EX-99.3 VOTING TRUST 4 exv99w03.htm FORM OF RELEASE TO STOCK EXCHANGES

Exhibit 99.3
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 half-year ended September 30, 2021 prepared in compliance with the Indian Accounting Standards (Ind-AS)

 

(in crore, except per equity share data)

Particulars  Quarter
ended
September 30,		  Quarter
ended
June 30,		  Quarter
ended
September 30,		 Half-year
ended
September 30,		 Year ended
March 31,
  2021 2021 2020 2021 2020 2021
  Audited Audited Audited Audited Audited Audited
Revenue from operations  29,602  27,896  24,570  57,498  48,234  1,00,472
Other income, net  524  622  570  1,146  1,046  2,201
Total Income  30,126  28,518  25,140  58,644  49,280  1,02,673
Expenses            
Employee benefit expenses  15,743  15,230  13,400  30,973  27,004  55,541
Cost of technical sub-contractors  3,054  2,454  1,634  5,508  3,260  7,084
Travel expenses  163  133  151  296  267  554
Cost of software packages and others  1,393  1,289  1,108  2,682  2,001  4,223
Communication expenses  146  147  162  294  324  634
Consultancy and professional charges  449  396  286  844  548  1,261
Depreciation and amortisation expenses  859  829  855  1,687  1,611  3,267
Finance cost  48  49  48  98  96  195
Other expenses  823  815  746  1,639  1,626  3,286
Total expenses  22,678  21,342  18,390  44,021  36,737  76,045
Profit before tax  7,448  7,176  6,750  14,623  12,543  26,628
Tax expense:            
Current tax  1,987  1,937  1,763  3,923  3,084  6,672
Deferred tax  33  38  129  71  328  533
Profit for the period  5,428  5,201  4,858  10,629  9,131  19,423
Other comprehensive income            
Items that will not be reclassified subsequently to profit or loss            
Remeasurement of the net defined benefit liability/asset, net  14  (33)  7  (19)  154  134
Equity instruments through other comprehensive income, net  40  1  (5)  41  (6)  119
Items that will be reclassified subsequently to profit or loss            
Fair value changes on derivatives designated as cash flow hedges, net  6  5  27  11  21  25
Exchange differences on translation of foreign operations  (166)  290  21  124  185  130
Fair value changes on investments, net  55  38  (45)  93  9  (102)
Total other comprehensive income/(loss), net of tax  (51)  301  5  250  363  306
Total comprehensive income for the period  5,377  5,502  4,863  10,879  9,494  19,729
Profit attributable to:            
Owners of the company  5,421  5,195  4,845  10,616  9,078  19,351
Non-controlling interest  7  6  13  13  53  72
   5,428  5,201  4,858  10,629  9,131  19,423
Total comprehensive income attributable to:            
Owners of the company  5,375  5,491  4,847  10,866  9,434  19,651
Non-controlling interest  2  11  16  13  60  78
   5,377  5,502  4,863  10,879  9,494  19,729
Paid up share capital (par value 5/- each, fully paid)  2,097  2,122  2,123  2,097  2,123  2,124
Other equity *#  74,227  74,227  63,328  74,227  63,328  74,227
Earnings per equity share (par value 5/- each)**            
Basic ()  12.88  12.24  11.42  25.11  21.40  45.61
Diluted ()  12.85  12.21  11.40  25.06  21.37  45.52

 

*Balances for the quarter and half year ended September 30, 2021 and quarter ended June 30, 2021 represents balances as per the audited Balance Sheet for the year ended March 31, 2021 and balances for the quarter and half year ended September 30, 2020 represents balances as per the audited Balance Sheet for the year ended March 31, 2020 as required by SEBI (Listing and Other Disclosure Requirements) Regulations, 2015
**EPS is not annualized for the quarter and half year ended September 30, 2021, quarter ended June 30, 2021 and quarter and half year ended September 30, 2020.
#Excludes non-controlling interest

 

1. Notes pertaining to the current quarter

 

a)The audited interim condensed consolidated financial statements for the quarter and half-year ended September 30, 2021 have been taken on record by the Board of Directors at its meeting held on October 13, 2021. The statutory auditors, Deloitte Haskins & Sells LLP have expressed an unmodified audit opinion. The information presented above is extracted from the audited interim condensed consolidated financial statements. These interim condensed 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)Buyback of Equity shares
   
  

The shareholders approved the proposal of buyback of Equity Shares recommended by its Board of Directors in the Annual General meeting held on June 19 , 2021. The buyback was offered to all eligible equity shareholders of the Company (other than the Promoters, the Promoter Group and Persons in Control of the Company) under the open market route through the stock exchange. The buyback of equity shares through the stock exchange commenced on June 25, 2021 and was completed on September 8, 2021 and the Company bought back and extinguished a total of 55,807,337 equity shares from the stock exchange at a volume weighted average buyback price of 1,648.53/- per equity share comprising 1.31% of the pre buyback paid up equity share capital of the Company. The buyback resulted in a cash outflow of 9,200 crore (excluding transaction costs and tax on buyback). The Company funded the buyback from its free reserves including Securities Premium as explained in Section 68 of the Companies Act, 2013. In accordance with section 69 of the Companies Act, 2013, as at September 30, 2021 , the Company has created ‘Capital Redemption Reserve’ of 28 crore equal to the nominal value of the shares bought back as an appropriation from general reserve.

   
c) 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 in the preparation of these interim condensed consolidated financial statements including the recoverability of carrying amounts of financial and non financial assets. In developing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, the Group has, at the date of approval of these condensed financial statements, used internal and external sources of information including credit reports and related information and economic forecasts and expects that 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 interim condensed consolidated financial statements.

   
d) Employee stock grants
   
  

On recommendation of the Nomination and Remuneration Committee, the Board on October 13, 2021 approved the grant of 25,270 RSUs to certain eligible employees under the 2015 Plan. The grant date for these RSUs is November 1, 2021. The RSUs would vest over a period of two to three years and the exercise price of RSUs will be equal to the par value of the share.

 

2. Information on dividends for the quarter and half year ended September 30, 2021

 

The Board of Directors declared an interim dividend of 15 /- per equity share. The record date for the payment is October 27, 2021.The interim dividend will be paid on November 10, 2021. The interim dividend declared in the previous year was 12/- per equity share.

(in )

Particulars  Quarter
ended
September 30,		  Quarter
ended
June 30,		  Quarter
ended
September 30,		 Half-year
ended
September 30,		 Year ended
March 31,
  2021 2021 2020 2021 2020 2021
Dividend per share (par value 5/- each)            
 Interim dividend  15.00 –  12.00  15.00  12.00  12.00
 Final dividend – – – – –  15.00

 

3. Audited Consolidated Balance Sheet

(in crore)

Particulars As at
  September 30, 2021 March 31, 2021
ASSETS    
Non-current assets    
Property, plant and equipment  12,913  12,560
Right of use assets  4,599  4,794
Capital work-in-progress  383  922
Goodwill  6,122  6,079
Other Intangible assets  1,895  2,072
Financial assets    
 Investments  10,096  11,863
 Loans  45  32
 Other financial assets  1,252  1,141
Deferred tax assets (net)  976  1,098
Income tax assets (net)  5,796  5,811
Other non-current assets  2,025  1,281
Total non-current assets  46,102  47,653
Current assets    
Financial assets    
 Investments  4,983  2,342
 Trade receivables  20,121  19,294
 Cash and cash equivalents  18,056  24,714
 Loans  191  159
 Other financial assets  7,385  6,410
Other current assets  9,272  7,814
Total current assets  60,008  60,733
Total Assets  1,06,110  1,08,386
EQUITY AND LIABILITIES    
Equity    
Equity share capital  2,097  2,124
Other equity  67,842  74,227
Total equity attributable to equity holders of the Company  69,939  76,351
Non-controlling interests  409  431
Total equity  70,348  76,782
Liabilities    
Non-current liabilities    
Financial liabilities    
Lease liabilities  4,356  4,587
Other financial liabilities  2,109  1,514
Deferred tax liabilities (net)  858  875
Other non-current liabilities  751  763
Total non-current liabilities  8,074  7,739
Current liabilities    
Financial liabilities    
 Lease liabilities  788  738
 Trade payables  3,176  2,645
 Other financial liabilities  13,605  11,390
Other Current Liabilities  6,802  6,233
Provisions  862  713
Income tax liabilities (net)  2,455  2,146
Total current liabilities  27,688  23,865
Total equity and liabilities  1,06,110  1,08,386

 

The disclosure is an extract of the audited Consolidated Balance Sheet as at September 30, 2021 and March 31, 2021 prepared in compliance with the Indian Accounting Standards (Ind-AS).

 

4. Audited Consolidated Statement of Cash Flows

(in crore)

Particulars Half-year ended
September 30,
  2021 2020
Cash flow from operating activities    
Profit for the period  10,629  9,131
Adjustments to reconcile net profit to net cash provided by operating activities:    
Income tax expense  3,994  3,412
Depreciation and amortization  1,687  1,611
Interest and dividend income  (885)  (804)
Finance cost  98  96
Impairment loss recognized / (reversed) under expected credit loss model  87  159
Exchange differences on translation of assets and liabilities, net  54  (7)
Stock compensation expense  209  174
Other adjustments  36  (60)
Changes in assets and liabilities    
Trade receivables and unbilled revenue  (2,963)  (67)
Loans, other financial assets and other assets  (406)  415
Trade payables  349  (477)
Other financial liabilities, other liabilities and provisions  2,754  773
Cash generated from operations  15,643  14,356
Income taxes paid  (3,574)  (2,987)
Net cash generated by operating activities  12,069  11,369
Cash flows from investing activities    
Expenditure on property, plant and equipment and intangibles  (1,030)  (1,306)
Deposits placed with corporation  (516)  (495)
Redemption of deposits placed with corporation  343  362
Interest and dividend received  1,017  708
Payment of contingent consideration pertaining to acquisition of business  (53)  (150)
Escrow and other deposits pertaining to Buyback  (420) –
Redemption of escrow and other deposits pertaining to Buyback  420 –
Other receipts  35  25
Other payments  (22) –
Payments to acquire Investments    
Liquid mutual funds and fixed maturity plan securities  (25,411)  (11,960)
Non convertible debentures  (154)  (829)
Certificates of deposit  (498) –
Government securities  (653)  (4,664)
Others  (13)  (1)
Proceeds on sale of Investments    
Non-convertible debentures  1,299  720
Government securities  1,336  1,529
Certificates of deposit  500  900
Liquid mutual funds and fixed maturity plan securities  22,928  11,850
Others  1  22
Net cash (used in) / from investing activities  (891)  (3,289)
Cash flows from financing activities:    
Payment of lease liabilities  (421)  (351)
Payment of dividends  (6,369)  (4,031)
Payment of dividend to non-controlling interest of subsidiary  (2)  (20)
Shares issued on exercise of employee stock options  9  6
Other receipts  117 –
Other payments  (15) –
Buyback of equity shares including transaction cost and tax on buyback  (11,125) –
Net cash used in financing activities  (17,806)  (4,396)
Net increase / (decrease) in cash and cash equivalents  (6,628)  3,684
Cash and cash equivalents at the beginning of the period  24,714  18,649
Effect of exchange rate changes on cash and cash equivalents  (30)  78
Cash and cash equivalents at the end of the period  18,056  22,411
Supplementary information:    
Restricted cash balance  526  404

 

The disclosure is an extract of the audited Consolidated Statement of Cash flows for the half year ended September 30, 2021 and September 30, 2020 prepared in compliance with Indian Accounting Standard (Ind AS) 34 Interim Financial Reporting.

 

5. Segment reporting (Consolidated - Audited)

(in crore)

Particulars  Quarter
ended
September 30,		  Quarter
ended
June 30,		  Quarter
ended
September 30,		 Half-year
ended
September 30,		 Year ended
March 31,
  2021 2021 2020 2021 2020 2021
Revenue by business segment            
Financial Services (1)  9,566  9,217  7,871  18,783  15,328  32,583
Retail (2)  4,330  4,175  3,651  8,505  7,043  14,745
Communication (3)  3,668  3,403  3,093  7,071  6,257  12,628
Energy, Utilities, Resources and Services  3,501  3,371  3,027  6,871  6,054  12,539
Manufacturing  3,219  2,702  2,241  5,922  4,497  9,447
Hi-Tech  2,511  2,310  2,244  4,821  4,307  8,560
Life Sciences (4)  2,103  1,891  1,672  3,994  3,246  6,870
All other segments (5)  704  827  771  1,531  1,502  3,100
Total  29,602  27,896  24,570  57,498  48,234  1,00,472
Less: Inter-segment revenue – – – – – –
Net revenue from operations  29,602  27,896  24,570  57,498  48,234  1,00,472
Segment profit before tax, depreciation and non-controlling interests:            
Financial Services (1)  2,644  2,358  2,360  5,002 4,361 8,946
Retail (2)  1,503  1,482  1,300  2,985 2,349 5,117
Communication (3)  816  707  663  1,523 1,284 2,795
Energy, Utilities , Resources and Services  1,017  1,022  825  2,038 1,676 3,552
Manufacturing  724  625  655  1,350 1,160 2,563
Hi-Tech  619  567  669  1,186 1,268 2,454
Life Sciences (4)  588  571  565  1,159 1,039 2,156
All other segments (5)  (80)  100  46  19 67 306
Total  7,831  7,432  7,083  15,262  13,204  27,889
Less: Other Unallocable expenditure  859  829  855  1,687 1,611 3,267
Add: Unallocable other income  524  622  570  1,146 1,046 2,201
Less: Finance cost  48  49  48  98  96  195
Profit before tax and non-controlling interests  7,448  7,176  6,750  14,623  12,543  26,628

 

(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.

 

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

(in crore)

Particulars  Quarter
ended
September 30,		  Quarter
ended
June 30,		  Quarter
ended
September 30,		 Half-year
ended
September 30,		 Year ended
March 31,
  2021 2021 2020 2021 2020 2021
Revenue from operations  25,462  23,714  21,046  49,176  41,372  85,912
Profit before tax  7,303  6,493  6,163  13,796  11,542  24,477
Profit for the period  5,463  4,723  4,497  10,186  8,505  18,048

 

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.

 

 

By order of the Board

for Infosys Limited

   

Bengaluru, India

October 13, 2021

Salil Parekh

Chief Executive Officer and Managing Director

 

The Board has also taken on record the condensed consolidated results of Infosys Limited and its subsidiaries for the quarter and half-year ended September 30, 2021, 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
September 30,		  Quarter
ended
June 30,		  Quarter
ended
September 30,		 Half-year
ended
September 30,		 Year ended
March 31,
  2021 2021 2020 2021 2020 2021
  Audited Audited Audited Audited Audited Audited
Revenues 3,998 3,782 3,312 7,780 6,433 13,561
Cost of sales  2,675  2,509  2,125  5,184  4,196  8,828
Gross profit  1,323  1,273  1,187  2,596  2,237  4,733
Operating expenses  382  377  347  759  690  1,408
Operating profit  941  896  840  1,837  1,547  3,325
Other income, net  71  84  76  155  140  297
Finance cost  6  7  6  13  12  26
Profit before income taxes  1,006  973  910  1,979  1,675  3,596
Income tax expense  272  268  255  540  456  973
Net profit  734  705  655  1,439  1,219  2,623
Earnings per equity share *            
 Basic  0.17  0.17  0.15  0.34  0.29  0.62
 Diluted  0.17  0.17  0.15  0.34  0.29  0.61
Total assets  14,295  14,730  13,363  14,295  13,363  14,825
Cash and cash equivalents and current investments  3,103  3,499  3,526  3,103  3,526  3,700

 

*EPS is not annualized for the quarter and half year ended September 30, 2021, quarter ended June 30, 2021 and quarter and half year ended September 30, 2020.

 

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, 2021. 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.