142.17 51,175.53
Discount - -
Revenue from contract with customers 65,142.17 51,175.53
Changes in contract assets are as follows:
For the year ended
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Balance at the beginning of the year 4,138.95 3,533.05
Invoices raised that were included in the contract assets balance at the beginning (4,138.95) (3,533.05)
of the year
Increase due to revenue recognised during the year, excluding amounts billed 4,190.71 4,138.95
during the year
Balance at the end of the year 4,190.71 4,138.95

Changes in unearned and deferred revenue are as follows:

For the year ended
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Balance at the beginning of the year 302.30 258.31
Revenue recognised that was included in the unearned revenue balance at the (281.62) (240.27)
beginning of the year
Increase due to revenue recognised during the year, excluding amounts billed 510.31 284.26
during the year
Balance at the end of the year 530.99 302.30

25\ Other income

For the year ended
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Interest income
- On deposits carried at amortised cost 261.45 281.55
- On Loan given to ESOP Trust 245.55 193.39
- On Others** 208.31 199.85
Dividend income from investments* 249.99 -
Other non-operating income
Foreign exchange gain (net) 209.51 (146.32)
Profit on sale of Property, plant and equipment (net) 22.95 2.99
Profit on sale of investments (net) 36.45 -
Net profit on sale/ fair valuation of financial assets designated as FVTPL 293.35 145.23
Excess provision in respect of earlier years written back 0.14 0.95
Miscellaneous income 117.16 61.07
1,644.86 738.71

*includes dividend received from investment in wholly owned subsidiaries. (Refer note 33)
**includes interest income received from related party (Refer Note 33)

442
 Notes forming part of financial statements

26\ Personnel expenses

For the year ended

March 31, 2024 March 31, 2023
In ₹ million In ₹ million
26.1 Employee benefits expense
Salaries, wages and bonus 34,663.68 28,190.17
Contribution to provident and other funds* (refer note 29) 1,809.06 1,443.48
Staff welfare expense 1,288.09 717.34
Share based payments to employees (refer note 34) 584.95 1,066.31
38,345.78 31,417.30
28.2 Cost of professionals
- Related parties (refer note 33) 4,615.53 1,564.89
- Others 1,372.07 952.94
5,987.60 2,517.83
44,333.38 33,935.13

* Includes gratuity and leave encashment

27\ Other expenses*

For the year ended

March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Travelling and conveyance 655.81 602.33
Electricity expenses (net) 124.56 104.09
Internet link expenses 86.79 58.21
Communication expenses 47.44 66.76
Recruitment expenses 138.81 257.17
Training and seminars 155.21 108.60
Purchase of software licenses and support expenses 3,136.92 2,030.95
Bad debts 59.66 46.11
Reversal of allowance for expected credit loss (net) (15.95) (4.46)
Rent (refer note 32) 98.74 103.10
Insurance 71.45 34.39
Rates and taxes 51.60 56.55
Legal and professional fees 377.28 310.64
Repairs and maintenance
- Plant and Machinery 154.92 110.07
- Buildings 33.77 32.41
- Others 27.23 21.84
Selling and marketing expenses 1,730.07 1,376.05
Advertisement, conference and sponsorship fees 19.72 12.63
Computer consumables 15.28 6.43
Auditors' remuneration (refer note 41) 12.33 9.80
Corporate social responsibility expenditure (refer note 37) 175.45 117.60
Books, memberships, subscriptions 5.71 3.40
Directors' sitting fees 8.20 8.00
Directors' commission 34.11 27.95
Miscellaneous expenses 289.77 203.38
7,494.88 5,704.00

* Includes expenses incurred with related parties (refer note 33)

28\ Earnings per share

For the year ended
March 31, 2024 March 31, 2023
Numerator for Basic and Diluted EPS
Net Profit after tax (In ₹ Million) (A) 9,856.65 7,911.28
Denominator for basic and diluted EPS
Weighted average number of equity shares (B) 153,871,858 152,850,000
Basic and diluted earnings per share of face value of ₹ 5 each (In ₹) (A/B) 64.06 51.76

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 443
Notes forming part of financial statements

For the year ended

March 31, 2024 March 31, 2023
Number of shares considered as basic weighted average shares 152,850,000 152,850,000
outstanding
Add: Effect of dilutive issues of stock options 1,021,858 -
Number of shares considered as weighted average shares and potential 153,871,858 152,850,000
shares outstanding

29\ Defined benefits and contribution obligation:

a) Defined Benefits Plan - Gratuity

The Company has a defined benefit gratuity plan. Each employee is eligible for gratuity on completion of minimum five years
of service at 15 days basic salary (last drawn basic salary) for each completed year of service. The scheme is funded with an
insurance company in the form of a qualifying insurance policy.

The following tables summarize the components of net benefit expense recognized in the statement of profit and loss and the
funded status and amounts recognized in the Balance Sheet for the respective plans.

Statement of profit and loss

Net employee benefit expense (recognized in statement of profit and loss and OCI)
(In ₹ million)

For the year ended

March 31, 2024 March 31, 2023
Current service cost 305.21 193.38
Interest cost on benefit obligation 93.54 81.02
Expected return on plan assets (99.74) (86.68)
Net benefit expense 299.01 187.72
Net actuarial loss recognized in the year 76.90 40.10
Due to Demographic assumptions - -
Due to Financial assumptions 50.06 (64.18)
Due to Experience assumptions 26.84 104.28

Balance sheet

Changes in the fair value of plan assets (recognized in the Balance Sheet) are as follows:
(In ₹ million)

For the year ended

March 31, 2024 March 31, 2023
Opening fair value of plan assets 1,331.69 1,226.00
Expected return on plan assets 99.74 86.68
Adjustment to expected return (7.74) 19.01
Contribution by employer 271.85 -
Benefits paid (152.22) -
Closing fair value of plan assets 1,543.32 1,331.69

Changes in the present value of the defined benefit obligation (recognized in Balance Sheet) are as follows:
(In ₹ million)

For the year ended

March 31, 2024 March 31, 2023
Opening defined benefit obligation 1,278.38 1,183.81
Interest cost 93.54 81.02
Current service cost 305.21 193.38
Benefits paid (152.22) (219.93)
Actuarial losses on obligation 76.90 40.10
Closing defined benefit obligation 1,601.81 1,278.38

444
 Notes forming part of financial statements

Benefit asset / (liability)

(In ₹ million)

As at
March 31, 2024 March 31, 2023
Fair value of plan assets 1,543.32 1,331.69
(Less) : Defined benefit obligations (1,601.81) (1,278.38)
Plan asset (58.49) 53.31

The major categories of plan assets as a percentage of the fair value of total plan assets:

As at
March 31, 2024 March 31, 2023
Investments with insurer including accrued interest 100% 100%

The principal assumptions used in determining gratuity for the Company’s plans are shown below:

As at
March 31, 2024 March 31, 2023
Discount rate 7.22% 7.49%
Mortality IALM (2012-14) Ult. IALM (2012-14) Ult.
Attrition rate PS: 0 to 1 : 17% PS: 0 to 1 : 17%
PS: 1 to 3 : 15% PS: 1 to 3 : 15%
PS: 3 to 4 : 10% PS: 3 to 4 : 10%
PS: 4 to 5 : 5% PS: 4 to 5 : 5%
PS: 5 to 7 : 6% PS: 5 to 7 : 6%
PS: 7 to 10 : 4% PS: 7 to 10 : 4%
PS:10 to 50 : 2% PS:10 to 50 : 2%
Increment rate 6.00% 6.00%
Weighted average duration of the defined benefit obligation (Years) 13.26 13.53

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and
other relevant factors, such as supply and demand in the employment market.

The significant actuarial assumptions for the determination of the defined benefit obligations are discount rate and increase
in compensation levels. The sensitivity analysis below have been determined based on reasonably possible changes of the
respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

Every percentage point increase / decrease in discount rate will change the gratuity benefit obligation to approximately
₹ 1,427.69 million / ₹ 1,809.91 million (previous year: ₹ 1,143.07 million / ₹ 1,439.42 million) respectively.

Every percentage point increase / decrease in rate of increase in compensation levels will change the gratuity benefit obligation to
approximately ₹ 1,740.00 million / ₹ 1,485.70 million (previous year: ₹ 1,372.27 million / ₹ 1,198.85 million) respectively.

Sensitivity analysis for each significant actuarial assumptions namely Discount rate and Salary assumptions have been shown
in the table above at the end of the reporting period, showing how the defined benefit obligation would have been affected
by the changes.

The Mortality and Attrition does not have a significant impact on the Liability , hence are not considered a significant actuarial
assumption for the purpose of Sensitivity analysis.

The assumptions used in preparing the sensitivity analysis is

Discount rate at +1% and – 1%
Salary assumption at +1 % and -1%

The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the
base liability calculation except the parameters to be stressed.

There is no change in the method from the previous period and the points /percentage by which the assumptions are
stressed are same to that in the previous year.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 445
Notes forming part of financial statements

Amounts for the current and previous year are as follows:

(In ₹ million)
As at
March 31, 2024 March 31, 2023
Plan assets 1,543.32 1,331.69
Defined benefit obligation (1,601.81) (1,278.38)
Surplus (58.49) 53.31
Experience adjustments on plan liabilities - loss/ (gain) 76.90 40.10

Maturity Profiles of defined benefit obligations are as follows:

(In ₹ million)
As at
March 31, 2024 March 31, 2023
Within 1 year 71.41 58.89
1-2 years 67.76 65.29
2-3 years 74.01 63.55
3-4 years 118.18 67.86
4-5 years 94.28 104.42
5-10 years 520.64 405.87
Above 10 years 3,631.05 2,884.76

Expected contributions to the gratuity plan for the next annual reporting period are ₹ 71.41 million.

Risk Characteristics of the Defined Benefit Plan

Investment risk
For funded plans that rely on insurers for managing the assets, the value of assets certified by the insurer may not be the fair
value of instruments backing the liability. In such cases, the present value of the assets is independent of the future discount
rate. This can result in wide fluctuations in the net liability or the funded status if there are significant changes in the discount
rate during the inter-valuation period.

Market risk (Interest rate)

Market risk is a collective term for risks that are related to the changes and fluctuations of the financial markets. The discount
rate reflects the time value of money. An increase in discount rate leads to decrease in Defined Benefit Obligation of the plan
benefits & vice versa. This assumption depends on the yields on the corporate / government bonds and hence the valuation
of liability is exposed to fluctuations in the yields as at the valuation date.

Longevity risk
The impact of longevity risk will depend on whether the benefits are paid before retirement age or after. Typically for the
benefits paid on or before the retirement age, the longevity risk is not very material.

b) Defined contribution plan - Superannuation Fund

The Company contributed ₹ 89.42 million and ₹ 75.66 million to superannuation fund during the years ended March 31, 2024
and March 31, 2023 respectively and the same is recognised in the Statement of profit and loss under the head employee
benefit expenses.

c) Defined contribution plan - Provident Fund

The Company has certain defined contribution plans. Contributions are made to provident fund for employees @ 12% of
Basic salary as per regulation. The contributions are made to registered provident fund administered by the government.
The obligation of the company is limited to the amount contributed and it has no further contractual nor any constructive
obligation. The expense recognised during the period towards defined contribution plan (provident fund) is ₹ 1,383.67 million
(Previous year ₹ 1,159.43 million).

446
 Notes forming part of financial statements

30\ Income taxes

The reconciliation of estimated income tax expense at Indian statutory income tax rate to income tax expense reported in
statement of profit and loss is as follows:
For the year ended
March 31, 2024 March 31, 2023
In ₹ million In ₹ million
Profit before tax 13,165.29 10,502.72
Enacted tax rate in India 25.17% 25.17%
Computed tax expense at enacted tax rate 3,313.44 2,643.32
Effect of exempt income (125.84) (55.39)
Effect of non-deductible expenses 47.59 34.14
Effect of concessions (R&D allowance) 57.95 (1.34)
Tax charge in respect of earlier years - -
Effect of different tax rates for different heads of income 1.87 (0.07)
Others 13.63 (29.22)
Income tax expense 3,308.64 2,591.44

31. (a) Financial assets and liabilities

The carrying values of financial instruments by categories are as follows:

(In ₹ million)

March 31, 2024 March 31, 2023

Financial assets / financial Fair value
Amortised Amortised
liabilities FVTPL FVTOCI Cost FVTPL FVTOCI Cost hierarchy*
Cost Cost
Financial Assets:
Investments in subsidiaries - - - 8,901.53 - - - 8,119.52
and associates
Investments in equity 6.00 - - - 6.00 - - - Level 3
instruments
Investments in bonds # - - 2,995.61 - - - 3,085.59 -

Investments in mutual funds - - - 2,814.11 - - - Level 2

4,801.50
Loans - - 2,760.00 - - - 2,870.00 -
Deposit with banks and
financial institutions
(including interest accrued - - 3,351.98 - - - 4,733.10 -
but not due on deposits with
banks)
Cash and cash equivalents - - 3,261.75 - - - 1,239.50 -
(including unpaid dividend)
Trade receivables (net) - - 16,829.46 - - - 10,498.27 -
Forward contracts receivable - 42.54 - - - - - - Level 2
Unbilled revenue - - 4,190.71 - - - 4,138.95 -
Other non current financial - - 337.29 - - - 274.29 -
assets
Other current financial - - 127.64 - - - 201.54 -
assets
Total Financial Assets 4,807.50 42.54 33,854.44 8,901.53 2,820.11 - 27,041.24 8,119.52

Financial Liabilities:
Borrowings (including
- - 1.87 - - - 3.75 -
accrued interest)
Trade payables - - 2,687.81 - - - 1,365.56 -
Lease liabilities - - 1,503.97 - - - 1,555.59 -
Other financial liabilities
- - 402.27 - - - 644.00 -
(excluding borrowings)
Total Financial Liabilities - - 4,595.92 - - - 3,568.90 -

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 447
Notes forming part of financial statements

* Fair value hierarchy

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either
observable or unobservable and consists of the following three levels:

Level 1 — Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 — Inputs are 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 are not based on observable market data (unobservable inputs). Fair values are determined in whole or in
part using a valuation model based on assumptions that are neither supported by prices from observable current market
transactions in the same instrument nor are they based on available market data. In respect of equity instruments of unlisted
companies, in limited circumstances, insufficient more recent information is available to measure fair value, or if there are a
wide range of possible fair value measurements and cost represents the best estimate of fair value within that range.

The Company recognises such equity instruments at cost, which is considered as appropriate estimate of fair value.

# Investments in bonds:

(In ₹ million)

As at March 31, 2024 As at March 31, 2023

Particulars Face Value No. of Units Cost Face Value No. of Units Cost
Bonds carried at amortised cost 1,000 1,325,898 1,593.57 1,000 1,435,898 1,681.82
5,000 53,000 361.87 5,000 53,000 361.87
1,000,000 906 961.47 1,000,000 906 961.47
Total Cost 2,916.91 3,005.16
Add: Interest accrued on bonds 78.70 80.43
Total investments carried at amortised cost 2,995.61 3,085.59

Financial risk management

Financial risk factors and risk management objectives

The Company’s activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk. The Company’s
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 use of financial derivatives is governed by the
Company’s policies approved by the Board of Directors which provide written principles on foreign exchange hedging. The
Company’s exposure to credit risk is mainly for receivables that are overdue for more than 90 days. The Credit Task Force is
responsible for credit risk management. Investment of excess liquidity is governed by the Investment policy of the Company.
The Company’s Risk Management Committee monitors risks and policies implemented to mitigate risk exposures.

Market risk

The Company operates globally with its operations spread across various geographies and consequently the Company is
exposed to foreign exchange risk. Around 70% to 90% of the Company’s foreign currency exposure is in USD. The Company
holds plain vanilla forward contracts against expected receivables in USD to mitigate the risk of changes in exchange rates.

The following table analyses unhedged foreign currency risk from financial instruments as of March 31, 2024:
(In ₹ million)

USD EUR GBP Other currencies Total

Trade receivables 11,771.08 634.33 1,071.51 207.69 13,684.60
Cash and cash equivalents and bank balances 1,617.22 13.77 94.62 114.84 1,840.45
Investments 5,854.68 2,756.22 - 126.94 8,737.84
Other financial assets (including loans and interest accrued) 102.58 1.80 31.58 5.30 141.26
Trade and other payables 653.86 119.72 88.42 343.27 1,205.27
Other liabilities 2,027.45 668.80 - - 2,696.26

The following table analyses unhedged foreign currency risk from financial instruments as of March 31, 2023:

448
 Notes forming part of financial statements

(In ₹ million)

USD EUR GBP Other currencies Total

Trade receivables 8,046.09 470.93 842.63 163.91 9,523.56
Cash and cash equivalents and bank balances 648.67 16.96 171.71 107.93 945.27
Investments 5,768.33 1,629.03 - 132.53 7,529.89
Other financial assets (including loans and interest accrued) 124.90 1.79 9.15 3.60 139.44
Trade and other payables 34.23 122.76 68.45 99.85 325.29
Other liabilities 1,372.85 1.62 6.20 2.55 1,383.22

Foreign currency sensitivity analysis

For the year ended March 31, 2024 and March 31, 2023 every percentage point depreciation / appreciation in the exchange
rate between the Indian rupee and foreign currencies on foreign currency exposure would affect the Company’s profit before
tax margin (PBT) by approximately 0.31 % and 0.32% respectively.

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 foreign currency forward contracts to mitigate the risk of changes in exchange rates on foreign
currency exposures. These derivative financial instruments are valued based on quoted prices for similar assets in active markets
or inputs that are directly or indirectly observable in the marketplace. The Company has designated foreign exchange forward
contracts as cash flow hedges to mitigate the risk of foreign exchange exposure on highly probable forecast sales transactions.

The following table gives details in respect of outstanding foreign currency forward contracts:

As at March 31, 2024 As at March 31, 2023

Foreign currency Average ₹ Foreign currency Average ₹

(million) rate ₹ (million) (million) rate ₹ (million)
Derivatives designated as cash flow hedges
Forward contracts
USD 260.00 84.16 21,881.33 230.00 82.83 19,051.50

The foreign exchange forward contracts mature within a maximum period of twelve months. The table below analyses the
derivative financial instruments into relevant maturity groupings based on the remaining period as of the balance sheet date:

As at March 31, 2024 As at March 31, 2023

Foreign currency Average ₹ Foreign currency Average ₹
(million) rate ₹ (million) (million) rate ₹ (million)
Not later than 3 months 64.00 83.72 5,357.97 55.00 80.82 4,445.22
Later than 3 months and not later than
70.00 84.03 5,882.04 63.00 82.60 5,203.67
6 months
Later than 6 months and not later than
63.00 84.55 5,326.58 56.00 83.95 4,701.05
9 months
Later than 9 months and not later than
63.00 84.36 5,314.74 56.00 83.96 4,701.56
12 months
Total 260.00 21,881.33 230.00 19,051.50

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 ₹ 17,090.40 million and ₹ 10,605.98

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 449
Notes forming part of financial statements

million as at March 31, 2024 and March 31, 2023, respectively. Trade receivables are typically unsecured and are derived
from revenue earned from customers primarily located in the United States. Credit risk is managed by the Company by Credit
Task Force through credit approvals, establishing credit limits and continuously monitoring the recovery status of customers
to which the Company grants credit terms in the normal course of business. On account of the adoption of Ind AS 109, the
Company uses expected credit loss model to assess the impairment loss. The Company uses a provisioning policy approved
by the Board of Directors to compute the expected credit loss allowance for trade receivables. The policy takes into account
available external and internal credit risk factors and the Company’s historical experience for customers.

Credit risk is perceived mainly in case of receivables overdue for more than 90 days. The following table gives details of risk
concentration in respect of percentage of receivables overdue for more than 90 days:

As at
March 31, 2024 March 31, 2023
Receivables overdue for more than 90 days (₹ million)* 1,043.48 428.35
Total receivables (gross) (₹ million) 17,153.98 10,684.77
Overdue for more than 90 days as a % of total receivables 6.1% 4.0%

* Out of this amount, ₹ 63.58 million (March 31, 2023: ₹ 78.79 million) have been provided for.

Ageing of trade receivables

(In ₹ million)
As at

March 31, 2024 March 31, 2023

Within the credit period 7,919.41 7,253.69
1 to 30 days past due 1,231.89 2,582.63
31 to 60 days past due 2,430.40 326.71
61 to 90 days past due 4,528.80 93.39
91 to 120 days past due 169.97 107.02
121 and above past due 873.51 321.33
Less: Expected credit loss (63.58) (78.79)
Net trade receivables 17,090.40 10,605.98

Movement in expected credit loss allowance

(In ₹ million)
As at
March 31, 2024 March 31, 2023
Opening balance 78.79 84.21
Movement in expected credit loss allowance (15.95) (4.46)
Translation differences 0.74 (0.96)
Closing balance 63.58 78.79

Credit risk on cash and cash equivalents is limited as the Company generally invests in deposits with banks and financial
institutions with high credit ratings. Investments primarily include investment in debts mutual funds, quoted bonds.

Liquidity risk

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 bank borrowings. The investment of surplus funds is governed by the
Company’s investment policy approved by the Board of Directors. The Company believes that the working capital is sufficient
to meet its current fund requirements. Accordingly, no liquidity risk is perceived.

As at March 31, 2024, the Company had a working capital of ₹ 23,752.07 million including cash and cash equivalents and
current fixed deposits of ₹ 6,398.30 million and current investments of ₹ 2,623.06 million.

As at March 31, 2023, the Company had a working capital of ₹ 16,770.29 million including cash and cash equivalents and
current fixed deposits of ₹ 5,277.15 million and current investments of ₹ 1,879.66 million.

450
 Notes forming part of financial statements

The table below provides details regarding the contractual maturities of significant financial liabilities:
(In ₹ million)

As at March 31, 2024 As at March 31, 2023

Less than 1 year More than 1 year Less than 1 year More than 1 year
Borrowings (including accrued interest) 1.87 - 1.91 1.84
Trade payables and deferred payment liabilities 2,687.81 - 1,365.56 -
Lease Liabilities 560.87 1,177.39 468.72 1,388.13
Other financial liabilities (excluding borrowings) 402.27 - 668.46 -

Capital management risk

The Company’s objectives when managing capital is to safeguard continuity, maintain a strong credit rating and healthy
capital ratios in order to support its business and provide adequate return to shareholders through continuing growth. The
Company’s capital management aims to ensure that it maintains a stable capital structure with the focus on total equity to
uphold investor, creditor, and customer confidence and to ensure future development of its business. The Company sets the
amount of capital required on the basis of annual business and long-term operating plans which include capital and other
strategic investments. The funding requirements are met through a mixture of equity, internal fund generation and current and
non-current borrowings.

Gearing Ratio
(In ₹ million)

Particulars As at March 31, 2024 As at March 31, 2023

Borrowings 1.87 3.75
Other financial liabilities 402.27 668.46
Total Debt: 404.14 672.21
Less : Cash and cash equivalents and bank balances
6,499.32 5,409.80
other than cash and cash equivalants
Net Debt # (6,095.18) (4,737.59)
Total equity 47,786.51 39,416.50
Total Capital 47,786.51 39,416.50
Gearing Ratio (in %) -12.76% -12.02%

# Net debt for the above purpose includes borrowings, interest accrued on borrowings and amount payable for letter of
credit net of cash and cash equivalants and bank balances other than cash and cash equivalants.

31b\ Derivative instruments and un-hedged foreign currency exposures

i. Forward contracts outstanding at the end of the year:

(In ₹ million)

As at March 31, 2024 As at March 31, 2023

Forward contracts to sell USD: Hedging of expected 21,881.33 19,051.50
receivables of USD 260 Million (Previous year
USD 230 Million)

ii. Details of unhedged foreign currency exposures at the end of the year

As at March 31, 2024 As at March 31, 2023

Foreign currency Conversion Foreign currency Conversion

In ₹ million (In million) rate (₹) In ₹ million (In million) rate (₹)
Bank balances 23.48 JPY 42.62 0.55 33.21 JPY 53.83 0.62
1617.22 USD 19.39 83.40 648.67 USD 7.89 82.17
94.62 GBP 0.9 105.27 171.71 GBP 1.69 101.64
80.31 CAD 1.31 61.38 48.95 CAD 0.81 60.63
13.77 EUR 0.15 90.01 16.96 EUR 0.19 89.36
1.46 AUD 0.03 54.17 25.77 AUD 0.47 54.92
9.59 ZAR 2.19 4.37 - - -

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 451
Notes forming part of financial statements

As at March 31, 2024 As at March 31, 2023

Foreign currency Conversion Foreign currency Conversion
In ₹ million (In million) rate (₹) In ₹ million (In million) rate (₹)
Investments 5,854.68 USD 70.20 83.40 5,768.33 USD 70.20 82.17
30.88 SGD 0.50 61.75 30.89 SGD 0.50 61.78
2,756.22 EUR 30.62 90.01 1,629.03 EUR 18.23 89.36
96.06 MYR 5.45 17.63 101.64 MYR 5.45 18.65
Trade and other payables 10.50 SGD 0.17 61.75 5.31 SGD 0.09 61.78
653.86 USD 7.84 83.40 34.23 USD 0.42 82.17
88.42 GBP 0.84 105.27 68.45 GBP 0.67 101.64
30.69 CAD 0.5 61.38 19.01 CAD 0.31 60.63
119.72 EUR 1.33 90.01 122.76 EUR 1.37 89.36
143.00 AUD 2.64 54.17 11.19 AUD 0.2 54.92
1.84 CHF 0.02 92.11 1.16 CHF 0.01 89.64
59.44 MXN 11.82 5.03 2.83 MXN 0.62 4.54
45.48 MYR 2.58 17.63 45.96 MYR 2.46 18.65
12.38 LKR 44.47 0.28 14.39 LKR 57.18 0.25
1.67 CRC 10.01 0.17 - - -
13.53 PLN 0.65 20.82 - - -
23.69 RON 1.31 18.08 - - -
1.00 JPY 1.81 0.55 - - -
0.04 ZAR 0.01 4.37 - - -
Advances given and deposits 102.58 USD 1.23 83.40 124.90 USD 1.52 82.17
placed
31.58 GBP 0.3 105.27 9.15 GBP 0.09 101.64
1.80 EUR 0.02 90.01 1.79 EUR 0.02 89.36
0.18 MYR 0.01 17.63 0.07 MYR 0.004 18.65
0.03 CAD 0.0005 61.38 0.04 CAD 0.001 60.63
0.18 CHF 0.002 92.11 0.09 CHF 0.001 89.64
1.08 AUD 0.02 54.17 0.55 AUD 0.01 54.92
0.30 LKR 1.08 0.28 0.24 LKR 0.95 0.25
0.62 SGD 0.01 61.75 0.62 SGD 0.01 61.78
- - - 1.99 RON 0.11 18.13
1.25 CRC 7.49 0.17 - - -
1.66 MXN 0.33 5.03 - - -
Advances received 2,027.45 USD 24.31 83.40 1372.85 USD 16.71 82.17
- - - 1.94 CAD 0.03 60.63
668.80 EUR 7.43 90.01 1.62 EUR 0.02 89.36
- - - 6.20 GBP 0.06 101.64
- - - 0.61 ILS 0.03 22.80
Trade receivables 11,771.08 USD 141.14 83.40 5,498.82 USD 66.92 82.17
634.33 EUR 7.05 90.01 470.93 EUR 5.27 89.36
1,071.51 GBP 10.18 105.27 842.63 GBP 8.29 101.64
165.99 AUD 3.06 54.17 129.62 AUD 2.36 54.92
15.71 SGD 0.25 61.75 6.80 SGD 0.11 61.78
12.38 ZAR 2.83 4.37 23.85 ZAR 5.18 4.60
2.81 CAD 0.05 61.38 3.64 CAD 0.06 60.63
0.88 CHF 0.01 92.11 - - -
4.06 JPY 7.36 0.55 - - -
5.87 MYR 0.33 17.63 - - -

32\ Leases
The table below provides details regarding the contractual maturities of lease liabilities on an undiscounted basis:

As at March 31, 2024 (In ₹ million) As at March 31, 2023 (In ₹ million)

- Less than one year 560.87 468.72

- One to five years 1,177.39 1,388.13

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 ₹ 98.74 million for the year ended March 31, 2024 (Previous year ₹ 103.10
million).

452
 Notes forming part of financial statements

The company has adopted Ind AS 116, Leases; and has recognized notional interest on lease liability of ₹ 147.50 million under
finance costs for year ended March 31, 2024 (Previous year ₹ 119.73 Million).

The aggregate depreciation on ROU assets has been included under depreciation and amortisation expense in the Statement
of Profit and Loss. (Refer note 4.6).

33\ Related Party Disclosures

i. Names of related parties and related party relationship

Related parties where control exists

Subsidiaries Persistent Systems, Inc., USA (Wholly owned subsidiary)
(Refer note 3 of consolidated Persistent Systems Pte Ltd., Singapore (Wholly owned subsidiary)
financial statement for list of Persistent Systems France SAS, France (Wholly owned subsidiary)
subsidiaries and ownership %)
Persistent Systems Malaysia Sdn. Bhd., Malaysia (Wholly owned subsidiary)
Persistent Systems Germany GmbH., Germany (PSG) (Wholly owned subsidiary)
CAPIOT Software Private Limited, India (Wholly owned subsidiary)
MediaAgility India Private Limited, India (Wholly owned subsidiary)
Persistent Systems UK Limited. (Formerly known as Aepona Limited) (Wholly owned subsidiary
w.e.f March 19, 2024)
Persistent Telecom Solutions Inc., USA (Wholly owned subsidiary of Persistent Systems, Inc.)
CAPIOT Software Inc., USA (Dissolved w.e.f December 29, 2023) (Wholly owned subsidiary of
Persistent Systems, Inc.)
Persistent Systems S.R.L, Italy (Dissolved w.e.f February 26, 2024) (Wholly owned subsidiary of
Persistent Systems, Inc.)
Aepona Group Limited, Ireland (Wholly owned subsidiary of Persistent Systems, Inc.)
Persistent Systems Mexico, S.A. de C.V., Mexico (Wholly owned subsidiary of Persistent Systems
Inc.)
Persistent Systems Israel Ltd., Israel (Wholly owned subsidiary of Persistent Systems Inc.)
Software Corporation International LLC., USA (Wholly owned subsidiary of Persistent Systems Inc.)
Fusion 360 LLC., USA (Dissolved w.e.f May 31, 2023) (Wholly owned subsidiary of Persistent
Systems Inc.)
MediaAgility Inc., USA (Wholly owned subsidiary of Persistent Systems Inc.)
MediaAgility UK Limited, UK (Wholly owned subsidiary of MediaAgility Inc.)
Digitalagility S de RL de CV, Mexico (Wholly owned subsidiary of MediaAgility Inc.)
MediaAgility Pte Ltd, Singapore (Wholly owned subsidiary of MediaAgility Inc.)
Persistent Systems Poland Sp. z.o.o., Poland (Acquired w.e.f April 5, 2023) (Wholly owned
subsidiary of Persistent Systems Inc.)
Persistent Systems Australia Pty Ltd. (Formerly known as CAPIOT Software Pty Ltd) (Wholly owned
subsidiary of Persistent Systems Inc.)
Persistent Systems Switzerland AG (Formerly known as PARX Werk AG) (Wholly owned subsidiary of
Persistent Systems Germany GmbH)
Youperience GmbH, Germany (Merged into PSG w.e.f August 21, 2023) (Wholly owned subsidiary
of Persistent Systems Germany GmbH)
Persistent Systems Costa Rica Limitada (formerly known as Data Glove IT Solutions Limitada, Costa
Rica) (Wholly owned subsidiary of Persistent Systems Germany GmbH)
Persistent Systems S.R.L. Romania (Wholly owned subsidiary of Persistent Systems Germany
GmbH)
CAPIOT Software Pte Limited, Singapore (Dissolved w.e.f April 6, 2023) (Wholly owned subsidiary of
CAPIOT Software Inc.)
Persistent Systems Lanka (Private) Limited, Sri Lanka (Wholly owned subsidiary of Aepona Group
Limited)
PARX Consulting GmbH, Germany (Merged into PSG w.e.f August 21, 2023) (Wholly owned
subsidiary of Persistent Systems Switzerland AG)
Youperience Limited, UK (Dissolved w.e.f June 27, 2023) (Wholly owned subsidiary of
Youperience GmbH)

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 453
Notes forming part of financial statements

Related parties with whom transactions have taken place

Key management personnel Dr. Anand Deshpande, Chairman and Managing Director
Mr Sandeep Kalra, Executive Director and Chief Executive Officer *
Mr. Sunil Sapre, Executive Director and Chief Financial Officer
Mr. Amit Atre, Company Secretary
Ms. Roshini Bakshi, Independent Director
Mr. Pradeep Bhargava, Independent Director (Retired wef July 19, 2022)
Dr. Anant Jhingran, Independent Director (Retired wef November 20, 2022)
Mr. Thomas Kendra, Non executive non independent director (Retired wef July 19, 2022)
Mr. Guy Eiferman, Independent Director (Retired wef July 19, 2022)
Dr. Deepak Phatak, Independent Director (Retired wef April 2, 2023)
Ms. Avani Davda, Independent Director
Mr. Praveen Kadle, Independent Director
Mr. Arvind Goel, Independent Director (Appointed on June 7, 2022)
Mr. Ambuj Goel,Independent Director (Appointed on June 7, 2022)
Mr. Dan’l Lewin , Independent Director (Appointed on June 10, 2022)
Dr. Ajit Ranade, Independent Director (Appointed on June 6, 2023)
Relatives of key management Mr. Suresh Deshpande (Father of the Chairman and Managing Director)
personnel Mrs. Sulabha Deshpande (Mother of the Chairman and Managing Director)
Mrs. Sonali Anand Deshpande (Wife of the Chairman and Managing Director)
Dr. Mukund Deshpande $ (Brother of the Chairman and Managing Director)
Mrs. Chitra Buzruk $ (Sister of the Chairman and Managing Director)
Mr. Arul Deshpande** (Son of the Chairman and Managing Director)
Mrs. Asha Sapre (Wife of the Executive Director and Chief Financial Officer)
Mr. Yeshwant Sapre (Father of the Executive Director and Chief Financial Officer)
Mr. Aditya Phatak (Son of Independent Director)
Mr. Hemant Bakshi (Husband of Independent Director)
Mrs. Alpana Ajit Ranade (Wife of Independent Director)
Members of Promoter Group Rama Purushottam Foundation
Entities over which a key Persistent Foundation
management personnel have
significant influence
Controlled Trust PSPL ESOP Management Trust

ii. Related party transactions

(in ₹ Million)

For the year ended

Name of the related party and nature of relationship March 31, 2024 March 31, 2023
Sale of software services Subsidiaries
Persistent Systems, Inc. 22,733.96 18,232.01
Persistent Systems Malaysia Sdn. Bhd. 65.14 91.67
Persistent Systems Pte Ltd 24.15 -
Persistent Systems France SAS 14.66 47.54
Persistent Telecom Solutions Inc. 92.60 168.23
Persistent Systems Germany GmbH 210.79 54.46
Persistent Systems UK Ltd. (Formerly known as Aepona Ltd) 162.89 4.27
Persistent Systems Switzerland AG (Formerly known as PARX
- 0.96
Werk AG)
Persistent Systems Australia Pty Ltd.
213.34 5.70
(Formerly known as CAPIOT Software Pty Ltd)
MediaAgility India Private Limited 219.92 54.59
MediaAgility Inc. 235.61 94.70
MediaAgility UK Limited 22.11 8.31
MediaAgility Pte Ltd - 0.17
Persistent Systems S.R.L. Romania - 1.28
MediaAgility UK Limited 8.31 -
MediaAgility Pte Ltd 0.17 -
Persistent Systems S.R.L. Romania 1.28 -
Total 18,763.89 12,758.69

454
 Notes forming part of financial statements

For the year ended

Name of the related party and nature of relationship March 31, 2024 March 31, 2023
Investment in Subsidiaries
wholly owned subsidiary Persistent Systems UK Ltd. (Formerly known as Aepona Ltd) 782.01 -
Persistent Systems, Inc. - 1,681.48
Persistent Systems Germany GmbH - 453.49
Media Agility India Pvt Ltd (Acquired wef April 29, 2022) - 971.45
Total 782.01 3,106.42
Interest income Subsidiaries
Persistent Systems Germany GmbH - 4.95
Total - 4.95
Dividend Income Subsidiaries
MediaAgility India Private Limited 249.99 -
Total 249.99 -
Cost of professionals Subsidiaries
Persistent Systems, Inc. 3,980.82 1,201.77
Persistent Systems France SAS 30.54 33.82
Persistent Systems Australia Pty Ltd. (Formerly known as
127.88 -
CAPIOT Software Pty Ltd)
Persistent Systems Malaysia Sdn. Bhd. 123.46 144.31
Persistent Telecom Solutions Inc. 73.91 27.29
Persistent Systems UK Ltd. (Formerly known as Aepona Ltd) - 14.84
Persistent Systems Lanka (Private) Limited 81.00 69.13
Persistent Systems Mexico, S.A. de C.V. 68.93 16.02
Persistent Systems Germany GmbH 25.84 16.44
PARX Consulting GmbH 1.61 0.22
Persistent Systems Switzerland AG (Formerly known as PARX
7.25 6.69
Werk AG)
Persistent Systems Pte Ltd 16.54 13.31
Youperience GmbH 2.19 2.28
Youperience Limited - 0.20

Persistent Systems S.R.L. Romania 78.31 18.57

Persistent Systems Poland Sp. z.o.o. 256.27 -

Persistent Systems Costa Rica Limitada (Formerly known as Data
5.05 -
Glove IT Solutions Limitada)
Total 4,879.60 1,564.89
Profit on sale of investments
Subsidiary
(net)
Persistent Systems Australia Pty Ltd. (Formerly known as
36.45 -
CAPIOT Software Pty Ltd)
Total 36.45 -
Selling and marketing Subsidiaries
expenses Persistent Systems, Inc. 1,723.75 1,376.05
Persistent Systems Australia Pty Ltd. (Formerly known as
6.31 -
CAPIOT Software Pty Ltd)
Total 1,730.06 1,376.05
Commission received on Subsidiary
corporate guarantee Persistent Systems, Inc. 6.33 10.08
Total 6.33 10.08
Travelling and conveyance Subsidiary
Persistent Systems Switzerland AG (Formerly known as PARX Werk AG) - 0.08
Total - 0.08
Remuneration # Key Management Personnel
(Salaries, bonus and Dr. Anand Deshpande 37.68 36.40
contribution to PF) Mr. Sunil Sapre (including value of perquisites for stock options
exercised ₹ 143.52 million during the year 2023-24 (Previous 163.98 102.18
year: ₹ 82.77 million)
Mr. Amit Atre (including value of perquisites for stock options
exercised ₹ 11.52 million during the year 2023-24 (Previous year: 17.00 9.44
₹ 4.66 million)
Mr Sandeep Kalra* 3.16 3.16
Independent directors:
Ms. Roshini Bakshi 6.48 4.63
Mr. Pradeep Bhargava *** - 1.55
Dr. Anant Jhingran *** - 2.72
Mr. Thomas Kendra *** - 1.40
Mr. Praveen Kadle 6.65 5.03
Mr. Guy Eiferman *** - 1.40
Dr. Deepak Phatak ^ - 4.40

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 455
Notes forming part of financial statements

For the year ended

Name of the related party and nature of relationship March 31, 2024 March 31, 2023
Ms. Avani Davda $ 6.58 4.73
Mr. Arvind Goel $ 6.15 3.46
Dr. Ambuj Goyal $ 6.08 3.41
Mr. Dan’l Lewin $ 5.65 3.23
Dr. Ajit Ranade ^ 4.73 -
Relatives of Key Management Personnel
Mr. Arul Deshpande ** 0.02 0.15
Total 264.17 187.29
Dividend paid Key Management Personnel
Dr. Anand Deshpande 1,235.11 891.88
Mr. Sunil Sapre 3.67 2.82
Mr Sandeep Kalra 2.69 3.42
Mr. Amit Atre 0.13 0.08
Independent directors:
Mr. Pradeep Bhargava 0.23 0.47
Relatives of Key Management Personnel
Mr. Suresh Deshpande 0.03 0.07
Mrs. Chitra Buzruk 25.35 18.31
Dr. Mukund Deshpande 21.60 11.20
Mrs. Sonali Anand Deshpande 6.05 4.37
Mrs. Sulabha Suresh Deshpande 0.03 0.08
Mr. Arul Deshpande ** 0.54 0.39
Mr. Hemant Bakshi 0.27 0.20
Mr. Aditya Phatak 1.53 1.13
Ms. Alpana Ajit Ranade 0.01 -
Total 1,297.24 934.42
Other payments Key Management Personnel
Sunil Sapre 0.33 0.30
Relatives of Key Management Personnel
Asha Sapre 0.33 0.30
Total 0.66 0.60
Loan Given Controlled Trust
PSPL ESOP Management Trust 1,602.97 0.55
Total 1,602.97 0.55
Recovery of Loan given Controlled Trust
PSPL ESOP Management Trust 1,712.97 652.55
Total 1,712.97 652.55
Interest received Controlled Trust
PSPL ESOP Management Trust 245.55 193.39
Total 245.55 193.39
Employee stock Subsidiaries
compensation -
Persistent Systems Inc. 508.30 293.97
Reimbursement
Total 508.30 293.97
Donation given Entity over which a key management personnel has significant
influence
Persistent Foundation 175.45 117.50
175.45 117.50
Notes:
* Amount of remuneration represents remuneration paid through Persistent Systems Limited only.

^ Dr. Deepak Phatak retired wef April 2, 2023. Dr Ajit Ranade has been appointed wef June 6, 2023.

$ Mr. Arvind Goel and Dr. Ambuj Goyal have been appointed wef June 7, 2022 and Mr. Dan’l Lewin has been appointed wef
June 10,2022. Ms. Avani Davda has joined with effect from December 21, 2021.

** Amount of remuneration represents remuneration paid through Persistent Systems Limited only.

‘***Dr Anant Jhingran retired wef November 20, 2022 and Mr. Thomas Kendra and Mr. Guy Eiferman retired wef July 19,
2022 and Mr. Pradeep Bhargava retired wef July 19, 2022.

# The remuneration to the key managerial personnel does not include the provisions made for gratuity, long service awards
and leave benefits, as they are determined on an actuarial basis for the Company as a whole.

Terms and conditions of transactions with related parties:

The sales to and purchases from related parties are made on terms equivalent to those that prevail in arm’s length
transactions. All other outstanding balances at the year-end are unsecured, interest free and settlement occurs in cash. There
have guarantees and letters of comfort provided for subsidiaries. For the year ended 31 March 2024, the Company has not
recorded any impairment of receivables relating to amounts owed by related parties (31 March 2023: Nil).

456
 Notes forming part of financial statements

iii. Outstanding balances

(In ₹ million)

As at As at
Name of the related party and nature of relationship March 31, 2024 March 31, 2023
Advances given Subsidiaries
Persistent Systems, Inc. 101.25 123.10
Persistent Systems France SAS 0.80 0.69
Persistent Telecom Solutions Inc. 0.64 0.17
Persistent Systems Lanka (Private) Limited 0.30 0.24
Persistent Systems Malaysia Sdn. Bhd 0.13 0.07
Persistent Systems México, S.A. de C.V. 1.64 1.38
Persistent Systems Germany GmbH 0.71 0.54
PARX Consulting GmbH - 0.09
Persistent Systems Switzerland AG
0.20 0.09
(Formerly known as PARX Werk AG)
Youperience GmbH 0.04 0.04
Youperience Limited - 0.04
Persistent Systems Pte. Ltd. 0.41 0.41
Aepona Group Limited - 0.08
Persistent Systems UK Ltd. (Formerly known as Aepona
17.28 6.40
Ltd)
MediaAgility India Private Limited 0.01 49.33
MediaAgility UK Ltd 2.56 0.76
Persistent Systems Australia Pty Ltd.
0.30 -
(Formerly known as CAPIOT Software Pty Ltd)
CAPIOT Software Private Limited 0.02 -
Persistent Systems Costa Rica Limitada
1.25 -
(Formerly known as Data Glove IT Solutions Limitada)
Persistent Systems S.R.L. Romania - 1.91
Total 127.54 185.34
Advances received inclusive of Subsidiaries
Advances from customers and others Persistent Systems Israel Ltd. - 0.61
Persistent Systems UK Ltd. (Formerly known as Aepona Ltd) 781.97 4.77
Persistent Systems France SAS - 13.09
PARX Consulting GmbH - 0.69
Persistent Systems, Inc. 2,027.43 1,301.43
2,809.40 1,320.59
Trade payables Subsidiaries
Persistent Systems France SAS 8.79 6.12
Persistent Systems S.R.L. Romania 23.66 -
Persistent Systems, Inc. 510.99 -
Persistent Systems Malaysia Sdn. Bhd. 44.26 45.95
Persistent Telecom Solutions Inc. 70.24 22.85
Persistent Systems Pte Ltd 9.65 4.13
Persistent Systems Germany GmbH 5.16 3.58
CAPIOT Software Private Limited 0.02 -
Persistent Systems Australia Pty Ltd.
142.31 -
(Formerly known as CAPIOT Software Pty Ltd)
Persistent Systems Costa Rica Limitada
2.77 -
(Formerly known as Data Glove IT Solutions Limitada)
Persistent Systems UK Ltd. (Formerly known as Aepona
- 5.53
Ltd)
Youperience GmbH - 2.31
Persistent Systems Poland Sp. z.o.o. 13.61 -
Persistent Systems Lanka (Private) Limited 9.74 14.40
Persistent Systems Mexico, S.A. de C.V. 58.80 2.84
Persistent Systems Switzerland AG
1.51 1.17
(Formerly known as PARX Werk AG)
Software Corporation LLC. 0.02 0.03
Total 901.53 108.91

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 457
Notes forming part of financial statements

(In ₹ million)
As at As at
Name of the related party and nature of relationship March 31, 2024 March 31, 2023
Trade receivables Subsidiaries
Persistent Systems France SAS 3.00 -
Persistent Systems, Inc. 6,465.26 2,534.97
Persistent Telecom Solutions Inc. 87.08 84.07
Persistent Systems Pte Ltd 4.75
Persistent Systems Malaysia Sdn. Bhd. 43.83 43.14
Persistent Systems Germany GmbH 153.82 66.80
Persistent Systems Australia Pty Ltd.
39.00 -
(Formerly known as CAPIOT Software Pty Ltd)
Persistent Systems Switzerland AG
- 0.13
(Formerly known as PARX Werk AG)
Persistent Systems Mexico, S.A. de C.V. - 0.08
Persistent Systems Lanka (Private) Limited 0.02 0.07
Persistent Systems S.R.L. Romania - 0.61
Persistent Systems UK Ltd. (Formerly known as Aepona
64.45
Ltd)
MediaAgility Inc. - 44.19
MediaAgility UK Limited 31.71 -
MediaAgility Pte Ltd 0.23 -
MediaAgility India Private Limited 23.18 32.01
Total 6,916.33 2,806.07
Unbilled Receivable Subsidiaries
Persistent Systems, Inc. 1,396.24 2,196.37
Persistent Telecom Solutions Inc. - 1.28
Persistent Systems Malaysia Sdn. Bhd. 0.97 14.27
Persistent Systems Pte Ltd 6.13 -
Persistent Systems UK Ltd. (Formerly known as Aepona
78.32 2.06
Ltd)
Persistent Systems Germany GmbH 46.85 14.40
Persistent Systems France SAS 3.94 12.30
MediaAgility Inc. 36.31 4.43
MediaAgility India Private Limited 42.68 4.52
MediaAgility UK Limited 1.21 -
Persistent Systems Australia Pty Ltd.
91.60 -
(Formerly known as CAPIOT Software Pty Ltd)
Total 1,704.25 2,249.63
Loans given Controlled Trust
PSPL ESOP Management Trust 2,760.00 2,870.00
Total 2,760.00 2,870.00
Investments Subsidiaries
Persistent Systems, Inc. 4,729.74 4,729.74
Persistent Systems Pte Ltd 15.50 15.50
Persistent Systems France SAS 97.47 97.47
Persistent Systems Malaysia Sdn. Bhd. 102.25 102.25
Persistent Systems Germany GmbH 1,719.40 1,719.40
CAPIOT Software Private Ltd. 483.71 483.71
MediaAgility India Private Limited 971.45 971.45
Persistent Systems UK Ltd. (Formerly known as Aepona
782.01 -
Ltd)
Total 8,901.53 8,119.52

Letters of comfort of USD 24.69 Million: Rs. 2,059.15 Million (March 31, 2023: 4,247.37) to bank for loans availed by
subsidiary of the Company.

34\ Employees stock option plans (ESOP)

Certain information in this note relating to number of shares, options and per share/option price has been disclosed in full and
is not rounded off.

458
 Notes forming part of financial statements

a. Details of Employee stock option plans

The Company has framed various share-based payment schemes for its employees. The details of various equity-settled
employee stock option plan (‘ESOP’) schemes adopted by the Board of Directors are as follows:

No. of options Date of adoption by the Initial Grant Exercise

ESOP scheme granted # Board/Members date period
Scheme I 9,121,000 11-Dec-99 11-Dec-99 *
Scheme II 1,506,400 23-Apr-04 23-Apr-04 10 Years
Scheme III 5,066,600 23-Apr-04 23-Apr-04 *
Scheme IV 13,916,500 23-Apr-06 23-Apr-06 10 Years
Scheme V 3,781,050 23-Apr-06 23-Apr-06 *
Scheme VI 2,432,500 31-Oct-06 31-Oct-06 10 Years
Scheme VII 3,569,950 30-Apr-07 30-Apr-07 10 Years
Scheme VIII 84,000 24-Jul-07 24-Jul-07 3 Years
Scheme IX 2,748,924 29-Jun-09 29-Jun-09 10 Years
Scheme X 6,124,544 10-Jun-10 29-Oct-10 2-3 Years
Scheme XI ** 4,491,000 26-Jul-14 03-Nov-14 4-5 Years
Scheme XII *** 134,600 04-Feb-16 08-Apr-16 2.5 Months
Scheme XIII 16,666,188 27-Jul-17 01-Aug-19 4-5 Years
Scheme XIV 160,000 27-Jul-17 01-May-19 3 Years

# Adjusted for bonus issue of shares.

*No contractual life is defined in the scheme.

**The options under Scheme XI, which is a performance based ESOP scheme will vest after 1-4 years in proportion of credit
points earned by the employees every quarter based on performance. The maximum options which can be granted under this
scheme are 2,800,000.

***The options under Scheme XII, ESOP scheme would vest after 1 year. The maximum options which are granted under this
scheme are 100 per employee.

The vesting period and conditions of the above ESOP schemes is as follows:

All the above ESOP schemes have service condition (other than Grant Category 1 of scheme XI which Is based on
performance criteria), which require the employee to complete a specified period of service, as a vesting condition. The
vesting pattern of various schemes has been provided below:

i. Scheme I to V, VII, VIII, X and XIV

% of Options vesting
Service period from the date of grant Scheme I to V & X Scheme VII Scheme VIII Scheme XIV
12 Months 10% 20% 25% 0%
24 Months 30% 40% 50% 33.33%
36 Months 60% 60% 75% 66.66%
48 Months 100% 80% 100% 100%
60 Months NA 100% NA NA

ii. Scheme VI

Service period from the date of grant % of Options vesting

18 Months 30%
Every quarter thereafter 5%

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 459
Notes forming part of financial statements

iii. Scheme IX

Service period from the date of grant % of Options vesting

30– 60 Months varying from employee to employee 100%

iv. Scheme XI

Service period from the % of Options vesting

date of grant Grant (Category 1) Grant (Category 2) Grant (Category 3)
12 Months Based on credit points 25% 40%
24 Months earned which varies from 50% 30%
36 Months employee to employee 75% 30%
48 Months NA 100% NA
60 Months NA NA NA

v. Scheme XII

Service period from the date of grant % of Options vesting

1 year 100%

vi. Scheme XIII

Service period from the % of Options vesting

date of grant Grant (Category 1) Grant (Category 2) Grant (Category 3)
12 - 20 Months 25% 40% 33.33%
24 - 32 Months 50% 30% 66.66%
36 - 44 Months 75% 30% 100%
48 Months 100% NA NA
60 Months NA NA NA

b. Details of activity of the ESOP schemes

Movement for the year ended March 31, 2024 and March 31, 2023:

Outstanding at Granted Forfeited Exercised Outstanding Exercisable

ESOP the beginning during during during at the end of at the end
Scheme Particulars Year Ended of the Year the Year the Year the Year the Year of the Year
Scheme I Number of Options 31-Mar-23 - - - - - -
Weighted Average Price 31-Mar-23 - - - - - -
Number of Options 31-Mar-24 - - - - - -
Weighted Average Price 31-Mar-24 - - - - - -
Scheme II Number of Options 31-Mar-23 - - - - - -
Weighted Average Price 31-Mar-23 - - - - - -
Number of Options 31-Mar-24 - - - - - -
Weighted Average Price 31-Mar-24 - - - - - -
Scheme III Number of Options 31-Mar-23 216,518 - 86,514 6,002 124,002 124,002
Weighted Average Price 31-Mar-23 15.89 - 15.21 15.34 16.39 16.39
Number of Options 31-Mar-24 124,002 - 51,532 2,000 70,470 70,470
Weighted Average Price 31-Mar-24 16.39 - 15.47 15.34 17.67 17.67
Scheme IV Number of Options 31-Mar-23 492,596 - 142,114 139,282 211,200 211,200
Weighted Average Price 31-Mar-23 27.36 - 23.60 30.56 27.79 27.79
Number of Options 31-Mar-24 211,200 - 16,600 160,400 34,200 34,200
Weighted Average Price 31-Mar-24 27.79 - 20.47 30.56 25.33 25.33
Scheme V Number of Options 31-Mar-23 99,762 - - 3,208 96,554 96,554
Weighted Average Price 31-Mar-23 13.30 - - 13.39 13.30 13.30
Number of Options 31-Mar-24 96,554 - - 26,486 70,068 -70,068
Weighted Average Price 31-Mar-24 13.30 - - 15.57 12.41 12.41
Scheme VI Number of Options 31-Mar-23 - - - - - -
Weighted Average Price 31-Mar-23 - - - - - -
Number of Options 31-Mar-24 - - - - - -
Weighted Average Price 31-Mar-24 - - - - - -
Scheme VII Number of Options 31-Mar-23 282 - 282 - - -
Weighted Average Price 31-Mar-23 13.14 - 13.15 - - -
Number of Options 31-Mar-24 - - - - - -
Weighted Average Price 31-Mar-24 - - - - - -

460
 Notes forming part of financial statements

Outstanding at Granted Forfeited Exercised Outstanding Exercisable

ESOP the beginning during during during at the end of at the end
Scheme Particulars Year Ended of the Year the Year the Year the Year the Year of the Year
Scheme VIII Number of Options 31-Mar-23 - - - - - -
Weighted Average Price 31-Mar-23 - - - - - -
Number of Options 31-Mar-24 - - - - - -
Weighted Average Price 31-Mar-24 - - - - - -
Scheme IX Number of Options 31-Mar-23 231,422 - 114,070 14,320 103,032 103,032
Weighted Average Price 31-Mar-23 27.37 - 27.37 27.37 27.37 27.37
Number of Options 31-Mar-24 103,032 - 90,232 12,800 - -
Weighted Average Price 31-Mar-24 27.37 - 27.37 27.37 - -
Scheme X Number of Options 31-Mar-23 - - - - - -
Weighted Average Price 31-Mar-23 - - - - - -
Number of Options 31-Mar-24 - - -14,000 14,000 - -
Weighted Average Price 31-Mar-24 - - 95.68 95.68 - -
Scheme XI Number of Options 31-Mar-23 1,023,500 669,200 287,380 395,406 1,009,914 57,114
Weighted Average Price 31-Mar-23 5.00 5.00 5.00 5.00 5.00 5.00
Number of Options 31-Mar-24 1,009,914 443,400 82,510 482,034 888,770 48,734
Weighted Average Price 31-Mar-24 5.00 5.00 5.00 5.00 5.00 5.00
Scheme XII Number of Options 31-Mar-23 - - - - - -
Weighted Average Price 31-Mar-23 - - - - - -
Number of Options 31-Mar-24 - - - - - -
Weighted Average Price 31-Mar-24 - - - - - -
Scheme XIII Number of Options 31-Mar-23 6,760,248 3,074,562 1,993,886 1,080,594 6,760,330 1,070,496
Weighted Average Price 31-Mar-23 985.76 1,629.73 1,289.15 543.45 1,259.85 1,154.63
Number of Options 31-Mar-24 6,760,330 3,764,950 894,394 1,940,838 7,690,048 861,540
Weighted Average Price 31-Mar-24 1,259.85 3,261.15 1,449.31 967.64 2,286.26 1,497.72
Scheme XIV Number of Options 31-Mar-23 - - - - - -
Weighted Average Price 31-Mar-23 - - - - - -
Number of Options 31-Mar-24 - - - - - -
Weighted Average Price 31-Mar-24 - - - - - -
Total Number of Options 31-Mar-23 8,824,328 3,743,762 2,624,246 1,638,812 8,305,032 1,662,398
Number of Options 31-Mar-24 8,305,032 4,208,350 1,121,268 2,638,558 8,753,556 944,876

The weighted average share price for the period over which stock options were exercised was ₹ 3,013.10 (previous year ₹
1,977.60).

c. Details of exercise price for stock option outstanding at the end of the year

As at March 31, 2024 As at March 31, 2023

Weighted average
Range of No. of Options Weighted average remaining No. of Options remaining contractual
Scheme exercise price outstanding contractual life (in years)* outstanding life (in years)*
Scheme I 1.02 - 4.785 - Note (i) - Note (i)
Scheme II 6.48 - 24.105 - - - -
Scheme III 6.48 - 24.105 70,470 Note (i) 124,002 Note (i)
Scheme IV 11.115 - 30.56 34,200 1.31 208,400 1.73
Scheme V 11.115 - 22.07 70,068 Note (i) 99,354 Note (i)
Scheme VI 11.115 - 15.335 - - - -
Scheme VII 12.085 - 30.56 - - 282 1.73
Scheme VIII 24.105 - 24.105 - - - -
Scheme IX 27.37 - 27.37 0 - 103,032 1.25
Scheme X 78.79 - 139.85 - - - -
Scheme XI 5 888,770 3.72 1,009,914 4.08
Scheme XII 5 - - - -
Scheme XIII 221.235 - 3300 7,690,048 3.80 6,760,248 3.59
Scheme XIV 270.41 - 270.41 - - - -
Note (i) - No contractual life is defined in the scheme.

*The weighted average contractual life disclosed above has been computed only for the unexpired options.

d. Effect of the employee share-based payment plans on the statement of profit and loss and on its financial position

Compensation expense arising from equity-settled employee share-based payment plans for the year ended March
31, 2024 amounted to ₹ 1091.75 million (Previous year ₹ 1360.28 million). The liability for employee stock options
outstanding as at March 31, 2024 is ₹ 2,227.72 million (Previous year ₹ 2,222,02 million).

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 461
Notes forming part of financial statements

e. Weighted average exercise prices and weighted average fair values of options

The Black-Scholes valuation models have been used for computing the weighted average fair value of the stock options
granted during the financial year 2023-24:

March 31, 2024 March 31, 2023

Particulars RSU Scheme XI ESOP Scheme XIII RSU Scheme XI ESOP Scheme XIII
Weighted average share price ₹ 3108.77 3835.9 1914.18 1839.47
Weighted Exercise Price ₹ 5 3335.42 5 1629.99
Weighted Average Fair Value ₹ 3063.06 1341.98 1874.56 602.25
Expected Volatility 21.99%-30.69% 27.44%-31.15% 26.85%-28.11% 26.85%-28.11%
Life of the options granted **
3 - 4 yrs 3 - 4 yrs 3 - 4 yrs 3 - 4 yrs
(Vesting and exercise period)
Dividend Yield 44.00 44.00 39.00 39.00
Average risk-free interest rate 7.12% 7.16% 6.98% 7.06%

** 1. 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. The fair value of the awards are estimated using the Black-Scholes Model for time and non-market performance based
options.

Note: The company has done a share split of 1:2, the impact of this has been given to options granted to the employees of the
company ((refer note 16(a)).

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 and has been modelled
based on historical movements in the market prices of the publicly traded equity shares during a larger period after excluding
outliers to smoothen the fluctuations.

35\ Contingent liabilities

a. Claims against the company not acknowledged as debt*

(In ₹ million)

Sr. No. As at March 31, 2024 As at March 31, 2023

1 Indirect tax matters
i. In respect to the order passed by the Learned Principal Commissioner 173.78 173.78
of Service Tax, Pune, for Service tax under import of services on reverse
charge basis for the Financial Year 2014-15, the Company has filed an
appeal against the order passed by Learned Principal Commissioner
of Service Tax, Pune with the Hon’ble Central Excise and Service Tax
Appellate Tribunal (CESTAT) on September 23, 2017.

 The Hon’ble CESTAT decided and passed the order on January

28,2023 with the direction that the entire show cause notice passed
by the Principal Commissioner of Service Tax will now be taken up for
fresh adjudication and the judgments noted in the Order of the Hon’ble
CESTAT and other submissions, if any, be considered while adjudicating
the show cause notice.

The Company has filed Appeal against the CESTAT Order with Hon’ble
High Court on March 13,2023.

 he Company has paid ₹ 165.58 million under protest towards the

T
demand and the same forms part of the GST receivable balance.

If the appeal filed as mentioned above results in a demand, there will be
no impact on the profitability as the Company will be eligible to claim
credit/refund for the amount paid.

462
 Notes forming part of financial statements

ii. Other Pending litigations in respect of Indirect taxes. 7.77 8.20

2 Income tax demands disputed in appellate proceedings. 1,102.72 1,023.34

b. Letter of Comfort on behalf of Subsidiaries

(In ₹ million)

Sr. No. As at March 31, 2024 As at March 31, 2023

Letters of comfort on behalf of subsidiary

1 2,059.15 4,247.37
( USD 24.69 Million (Previous year : USD 51.69 Million) )

**The Company, based on independent legal opinions and judgments in favour of the Company in the earlier years, believes
that the liabilities with respect to the above matters is not likely to arise and therefore, no provision is considered necessary in
the financial statements.

36\ Capital and other commitments

(In ₹ million)
As at
March 31, 2024 March 31, 2023
Capital commitments
Estimated amount of contracts remaining to be executed on capital account 359.76 158.71
and not provided for
Other commitments
Forward contracts 21,881.33 19,051.50
For commitments relating to lease agreements, please refer note 32.

37\  Details of Corporate Social Responsibility expenditure

(In ₹ million)
For the year ended

March 31, 2024 March 31, 2023

a. Gross amount required to be spent by the Company during the year 175.45 140.99
b. Amount of Expenditure incurred
(i) Construction/acquisition of any asset - -
(ii) On purposes other than (i) above 175.45 117.60
c. Shortfall at the end of year* - 23.39
d. Total of previous year shortfall - -
e. Reason for shortfall - -
f. Nature of CSR Activity Donation given to the Donation given to the
following entities: following entities:
a. Persistent a. Persistent Foundation
Foundation b. Deepastambha
Charitable Trust
g. Details of related party transactions
Donation given to Persistent Foundation 175.45 117.50
h. Deails of provision made for liability incurred by entering - -
into a contractual obligation

* Set-off availed: The Company spent an excessive amount of INR 55.50 Million in FY 2020-21. In FY 2022-23, the
Management has claimed partial set-off against this excessive CSR spend amounting to INR 23.39 Million.
The Company continues to have an amount of INR 32.11 Million available in its book for set off till the end of FY 2023-24 as
it is the third (last) year from the year of excessive spend.

38\ Business Combinations

Pursuant to a share purchase agreement, the Company acquired 100% equity interest in MediaAgility India Private
Limited on April 29, 2022 for a consideration of ₹ 971.45 Million. During the year ended March 31, 2023 the acquisition
of the said business was accounted by applying the acquisition method on provisional basis in the consolidated financial
statements of the Company.

During the period, the purchase price allocation was completed and the purchase price is allocated to identifiable assets

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 463
Notes forming part of financial statements

acquired and liabilities assumed (including contingent consideration) based on the fair values at the date of acquisition in
the consolidated financial statements of the Company.

39\ Ratios

March 31, March 31, % Reason for variance

Ratio Denomination Numerator Denominator 2024 2023 change (If more than 25%)
a. Current Ratio Number Current Assets Current 3.11 3.07 1.30%
Liabilties
b. Debt-Equity % Debt Shareholder's 0.004% 0.010% -0.01%
Ratio Equity
c. D
 ebt Service Number Earnings Current debt 7,119.74 6,040.00 17.88%
Coverage Ratio available for debt liability
service
d. Return on Equity % Net Profit after Average 22.61% 21.79% 0.81%
Ratio tax Shareholder's
Equity
e. Trade Number Revenue from Average Trade 4.77 6.86 -30.48% Note 1
Receivables operations receivables
turnover ratio
f. Trade payables Number Cost of Average Trade 6.61 7.32 -9.72%
turnover ratio Professionals + payables
other expenses
+- Other non
cash adjustments
g. Net capital Number Revenue from Working 2.74 3.05 -10.12%
turnover ratio operations Capital
h. Net profit ratio % Net Profit after Revenue 15.13% 15.46% -0.33%
tax
i. Return on Capital % Profit before Average 30.58% 30.10% 0.48%
employed Interest and taxes capital
employed
j. Return on % Income Average 7.25% 4.88% 2.37%
investment generated invested funds
from treasury in treasury
investments investments

* *Earnings available for debt service = Profit before exceptional item and tax + Finance cost + Depreciation & Amortization -
Other income - Lease payments

Note 1: Increase in business volume with unfavourable movement in the receivables and payables has resulted in variance
in ratio.

40\ Disclosure required under Sec 186(4) of the Companies Act 2013
a. Details of Loans given
(In ₹ million)

Name of Party Rate of Interest Purpose Term March 31, 2024 March 31, 2023
PSPL ESOP 5.8% per annum For the purpose 8 years from the date of each 2,760.00 2,870.00
Management Trust simple interest of meeting the tranche of loan disbursement
requirement under or term of ESOP 2017,
ESOP 2017 Scheme whichever is earlier

b. Details of gurantees given on behalf of subsidiaries

As at March 31, 2024 As at March 31, 2023

Name of Subsidiary $ Million ₹ Million $ Million ₹ Million
Persistent Systems Inc. 10.17 848.18 10.17 835.67

464
 Notes forming part of financial statements

41\ Auditors’ remuneration

(In ₹ million)
For the year ended
March 31, 2024 March 31, 2023
- Audit fee 11.44 9.15
- Certifications 0.50 0.20
- Reimbursement of expenses 0.39 0.45
12.33 9.80

42\ Research and development expenditure

The particulars of expenditure incurred on in-house research and development are as follows:
(In ₹ million)
For the year ended
March 31, 2024 March 31, 2023

Capital - -
Revenue 269.48 140.63
269.48 140.63

43\Details of dues to micro and small enterprises as defined under MSMED Act, 2006
There are no defaults and overdue amounts payable to suppliers, who have intimated about their status as Micro and Small
Enterprises as per the provisions of Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act, 2006).

44\ Net dividend remitted in foreign exchange

(In ₹ million)
No. of non-resident No. of equity shares held on
shareholders which dividend was due For the year ended

March 31, March 31, March 31, March 31, March 31, March 31,
Particulars 2024 2023 2024 2023 2024 2023
Interim dividend 11 12 0.38 0.41 12.21 11.64
Final dividend 9 5 0.39 0.40 8.55 4.39

45\ The Company has deposits of ₹ 430 million with the financial institutions viz. Infrastructure Leasing & Financial Services
Ltd. (IL&FS) and IL&FS Financial Services Ltd. (referred to as “IL&FS Group”) as on the balance sheet date. These were due
for maturity from January 2019 to June 2019. In view of the uncertainty prevailing with respect to recovery of outstanding
balances from IL&FS Group, Management of the Company has fully provided for these deposits along with interest
accrued thereon till the date the deposits had become doubtful of recovery. The Management is hopeful of recovery
though with a time lag. The Company continues to monitor developments in the matter and is committed to take steps
including legal action that may be necessary to ensure full recovery of the said deposits.

46\ T
 he Company has working capital facilities from banks on the basis of security of trade receivables. The quarterly
statements of trade receivables filed by the Company with banks are in complete agreement with the books of accounts.

47\ E
 The Company has not advanced / loaned / invested funds to any entities, including foreign entities (Intermediaries), with
the understanding that the Intermediary shall directly or indirectly lend or invest in other entities by or on behalf of the
Company (Ultimate Beneficiaries). Further, the Company has not provided any guarantee, security to or on behalf of the
Ultimate Beneficiaries.

48\ The Company has not received funds from any entities, including foreign entities (Funding Parties), with the
understanding that the Company shall directly or indirectly, lend or invest in other persons or entities by or on behalf of
the Funding Party (Ultimate Beneficiaries). Further, the Company has not provided any guarantee, security on behalf of
the Ultimate Beneficiaries.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 465
Notes forming part of financial statements

49\ During the period Persistent Systems Limited, Australia branch has entered into business transfer agreement and
accordingly business of the Australia branch has been transfered to Persistent Systems Australia Pty Ltd with effect from
October 01, 2023. Since both the entities are under common control of PSL, it falls under purview of appendix C of Ind-
AS 103 accordingly accounting is done under pooling of interest method.

50\ T
 he Board of Directors of the Company at its meeting held on January 20, 2024, approved the Scheme of Merger
of Capiot Software Private Limited (Wholly Owned Subsidiary) into Persistent Systems Limited, and accordingly, an
application of Merger has been filed with the National Company Law Tribunal, Mumbai (NCLT) on March 22, 2024.

51\ The Share Purchase Agreement (‘SPA’) for the transfer of the 100% shareholding of Persistent Systems UK Limited
(subsidiary) from Aepona Group Limited, Ireland (subsidiary) to Persistent Systems Limited was executed on Tuesday,
March 19, 2024.

52\ The Business Transfer Agreement has been executed for the transfer of the business of the UK Branch of the Company to
Persistent Systems UK Limited effective from April 1, 2024.

53\ T
 he Ministry of Corporate Affairs (MCA) has issued a notification (Companies (Accounts) Amendment Rules, 2021)
which is effective from 1st April 2023, states that every company which uses accounting software for maintaining its
books of account shall use only the accounting software where there is a feature of recording audit trail of each and every
transaction, and further creating an edit log of each change made to books of account along with the date when such
changes were made and ensuring that the audit trail cannot be disabled.

The Company uses a SaaS based ERP as a primary accounting software for maintaining books of account, which has
a feature of recording audit trail edit logs facility and that has been operative throughout the financial year for the
transactions recorded in the software impacting books of account at application level.

The database of the accounting software is operated by a third-party software service provider. The ‘Independent Service
Auditor’s Assurance Report on the Description of Controls, their Design and Operating Effectiveness’ (‘Type 2 report’
issued in accordance with ISAE 3402, Assurance Reports on Controls at a Service Organisation) includes suitability of the
design and operating effectiveness of controls. However, the availability of audit trail (edit logs) are not covered in the said
report.

In our view, the company’s ERP being a SaaS based software, the audit trail at the database level is not applicable.

54\ In respect of export incentives pertaining to previous periods amounting to ₹ 255.52 million, which have been refunded
under protest with interest of ₹ 41.03 million, aggregating to ₹ 296.55 million, the Holding Company had filed an
application with Directorate General of Foreign Trade (DGFT). The Company believes that its services were eligible for the
export incentives and the dispute is purely an interpretation issue given the highly technical nature. With the intention of
avoiding litigation and settling the dispute, the Company had applied before the Settlement Commission for settlement
of the case and had offered to forego ₹ 296.55 million. The Company had recognized a provision of ₹ 296.55 million for
the quarter ended 31 December 2022, which was presented as an “exceptional item” in the statement of profit and loss
for that period. During the quarter, the Settlement Commission has approved the Company’s application and has settled
the liability of ₹ 296.55 million including interest. As the amount has already been provided for in full by the Company,
no further adjustment is necessary in these financial statements.

55\ The financial statements are presented in ₹ Million and decimal thereof except for per share information or as
otherwise stated.

This space is intentionally kept blank.

466
 Notes forming part of financial statements

56\ Previous year’s figures have been regrouped where necessary to conform with the current year’s classification. The
impact of such regrouping is not material to financial statements.

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants Persistent Systems Limited
Firm Registration No.: 001076N/N500013

Shashi Tadwalkar Dr. Anand Deshpande Sandeep Kalra Praveen Kadle

Partner Chairman and Executive Director and Independent Director
Managing Director Chief Executive Officer
Membership No.: 101797 DIN: 00005721 DIN: 02506494 DIN: 00016814

Place: USA Place: USA

Date: April 21, 2024 Date: April 21, 2024

Sunil Sapre Amit Atre

Executive Director and Company Secretary
Chief Financial Officer
DIN: 06475949 Membership No. A20507

Place: India Place: USA Place: USA Place: India

Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024 Date: April 21, 2024

This space is intentionally kept blank.

All Rights Reserved © 2024. Persistent Systems Limited — 34rd Annual Report 2023-24. 467
Persistent Systems Limited

CIN: L72300PN1990PLC056696
persistent-systems

Registered Office

‘Bhageerath’, 402 Senapati Bapat Road persistentsys

Pune 411 016, India

Tel: +91 20 6703 0000

persistentsystems
Fax: +91 20 6703 0008

info@persistent.com

www.persistent.com persistent_systems

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