EX-99.4 ACQ AGREEMNT 5 exv99w04.htm FORM OF RELEASE TO STOCK EXCHANGES

Exhibit 99.4
Form of Release to Stock Exchanges

 

 

 

Infosys Limited

Regd. office: Electronics City, Hosur Road,
Bengaluru – 560 100, India

CIN : L85110KA1981PLC013115

Website: www.infosys.com

email: investors@infosys.com

T: 91 80 2852 0261, F: 91 80 2852 0362 

 

Statement of Consolidated Audited Results of Infosys Limited and its subsidiaries for the quarter and year ended March 31, 2020 prepared in compliance with the Indian Accounting Standards (Ind-AS)

 

(in crore, except per equity share data)

Particulars Quarter
ended
March 31,
Quarter
ended
December 31,
Quarter
ended
March 31,
Year ended
March 31,
  2020 2019 2019 2020 2019
  Audited Audited Audited Audited Audited
Revenue from operations  23,267  23,092  21,539  90,791 82,675
Other income, net (Refer Note 2(e))  614  827  665  2,803 2,882
Total Income  23,881  23,919  22,204  93,594 85,557
Expenses          
Employee benefit expenses  12,916  12,994  12,074  50,887 45,315
Cost of technical sub-contractors  1,704  1,721  1,601  6,714 6,033
Travel expenses  667  617  603  2,710 2,433
Cost of software packages and others  755  651  689  2,703 2,553
Communication expenses  139  132  115  528 471
Consultancy and professional charges  339  362  376  1,326 1,324
Depreciation and amortisation expenses##  749  737  531  2,893 2,011
Finance cost  45  42  –  170
Other expenses  1,071  814  932  3,656 3,655
Reduction in the fair value of Disposal Group Held for Sale (Refer Note 1(a)) 270
Adjustment in respect of excess of carrying amount over recoverable amount on reclassification from "Held For Sale" (Refer Note 1(a)) 451
Total expenses  18,385  18,070  16,921  71,587 64,516
Profit before tax  5,496  5,849  5,283  22,007 21,041
Tax expense: (Refer Note 1(b))          
Current tax  1,335  1,492  1,193  5,775 5,727
Deferred tax  (174)  (109)  12  (407) (96)
Profit for the period  4,335  4,466  4,078  16,639 15,410
Other comprehensive income          
Items that will not be reclassified subsequently to profit or loss          
Remeasurement of the net defined benefit liability/asset, net***  (21)  (120)  (3)  (180) (22)
Equity instruments through other comprehensive income, net  (2)  (36)  1  (33) 70
Items that will be reclassified subsequently to profit or loss          
Fair value changes on derivatives designated as cash flow hedges, net  (29)  (15)  (36) 21
Exchange differences on translation of foreign operations  237  151  (70)  378 63
Fair value changes on investments, net  15  (11)  25  22 2
Total other comprehensive income/(loss), net of tax  229  (45)  (62)  151 134
Total comprehensive income for the period  4,564  4,421  4,016  16,790 15,544
Profit attributable to:          
Owners of the company  4,321  4,457  4,074  16,594 15,404
Non-controlling interest  14  9  4  45 6
   4,335  4,466  4,078  16,639 15,410
Total comprehensive income attributable to:          
Owners of the company  4,545  4,406  4,012  16,732 15,538
Non-controlling interest  19  15  4  58 6
   4,564  4,421  4,016  16,790 15,544
Paid up share capital (par value 5/- each, fully paid)  2,122  2,122  2,170  2,122 2,170
Other equity *#  63,328  62,778  62,778  63,328 62,778
Earnings per equity share (par value 5/- each)**          
Basic ()  10.19  10.51  9.37  38.97 35.44
Diluted ()  10.18  10.50  9.36  38.91 35.38

 

*Balances for the quarter ended December 31,2019 represents balances as per the audited Balance Sheet for the year ended March 31, 2019 as required by SEBI (Listing and Other Disclosure Requirements) Regulations, 2015

 

**EPS is not annualized for the quarter ended March 31, 2020, December 31, 2019 and March 31, 2019

 

***Includes unrealised losses on certain investments carried in the PF trust for the quarter and year ended March 31, 2020 and quarter ended December 31, 2019

 

# Excludes non-controlling interest

 

## Effective April 1, 2019, the Group adopted Ind AS 116 "Leases", applied to all lease contracts existing on April 1, 2019 using the modified retrospective method and has taken the cumulative adjustment to retained earnings, on the date of initial application.

 

1. Notes pertaining to the previous quarters / periods

 

a)The subsidiaries Kallidus and Skava (together referred to as "Skava”) and Panaya, are collectively referred to as the “Disposal Group”. During the year ended March 31, 2019, the Company had recorded a reduction in the fair value by 270 crore in respect of its subsidiary Panaya. Further, in accordance with Ind AS 105 -" Non current Assets held for Sale and Discontinued Operations", the Company concluded that the Disposal Group did not meet the criteria for "Held for Sale" classification and accordingly, on such reclassification, the Company recorded an adjustment in respect of excess of carrying amount over recoverable amount of 451 crore in respect of Skava in the consolidated statement of Profit and Loss during the year ended March 31, 2019.

 

b)During the year ended March 31, 2019, on account of the conclusion of an Advance Pricing Agreement (“APA”) in an overseas jurisdiction, the Company has reversed income tax expense provision of 94 crore which pertains to previous period.

 

2. Notes pertaining to the current quarter

 

a)The audited interim consolidated financial statements for the quarter and year ended March 31, 2020 have been taken on record by the Board of Directors at its meeting held on April 20, 2020. The statutory auditors, Deloitte Haskins & Sells LLP have expressed an unmodified audit opinion. The information presented above is extracted from the audited interim consolidated financial statements. These interim consolidated financial statements are prepared in accordance with the Indian Accounting Standards (Ind-AS) as prescribed under Section 133 of the Companies Act, 2013 read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and relevant amendment rules thereafter.

 

b)Estimation of uncertainties relating to the global health pandemic from COVID-19 ( COVID-19):
   
  The Group has considered the possible effects that may result from the pandemic relating to COVID-19 on the carrying amounts of receivables, unbilled revenues, goodwill and intangible assets. In developing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, the Group, as at the date of approval of these financial statements has used internal and external sources of information including credit reports and related information, economic forecasts and consensus estimates from market sources on the expected future performance of the Group. The Group has performed sensitivity analysis on the assumptions used and based on current estimates expects the carrying amount of these assets will be recovered. The impact of COVID-19 on the Group's financial statements may differ from that estimated as at the date of approval of these consolidated financial statements.

  

c) Changes to the Board

 

i) The Board, based on the recommendation of the Nomination and Remuneration Committee, appointed Uri Levine as an additional and Independent Director of the Company effective April 20, 2020 for a period of 3 years,subject to the approval of the shareholders.
     
  ii) D N Prahlad, Independent Director, has resigned from the company to devote more time for his other business commitments with effect from April 20, 2020. The Board placed on record its appreciation for the services rendered by him during his tenure.
     
d) Update on the whistleblower matter
     
  i) The Audit Committee appointed an external legal counsel to conduct an independent investigation into the whistleblower allegations which have been previously disclosed to Stock Exchanges on October 22, 2019 and to the Securities and Exchange Commission (SEC) on Form 6-K on the same date. As previously disclosed on January 10, 2020, the outcome of the investigation has not resulted in restatement of previously issued financial statements.
     
  ii)

The Company cooperated with an investigation by the SEC regarding the same matters. In March 2020, the Company received notification from the SEC that the SEC has concluded its investigation and the Company does not anticipate any further action by the SEC on this matter. The Company is responding to all the inquires received from the Indian regulatory authorities and will continue to cooperate with the authorities for any additional requests for information. Additionally, in October 2019, a shareholder class action lawsuit was filed in the United States District Court for the Eastern District of New York against the Company and certain of its current and former officers for alleged violations of the US federal securities laws. The Company is presently unable to predict the scope, duration or the outcome of these matters.

     

e)Other income includes interest on income tax refund of 8 crore and Nil for the quarter ended March 31, 2020 and March 31, 2019 respectively, 259 crore and 51 crore for the year ended March 31, 2020 and March 31, 2019 respectively, and 242 crore for the quarter ended December 31, 2019.

 

f) Acquisition

 

On March 13, 2020, Infosys Nova Holdings LLC (a wholly owned subsidiary of Infosys Limited) acquired 100% of voting interests in Outbox systems Inc. dba Simplus , a US based Salesforce advisor and consulting partner in cloud consulting, implementation and training services for a total consideration of up to $250 million (approximately 1,892 crore), comprising cash consideration of $180 million (approximately 1,362 crore), contingent consideration of up to $20 million (approximately 151 crore), additional performance bonus and retention payouts of upto $50 million (approximately 378 crore) payable to the employees of Simplus over the next three years, subject to their continuous employment with the group and meeting certain targets.

 

The excess of the purchase consideration paid over the fair value of assets acquired has been attributed to goodwill; Simplus brings to Infosys globally recognized Salesforce expertise, industry knowledge, solution assets, deep ecosystem relationships and a broad clientele, across a variety of industries.

 

g) Update on employee stock grants

 

i)The Board, on April 20, 2020, based on the recommendations of the Nomination and Remuneration Committee, approved the performance-based grant of RSUs amounting to 13 crore for the financial year 2021 under the 2015 Stock Incentive Compensation Plan (2015 plan) to Salil Parekh, CEO and MD. This was pursuant to the approval from the shareholders through postal ballot concluded on February 20, 2018 and as per the shareholders’ approval in the Annual General meeting held on June 22, 2019. These RSUs will vest in line with the current employment agreement.The RSUs will be granted w.e.f May 2, 2020 and the number of RSU's will be calculated based on the market price at the close of trading on May 2, 2020.

 

ii)The Board, on April 20, 2020, based on the recommendation of the Board of Directors of the Company, had approved the grant of annual performance-based stock incentives in the form of Restricted Stock Units (RSU's) to Salil Parekh, CEO & MD covering Company’s equity shares having a market value of 10 crore as on the date of the grant under the Infosys Expanded Stock Ownership Program-2019 (2019 Plan), which shall vest 12 months from the date of the grant subject to the Company’s achievement of certain performance criteria as laid out in the 2019 Plan.This was pursuant to the approval from the shareholders in the Annual General meeting held on June 22, 2019.The RSUs will be granted w.e.f May 2, 2020 and the number of RSU's will be calculated based on the market price at the close of trading on May 2, 2020.

 

iii)The Board, on April 20, 2020, based on the recommendation of the Board of Directors of the Company, had approved the grant of annual performance-based stock incentives in the form of Restricted Stock Units (RSU's) to U.B. Pravin Rao, COO & Whole Time Director covering Company’s equity shares having a market value of 4 crore as on the date of the grant under the 2019 Plan, which shall vest 12 months from the date of the grant subject to the Company’s achievement of certain performance criteria as laid out in the 2019 Plan. This was pursuant to the approval from the shareholders in the Annual General meeting held on June 22, 2019.The RSUs will be granted w.e.f May 2, 2020 and the number of RSU's will be calculated based on the market price at the close of trading on May 2, 2020.

 

iv)Based on the recommendations of the Nominations and Remuneration Committee, the Board, on April 20, 2020, under the 2015 plan, approved an annual performance based RSU having market value of 0.75 crore to a KMP. These RSU's will vest in line with the employment agreement based on the achievement of certain performance targets. The RSUs will be granted w.e.f May 2, 2020 and the number of RSU's will be calculated based on the market price at the close of trading on May 2, 2020.

 

v)On recommendation of the Nomination and Remuneration Committee, the Board in its meeting held on April 20, 2020, approved the grant of 24,600 RSUs to an eligible employee under the 2015 Plan. The grant date for these RSUs is May 2, 2020. The RSUs would vest over a period of four years and the exercise price of RSUs will be equal to the par value of the share.

 

3. Information on dividends for the quarter and year ended March 31, 2020

 

For financial year 2020, the Board recommended a final dividend of 9.50/- (par value of 5/- each) per equity share. This payment is subject to the approval of shareholders in the Annual General Meeting (AGM) of the Company.The dividend will be paid on the 5th working day from the date of declaration of the final dividend by the shareholders. In view of COVID-19 the Company is working on an AGM date.The book closure date for the purpose of the payment of final dividend and AGM date will be announced in due course.For the financial year ended 2019, the Company declared a special dividend of 4/- per share and a final dividend of 10.50/- per share.

 

An interim dividend of 8/- per equity share was declared on October 11, 2019 and the same was paid on October 30, 2019.The interim dividend declared in the previous year was 7/- per equity share.

(in )

Particulars  Quarter
ended
March 31,
 Quarter
ended
December 31,
 Quarter
ended
March 31,
Year ended
March 31,
  2020 2019 2019 2020 2019
Dividend per share (par value 5/- each)          
 Interim dividend  8.00  7.00
 Final dividend  9.50  10.50  9.50  10.50
 Special dividend  4.00

 

4. Audited Consolidated Balance Sheet

(in crore)

Particulars As at
  March 31, 2020 March 31, 2019
ASSETS    
Non-current assets    
Property, plant and equipment  12,435  11,479
Right of use assets  4,168
Capital work-in-progress  954  1,388
Goodwill  5,286  3,540
Other Intangible assets  1,900  691
Financial assets:    
 Investments  4,137  4,634
 Loans  21  19
 Other financial assets  737  312
Deferred tax assets (net)  1,744  1,372
Income tax assets (net)  5,384  6,320
Other non-current assets  1,426  2,105
Total non-current assets  38,192  31,860
Current assets    
Financial assets    
 Investments  4,655  6,627
 Trade receivables  18,487  14,827
 Cash and cash equivalents  18,649  19,568
 Loans  239  241
 Other financial assets  5,457  5,505
Income tax assets (net)  7  423
Other current assets  7,082  5,687
Total current assets  54,576  52,878
Total Assets  92,768  84,738
EQUITY AND LIABILITIES    
Equity    
Equity share capital  2,122  2,170
Other equity  63,328  62,778
Total equity attributable to equity holders of the Company  65,450  64,948
Non-controlling interests  394  58
Total equity  65,844  65,006
Liabilities    
Non-current liabilities    
Financial liabilities    
Lease liabilities  4,014
Other financial liabilities  807  147
Deferred tax liabilities (net)  968  672
Other non-current liabilities  279  275
Total non-current liabilities  6,068  1,094
Current liabilities    
Financial liabilities    
 Trade payables  2,852  1,655
 Lease liabilities  619
 Other financial liabilities  10,481  10,452
Other Current Liabilities  4,842  4,388
Provisions  572  576
Income tax liabilities (net)  1,490  1,567
Total current liabilities  20,856  18,638
Total equity and liabilities  92,768  84,738

 

The disclosure is an extract of the audited Consolidated Balance Sheet as at March 31, 2020 and March 31, 2019 prepared in compliance with the Indian Accounting Standards (Ind-AS).

 

5. Audited Consolidated Statement of Cash Flows

(in crore)

Particulars Year ended March 31,
  2020 2019
Cash flow from operating activities    
Profit for the period  16,639 15,410
Adjustments to reconcile net profit to net cash provided by operating activities:    
Income tax expense  5,368 5,631
Depreciation and amortization  2,893 2,011
Interest and dividend income  (1,613) (2,052)
Finance cost  170
Impairment loss recognized / (reversed) under expected credit loss model  161 239
Exchange differences on translation of assets and liabilities  184 66
Reduction in the fair value of Disposal Group held for sale  – 270
Adjustment in respect of excess of carrying amount over recoverable amount on reclassification from "Held for Sale"  – 451
Stock compensation expense  249 202
Other adjustments  (131) (102)
Changes in assets and liabilities    
Trade receivables and unbilled revenue  (3,861) (2,881)
Loans, other financial assets and other assets  76 (700)
Trade payables  (373) 916
Other financial liabilities, other liabilities and provisions  1,791 2,212
Cash generated from operations  21,553 21,673
Income taxes paid  (4,550) (6,832)
Net cash generated by operating activities  17,003 14,841
Cash flows from investing activities    
Expenditure on property, plant and equipment  (3,307) (2,445)
Loans to employees  – 14
Deposits placed with corporation  (108) (24)
Interest and dividend received  1,929 1,557
Payment towards acquisition of business, net of cash acquired  (1,860) (550)
Payment of contingent consideration pertaining to acquisition of business  (6) (18)
Advance payment towards acquisition of business  – (206)
Redemption of escrow pertaining to Buyback  257 (257)
Other receipts  46
Payments to acquire Investments    
Preference, equity securities and others  (41) (21)
Tax free bonds and government bonds  (19) (17)
Liquid mutual funds and fixed maturity plan securities  (34,839) (78,355)
Non convertible debentures  (993) (160)
Certificates of deposit  (1,114) (2,393)
Government securities  (1,561) (838)
Commercial paper  – (491)
Others  (29) (19)
Proceeds on sale of financial assets    
Tax free bonds and government bonds  87 1
Non-convertible debentures  1,888 738
Government securities  1,674 123
Commercial paper  500 300
Certificates of deposit  2,545 5,540
Liquid mutual funds and fixed maturity plan securities  34,685 76,821
Preference and equity securities  27 115
Others  – 10
Net cash (used in) / from investing activities  (239) (575)
Cash flows from financing activities:    
Payment of lease liabilities  (571)
Payment of dividends (including dividend distribution tax)  (9,515) (13,705)
Payment of dividend to non-controlling interest of subsidiary  (33)
Shares issued on exercise of employee stock options  6 6
Buyback of equity shares including transaction cost  (7,478) (813)
Net cash used in financing activities  (17,591) (14,512)
Net increase / (decrease) in cash and cash equivalents  (827) (246)
Cash and cash equivalents at the beginning of the period  19,568 19,871
Effect of exchange rate changes on cash and cash equivalents  (92) (57)
Cash and cash equivalents at the end of the period  18,649 19,568
Supplementary information:    
Restricted cash balance  396 358

 

The disclosure is an extract of the audited Consolidated Statement of Cash flows for the year ended March 31, 2020 and March 31, 2019 prepared in compliance with Indian Accounting Standard (Ind AS) 34 Interim Financial Reporting.

 

6. Segment reporting (Consolidated - Audited)

(in crore)

Particulars Quarter
ended
March 31,
Quarter
ended
December 31,
Quarter
ended
March 31,
Year ended
March 31,
  2020 2019 2019 2020 2019
Revenue by business segment          
Financial Services (1)  7,282  7,274  6,805  28,625 26,477
Retail (2)  3,622  3,530  3,416  14,035 13,556
Communication (3)  3,017  3,002  2,921  11,984 10,426
Energy, Utilities, Resources and Services  2,992  2,948  2,747  11,736 10,390
Manufacturing  2,363  2,378  2,161  9,131 8,152
Hi-Tech  1,831  1,749  1,650  6,972 6,177
Life Sciences (4)  1,484  1,559  1,287  5,837 5,203
All other segments (5)  676  652  552  2,471 2,294
Total  23,267  23,092  21,539  90,791 82,675
Less: Inter-segment revenue  –  –  –  –
Net revenue from operations  23,267  23,092  21,539  90,791 82,675
Segment profit before tax, depreciation and non-controlling interests:          
Financial Services (1)  1,863  1,863 1,721 7,306 6,878
Retail (2)  1,058  1,084 1,017 4,212 4,034
Communication (3)  560  618 578 2,424 2,517
Energy, Utilities , Resources and Services  856  818 634 3,216 2,542
Manufacturing  557  581 471 2,059 1,853
Hi-Tech  431  411 376 1,604 1,548
Life Sciences (4)  344  417 323 1,431 1,419
All other segments (5)  37  15 37 64 116
Total  5,706  5,807  5,157  22,316 20,907
Less: Other unallocable expenditure  779  743 539 2,942 2,027
Add: Unallocable other income  614  827 665 2,803 2,882
Less: Finance cost  45  42  –  170
Less: Reduction in the fair value of Disposal Group Held for Sale  –  –  –  – 270
Less: Adjustment in respect of excess of carrying amount over recoverable amount on reclassification from "Held For Sale"  –  –  –  – 451
Profit before tax and non-controlling interests  5,496  5,849  5,283  22,007 21,041

 

(1)Financial Services include enterprises in Financial Services and Insurance
(2)Retail includes enterprises in Retail, Consumer Packaged Goods and Logistics
(3)Communication includes enterprises in Communication, Telecom OEM and Media
(4)Life Sciences includes enterprises in Life sciences and Health care
(5)All other segments include operating segments of businesses in India, Japan, China, Infosys Public Services & other enterprises in Public Services

 

Notes on segment information

 

Business segments

 

Based on the "management approach" as defined in Ind-AS 108 - Operating Segments, the Chief Operating Decision Maker evaluates the Group's performance and allocates resources based on an analysis of various performance indicators by business segments. Accordingly, information has been presented along these business segments. The accounting principles used in the preparation of the financial statements are consistently applied to record revenue and expenditure in individual segments.

 

Segmental capital employed

 

Assets and liabilities used in the Group's business are not identified to any of the reportable segments, as these are used interchangeably between segments. The Management believes that it is not practicable to provide segment disclosures relating to total assets and liabilities since a meaningful segregation of the available data is onerous.

 

7. Audited financial results of Infosys Limited (Standalone Information)

(in crore)

Particulars  Quarter
ended
March 31,
 Quarter
ended
December 31,
 Quarter
ended
March 31,
Year ended
March 31,
  2020 2019 2019 2020 2019
Revenue from operations  20,187  20,064  18,935  79,047  73,107
Profit before tax (Refer notes below)  5,128  5,405  4,953  20,477  19,927
Profit for the period (Refer notes below)  4,069  4,076  3,820  15,543  14,702

 

The audited results of Infosys Limited for the above mentioned periods are available on our website, www.infosys.com and on the Stock Exchange website www.nseindia.com and www.bseindia.com. The information above has been extracted from the audited interim standalone condensed financial statements as stated.

 

Note:

 

1)During the year ended March 31, 2019, on account of the conclusion of an Advance Pricing Agreement (“APA”) in an overseas jurisdiction, the Company has reversed income tax expense provision of 94 crore which pertains to previous period.

 

2)During the year ended March 31, 2019, the Company had recorded a reduction in the fair value of its investments in Panaya, by 265 crore in the interim condensed standalone Statement of Profit and Loss of Infosys. Further, in accordance with Ind AS 105 -" Non current Assets held for Sale and Discontinued Operations", the Company reclassified the investment in subsidiaries Panaya and Skava from“Held for Sale” and recorded an adjustment in respect of excess of carrying amount over recoverable amount amounting to 469 crore in respect of Skava in the interim condensed standalone Statement of Profit and Loss for the year ended March 31, 2019.

 

3)Other income includes interest on income tax refund of 8 crore and Nil for the quarter ended March 31, 2020 and March 31, 2019 respectively, 250 crore and 50 crore for the year ended March 31, 2020 and March 31, 2019 respectively, and 242 crore for the quarter ended December 31, 2019.

 

  By order of the Board
for Infosys Limited
   
Bengaluru, India
April 20, 2020
U.B. Pravin Rao
Chief Operating Officer and Whole-time Director

  

The Board has also taken on record the condensed consolidated results of Infosys Limited and its subsidiaries for the quarter and year ended March 31, 2020, prepared as per International Financial Reporting Standards (IFRS) and reported in US dollars. A summary of the financial statements is as follows:

(in US$ million, except per equity share data)

Particulars Quarter
ended
March 31,
Quarter
ended
December 31,
Quarter
ended
March 31,
Year ended
March 31,
  2020 2019 2019 2020 2019
  Unaudited Audited Unaudited Audited Audited
Revenues 3,197 3,243 3,060 12,780 11,799
Cost of sales  2,133  2,159  2,028  8,552 7,687
Gross profit  1,064  1,084  1,032  4,228 4,112
Operating expenses  390  373  374  1,504 1,416
Operating profit  674  711  658  2,724 2,696
Other income, net (Refer Note 3)  84  116  94  395 411
Finance cost  (6)  (6)  –  (24)
Reduction in the fair value of Disposal Group held for sale (Refer Note 1)  –  –  –  – (39)
Adjustment in respect of excess of carrying amount over recoverable amount on reclassification from "Held for Sale" (Refer Note 1)  –  –  –  – (65)
Profit before income taxes  752  821  752  3,095 3,003
Income tax expense (Refer Note 2)  160  194  171  757 803
Net profit  592  627  581  2,338 2,200
Earnings per equity share *          
 Basic  0.14  0.15  0.13  0.55 0.51
 Diluted  0.14  0.15  0.13  0.55 0.51
Total assets  12,260  12,110  12,252  12,260 12,252
Cash and cash equivalents and current investments  3,080  2,853  3,787  3,080 3,787

 

* EPS is not annualized for the quarter ended March 31, 2020, December 31, 2019 and March 31, 2019.

 

Note -

 

1)The subsidiaries Kallidus and Skava (together referred to as "Skava”) and Panaya, are collectively referred to as the “Disposal Group”. During the year ended March 31, 2019, the Company had recorded a reduction in the fair value by $39 million in respect of its subsidiary Panaya. Further, in accordance with Ind AS 105 -" Non current Assets held for Sale and Discontinued Operations", the Company concluded that the Disposal Group did not meet the criteria for "Held for Sale" classification and accordingly, on such reclassification, the Company recorded an adjustment in respect of excess of carrying amount over recoverable amount of $65 million in respect of Skava in the consolidated statement of Profit and Loss during the year ended March 31, 2019.

 

2)During the year ended March 31, 2019, on account of the conclusion of an Advance Pricing Agreement (“APA”) in an overseas jurisdiction, the Company has reversed income tax expense provision of $14 million which pertains to previous period.

 

3)Other income includes interest on income tax refund of $2 million and Nil for the quarter ended March 31, 2020 and March 31, 2019 respectively, $37 million and $7 million for the year ended March 31, 2020 and March 31, 2019 respectively and $34 million for the quarter ended December 31, 2019.

 

Certain statements in this release concerning our future growth prospects, financial expectations and plans for navigating the COVID-19 impact on our employees, clients and stakeholders are forward-looking statements intended to qualify for the 'safe harbor' under the Private Securities Litigation Reform Act of 1995, which involve a number of risks and uncertainties that could cause actual results to differ materially from those in such forward-looking statements. The risks and uncertainties relating to these statements include, but are not limited to, risks and uncertainties regarding COVID-19 and the effects of government and other measures seeking to contain its spread, risks related to an economic downturn or recession in India, the United States and other countries around the world, changes in political, business, and economic conditions, fluctuations in earnings, fluctuations in foreign exchange rates, our ability to manage growth, intense competition in IT services including those factors which may affect our cost advantage, wage increases in India, our ability to attract and retain highly skilled professionals, time and cost overruns on fixed-price, fixed-time frame contracts, client concentration, restrictions on immigration, industry segment concentration, our ability to manage our international operations, reduced demand for technology in our key focus areas, disruptions in telecommunication networks or system failures, our ability to successfully complete and integrate potential acquisitions, liability for damages on our service contracts, the success of the companies in which Infosys has made strategic investments, withdrawal or expiration of governmental fiscal incentives, political instability and regional conflicts, legal restrictions on raising capital or acquiring companies outside India, unauthorized use of our intellectual property and general economic conditions affecting our industry and the outcome of pending litigation and government investigation. Additional risks that could affect our future operating results are more fully described in our United States Securities and Exchange Commission filings including our Annual Report on Form 20-F for the fiscal year ended March 31, 2019. These filings are available at www.sec.gov. Infosys may, from time to time, make additional written and oral forward-looking statements, including statements contained in the Company's filings with the Securities and Exchange Commission and our reports to shareholders. The Company does not undertake to update any forward-looking statements that may be made from time to time by or on behalf of the Company unless it is required by law.