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COFORGE LIMITED — Regulatory Filings 2021
Jun 1, 2021
61761_rns_2021-06-01_f3e26fa0-d02d-43f6-9c1d-b4ce6bd49f90.pdf
Regulatory Filings
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June 01, 2021
To,
The Manager, Department of Corporate Services BSE Limited Floor 25, P.J. Towers, Dalal Street, Mumbai – 400 001 BSE Scrip code – [532541]
The General Manager, Department of Corporate Services The National Stock Exchange of India Limited Exchange Plaza, Plot No. C/1, G Block, Bandra Kurla Complex, Bandra, Mumbai – 400 051 NSE Scrip code – [COFORGE]
Dear Sir/Madam,
Sub: Submission of Disclosure on Related Party Transactions
Pursuant to Regulation 23(9) of SEBI (Listing Obligation and disclosure Requirements) Regulations, 2015, please find the attached the disclosure of Related Party Transactions on consolidated basis for the year ended March 31, 2021, in the format specified in the accounting standards.
This is for your information and records.
Thanking you,
Yours faithfully,
For Coforge Limited
(Erstwhile NIIT Technologies Limited)
LALIT KUMAR Digitally signed by LALIT KUMAR SHARMA SHARMA Date: 2021.06.01 18:14:46 +05'30'
Lalit Kumar Sharma Company Secretary & Legal Counsel
Encl: as above
Coforge Limited
(Erstwhile known as NIIT Technologies Limited) Special Economic Zone, Plot No. TZ-2 & 2A, Sector - Tech Zone, Greater Noida (UP) - 201308, India. Tel.: +91 120 4592 300, Fax: +91 120 4592 301 www.coforgetech.com Registered Office: 8, Balaji Estate, Third Floor, Guru Ravi Das Marg, Kalkaji, New Delhi - 110 019, India. Tel.: +91 11 41029 297, Fax: +91 11 2641 4900 CIN: L72100DL1992PLC048753
(All amounts in Rs Mn unless otherwise stated)
30 Related parties where control exists
Interest in Subsidiaries
The Company's subsidiaries at 31 March 2021 are set out below. Unless otherwise stated, they have share capital consisting solely of equity shares that are held directly by the company and the proportion of ownership interests held equals the voting rights held by the Company. The country of incorporation or registration is also their principal place of business.
| Sr. No. |
Name | Place of business/ country of incorporation |
Ownership interest held by the Company |
Ownership interest held by the Company |
Ownership interest held by the Non controlling interest |
Ownership interest held by the Non controlling interest |
Principal Activities |
|---|---|---|---|---|---|---|---|
| 31 March 2021 | 31 March 2020 | 31 March 2021 | 31 March 2020 | ||||
| Direct subsidiaries | |||||||
| 1 | Coforge SmartServe Limited (erstwhile NIIT SmartServe Limited) |
India | 100 | 100 | - | - | Software development |
| 2 | Coforge Services Limited (erstwhile NIIT Technologies Services Limited) |
India | 100 | 100 | - | - | Software development |
| 3 | Coforge U.K. Limited (erstwhile NIIT Technologies Limited) |
United Kingdom | 100 | 100 | - | - | Software development |
| 4 | Coforge Pte Limited (erstwhile NIIT Technologies Pacific Pte Limited) |
Singapore | 100 | 100 | - | - | Software development |
| 5 | Coforge DPA Private Limited (erstwhile NIIT Incessant Private Limited) |
India | 100 | 100 | - | - | Software development |
| 6 | Coforge GmbH(erstwhile NIIT Technologies GmbH) |
Germany | 100 | 100 | - | - | Software development |
| 7 | Coforge Inc. (erstwhile NIIT Technologies Inc) | USA | 100 | 100 | - | - | Software development |
| 8 | Coforge Airline Technologies GmbH (erstwhile NIIT Airline Technologies GmbH) |
Germany | 100 | 100 | - | - | Software development |
| 9 | Coforge FZ LLC( erstwhile NIIT Technologies FZ LLC) |
Dubai | 100 | 100 | - | - | Software development |
| 10 | NIIT Technologies Philippines Inc (under liquidation) |
Philippines | 100 | 100 | - | - | Software development |
| 12 | Wishworks IT Consulting Private Limited, India |
India | 81.40 | 57.60 | 18.60 | 42.40 | Software development |
| Stepdown subsidiaries | |||||||
| 13 | Coforge BV (erstwhile NIIT Technologies BV) (Whollyowned byCoforge U.K. Ltd.) |
Netherlands | 100 | 100 | - | - | Software development |
| 14 | Coforge Limited (erstwhile NIIT Technologies Ltd) (Coforge Pte Ltd.,Singapore) |
Thailand | 100 | 100 | - | - | Software development |
| 15 | Coforge Technologies (Australia) Pty Limited (erstwhile NIIT Technologies Pty Ltd ) (Wholly owned by Coforge Pte Ltd., Singapore) |
Australia | 100 | 100 | - | - | Software development |
| 16 | Coforge Advantage Go (erstwhile NIIT Insurance Technologies Limited) (Wholly owned by Coforge U.K. Ltd., UK) |
United Kingdom | 100 | 100 | - | - | Software development |
| 17 | Coforge S.A. (erstwhile NIIT Technologies S.A.) (Wholly owned by Coforge U.K. Ltd.) |
Spain | 100 | 100 | - | - | Software development |
| 18 | Coforge BPM Inc. (erstwhile RuleTek LLC) (80% owned Coforge DPA Private Limited, India and 20% byCoforge DPA NA Inc. USA) |
USA | 100 | 80 | - | 20 | Software development |
| 19 | Coforge DPA UK Ltd. (erstwhile Incessant Technologies. (UK) Limited) (Wholly owned by Coforge DPA Private Ltd.) |
United Kingdom | 100 | 100 | - | - | Software development |
| 20 | Coforge DPA Ireland Limited (erstwhile Incessant Technologies (Ireland) Ltd., (Ireland) (Wholly owned by Coforge DPA Private Ltd.) |
Ireland | 100 | 100 | - | - | Software development |
| 21 | Coforge DPA Australia Pty Ltd. (erstwhile Incessant Technologies (Australia) Pty Ltd.) (Whollyowned byCoforge DPA Private Ltd.) |
Australia | 100 | 100 | - | - | Software development |
| 22 | Coforge DPA NA Inc. USA (erstwhile Incessant Technologies NA Inc.) (Wholly owned by Coforge DPA Private Ltd.) |
USA | 100 | 100 | - | - | Software development |
| 23 | Wishworks Limited, UK (Wholly owned by Wishworks IT Consulting Private Limited, India) |
United Kingdom | 81.40 | 57.60 | 18.60 | 42.4 | Software development |
| 24 | Coforge SPÓŁKA Z OGRANICZONA ODPOWIEDZIALNOSCIA (erstwhile NIIT Technologies Spółka Z Ograniczona Odpowiedzialnoscia) (Wholly owned by Coforge U.K. Ltd., UK, |
Poland | 100 | - | - | - | Software development |
| 25 | Coforge S.R.L., Romania (erstwhile NIIT Technologies S.R.L.) (Wholly owned by Coforge U.K. Limited, w.e.f. August 25, 2020) |
Romania | 100 | - | - | - | Software development |
| 26 | Coforge A.B. Sweden (erstwhile NIIT Technologies A.B.) (wholly owned by Coforge U.K. Limited, w.e.f. September 07, 2020) |
Sweden | 100 | - | - | - | Software development |
| 27 | Coforge SDN. BHD. Malaysia (Erstwhile NIIT Technologies SDN. BHD), (Wholly owned by Coforge Pte Ltd., Singapore, w.e.f. June 25, 2020) |
Malaysia | 100 | - | - | - | Software development |
31 Related party transactions
Coforge Limited's principal related parties consist of holding Company Hulst B.V., Netherlands, its own subsidiaries and key managerial personnel. The Group's material related party transactions and outstanding balances are with related parties with whom the Group routinely enter into transactions in the ordinary course of business.
Transactions and balances with its own subsidiaries are eliminated on consolidation.
Ultimate Holding Company
Baring Private Equity Asia GP VII, LP, Cayman (w.e.f. May 17, 2019)
Holding Company Hulst B.V., Netherlands (w.e.f. May 17, 2019)
Interest in Subsidiaries Refer note 30
-
A List of related parties with whom the Group has transacted:
-
a) Key Managerial personnel Sudhir Singh, Chief Executive Officer Ajay Kalra, Chief Financial Officer Lalit Kumar Sharma, Company Secretary & Legal Counsel
Non Executive Director
Patrick John Cordes Kenneth Tuck Kuen Cheong Hari Gopalakrishnan Ashwani Puri Basab Pradhan Holly J. Morris Kirti Ram Hariharan
(All amounts in Rs Mn unless otherwise stated)
b) Parties in which the key managerial personnel or the relatives of the key managerial personnel are interested Titan Company Limited
| c) B |
List of other related parties | |||||
|---|---|---|---|---|---|---|
| Particulars Coforge Limited Employees Provident Fund Trust (erstwhile NIIT Technologies Limited Employees Provident Fund Trust) Coforge Limited Employees Group Gratuity Scheme (erstwhile NIIT Technologies Limited Employees Group Gratuity Scheme) Coforge Limited Employees Superannuation Scheme (erstwhile NIIT Technologies Superannuation Scheme) Refer to Note 16(ii) for information and transac Details of transaction with related parties carrie |
Country Nature of relationship India Post-employment benefit plan India Post-employment benefit plan India Post-employment benefit plan tions with post-employment benefit plans mentioned above d out on an arms length basis: |
|||||
Nature of Transactions |
Holding Company |
Parties in whom the Group is an associate and their subsidiaries |
Key Managerial Personnel |
Parties in which Key Managerial Personnel of the Group are interested |
Total | |
| Receiving of Services | - | - | - | - | - | |
| - | -3 | - | - | -3 | ||
| Rendering of Services | - | - | - | 5 | 5 | |
| - | -29 | - | - | -29 | ||
| Dividend Paid | 482 | - | - | - | 482 | |
| -876 | - | - | - | -876 | ||
| Donations paid | - | - | - | - | - | |
| - | - | - | -53 | -53 | ||
| Figures in parenthesis represent Previous Year’ | s figures |
| C. | Key management personnel compensation | Key management personnel compensation | Key management personnel compensation |
|---|---|---|---|
Particulars |
Year ended 31 March 2021 |
Year ended 31 March 2020 |
|
| Short term employee benefits Commission & sitting fees Post employment benefits* |
108 21 3 |
224 27 42 |
|
Remuneration paid |
132 | 293 | |
Share based payment transactions |
242 | 40 | |
Total of compensation |
374 | 333 |
*As gratuity and compensated absences are computed for all the employees in aggregate, the amounts relating to the key managerial personnel can not be individually identified. The amounts disclosed in the table are the amounts recognised as an expense during the reporting period related to key management personnel.
| D. | Outstanding balances with related parties: | Outstanding balances with related parties: | Outstanding balances with related parties: | Outstanding balances with related parties: | Outstanding balances with related parties: |
|---|---|---|---|---|---|
Particulars |
Receivables as at 31 March 2021 |
Payables as at 31 March 2021 |
Receivables as at 31 March 2020 |
Payables as at 31 March 2020 |
|
| Parties in which the key managerial personnel or the relatives of the key managerial personnel are interested |
2 | - | - | - |
There is no allowance account for impaired receivables in relation to any outstanding balances, and no expense has been recognised in respect of impaired receivables due from related parties.
E. Key Managerial Personnel interests in the Senior Executive Plan Share options held by Key Managerial Personnel of the Company's Stock Option Plan 2005 to purchase Equity shares have the following expiry dates and exercise prices:
| expiry dates and exercise prices: | expiry dates and exercise prices: | expiry dates and exercise prices: | ||
|---|---|---|---|---|
| Closing option as at | ||||
| Grant date | Expiry date | **Exercise price ** | 31 March 2021 |
31 March 2020 |
| 14-Jul-16 | 14-Jul-21 | 503.65 | - | 2,580 |
| 14-Jul-16 | 17-Jul-22 | 503.65 | - | 7,420 |
| 23-Jun-17 | 22-Jun-24 | 10.00 | 40,000 | 40,000 |
| 23-May-18 | 22-May-22 | 1,048.90 | 5,010 | 5,010 |
| 23-May-18 | 23-May-23 | 1,048.90 | 5,010 | 5,010 |
| 23-May-18 | 22-May-24 | 1,048.90 | 5,010 | 5,010 |
| 05-Sep-18 | 04-Sep-22 | 1,364.40 | - | 5,400 |
| 05-Sep-18 | 05-Sep-23 | 1,364.40 | - | 5,400 |
| 05-Sep-18 | 04-Sep-24 | 1,364.40 | - | 5,400 |
| 05-Sep-18 | 04-Sep-22 | 10.00 | - | 2,000 |
| 05-Sep-18 | 05-Sep-23 | 10.00 | - | 2,000 |
| 05-Sep-18 | 04-Sep-24 | 10.00 | - | 2,000 |
| 16-Mar-20 | 31-Dec-21 | 10.00 | 49,099 | 49,099 |
| 16-Mar-20 | 31-Dec-21 | 10.00 | 49,099 | 49,099 |
| 16-Mar-20 | 31-Dec-22 | 10.00 | 49,099 | 49,099 |
| 16-Mar-20 | 31-Dec-23 | 10.00 | 49,100 | 49,100 |
| 16-Mar-20 | 31-Dec-21 | 10.00 | 17,274 | 17,274 |
| 16-Mar-20 | 31-Dec-21 | 10.00 | 8,638 | 8,638 |
| 16-Mar-20 | 31-Dec-22 | 10.00 | 17,275 | 17,275 |
| 16-Mar-20 | 31-Dec-23 | 10.00 | 17,275 | 17,275 |
| 16-Mar-20 | 31-Dec-24 | 10.00 | 8,637 | 8,637 |
| 31-Mar-20 | 31-Dec-24 | 10.00 | 49,100 | 49,100 |
| 31-Mar-20 | 31-Dec-27 | 10.00 | 2,51,184 | 2,51,184 |
| 10-Apr-20 | 31-Dec-21 | 10.00 | 8,638 | 8,638 |
| 10-Apr-20 | 31-Dec-24 | 10.00 | 8,637 | 8,637 |
| 16-Mar-20 | 31-Mar-24 | 10.00 | 15,065 | 15,065 |
| 16-Mar-20 | 30-Sep-24 | 10.00 | 7,532 | 7,532 |
| 16-Mar-20 | 30-Sep-25 | 10.00 | 15,065 | 15,065 |
| 16-Mar-20 | 30-Sep-26 | 10.00 | 15,065 | 15,065 |
| 16-Mar-20 | 30-Sep-27 | 10.00 | 7,533 | 7,533 |
| 31-Mar-20 | 30-Sep-29 | 10.00 | 7,532 | 7,532 |
| 31-Mar-20 | 31-Jul-30 | 10.00 | 7,533 | 7,533 |
| 31-Mar-20 | 31-Jul-30 | 10.00 | 25,108 | 25,108 |
| 7,38,518 | 7,70,718 | |||
| No share options have been granted to the non-executive members of the Board of Directors under thi details on the scheme. |
s scheme. Refer to note 36 for further |
- F. Terms and Conditions Transactions relating to dividends, subscriptions for new equity shares were on the same terms and conditions that applied to other shareholders. Transactions with related parties during the year were based on terms that would be available to third parties. All other transactions were made on normal commercial terms and conditions and at market rates in respect of impaired receivables due from related parties. All outstanding balances are unsecured and payable / receivable in cash.