Your Directors are pleased to present the Thirty-fifth Annual Report of your Company
along with the Audited Financial Statements for the Financial Year ended March 31, 2025.


A. Business Update 


Persistent is Re(AI)magining the World with market-leading solutions and innovations.
Powered by your Company's commitment to collaborate with clients for growth, your Company
has concluded another successful year with $1.4 Billion in annual revenue, positioning
Persistent as the AI ecosystem partner of choice across geographies and industries. As
your Company celebrates its 35th year, we extend our sincere thanks to its employees,
clients, partners, and shareowners for their continued trust and confidence in our ability
to create significant value and achieve mutual success.

Despite challenging macroeconomic conditions, your Company continued to make remarkable
strides and build on the unique heritage in product engineering and AI. This year, your
Company achieved $1,409 Billion in revenue, an 18.8% year-on-year growth in US$ terms.
This marks 20 quarters of sequential growth, outpacing the performance of other major
service providers in India. The EBIT margin for FY25 came in at 14.7%, compared to 14.4%
for FY24, and the profit after tax for the full year came in at 11.7%. Your Company
announced a final dividend of INR 15 per share, marking our 15 years since its listing on
the National Stock Exchange of India Limited and BSE Limited. This translates into a total
dividend of INR 35 per share for FY25, which marks 35 years since the Company began this
incredible journey. In addition, your Company's compound annual growth rate (CAGR) is
17.4% since ts Inital Public Offering (IPO) in April 2010, and 25.6% over the last four
years (FY21-FY25), outperforming the majority of your Company's peers.

Your Company's global team has expanded to more than 24,500+ employees across 19
countries.

Your Company continues to transform its operations with new AI solutions and
innovations, which provide high degrees of agility and resiliency to respond to changing
market dynamics. Your Company is persistently Re(AI)magining with its clients and
partners, helping them in their transformation journey.

Despite the Company's ongoing achievements, it continuously propels itself to search
for new innovations as a way to remain differentiated and competitive in the market. With
the proliferation of AI, clients continue to rely on your Company as their trusted AI
partner, with a commitment to developing solutions that unlock value, drive growth, and
instil operational resiliency. Your Company's AI strategy is proceeding with clients on
several fronts, with a particular focus on sub-verticals within its primary industries of
BFSI, Healthcare and Life Sciences, and Software / Hi-Tech:

• Your Company is collaborating with leading tech firms and Hyperscalers partners
such as Microsoft Azure, AWS, Google Cloud, and Salesforce to engineer scalable platforms,
utilising our unique Generative AI-enabled platform, SASVA, to accelerate software and
application development. To date, your Company has filed for 35 patents for SASVA in areas
such as backlog prioritisation, LLM-driven security simulations, and dynamic data pipeline
orchestration.

• Your Company is leveraging AI agents to transform clients' outdated backend
processes into AI-driven workflows, utilizing its unique platforms such as GenAI Hub for
new GenAI-powered applications.

• Your Company unveiled iAURA 2.0, the latest version of our AI-enabled data
transformation platform, as customers look for ways to leverage their vast amounts of
structured and unstructured data for powerful data-driven decision-making.

• Your Company has made key strategic acquisitions with Starfish Associates and
Arrka to bring AI-driven enhancements to contact centre transformation, unified
communications, and data privacy.

• Your Company is focusing on bringing AI solutions into fast-growing
sub-verticals, such as intelligent operations for insurance, AI-driven payments platforms
in banking, and enhanced member experiences in healthcare.

• Your Company is also using ongoing AI investments to pivot clients to
outcome-driven business models, with a focus on accelerating value, growth, and
time-to-market for new products and services.

These strategic moves have occurred in parallel with the continued expansion of your
Company's Hyperscalers partnerships. In collaboration with Microsoft, your Company
launched new AI-powered offerings, including ContractAssIst, an AI-driven contract
management solution, and a GenAI-powered Population Health Management (PHM) solution. Your
Company entered into a long-term Strategic Partnership Agreement with Google Cloud to
expand its reach across the US, India, the UK, and Australia, with a focus on Google
Cloud's AI platforms. As an AWS Premier Tier Services Partner, your Company continue to
build on its multi-year Strategic Collaboration. Agreement to accelerate the development
and adoption of GenAI solutions utilising platforms such as Amazon Bedrock. Building on
its relationship with Salesforce, your Company has successfully enabled its team members
to achieve more than 1,000 Salesforce AI Associate Certifications, bringing its total
certifications to more than 10,500. This milestone showcases its team's deep expertise and
proficiency in Salesforce technologies, particularly in AI-driven solutions.

Your Company matches these investments with continued AI training through Persistent
University, ensuring it provides provide AI talent at scale for its clients'
transformation initiatives.

Third-party analysts and market observers are acknowledging your Company's innovation
and success. Your Company was identified for the second consecutive year as a Challenger
in the Gartner Magic Quadrant for Public Cloud Transformation Services and awarded the
2024 ISG Star of Excellence for Superior Customer Experience. Your Company received
additional accolades from ISG, including Star of Excellence awards in the categories of
Most Adaptable Partner, Universal Information Technology Outsourcing, and for Outstanding
Service in the Americas Region. As your Company continues its European investments, it
received top rankings for client satisfaction in innovation in the European IT outsourcing
study by Whitelane Research. Your Company was also recognised in the prestigious Economic
Times Human Capital Awards 2025 across multiple categories for its excellence in employee
practices. Furthermore, your Company remains committed to achieving success through
various Environmental, Social, and Governance (ESG) activities. Since February 2025, your
Company has achieved 100% renewable energy sourcing for all its owned locations in Pune,
Nagpur, and Goa through solar rooftops, wind energy and green tariffs. Your Company is
included in the top 10% of S&P Global 2025 Sustainability Yearbook for its responsible
business practices and long-term ESG impact. Your Company was recognised at the Institute
of Chartered Accountants of India (ICAI) Sustainability Reporting Awards 2023-24,
highlighting its dedication to transparent ESG practices. Finally, your Company was
featured on the Nasdaq MarketSite Tower in New York's Times Square for winning awards at
the the Institute of Company Secretaries of India (ICSI) Business Business Responsibility
and Sustainability Awards and the National Awards for Excellence in Corporate Governance.

By remaining focused on innovation and client success, your Company remains committed
to Re(AI)magining the World by collaborating with enterprises as they harness the power of
AI. As your Company continues to build on its product engineering heritage to drive new AI
advancements, your Company remains confident in its ability to deliver lasting value for
all of its stakeholders.


B. Financial Section

Financial Results


The highlights of the financial performance on a consolidated basis for the year ended
March 31, 2025, are as under:


% Change 



  

    
% Change 
    
(Amount in USD Million except EPS and Book Value)
    

    
(Amount in INR Million except EPS, Book Value and Market Value per
    share)
    

    
% Change (based on amounts in INR)
  
  

    
% Change (based on 
    

    

    

    

    

  
  

    
Particulars
    
2024-25
    
2023-24
    
2024-25
    
2023-24
    

  
  

    
Revenue from Operations
    
1,390.65
    
1,185.99
    
119,387.17
    
98,215.87
    
21.56%
  
  

    
Earnings before interest, depreciation, amortisation and taxes
    
239.74
    
202.35
    
20,581.93
    
16,756.86
    
22.83%
  
  

    
Finance Cost*
    
7.82
    
5.64
    
671.29
    
467.27
    
43.66%
  
  

    
Depreciation and amortisation
    
35.75
    
37.36
    
3,069.10
    
3,093.73
    
-0.80%
  
  

    
Other incomes
    
16.09
    
15.46
    
1,381.54
    
1,280.20
    
7.92%
  
  

    
Tax expenses
    
49.17
    
42.76
    
4,221.47
    
3,541.15
    
19.21%
  
  

    
Net profit
    
163.09
    
132.04
    
14,001.61
    
10,934.91
    
28.05%
  
  

    
Transfer to general reserve
    
-
    
47.54
    
-
    
3,965.23
    
0.00%
  
  

    
Net worth#
    
738.57
    
593.69
    
63,125.46
    
49,513.46
    
27.49%
  
  

    
Earnings per share (EPS) (Basic)@
    
1.07
    
0.87
    
91.22
    
72.44
    
25.92%
  
  

    
Earnings per share (EPS) (Diluted)@
    
1.06
    
0.86
    
90.24
    
71.07
    
26.97%
  
  

    
Book value per equity share
    
4.74
    
3.85
    
405.46
    
321.41
    
26.15%
  
  

    
Market value per equity share as on March 31
    

    

    

    

    

  
  

    
BSE Limited
    
-
    
-
    
5,206.15
    
3,989.25
    
30.50%
  
  

    
National Stock Exchange of India Limited
    
-
    
-
    
5,290.55
    
3,984.55
    
32.78%
  


[Conversion Rate USD 1 = INR 85.85 for Profit and Loss items; USD 1 = INR 85.47 for
Balance Sheet items 

(Financial Year 2024-25) and USD 1 = INR 82.81 for Profit and Loss items; USD 1 = INR
83.40 for Balance Sheet items (Financial Year 2023-24).]

@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 FY 25: INR 254.23 Million (FY 24: INR
180.02 Million) recognised in accordance with Ind AS-116 on Leases and notional interest
on amounts due to selling Members INR 15.27 Million (Previous year: INR 51.05 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.

The highlights of the financial performance on a standalone basis for the year ended
March 31, 2025, are as under:


  

    

    
(Amount in USD Million except EPS and Book Value)
    
(Amount in INR Million except EPS and Book Value)
    
% Change (based on amounts in INR)
  
  

    
Particulars
    
2024-25
    
2023-24
    
2024-25
    
2023-24
    

  
  

    
Revenue from Operations
    
1,366.11
    
786.62
    
117,280.21
    
65,142.17
    
80.04%
  
  

    
Earnings before interest, depreciation, amortisation, and taxes
    
188.23
    
160.77
    
16,159.25
    
13,313.91
    
21.37%
  
  

    
Finance Cost*
    
5.53
    
2.05
    
474.66
    
169.84
    
179.47%
  
  

    
Depreciation and amortisation
    
20.52
    
19.61
    
1,761.98
    
1,623.64
    
8.52%
  
  

    
Other income
    
21.06
    
19.86
    
1,808.25
    
1,644.86
    
9.93%
  
  

    
Tax expenses
    
48.68
    
39.95
    
4,179.45
    
3,308.64
    
26.32%
  
  

    
Net profit
    
134.55
    
119.02
    
11,551.41
    
9,856.65
    
17.19%
  
  

    
Transfer to general reserve
    
-
    
47.54
    
-
    
3,965.23
    
0.00%
  
  

    
Net worth#
    
698.96
    
572.98
    
59,740.08
    
47,786.51
    
25.01%
  
  

    
Earnings per share (EPS) (Basic)@
    
0.87
    
0.77
    
74.45
    
64.06
    
16.22%
  
  

    
Earnings per share (EPS) (Diluted)@
    
0.87
    
0.77
    
74.45
    
64.06
    
16.22%
  
  

    
Book value per equity share
    
4.48
    
3.72
    
383.32
    
310.20
    
19.07%
  


[Conversion Rate USD 1 = INR 85.85 for Profit and Loss items; USD 1 = INR 85.47 for
Balance Sheet items 

(Financial Year 2024-25) and USD 1 = INR 82.81 for Profit and Loss items; USD 1 = INR
83.40 for Balance Sheet items (Financial Year 2023-24)] @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 FY 25: INR 218.69 Million (FY 24: INR
147.50 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

1. The Hon'ble National Company Law Tribunal, Mumbai (the ‘Hon'ble NCLT')
sanctioned the merger of M/s. Capiot Software Private Limited (Wholly Owned Subsidiary
– Transferor Company) into Persistent Systems Limited (Holding Company –
Transferee Company) by absorption through its order dated April 9, 2025. The Certified
Copy of the said order has been received by your Company on April 21, 2025, and filed with
the Registrar of Companies (ROC), Pune on May 13, 2025.


2. The Board of Directors approved the proposal of merger of M/s. Arrka Infosec
Private Limited (Wholly Owned Subsidiary) into Persistent Systems Limited (Holding
Company), subject to the receipt of necessary approvals in accordance with the provisions
of the Companies Act, 2013.


3. Consequent to the receipt of approval by the Members at the 34th Annual General
Meeting (AGM) held on July 16, 2024, Mr. Praveen Kadle (DIN: 00016814) commenced his
second term as the Independent Director of the Company for 5 (Five) consecutive years
effective from April 23, 2025, to April 22, 2030.


4. The Board has approved the issuance of 560,000 Equity Shares of INR 5 each to
PSPL ESOP Management Trust (‘ESOP Trust') in its meeting held on January 22, 2025.
Based on the authority given by the Board, the Stakeholders Relationship and ESG Committee
has inter-alia approved the allotment of 550,000 (Five Hundred Fifty Thousand only) Equity
Shares of INR 5 (Five) each at the allotment price of INR 316.30 per Equity Share,
aggregating to the total consideration of INR 173.9650 Million to the ESOP Trust on May 8,
2025.

5. Ms. Anuja Ramdasi, Head - Internal Audit of the Company upon changing her role and
responsibilities due to internal reorganization, decided to relinquish the position of
Head - Internal Audit of the Company effective from the closure of business hours on June
6, 2025 (IST). In view of the same, the Board of Directors, at its meeting held on June 6,
2025 approved the appointment of M/s. Ernst & Young LLP, Chartered Accountants (LLP
Identification No.: AAB-4343) as the Internal Auditors of the Company for the term of 3
(Three) consecutive financial years effective from FY 2025-26 to FY 2027-2028 based on the
recommendation of the Audit Committee.

There were no other material changes and commitments affecting the financial position
of your Company between end of the Financial Year 2024-25 and the date of this report.

The following businesses are recommended to the Members for their approval at the
ensuing 35th Annual General Meeting of the Company: 


a. The Board of Directors appointed Mr. Vinit Teredesai (DIN: 10661577), Chief
Financial Officer (CFO) of the Company, as an Additional Director (Executive Member) of
the Company to hold office with effect from April 24, 2025, till September 30, 2028,
subject to the approval of Members.

As the Chief Financial Officer of the Company, Mr. Teredesai is responsible for
Corporate Finance, Treasury, Financial Reporting, Taxation, Investor Relations, Risk
Management and Administration.

Prior to joining the Company in May 2024, Mr. Teredesai has over 29 years of experience
in the areas of corporate finance, international and domestic taxation, and management
accounting. He has worked with Mindtree as CFO, KPIT Technologies as CFO and CIO and his
most recent role was with LTIMindtree where he was the Chief Financial Officer of the
merged entity post the merger of L&T Infotech and Mindtree in 2022.

He is a qualified Chartered Accountant, Cost and Works Accountant, Certified Public
Accountant (USA) and has also completed his General Management from MIT Sloan School of
Management, Cambridge MA focusing on Strategy, Innovation and Technology.

Further details regarding Mr. Teredesai's proposed appointment are included in the 35th
AGM Notice. 


b. The current term of M/s. Walker Chandiok & Co LLP, Pune (Firm Registration
No.: 001076N/N500013) existing Statutory Auditors of the Company, will complete at the
conclusion of the ensuing 35th AGM of the Company. In view of the same, the Board of
Directors appointed M/s. B S R & Co. LLP, Chartered Accountants, Pune (FRN:
101248W/W-100022) as the Statutory Auditors of the Company for the first term of 5 (Five)
consecutive years effective from the conclusion of the ensuing 35th AGM till the
conclusion of the 40th AGM of the Company, subject to the approval of Members.

c. The Board of Directors appointed M/s. SVD & Associates, Practising
Company Secretaries, Pune, bearing Peer Review Certificate No. 6357/2025, as the
Secretarial Auditors of the Company for the first term of 5 (Five) consecutive years
effective from FY 2025-26 to FY 2029-30, subject to the approval of Members. 


d. The Board of Directors, at its meeting held on June 6, 2025, recommended the
re-appointment of Dr. Anand Deshpande (DIN: 00005721) as the Managing Director of the
Company liable to retire by rotation, to hold office for a period of 5 (Five) consecutive
years i.e., up to the conclusion of the 40th Annual General Meeting of the Company to be
held on or before September 30, 2030, subject to the approval of the Members.

e. The Board of Directors, at its meeting held on June 6, 2025, recommended the
re-appointment of Mr. Sandeep Kalra (DIN: 02506494) as an Executive Director of the
Company liable to retire by rotation, to hold the office for 3 (Three) consecutive years
i.e., from October 1, 2025, till September 30, 2028, subject to the approval of the
Members and the Central Government of India.


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, 2025. Your Directors
believe that the consolidated financial statements present a more comprehensive picture as
compared to the 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 with 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. The Standalone and
Consolidated Financial Statements, along with relevant documents and audited financial
statements of the subsidiaries, are available on the Company's website at https://www.
persistent.com/investors/financial-results-and-reports/financial-statement-of-subsidiary/


Consolidated Financial Statements


Consolidated Financial Statements of your Company and its subsidiaries as of March 31,
2025, are prepared in accordance with the Indian Accounting Standard (Ind AS) - 110 on
‘Consolidated Financial Statements' notified by the Ministry of Corporate Affairs of
India (MCA) and form 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 600,000 (Six Hundred Thousand only) Equity Shares of INR 5 each at the
allotment price of INR 643.50 per Equity Share to PSPL ESOP Management Trust on July 10,
2024.

b. The Stakeholders Relationship and ESG Committee has inter-alia approved the
allotment of 1,200,000 (One Million Two Hundred Thousand Only) Equity Shares of INR 5 each
at the allotment price of INR 1,216.50 per Equity Share to PSPL ESOP Management Trust on
September 6, 2024.


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 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) for these years and have provided a copy of the said
certificate to your Company for reference and records.

The Auditors' Report for the FY 2024-25 does not contain any qualifications,
observations, reservations, or adverse remarks. Further, the Audit Committee and Board of
Directors, in their meetings held in April 2025, have recommended the appointment of M/s.
B S R & Co. LLP, Chartered Accountants (Firm Registration No. 01248W/W-100022) as the
Statutory Auditors of the Company to hold office from the conclusion of the 35th Annual
General Meeting (‘AGM') up to the conclusion of the 40th AGM of the Company to be
held in the calendar year 2030, to the Members for their approval.

A detailed profile of M/s. B S R & Co. LLP is included in the 35th AGM Notice along
with the resolution for the consideration of the Members. M/s. B S R & Co. LLP have
confirmed that they hold a valid certificate issued by the ‘Peer Review Board' of the
Institute of Chartered Accountants of India (ICAI) and have provided a copy of the said
certificate to your Company for reference and records.

Considering the rich experience and reputed clientele, and based on the recommendation
of the Audit Committee, the Board of Directors recommends the Resolution at Item No. 5 for
the approval of the Members as an Ordinary Resolution.


Secretarial Auditors


Pursuant to Section 204 of the Act, the Board of Directors had appointed M/s. SVD &
Associates, Practicing Company Secretaries, Pune as the Secretarial Auditors of your
Company for the Financial Year 2024-25.

Accordingly, the Secretarial Auditors have given the report, which is annexed hereto as
Annexure A. There are no qualifications in the Secretarial Audit Report for FY 2024-25,
however, the Secretarial Audit Report contains an observation as follows:

a. Nature of observation noted:



Delayed submission of intimation about resignation of SMP of the listed entity through
Corporate Announcement bearing Ref. No. NSE & BSE / 2024-25 / 026 dated April 28,
2024.


b. Detailed Observation: 


A disclosure under Regulation 30 of SEBI LODR pertaining to the resignation of Senior
Management Personnel was intimated with a delay to BSE and NSE (the Stock Exchanges) for
which clarifications was sought by BSE vide their letter dated April 29, 2024, which was
duly replied by the Company. Subsequently, both the Stock exchanges have issued a warning
email asking the Company to take necessary steps to avoid such delays in the future. 


c. Management Response:


In response to the clarification letter, the Company submitted the reason for the delay
with a copy of the resignation through the Corporate Announcement bearing Ref. No. NSE
& BSE / 2024-25 / 026A on April 29, 2024. The Company informed in the clarification
that the delay in reporting was inadvertent and unintentional and the Company has taken
necessary steps to avoid such delays in the future. Further, the Company disseminated the
warning emails received from the Stock Exchanges through the Corporate Announcement to
both Stock Exchanges and also placed the same before the Board of Directors with the
proposed corrective steps as advised by the Stock Exchanges.

In terms of newly inserted Regulation 24A of the Listing Regulations, the appointment
of M/s. SVD & Associates, Practising Company Secretaries, Pune, to act as the
Secretarial Auditors of the Company for the term of 5 (Five) consecutive years from the
financial year 2025-26 till 2029-30, has been recommended by the Audit Committee and the
Board of Directors at their meeting held in April 2025 to the Members for their approval.

Prior to the above, M/s. SVD & Associates were appointed as the Secretarial
Auditors for three financial years, 2022-23, 2023-24, and 2024-25, respectively, in terms
of the provisions of Section 204 of the Act. In terms of the aforesaid Listing
Regulations, any association of an individual / firm as the Secretarial Auditor of the
listed entity before March 31, 2025, shall not be considered for the purpose of
calculating the tenure.

M/s. SVD & Associates hold a valid Certificate of Peer Review (bearing No.
6357/2025) as issued by the Institute of Company Secretaries of India and has confirmed
their eligibility to be appointed as the Secretarial Auditors for the term of 5 (Five)
consecutive years at such audit fee as provided in Item No. 9 of the 35th AGM Notice.

Considering the rich professional experience, reputed clientele, and guidance on best
secretarial practices to ensure governance and based on the recommendation of the Audit
Committee, the Board of Directors recommends the Resolution at Item No. 9 of the 35th AGM
Notice for the approval of the Members as an Ordinary Resolution.


Reporting of Frauds by the Auditors


During the year under review, the Statutory Auditors have not 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 the 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


During the year, the Company has not transferred any amount to the General Reserves.


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, 2025, your Company, on a
standalone basis, had cash and cash equivalents (including investments) amounting to INR
15,948.29 Million as against INR 14,300.66 Million as of March 31, 2024.


The details of cash and cash equivalents (including investments) are as follows:



  

    

    

    
(In INR Million)
  
  

    

    

    
Year ended on March 31
  
  

    
Particulars
    
2025
    
2024
  
  

    
Investment in Mutual Funds at fair value
    
6,158.97
    
4,801.50
  
  

    
Fixed Deposits with scheduled banks
    
3,175.75
    
3,244.72
  
  

    
Bonds (quoted)
    
2,995.57
    
2,995.61
  
  

    
Cash and Bank balances
    
3,618.00
    
3,258.83
  
  

    
Total
    
15,948.29
    
14,300.66
  


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




  

    

    

    
(In INR Million)
  
  

    

    

    
Year ended on March 31
  
  

    
Particulars
    
2025
    
2024
  
  

    
Capital expenditure
    
-
    
-
  
  

    
Revenue expenditure
    
210.62
    
269.48
  
  

    
Total research and development expenditure
    
210.62
    
269.48
  
  

    
As a percentage of total income
    
0.18%
    
0.40%
  
  

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

    

  
  

    

    

    
(In INR Million)
  
  

    

    

    
Year ended on March 31
  
  

    
Particulars
    
2025
    
2024
  
  

    
Earnings
    
59,854.22
    
48,403.78
  
  

    
Outgo
    
18,927.15
    
8,548.03
  



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 March 31, 2025. These were due for maturity between January
2019 and June 2019. In view of the uncertainty prevailing with respect to the recovery of
outstanding balances from IL&FS Group, the Management has fully provided for these
deposits along with interest accrued thereon till the date the deposits had become
doubtful of recovery.

During the year, the Company recovered INR 21.12 Million from the IL&FS Group, and
the Management is hopeful of the recovery of the balance amount with a time lag. The
Company continues to monitor developments in the matter and is committed to taking steps,
including legal action, that may be necessary to ensure full recovery of the said
deposits.


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 Standards
i.e., 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 2024-25 (on a consolidated basis) is available
onhttps://www.persistent.com/investors/corporate-governance/related-
party-transactions-policy/ 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.


C. 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
2024-25 are given in the Report on Corporate Governance forming part of this Annual
Report.


Directors and Key Managerial Personnel

a. During the year under report, Mr. Sunil Sapre, Executive Director (DIN:
06475949) relinquished his office as the Chief Financial Officer with effect from the
closure of business hours of May 15, 2024.

b. Subsequently, the Board of Directors of your Company appointed Mr. Vinit
Teredesai as the Chief Financial Officer of the Company with effect from the closure of
business hours of May 15, 2024.

c. Ms. Roshini Bakshi retired as an Independent Director of the Company w.e.f.
the conclusion of the 34th AGM held on July 16, 2024 pursuant to completion of two terms
on 5 (five) consecutive years.

d. During the year under report, the Members of your Company, in the 34th AGM
held on July 16, 2024, confirmed the appointment of Ms. Anjali Joshi, USA (DIN: 10661577)
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 12, 2024, to June
11, 2029. 


e. Pursuant to the approval of the Members in the 34th AGM held on July 16, 2024,
Mr. Sunil Sapre, Executive Director, was reappointed as an Executive Director for a term
of 3 (Three) months from October 1, 2024, to December 31, 2024, given his superannuation.
Thereafter, Mr. Sapre ceased to be an Executive Director of the Company w.e.f. the closure
of business hours of December 31, 2024. The Board expressed its appreciation for his
valuable contribution to the Company's growth journey.


Retirement by Rotation


In terms of Section 152(6) of the Act and Article 137 of the Articles of Association of
your Company, Mr. Sandeep Kalra, Pennsylvania, USA (DIN: 02506494), 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. Kalra has confirmed his eligibility and willingness to accept the office of
Director of your Company if confirmed by the Members at the ensuing AGM.

The Board at its meeting held on June 6, 2025, discussed the same and approved the
proposal of the Nomination and Remuneration Committee (‘NRC') for the reappointment
of Mr. Kalra. In the opinion of your Directors, Mr. Kalra has the requisite qualifications
and experience, and therefore, your Directors recommend that the proposed resolution
relating to the reappointment of Mr. Kalra in the 35th AGM Notice, be passed with the
requisite majority.


Appointment of Directors since last AGM


1. Proposed reappointment of Dr. Anand Deshpande as a Managing Director (Executive
Member), liable to retire by rotation, to hold office for a period of 5 (Five) years i.e.,
up to the conclusion of the 40th AGM of the Company to be held on or before September 30,
2030



In terms of Section 196 of the Act, the Nomination and Remuneration Committee
(‘NRC') of the Board of Directors of the Company at its meeting held on June 6, 2025,
recommended the reappointment of Dr. Anand Deshpande (DIN: 00005721) as the Managing
Director (Executive Member) of the Company for a period of 5 (Five) years i.e., from the
conclusion of the 35th AGM up to the conclusion of the 40th AGM of the Company to be held
on or before September 30, 2030.

The Board at its meeting held on June 6, 2025, discussed and approved the proposal of
the NRC for the reappointment of Dr. Deshpande is the Founder of your Company and as part
of the promoter group, owns 29.25% of the shares of your Company as of March 31, 2025. In
addition, your Board considered his expertise in the Software Industry, large-scale global
operations, strategy and planning, and business acumen of Dr. Deshpande while recommending
his appointment. Further details regarding the appointment of Dr. Deshpande forms part of
the 35th AGM Notice.

2. Proposed reappointment of Mr. Sandeep Kalra as an Executive Director, liable to
retire by rotation, to hold the office for 3 (Three) consecutive years i.e., from October
1, 2025, till September 30, 2028, subject to the approval of the Members at the ensuing
AGM and the Central Government of India.



The Nomination and Remuneration Committee (‘NRC') of the Board of Directors of the
Company at its meeting held on June 6, 2025, recommended the reappointment of Mr. Sandeep
Kalra (DIN: 02506494) as the Executive Director of the Company i.e., from October 1, 2025,
till September 30, 2028, subject to the approval of the Members at the ensuing AGM and the
Central Government of India.

The Board at its meeting held on June 6, 2025, discussed and approved the proposal of
the NRC for the reappointment of Mr. Kalra. Your Board considered expertise in the
Software Industry, large-scale global operations, strategy and planning, and business
acumen of Mr. Kalra while recommending his appointment. Further details regarding the
appointment of Mr. Kalra forms part of the 35th AGM Notice.

3. Proposed appointment of Mr. Vinit Teredesai as an Additional Director (Executive
Member), liable to retire by rotation, to hold office with effect from April 24, 2025, to
September 30, 2028.



The Nomination and Remuneration Committee (‘NRC') of the Board of Directors of the
Company at its meeting held on April 23, 2025 (PDT) / April 24, 2025 (IST) recommended the
appointment of Mr. Vinit Teredesai (DIN: 03293917) as an Additional Director (Executive
Member) of the Company with effect from April 24, 2025, to September 30, 2028.

The Board at its meeting held on April 24, 2025, discussed and approved the proposal of
the NRC for the appointment of Mr. Teredesai. Your Board considered expertise in the
Corporate Finance, Treasury, Financial Reporting, Taxation, Investor Relations, Risk
Management and Administration, and business acumen of Mr. Teredesai while recommending his
appointment. Further details regarding the appointment of Mr. Teredesai forms part of the
35th AGM Notice.

In the opinion of your Directors, Dr. Deshpande, Mr. Kalra and Mr. Teredesai have the
requisite qualifications and experience and therefore, your Directors recommend that the
proposed resolutions relating to the appointment / re-appointments be passed with the
requisite majority. The candidates' profiles forms part of this Annual Report and have
also been provided in the 35th 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 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:

• Dr. Anand Deshpande, Chairman and Managing Director, Prof. Ajit Ranade,
Independent Director and Mr. Arvind Goel, Independent Director, are Directors of Mahratta
Chamber of Commerce Industries and Agriculture (MCCIA).

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, the 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 2024-25, 2 (Two) separate meetings, exclusively of the
Independent Directors, were held on April 21, 2024 and October 21, 2024, 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 the 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 theReport 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 theReport on Corporate Governanceforming 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 (NRC) 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 theReport on Corporate Governance section forming part of this Annual
Report.


Policy for the appointment of a new director on the Board


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. It is important to have alignment and balance on the Board. Efforts
are made to ensure that there is diversity on the Board. By design, every member of the
Board represents a critical function of the Company, and when considering new members,
efforts are made to ensure that the new member has demonstrated operating a business
function at a significantly greater scale than your Company.

Once the criteria are determined, the Board directs the NRC to compile profiles of
suitable candidates through networking, industry associations and business connections.
The NRC considers each and every profile based on the decided parameters and shortlists
the candidates. The NRC Chair interacts with four to six shortlisted candidates and
recommends at most three candidates for other Members of the NRC to interact with.

Efforts are made to ensure that the Board has adequate diversity across various
parameters such as expertise, nationality and gender in terms of The Board Diversity
Policy. The Board has decided that for new appointments, female candidates must be
considered and will be included in the pool of potential candidates.

The Board Diversity Policy adopted by the Board sets out its approach to diversity. The
policy is available on the Company's website, at
https://www.persistent.com/wp-content/uploads/2023/05/Board-Diversity-Policy.pdf Once the
NRC 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 Policy for appointment of a new Director 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
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, our fourteenth evaluation was conducted in March and April
2025, and the findings were presented at the April 2025 meetings of the Nomination and
Remuneration Committee and the Board of Directors.

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


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 the first provision 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


Over the years, your Company has implemented 13 (Thirteen) ESOP Schemes. 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, 2025, 2 (Two)
schemes viz. ‘Persistent Employee Stock Option Scheme 2014' (‘PESOS 2014') and
‘Persistent Systems Limited-Employee Stock Option Plan 2017' (‘ESOP 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, the results of which 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. Further, the Members also approved increasing the kitty
available for grants under the PESOS 2014 Scheme in the 34th AGM.

During the Financial Year 2024-25, the Company granted 1,862,610 options under PESOS
2014, and 115,800 options under ESOP 2017 to the eligible employees.

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

The disclosure pursuant to the SEBI SBEB Regulations is available on the website of the
Company at https://www.persistent. com/wp-content/uploads/2025/06/esop-details-2025.pdf


Corporate Social Responsibility


Your Company is committed to making a difference in the community that we all belong
to. Your Company considers society and the environment as important stakeholders of the
Company.

Your Company has engaged with various non-profit organisations and has voluntarily
donated 1% of the Company's profit for social causes since 1996 and increased that to 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 and a
Section 8 Company, Persistent India Foundation, in the Financial Year 2024-25 (together
referred to as ‘Foundations'). When the CSR provisions were first introduced in the
Companies Act, 2013, your Directors formally requested the Foundation's help to fulfil the
Company's CSR obligations.

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.

The Foundation has defined primary focus areas to include Health, Education, Community
Development, Wildlife and Heritage Conservation.

During the year under report, the Foundations continued to create excitement among
employees to participate in socially relevant causes. With the cooperation of your
Company's employees, the Foundations have set up several well-defined programmes and
activities for the promotion of Health, Education, Community Development, and Wildlife and
Heritage Conservation. These activities are carried out through projects undertaken by the
Foundations with the support of the employees and through the Government authorities,
reputed social organisations, and institutions.

The total CSR contribution of INR 217.78 Million, which is greater than the 2% of the
profits calculated as per the Act, was spent on various CSR initiatives through the
Foundation during the Financial Year 2024-25.

A detailed Report on CSR activities of your Company under the provisions of the Act
during the Financial Year 2024-25 is annexed hereto as Annexure D.

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


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 can be viewed 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 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 and their families, the Members, vendors and
even the environment.

Your Company also aims to provide more focused and detailed efforts towards
Environment, Social, Governance (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
https://www.persistent.com/company-overview/environmental-social-and-governance/and the
ESG Report for FY 2024-25 can be accessed at update link to: https://www.persistent.com/
wp-content/uploads/2025/06/esg-sustainability-report-2025.pdf


D. Equity and Related Information

Institutional Holding


As on March 31, 2025, the total institutional holding in your Company stood at 51.21%
of the total share capital.


Dividend for the Financial Year 2024-25


The details of the Dividend for the Financial Years 2024-25 and 2023-24 are as follows:


  

    

    
Financial Year 2024-25
    
Financial Year 2023-24
  
  

    
Type of Dividend
    
Interim
    
Final*
    
Interim
    
Final
  
  

    
Month of declaration / recommendation
    
Jan-25
    
Apr-25
    
Jan-24
    
Apr-24
  
  

    
Date of Payment
    
February 9, 2025
    
To be scheduled upon Members Approval, if any
    
February 7, 2024
    
July 16, 2024
  
  

    
Amount of Dividend (In INR)
    
20 Per Equity Share of INR 5 each
    
15* Per Equity Share of INR 5 each
    
12 Per Equity Share of INR 10 each
    
10 Per Equity Share of INR 5 each
  
  

    
% of Dividend
    
400%
    
300%
    
120%
    
200%
  
  

    
Total Dividend (In INR Million)
    
3,117.00
    
2,337.75
    
2,461.60
    
1,540.50
  
  

    
Total Dividend Outflow for the year (In INR Million)
    

    
5,454.75
    

    
4,002.10
  


* The payment of the Final Dividend of INR 15 per Equity Share of INR 5 each is subject
to the approval of the Members during the 35th AGM of your Company. If approved at the
AGM, the Dividend will be paid out of the profits of your Company for FY 2024-25. Out of
the interim dividend declared in January 2025, INR 11.54 Million remained unclaimed as of
March 31, 2025.

The total unpaid dividend as on March 31, 2025 for the last 7 (Seven) years is INR
20.08 Million which is 0.12% of the total declared dividend over these 7 (Seven) years.

The increase in the amount of unpaid dividend is primarily due to KYC non-completion by
Members, which has resulted in keeping the dividends in abeyance by the Company. Your
Company is taking due efforts to encourage all Members to complete their KYC in accordance
with various circulars issued by the Statutory Authorities. The Company also processed
unpaid dividends from the last 7 years on a voluntary basis in March 2025. This resulted
in INR 0.8 Million being paid to past and present Members.

Your Company has a Dividend Distribution Policy, which is available on the Company
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. Dividend Payout Ratio for this year, subject to members
approving the dividend, is 39%.

Pursuant to the Finance Act, 2020 (the ‘Act' for this section), dividend income is
taxable in the hands of Members and the Members 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. MUFG Intime India
Private Limited (formerly known as Link Intime India Private Limited) (‘MUFG Intime')
to manage the share and dividend management process. They have created a facility for
online submission of Tax Exemption forms where the Members can submit their tax-exemption
forms along with other required documents.

The requisite form for claiming tax exemption can be downloaded from MUFG Intime's
website. The URL for the same is as
under:https://web.in.mpms.mufg.com/client-downloads.html On this page, select the General
tab. All the forms are available under the head "Form 15G / 15H / 10F".

The aforementioned forms (duly completed and signed) are required to be uploaded on the
URL mentioned below: https://web.in.mpms.mufg.com/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 MUFG 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 Investor Education and
Protection Fund (IEPF) Authority


During the year under report, your Company has transferred unclaimed and unpaid
dividend of INR 68,496 relating to the Final Dividend 2016-17 and an amount of 147,504
relating to the Interim Dividend 2017-18 to the IEPF Authority. Further, 1,670
corresponding Equity Shares on which the dividend was unclaimed for seven consecutive
years have been transferred as per the requirement of the IEPF Rules during FY 2024-25.

The Company made all due efforts to contact the Members with unclaimed / unpaid
dividends through emails and letters dispatched to registered addresses to enable them to
claim the dividends that were liable to be transferred to IEPF. Members are requested to
update their Bank Account details, e-mail ID, Mobile Number, and KYC details with their
Depository Participants to receive all future communications and dividends, if any,
declared by the Company in electronic form.

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 Report on Corporate Governance in this Annual Report.


E. ESG


ESG Environmental, Social, and Governance (ESG) practices are essential for
companies to operate sustainably and responsibly in today's corporate environment. Your
Company demonstrates its commitment to ESG through structured governance and continuous
improvement of its initiatives, ensuring alignment with business goals and stakeholder
interests.


• ESG Framework Overview: ESG framework includes Board oversight,
management responsibility, and a dedicated ESG council that collaborates across various
functions to achieve ESG goals. 


• Board of Directors Role: The Board drives long-term sustainability
strategies, approves ESG initiatives, and oversees associated risks to align with the
company's business objectives. 


• Stakeholder Relationship and ESG Committee: This Board Committee
plays a vital role in implementing ESG vision and initiatives, meeting biannually to
address ESG goals and climate-related risks. 


• Leadership Commitment: The Chief Operating Officer (COO) and Head of
ESG are responsible for implementing ESG policy, setting targets, and allocating resources
for sustainability initiatives. The ESG Head collaborates with executive leadership to
integrate ESG principles into the organization's strategy, operations, and culture. 


• Compliance and Risk Management: The Chief Risk Officer (CRO)
identifies ESG risks, ensuring they are integrated into the overall Enterprise Risk
Management (ERM) framework.


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. Your Company is committed
to making the UNGC principles part of the Company's strategy, culture and day-to-day
operations. The ESG framework adopted by your Company 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: Addressing climate change and environmental
sustainability is important, and your Company believes in working with all stakeholders in
this journey. Your Company is firmly dedicated to lowering and minimising the
environmental impact of our internal operations.


The focus is on four aspects:


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

• Improving the efficiency of energy, as well as water use and recycling

• Waste management that is sustainable and reduces waste to landfills

• Protecting biodiversity


Climate Action Goals: Your Company has taken short and long-term targets to reduce
GHG emissions by aligning to the Sustainable Development Goals (SDG) as follows:

• Achieve Carbon Neutrality for Scope 1 and Scope 2 every year

• To source 100% of electricity from renewable energy for all owned facilities by
FY 2026

• Achieve Net-zero greenhouse gas emissions across the value chain by 2050

Through the adoption of clean technology solutions across the operations, your Company
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 has set
targets and has made commitments regarding water conservation, building resilience towards
climate change, energy efficiency, and emissions reduction, and we are proud to report
significant progress towards these goals.

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 74.32 Million during the Financial Year 2024-25 to deploy
energy saving devices.

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 building architecture in new projects, thereby resulting in the lowest Energy
Performance Index (EPIs).


Key Initiatives Undertaken for Energy Conservation and Technology Absorption


Your Company is committed to its efforts to conserve energy and absorb technology in
its daily operations. The particulars as prescribed under Section 134(3)(m) of the
Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 are provided
in Annexure E which forms part of this report.


F. Other Disclosures

Corporate Governance


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

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


Management Discussion and Analysis


The Report on Management Discussion and Analysis as stipulated under the Listing
Regulations and other applicable laws in force based on audited Consolidated Financial
Statements for the Financial Year 2024-25 forms an integral part of this Annual Report.


Business Responsibility and Sustainability Report


Business Responsibility and Sustainability Report (BRSR) and the Reasonable Assurance
Report, as stipulated under the Listing Regulations and other applicable laws in force,
describing the initiatives taken by the Management from an environmental, social, and
governance perspective, forms an integral part of this Annual Report and is available at
https://www.persistent.com/wp-content/uploads/2025/06/business-responsibility-and-sustainability-report-2025.pdf


Risk Management Policy


Report on Risk Management based on the risk management policy developed and implemented
at your Company for the Financial Year 2024-25 forms an integral part of this Annual
Report.


Vigil Mechanism (Whistleblower Policy)


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


Whistleblower Helpline


Your Company encourages employees and others to raise concerns to the whistleblower
helpline if they have any reason to believe that any employee, or any other stakeholder
may have engaged in inappropriate behaviour, misconduct that 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.

Your Company has established a 24/7 toll-free number in India and the Rest of the World
to make it easy 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 is an automated system that 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 that is consistent with the 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) as well as the external parties who work with the Company for the official
purposes are covered under this policy.

Your Company has gone beyond the letter of the law and made this policy applicable to
all employees, and not just female employees, as stated in the law. Your Company follows
this practice as part of equal employment opportunity, including 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 Indian 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.

During the year under report, your Company received 4 (Four) complaints of sexual
harassment under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013. Further, as of March 31, 2025, there is 1 (One) pending complaint of
sexual harassment in your Company.


Disclosure under the Maternity Benefit Act, 1961


Your Company is compliant with the statutory provisions of the Maternity Benefit Act,
1961.


Secretarial Standards


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


Other Certifications


The details about the other ISO and Partnership certifications for technical processes
and systems are provided the Corporate Governance 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 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 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 advanced anti-phishing functionality, ensuring a secure communication
channel through email. Your Company has implemented a robust disaster recovery process
with a well-articulated cyber resilience playbook. The periodic Disaster Recovery drills
ensure the availability of the critical services and the ability to recover business
operations as per the defined process. Your Company has a steadfast focus on spreading
information security awareness through mandatory information security awareness trainings
as part of the joining process. This is followed by a periodic refresher session and using
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. As the
Company evolves and expands its business, all stakeholders can rest assured that the
Company 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 restructured group entities as follows:

1. 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.

2. Persistent India Foundation was incorporated under Section 8 of the Companies Act,
2013 effective from May 1, 2024, as a Wholly Owned Subsidiary (‘WOS') of the Company.

3. Software Company International, LLC, USA (Step Down Subsidiary) has been dissolved
effective from June 27, 2024.

4. The Hon'ble National Company Law Tribunal, Mumbai (‘NCLT') has sanctioned the
merger of M/s. Capiot Software Private Limited (the Wholly Owned Subsidiary Transferor
Company) into Persistent Systems Limited (the Holding Company Transferee Company) through
absorption, as per its Order dated April 9, 2025. The Company received the Order on April
11, 2025. Further, the Company filed the Certified True Copy of the said order dated April
21, 2025, with the Registrar of Companies, Pune (RoC) on May 13, 2025, for updating their
records. The financial impact of this merger will be reflected in the Company's financial
statements for the period following its submission to the RoC.

5. The Board of Directors of the Company at its meeting concluded on April 24, 2025
(IST), approved the proposal of merger of M/s. Arrka Infosec Private Limited (WOS) into
Persistent Systems Limited (the ‘Holding Company'), subject to the receipt of
necessary approvals in accordance with the provisions of the Companies Act, 2013.

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 inForm 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.


Mergers and Acquisitions (M&A)


Persistent Systems Limited has a focused M&A program that is aimed at:

1. Acquiring differentiated technology capabilities in cloud, data and security.

2. Strengthening our domain expertise in Banking, Financial Services and Insurance
(BFSI) and Healthcare and Lifesciences (HLS) industry verticals and / or;

3. Expanding the Company's customer base in Europe and delivery presence in Eastern
Europe.

During the year ended March 31, 2025, your Company entered into definitive agreements
to acquire:

a. Starfish Associates, LLC (‘Starfish'), a US-headquartered company that provides
an automation platform to facilitate seamless connection across a myriad of business
applications and communication systems. The acquisition builds on the Company's existing
engineering capabilities in the Unified Communications and Contact Centre, expanding its
strong AI-driven business transformation capabilities and expertise in driving operational
excellence. The acquisition of Starfish was completed on August 1, 2024.

b. Arrka Infosec Private Limited (‘Arrka'), a Pune-based company renowned for its
data privacy expertise, a Data Privacy Management platform and growing expertise in AI
governance. This acquisition significantly advances the Company's AI-led, platform-driven
services approach and strengthens its ability to provide comprehensive offerings in
digital governance, including data privacy, AI governance, and cybersecurity, among
others. With Arrka's expertise, your Company will help clients accelerate their
transformation journeys while ensuring ethical, responsible, and compliant AI. The
acquisition of Arrka was completed on October 28, 2024. 

c. SoHo Dragon group of companies (‘SoHo'), a group with full-service Software
Application Development Company specializing in front office operations, corporate
applications, hyper scaler technologies, data warehousing, and business intelligence with
entities in US, Lithuania & India. The acquisition of the select assets will help in
consolidating the relationship with a strategic and large customer of your Company in the
BFSI domain. The acquisition of select assets from SoHo Dragon Inc. was completed on
November 16, 2024, the acquisition of select assets from Soho Dragon LT, UAB was completed
on March 13, 2025 and the acquisition of select assets from Soho Dragon Solutions India
Private Limited was completed on April 22, 2025.


Infrastructure


Your Company has adopted the hybrid working model. During the FY 2024-25, the total
built-up capacity owned by your Company in India and abroad was 135,980 m2 which is
adequate for 11,000+ employees. In addition, your Company hires 1,79,715 m2 of space
across various locations in India and 11,899 m2 space outside India.

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
    
568
  
  

    
2. Aryabhata–Pingala
    
2007
    
33,300
    
2,615
  
  

    
3. Veda Complex, Hinjawadi
    
2012
    
45,825
    
3,246
  
  

    
4. Ramanujan, Hinjawadi
    
2023
    
14,021
    
1,150
  
  

    
5. Kapilvastu
    
1994
    
202
    
25
  
  

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

    
6. Panini
    
1998
    
926
    
100
  
  

    
Goa
    

    

    

  
  

    
Charak and Bhaskar
    
1997 and 2017, respectively
    
7,042
    
724
  
  

    
Nagpur
    

    

    

  
  

    
1. IT Tower
    
2003
    
3,707
    
265
  
  

    
2. Gargi and Maitreyi
    
2011
    
19,825
    
1,187
  
  

    
Grenoble, France
    
2000
    
929
    
50
  
  

    
Total
    

    
137,108
    
9,930
  


1. 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, Sri Lanka, Switzerland, UK and USA in an area of 58,923 m2 adequate for
12,000+ employees.

2. Your Company also owns two land parcels in Mihan SEZ, Nagpur and Hinjawadi.


Annual Return


In accordance with the Act, the annual return in the prescribed format (MGT-7) for the
FY 2024-25 is available at
https://www.persistent.com/wp-content/uploads/2025/06/persistent-annual-report-2025.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 (up to December 31, 2024) 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. The total remuneration is disclosed in the Report on Corporate Governance
forming part of this report.

3. No significant or material orders were passed by the Regulators, Courts, or
Tribunals impacting your Company's going concern status and operations in the future.

4. There are no applications made or proceedings pending under the Insolvency and
Bankruptcy Code, 2016 as at the end of FY 2024-25, 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 2024-25 


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
available on 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 for 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, 2025, 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.


Future Outlook


Looking ahead at the new year, ongoing macroeconomic challenges are creating
uncertainties that are impacting virtually all enterprises in various vertical industries,
especially those that rely on global supply chains and services. Nonetheless, your Company
enters FY26 and the 35th year with confidence and optimism that the market-leading brand,
unprecedented growth trajectory, and unyielding commitment to client success will allow
your Company to weather these challenges and maintain its uniquely differentiated
positioning as the AI ecosystem orchestrator of choice.

Your Company's Re(AI)magining the World mission will be key to its ongoing success and
future growth as your Company continues to deliver AI, product engineering, and
platform-based services to new and existing clients in verticals and specialised
sub-verticals. With AI investments anchoring our strategy, your Company remains focused on
growth, financial discipline, and customer-centricity to power its journey towards its
stated aspiration of reaching $2 Billion in annualised revenue in the next few years. As
market and macroeconomic dynamics evolve, your Company will maintain a high level of
agility with a culture of operational efficiency and budgetary controls that engender
strategic investments for new initiatives. Global financial pressures are leading many
companies to fundamentally rethink their business models, go-to-market strategies, and
capital expenditures. Companies also continue to display a strong willingness to invest in
technology, especially AI technologies and platforms, to unlock new growth opportunities,
enable transformation, and drive value. The market continues to be inundated with new AI
providers and offerings, resulting in a more competitive market. This AI proliferation is
causing enterprises to stretch decision-making cycles, focus on risk mitigation, and
demand value-based outcomes for their AI investments. In addition, they are also reluctant
to engage with providers with little or unproven experience with AI as they look to
guarantee short- and long-term investment returns.

Your Company is well-positioned to capitalise in this environment, given its 35-year
heritage, its proven data, cloud, and AI expertise, and its unmatched reputation as a
trusted provider that delivers tangible IT and business results. Your Company's
proprietary platform, SASVA, is revolutionising how clients think about AI-powered
software development and how to enable AI agents for streamlined workflows. iAURA, the
data management platform, allows enterprises to leverage AI to optimise data models and
accelerate decision-making. GenAI Hub allows companies to accelerate the creation of AI
experiences at scale. Your Company's offerings are continuously enhanced by its
partnerships with all the major hyperscalers and innovative start-ups, with whom your
Company jointly develops new AI-enabled solutions. Your Company is confident that its
approach strongly positions itself as an innovative AI partner for clients looking for a
provider with a proven track record of driving growth and value.

As your Company advances along with its growth trajectory, it remains firmly committed
to equipping its global workforce of more than 24,500+ professionals with the skills and
opportunities required to remain at the forefront of technological innovation, enhancing
the value your Company delivers to its clients. Your Company also continues to foster a
diverse and inclusive organisational culture that prioritises personal development,
continuous learning, and a deep sense of social and environmental responsibility. These
commitments are integral to sustaining your Company's long-term competitiveness and
driving stakeholder value.

As your Company concludes this chapter of its journey and prepare to navigate the
opportunities and challenges that lie ahead, your Company reffirms its steadfast
commitment to its core values and to the pursuit of operational and strategic excellence.
Guided by a unified vision and an enduring focus on AI innovation, your Company is
confident in its ability to generate sustainable growth and deliver enduring value to its
clients, partners, and stakeholders worldwide.


Acknowledgments and Appreciation


Your Board records the support and wise counsel received from the Government of India,
particularly the Ministry 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, Noida, Gurugram, Hyderabad, Jaipur, Chennai, Kolkata, Kochi, 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 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 &
Associates, Company Secretaries, Secretarial Auditors, Trustees of Persistent Foundation
and Directors of Persistent India Foundation, a 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, Canara Bank, Citibank NA, Deutsche Bank, First National Bank, HDFC
Bank, Hongkong, and Shanghai Banking Corporation, Silicon Valley Bank, Union Bank of
India, Wells Fargo Bank, Z?rcher Kantonal Bank, DBS Bank, State Bank of India, ICICI Bank
Limited, Saraswat Co-operative Bank, Kotak Mahindra Bank, OCBC Bank, PNC Bank and their
officials for extending excellent support in all banking-related activities. Your Board
records its deep appreciation for the committed services of your Company's employees and
partners 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. Their hard work,
solidarity, cooperation, and support made consistent growth possible.


  

    

    
For and on behalf of the Board of Directors
  
  

    

    
Anand Deshpande, Ph.D.
  
  

    

    
Chairman and Managing Director
  
  

    
Pune, June 6, 2025
    
DIN: 00005721