Happiest Minds Technologies Limited — Annual Report 2021

May 12, 2021

May 12, 2021

Listing Compliance & Legal Regulatory BSE Limited Phiroze Jeejeebhoy Towers Dalal Street, Mumbai 400 001 Stock Code: 543227

Happiest Minds Technologies Limited

(formerly known as Happiest Minds Technologies Pvt Ltd) Regd. Office : #53/1-4, Hosur Main Road, Madivala, Bangalore-560068, Karnataka, India CIN of the Co. L72900KA2011PLC057931 P: +91 80 6196 0300, F: +91 80 6196 0700 www.happiestminds.com

Listing & Compliance National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex Bandra East, Mumbai 400 051 Stock Code: HAPPSTMNDS

Dear Sir/Madam,

Sub: Outcome of the Board Meeting held on May 12, 2021

We wish to inform that the Board of Directors of the Company at its meeting held today i.e., May 12, 2021, has approved the audited financial statements of the Company (both standalone and consolidated) prepared in accordance with Indian Accounting Standards (IndAS) for the quarter and financial year ended as on March 31, 2021 and recommended a final dividend of Rs.3/- per equity share of Rs.2/- each for the financial year ended March 31, 2021, subject to the approval of the members at the ensuing 10th Annual General Meeting of the Company (AGM).

Further, the AGM has been scheduled on Wednesday, July 7, 2021 through Video Conference / Other Audio-Visual means without the physical presence of the members at a common venue. TheRegister of Members of the Company will be closed from Thursday, July 1, 2021 to Wednesday, July 7, 2021 (both days inclusive) for the purpose of AGM, annual closing and for determining entitlement of members for the final dividend for FY'21. The record date for payment of final dividend would be June 30, 2021 and the dividend approved by the members will be paid on and after 12th July, 2021.

We hereby declare that S.R Batliboi & Associates LLP, Chartered Accountants (FRN-101049W/E300004), Statutory Auditors of our Company, have issued the Auditor's Report with unmodified opinion on the audited financial results of the Company (Standalone and Consolidated).

A copy of the said Financial Results together with Auditor's Report, Investor presentation and Press release are enclosed herewith. The Board meeting commenced at 8.45 pm and concluded at 9.30 pm.

This is for your information and records.

Thanking you, Yours faithfully, For Happiest Minds Technologies Limited

Praveen Kumar Darshankar Company Secretary & Compliance Officer Membership No. F6706

12th Floor "UB City" Canberra Block No. 24, Vittal Mallya Road Bengaluru – 560 001 India Tel: +91 80 6648 9000

Independent Auditor's Report on the Quarterly and Year to Date Consolidated Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

To The Board of Directors of Happiest Minds Technologies Limited,

Report on the audit of the Consolidated Financial Results

Opinion

We have audited the accompanying statement of quarterly and year to date consolidated financial results of Happiest Minds Technologies Limited ("Holding Company") and its subsidiaries (the Holding Company and its subsidiaries together referred to as "the Group"), for the quarter ended March 31, 2021 and for the year ended March 31, 2021 ("Statement"), attached herewith, being submitted by the Holding Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations").

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the report of the other auditor on separate audited financial results of the Happiest Minds Technologies Share Ownership Trust (the "ESOP Trust"), the Statement:

• i. includes the results of the following entities;
  • a) PGS Inc., USA, Subsidiary (w.e.f. January 27, 2021)
  • b) Happiest Minds Technologies LLC, USA, Subsidiary (refer note 9 of the Statement)
  • c) Happiest Minds Technologies Share Ownership Trust
• ii. are presented in accordance with the requirements of the Listing Regulations in this regard; and
• iii. gives a true and fair view in conformity with the applicable accounting standards, and other accounting principles generally accepted in India, of the consolidated net profit and other comprehensive income and other financial information of the Group for the quarter ended March 31, 2021 and for the year ended March 31, 2021.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs), as specified under Section 143(10) of the Companies Act, 2013, as amended ("the Act"). Our responsibilities under those Standards are further described in the "Auditor's Responsibilities for the Audit of the Consolidated Financial Results" section of our report. We are independent of the Group in accordance with the 'Code of Ethics' issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that

the audit evidence obtained by us and other auditors in terms of their reports referred to in "Other Matter" paragraph below, is sufficient and appropriate to provide a basis for our opinion.

Management's Responsibilities for the Consolidated Financial Results

The Statement has been prepared on the basis of the consolidated annual financial statements. The Holding Company's Board of Directors are responsible for the preparation and presentation of the Statement that give a true and fair view of the net profit and other comprehensive income and other financial information of the Group in accordance with the applicable accounting standards prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Group and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Statement that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the Statement by the Directors of the Holding Company, as aforesaid.

In preparing the Statement, the respective Board of Directors of the companies included in the Group are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group are also responsible for overseeing the financial reporting process of the Group.

Auditor's Responsibilities for the Audit of the Consolidated Financial Results

Our objectives are to obtain reasonable assurance about whether the Statement as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the Statement.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• x Identify and assess the risks of material misstatement of the Statement, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• x Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act,

we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

• x Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
• x Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Statement or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
• x Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represent the underlying transactions and events in a manner that achieves fair presentation.
• x Obtain sufficient appropriate audit evidence regarding the financial results/financial information of the entities within the Group of which we are the independent auditors and whose financial information we have audited, to express an opinion on the Statement. We are responsible for the direction, supervision and performance of the audit of the financial information of such entities included in the Statement of which we are the independent auditors. For the other entities included in the Statement, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

We communicate with those charged with governance of the Holding Company and such other entities included in the Statement of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

We also performed procedures in accordance with the Circular No. CIR/CFD/CMD1/44/2019 dated March 29, 2019 issued by the Securities Exchange Board of India under Regulation 33 (8) of the Listing Regulations, to the extent applicable.

Other Matter

The accompanying Statement includes the audited financial results, in respect of the ESOP Trust whose financial results include total assets of Rs. 721 lakhs as at March 31, 2021, total revenues of Rs. Nil and Rs. Nil, total net loss after tax of Rs. 10 lakhs and Rs.16 lakhs, total comprehensive income of Rs. 27,052 lakhs and Rs. 27,046 lakhs, for the quarter and the year ended on that date respectively, and net cash outflows of Rs. 64 lakhs for the year ended March 31, 2021, as considered in the Statement which have been audited by their independent auditor.

The independent auditor's report on the financial results of the ESOP Trust has been furnished to us by the Management and our opinion on the Statement in so far as it relates to the amounts and disclosures included in respect of the ESOP Trust is based solely on the reports of such auditors and the procedures performed by us as stated in paragraph above.

Our opinion on the Statement is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditor.

We have not audited or reviewed the comparative financial information appearing in the Statement of the corresponding quarter ended March 31, 2020, which has been prepared solely based on the information compiled by the management and has been approved by the Board of Directors.

The Statement includes the results for the quarter ended March 31, 2021 being the balancing figures between the audited figures in respect of the full financial year ended March 31, 2021 and the published year-to-date figures up to the end of the third quarter of the current financial year, as required under the Listing Regulations. Further, the year to date figures for the nine months ended December 31, 2020 were compilation of reviewed figures of the quarter ended September 30, 2020 and December 31, 2020 and the figures for the quarter ended June 30, 2020, which were subject to audit.

For S.R. BATLIBOI & ASSOCIATES LLP

Chartered Accountants ICAI Firm Registration Number: 101049W/E300004

Digitally signed by SUMIT MEHRA DN: cn=SUMIT MEHRA, c=IN, o=Personal, email=Sumit.mehra@srb.in Date: 2021.05.12 22:01:37 +05'30' SUMIT MEHRA

per Sumit Mehra Partner Membership No.: 096547 UDIN: 21096547AAAABS3299

Bengaluru May 12, 2021

.

Happiest Minds Technologies LimitedCIN : L72900KA2011PLC057931
Regd. Office:#53/1-4, Hosur Main Road, Madivala (next to Madivala Police Station) Bangalore 560 068, Karnataka, IndiaWebsite: www.happiestminds.com , Email: IR@happiestminds.com , Tel: +91 80 6196 0300
					(Rs. in lakhs)
	Statement of Audited Consolidated Financial Results for the quarter and year ended March 31, 2021	Quarter ended		Year ended
Particulars	March 31, 2021	December 31, 2020	March 31, 2020	March 31, 2021	March 31, 2020
	(refer note 2)(Audited)	(Unaudited)	(refer note 2)(Unaudited)	(Audited)	(Audited)
I. Revenue(a) Revenue from contracts with customers
(b) Other income	22,071303	19,284845	18,635386	77,3412,424	69,8211,602
Total revenue	22,374	20,129	19,021	79,765	71,423
II. Expenses(a) Employee benefits expense
(b) Finance costs	12,292225	11,029126	12,418206	45,238697	44,123802
(c) Depreciation and amortisation expense	734	516	511	2,274	2,023
(d) Other expenses	4,199	3,131	4,040	12,954	15,988
Total expenses	17,450	14,802	17,175	61,163	62,936
III. Profit before exceptional items and tax (I-II)	4,924	5,327	1,846	18,602	8,487
IV. Exceptional items (refer note 9)	-	-	1,126	-	1,126
V. Profit before tax (III-IV)	4,924	5,327	720	18,602	7,361
VI. Tax expense
Current taxTax expense for earlier periods	889-	1,105-	17218	3,527-	17218
Deferred tax charge / (credit)	430	7	-	(1,171)	-
VII. Profit for the period / year (V-VI)	3,605	4,215	530	16,246	7,171
VIII. Other comprehensive income, net of tax [(loss)/profit]
(i) Item to be reclassified to profit or loss in subsequentperiods / year
Exchange difference on translating the financial	18	-	(9)	22	(12)
statements of a foreign operationNet movement on effective portion of cash flowhedges [gain/(loss)]	(7)	127	(947)	1,236	(967)
Income tax effect	2	(32)	-	(127)	-
(ii) Item not to be reclassified to profit or loss insubsequent periods / year
Re-measurement gains/ (losses) on definedbenefit plans	40	(65)	(52)	(144)	(139)
Income tax effect	(10)	16	-	36	-
IX. Total comprehensive income for the period / year (VII-VIII)	3,648	4,261	(478)	17,269	6,053
X. Paid-up equity share capital (Rs. 2/- each)	2,837	2,831	879	2,837	879
XI. Other equity				51,762	25,652
XI. Earnings per share ("EPS") (of Rs. 2/- each) (not annualisedfor quarters):
Basic EPS (Rs.)Diluted EPS (Rs.)	2.552.48	2.982.89	0.490.39	11.7511.45	7.045.36

Happiest Minds Technologies Limited

CIN : L72900KA2011PLC057931

Regd. Office:#53/1-4, Hosur Main Road, Madivala (next to Madivala Police Station) Bangalore 560 068, Karnataka, India Website: www.happiestminds.com , Email: IR@happiestminds.com , Tel: +91 80 6196 0300

Audited Consolidated Statement of Assets and Liabilities as at March 31, 2021

	(Rs. in lakhs)
Sl No	Particulars	As atMarch 31, 2021(Audited)	As atMarch 31, 2020(Audited)
	ASSETS
A	Non-current assets
	Property, plant and equipment	69	93
	Capital work-in-progress	14	-
	Goodwill	7,644	610
	Other intangible assets	2,966	72
	Right-of-use assets	2,150	3,006
	Intangible assets under developmentFinancial assets:	-	17
	i. Loans	349	767
	ii. Other financial assets	2,109	368
	Income tax assets (net)	1,408	1,335
	Other assets	7	33
	Deferred tax assets, net	1,026	-
	Total non-current assets	17,742	6,301
B	Current assets
	Financial assets
	i. Investments	39,148	8,337
	ii. Trade receivables	12,192	11,487
	iii. Cash and cash equivalents	8,583	4,353
	iv. Bank balance other cash and cash equivalent	5,935	14,607
	v. Loans	812	100
	vi. Other financial assets	6,450	4,570
	Other assetsTotal current assets	1,33374,453	1,06044,514
	Total assets (A+B)	92,195	50,815
	EQUITY AND LIABILITIES
C	Equity
	Equity share capital	2,837	879
	Instruments entirely in the nature of equity	-	3,634
	Other equity	51,762	22,018
	Total Equity	54,599	26,531
D	Non-current liabilities
	Financial liabilitiesi. Borrowings
	ii. Lease liabilities	3,6611,223	1321,731
	ii. Other Financial liabilities	2,455	-
	Provisions	1,653	1,255
	Deferred tax liabilities (net)	725	-
	Non-current liabilities	9,717	3,118
E	Current liabilities
	Contract liability	1,072	818
	Financial liabilities
	i. Borrowings	10,972	6,916
	ii. Lease liabilitiesiii. Trade payables	1,422	1,816
	(A) Total outstanding dues to micro and small enterprises	95	12
	(B) Total outstanding dues to creditors other than micro and small	4,006	3,430
	enterprises
	iv. Other financial liabilities	6,874	6,397
	Provisions	1,508	1,246
	Other current liabilities	1,930	531
	Total current liabilities	27,879	21,166
F	Total liabilities (D+E)	37,596	24,284
	Total equity and liabilities (C+F)	92,195	50,815

Happiest Minds Technologies Limited CIN : L72900KA2011PLC057931 Regd. Office:#53/1-4, Hosur Main Road, Madivala (next to Madivala Police Station) Bangalore 560 068, Karnataka, India Website: www.happiestminds.com , Email: IR@happiestminds.com , Tel: +91 80 6196 0300

Audited Consolidated Statement of Cash Flows for the year ended March 31, 2021

		(Rs. in lakhs)
	Year endedMarch 31, 2021(Audited)	Year endedMarch 31, 2020(Audited)
A. Cash flow from operating activities
Profit before tax	18,602	7,361
Adjustments to reconcile profits before tax to net cash flows:
Depreciation and amortization expense	2,274	2,023
Share-based payment expense	297	266
Gain on investments carried at fair value through profit and loss	(184)	(121)
Gain on sale of investments carried at fair value through profit and loss	(671)	(455)
Interest income	(838)	(466)
Impairment of goodwill	-	1,126
Gain on liquidation of subsidiary	(82)	-
Net unrealised foreign exchange loss / (gain)	66	(173)
Fair value loss on warrant liability	28	-
Rent concession	(302)	-
Impairment loss on financial assets	1,021	762
Finance costs	669	802
Operating profit before working capital changes	20,880	11,125
Movements in working capital
(Increase)/ decrease in trade receivables	(511)	1,352
(Increase)/ decrease in loans	64	(105)
(Increase)/ decrease in non-financial assets	(279)	(189)
(Increase)/ decrease in financial assets	(1,443)	(2,776)
Increase/ (decrease) in trade payables	(644)	477
Increase/ (decrease) in financial liabilities	(1,684)	1,976
Increase/ (decrease) in provisions	516	424
Increase/ (decrease) in contract liabilities	(43)	(249)
Increase/ (decrease) in other non-financial liabilities	1,109	(208)
Cash generated from operating activities	17,965	11,827
Income tax paid (net of refunds)	(3,600)	(605)
Net cash generated from operating activities (A)	14,365	11,222
B. Cash flow from investing activities
Purchase of property, plant and equipment	(78)	(46)
Purchase of intangible assets	(19)	(67)
Proceeds from subleasing the premises	7	75
Maturities of / Investments in fixed deposits, net	6,931	(9,769)
Investment in equity shares of subsidiary acquired	(6,025)	-
Investments in mutual funds	(69,269)	-
Proceeds from sale of mutual funds	39,313	2,054
Interest received	777	379
Net cash used in investing activities (B)	(28,363)	(7,374)
C. Cash flow from financing activities
Repayment of long-term borrowings	(1,256)	(755)
Proceeds from long-term borrowings	6,025	-
Security deposits given	(300)	-
Net repayment of short-term borrowings	4,213	1,430
Payment of principal portion of lease liabilities	(1,661)	(1,710)
Payment of interest portion of lease liabilities	(328)	(414)
Proceeds from exercise of share options	72	442
Proceeds from Initial Public Offerings (IPO) (net of offer expenses)	10,544	0
Interest paid	(373)	(327)
Net cash generated from/(used in) financing activities (C)	16,936	(1,334)
Net increase in cash and cash equivalents (A+B+C)	2,938	2,514
Net foreign exchange difference	(6)	212
Cash and cash equivalents at the beginning of the year	4,353	1,627
Cash acquired on acquisition of subsidiary	1,298	-
Cash and cash equivalents at the end of the year	8,583	4,353

Happiest Minds Technologies Limited

CIN : L72900KA2011PLC057931 Regd. Office:#53/1-4, Hosur Main Road, Madivala (next to Madivala Police Station) Bangalore 560 068, Karnataka, India

Website: www.happiestminds.com , Email: IR@happiestminds.com , Tel: +91 80 6196 0300

Notes to Statement of Audited Consolidated Financial Results for the quarter ended and year ended March 31, 2021

1. In terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, this Statement of Audited Consolidated Financial Results for the quarter and year ended March 31, 2021 ("Audited Consolidated Financial Results") of Happiest Minds Technologies Limited (the "Holding Company" or the "Company") and its subsidiary (the Holding Company and its subsidiary together referred to as "the Group") has been reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on May 12, 2021.

2. The figures of the quarter ended March 31, 2021 are the balancing figures between audited figures in respect of full financial year upto March 31, 2021 and the published year-to-date figure upto December 31, 2020 being the date of the end of the third quarter of the financial year. Further, the year to date figures for the nine months ended December 31, 2020 were compilation of reviewed figures of the quarter ended September 30, 2020 and December 31, 2020 and the figures for the quarter ended June 30, 2020, which were subject to audit. The financial results and other financial information for the quarter ended March 31, 2020 have been prepared solely based on the information compiled by the Company and has been approved by the Board of Directors which have not been audited or reviewed by our statutory auditors.

3. The Audited Consolidated Financial Results of the Group have been prepared in accordance with the recognition and measurement principles laid down in the applicable Indian Accounting Standards ("Ind AS") as prescribed under section 133 of the Companies Act 2013, as amended, read with relevant rules thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, as amended and SEBI Circular No.CIR/CFD/CMD1/44/2019 dated March 29, 2019.

4. The financial results of the Company on standalone basis is as follows:(Rs. in lakhs)
Particulars		Quarter ended	Year ended
	March 31, 2021	December 31, 2020	March 31, 2020	March 31, 2021	March 31, 2020
	(Unaudited)	(Unaudited)	(Unaudited)	(Audited)	(Audited)
Total revenue (including other income)	21,127	20,129	19,017	78,438	71,419
Profit before tax	5,064	5,327	679	18,602	7,533
Profit for the period / year	3,692	4,215	489	16,193	7,343
Total comprehensive income for the period / year ended	3,716	4,261	(510)	17,193	6,237

1. The Company has completed its Initial Public Offering (IPO) of 4,22,90,091 equity shares of face value of Rs. 2/- each for cash at an issue price of Rs.166/- per equity share aggregating to Rs. 70,202 lakhs, consisting fresh issue of 66,26,506 equity shares aggregating to Rs. 11,000 lakhs and an offer for sale of 3,56,63,585 equity shares aggregating to Rs. 59,202 lakhs by the selling shareholders. The equity shares of the Company were listed on BSE Limited and National Stock Exchange of India Limited on September 17, 2020.

The utilisation of IPO proceeds is summarised below:

			(Rs. in lakhs)
Particulars	Objects of the issue asper prospectus	Utilisation up to31.03.2021	Unutilised amounts ason 31.03.2021
To meet long term working capital requirements	10,463	10,463	-
General corporate purposes	80	80	-
Net utilisation	10,544	10,544	-

*As per the Prospectus, the Company had estimated Rs. 300 Lakhs to be utilised for general corporate purpose. However, during the quarter ended March 31, 2021, the Company has utilised only Rs. 80 Lakhs and the differential was utilised for working capital requirement.

6.The Board of Directors of the Company at their meeting held on May 12, 2021 have, for the financial year ended March 31, 2021, recommended the payout of a final dividend of Rs.3/- per equity share of face value Rs.2/- each. This recommendation is subject to approval of shareholders at the 10th Annual General Meeting of the Company scheduled to be held on July 7, 2021.

1. The segment reporting of the Group has been prepared in accordance with Ind AS-108 on 'Operating Segments'. The Group executive management committee examines the Group's performance on the basis of its business units and has identified three reportable segments: Infrastructure Management & Security Services (IMSS), Digital Business Solutions (DBS) and Product Engineering Services (PES).

(Rs. in lakhs)Segment wise revenue and results are as follows:
Particulars		Quarter ended		Year ended
	March 31, 2021	December 31, 2020	March 31, 2020	March 31, 2021	March 31, 2020
	(Audited)	(Unaudited)	(Unaudited)	(Audited)	(Audited)
1. Segment revenue
IMSS	4,487	4,334	3,832	16,421	15,361
DBS	6,995	4,985	5,352	21,288	19,167
PES	10,589	9,965	9,451	39,632	35,293
Total	22,071	19,284	18,635	77,341	69,821
2. Segment results
IMSS	1,035	1,103	814	3,967	2,961
DBS	2,511	1,853	1,294	7,106	3,724
PES	4,324	4,035	2,955	15,924	11,860
Total	7,870	6,991	5,063	26,997	18,545
Unallocable other income	259	659	385	2,340	1,601
Unallocable finance cost	(223)	(124)	(206)	(690)	(802)
Unallocable depreciation and amortisation expenses	(709)	(491)	(511)	(2,198)	(2,023)
Other unallocable expenses*	(2,273)	(1,708)	(4,011)	(7,847)	(9,960)
Tax (expense) / credit	(1,319)	(1,112)	(190)	(2,356)	(190)
Profit after tax	3,605	4,215	530	16,246	7,171

Happiest Minds Technologies Limited

CIN : L72900KA2011PLC057931 Regd. Office:#53/1-4, Hosur Main Road, Madivala (next to Madivala Police Station) Bangalore 560 068, Karnataka, India Website: www.happiestminds.com , Email: IR@happiestminds.com , Tel: +91 80 6196 0300

Notes to Statement of Audited Consolidated Financial Results for the quarter ended and year ended March 31, 2021

Segment wise assets and liabilities are as follows:		(Rs. in lakhs)
Particulars	As at
	March 31, 2021	March 31, 2020
1. Segment assets
IMSS	4,282	4,207
DBS	5,741	4,216
PES	8,284	7,841
Other unallocable assets	73,888	34,551
Total assets	92,195	50,815
2. Segment liabilities
IMSS	396	594
DBS	1,874	1,029
PES	1,174	675
Other unallocable liabilities	34,152	21,986
Total liabilities	37,596	24,284

1. The full impact of COVID-19 still remains uncertain and could be different from the estimates considered while preparing these Audited Consolidated Financial Results. The Group will continue to closely monitior any material changes to future economic conditions.

2. The Group was carrying a Goodwill of Rs. 1,887 lakhs relating to the business acquisition from OSS Cube Solutions Limited. During the year ended March 31, 2020, the Group had recognised an impairment loss of Rs. 1,126 lakhs.

3. Liquidation of subsidiary:

The Company in its Board Meeting on March 16, 2020 passed a resolutions to voluntarily dissolve and wind up the operation of its subsidiary, i.e. Happiest Minds Technologies LLC, USA. Pursuant to such resolutions, the Company had filed a request for termination of the aforesaid subsidiary and received a certificate from the Office of Secretary of State approving such winding up on June 1, 2020 and consequent to such approval the Company has liquidated its subsidiary.

Pursuant to such liquidation, the Company has de-recognised the assets and liabilities and recognised a loss of Rs. 82 lakhs including foreign currency translation reserve balance that has been reclassified as gain on liquidation of subsidiary under other income in statement of profit and loss on such liquidation.

1. The Code on Social Security, 2020 ('Code') relating to employee benefits during employment and post-employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified and the final rules/interpretation have not yet been issued. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period in which the Code becomes effective.

2. . On January 27, 2021, the Company signed definitive agreements acquiring 100% voting interest in PGS Inc., a US based end-to-end digital e-commerce solutions company, from Moonscape Inc., USA (parent company of PGS Inc.) for total computed/recorded consideration of US $ 13.31 million (approximately Rs. 9,720 lakhs), comprising cash consideration of US $ 8.25 million (approximately Rs. 6,025 lakhs) and fair-valued contingent consideration in the form of warrants of US $ 5.06 million (approximately Rs. 3,696 lakhs) over the next three years, to be settled by PGS Inc. to Moonscape Inc. with the backing by Company, of the warrant liability settlement, subject to achievement of set targets for respective years. The excess of purchase consideration recorded/paid over fair value of net assets and intangible assets acquired has been attributed to goodwill amounting to Rs. 7,020 lakhs. The acquisition is expected to strengthen Company's digital e-commerce solutions to its customers looking for online offering of their products/services.

3. The previous period/year numbers have been regrouped/ rearranged wherever necessary to conform the current period presentation.

4. The above Audited Consolidated Financials Results of the Group are available on Company's website www.happiestminds.com and also on the website of BSE (www.bseindia.com) and NSE (www.nseindia.com), where the shares of the Company are listed.

For and on behalf of the Board For Happiest Minds Technologies Limited

Venkatraman Narayanan Managing Director & Chief Financial Officer DIN : 01856347

Place: Bengaluru, India Date: May 12, 2021

12th Floor "UB City" Canberra Block No. 24, Vittal Mallya Road Bengaluru – 560 001 India Tel: +91 80 6648 9000

Independent Auditor's Report on the Quarterly and Year to Date Audited Standalone Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

To The Board of Directors of Happiest Minds Technologies Limited

Report on the audit of the Standalone Financial Results

Opinion

We have audited the accompanying statement of quarterly and year to date Standalone Financial Results of Happiest Minds Technologies Limited (the "Company") for the quarter ended and for the year ended March 31, 2021 ("Statement"), attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations").

In our opinion and to the best of our information and according to the explanations given to us, and based on the consideration of the report of the other auditor on the separate audited financial results and on the other financial information of the Happiest Minds Technologies Share Ownership Trust (the "ESOP Trust"), the Statement:

• i. is presented in accordance with the requirements of the Listing Regulations in this regard; and
• ii. gives a true and fair view in conformity with the applicable accounting standards and other accounting principles generally accepted in India, of the net profit and other comprehensive income and other financial information of the Company for the quarter ended March 31, 2021 and for the year ended March 31, 2021.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Companies Act, 2013, as amended ("the Act"). Our responsibilities under those Standards are further described in the "Auditor's Responsibilities for the Audit of the Standalone Financial Results" section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us and other auditors in terms of their reports referred to in "Other Matter" paragraph below is sufficient and appropriate to provide a basis for our opinion.

Management's Responsibilities for the Standalone Financial Results

The Statement has been prepared on the basis of the standalone annual financial statements. The Board of Directors of the Company are responsible for the preparation and presentation of the Statement that gives a true and fair view of the net profit and other comprehensive income of the Company and other financial information in accordance with the applicable accounting standards prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Statement, the Board of Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Standalone Financial Results

Our objectives are to obtain reasonable assurance about whether the Statement as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the Statement.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• x Identify and assess the risks of material misstatement of the Statement, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• x Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

• x Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.

• x Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• x Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation.

• x Obtain sufficient appropriate audit evidence regarding the financial results of the entity within the Company of which we are the independent auditors and whose financial information we have audited, to express an opinion on the Statement. We are responsible for the direction, supervision and performance of the audit of the financial information of such entity included in the Statement of which we are the independent auditors. For the other entity included in the Statement, which have been audited by other auditor, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

Other Matter

The accompanying Statement includes the audited financial results, in respect of the ESOP Trust whose financial results include total assets of Rs. 721 lakhs as at March 31, 2021, total revenues of Rs. Nil and Rs. Nil, total net loss after tax of Rs. 10 lakhs and Rs. 16 lakhs, total comprehensive income of Rs. 27,052 lakhs and Rs. 27,046 lakhs, for the quarter and the year ended on that date respectively, and net cash outflows of Rs. 64 lakhs for the year ended March 31, 2021, as considered in the Statement which have been audited by their independent auditor.

The independent auditor's report on the financial results of the ESOP Trust has been furnished to us by the Management and our opinion on the Statement in so far as it relates to the amounts and disclosures included in respect of the ESOP Trust is based solely on the reports of such auditors and the procedures performed by us as stated in paragraph above.

Our opinion on the Statement is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditor.

We have not audited or reviewed the comparative financial information appearing in the Statement of the corresponding quarter ended March 31, 2020, which has been prepared solely based on the information compiled by the management and has been approved by the Board of Directors.

The Statement includes the results for the quarter ended March 31, 2021 being the balancing figure between the audited figures in respect of the full financial year ended March 31, 2021 and the published year-to-date figures up to the third quarter of the current financial year, as required under the Listing Regulations. Further, the year to date figures for the nine months ended December 31, 2020 were compilation of reviewed figures of the quarter ended September 30, 2020 and December 31, 2020 and the figures for the quarter ended June 30, 2020, which were not subject to audit or review.

For S.R. BATLIBOI & ASSOCIATES LLP Chartered Accountants ICAI Firm Registration Number: 101049W/E300004

SUMIT MEHRA

Digitally signed by SUMIT MEHRA DN: cn=SUMIT MEHRA, c=IN, o=Personal, email=Sumit.mehra@srb.in Date: 2021.05.12 21:58:35 +05'30'

per Sumit Mehra Partner Membership No.: 096547 UDIN: 21096547AAAABR6973

Bengaluru May 12, 2021

	Happiest Minds Technologies LimitedCIN : L72900KA2011PLC057931
Regd. Office:#53/1-4, Hosur Main Road, Madivala (next to Madivala Police Station) Bangalore 560 068, Karnataka, IndiaWebsite: www.happiestminds.com , Email: IR@happiestminds.com , Tel: +91 80 6196 0300
					(Rs. in lakhs)
Statement of Audited Standalone Financial Results for the quarter and year ended March 31, 2021
		Quarter ended			Year ended
Particulars	March 31, 2021(refer note 2)	December 31, 2020	March 31, 2020(refer note 2)	March 31, 2021	March 31, 2020
	(Audited)	(Unaudited)	(Unaudited)	(Audited)	(Audited)
I. Revenue
(a) Revenue from contracts with customers	20,826	19,284	18,635	76,096	69,821
(b) Other income	301	845	382	2,342	1,598
Total revenue	21,127	20,129	19,017	78,438	71,419
II. Expenses
(a) Employee benefits expense	12,066	11,029	12,418	45,012	44,123
(b) Finance costs	220	126	206	692	799
(c) Depreciation and amortisation expense	522	516	511	2,063	2,023
(d) Other expenses	3,255	3,131	4,077	12,069	15,815
Total expenses	16,063	14,802	17,212	59,836	62,760
III. Profit before exceptional items and tax (I-II)	5,064	5,327	1,805	18,602	8,659
IV. Exceptional items (refer note 8)	-	-	1,126	-	1,126
V. Profit before tax (III-IV)	5,064	5,327	679	18,602	7,533
VI. Tax expense
Current tax	889	1,105	172	3,527	172
Tax expense for earlier periodsDeferred tax charge / (credit)	-483	-7	18-	-(1,118)	18-
VII. Profit for the period / year (V-VI)	3,692	4,215	489	16,193	7,343
VIII. Other comprehensive income, net of tax [(loss)/profit](i) Item to be reclassified to profit or loss in subsequentperiods / year
Net movement on effective portion of cash flow	(7)	127	(947)	1,236	(967)
hedges [gain/(loss)]
Income tax effect	1	(32)	-	(128)	-
(ii) Item not to be reclassified to profit or loss in subsequentperiods / year
Re-measurement gains/ (losses) on definedbenefit plans	40	(65)	(52)	(144)	(139)
Income tax effect	(10)	16	-	36	-
IX. Total comprehensive income for the period / year (VII-VIII)	3,716	4,261	(510)	17,193	6,237
X. Paid-up equity share capital (Rs. 2/- each)	2,837	2,831	879	2,837	879
XI. Other equity				51,830	25,682
XI. Earnings per share ("EPS") (of Rs. 2/- each) (not annualisedfor quarters):
Basic EPS (Rs.)	2.61	2.98	0.45	11.71	7.21
Diluted EPS (Rs.)	2.54	2.89	0.36	11.41	5.49

Happiest Minds Technologies Limited CIN : L72900KA2011PLC057931

Regd. Office:#53/1-4, Hosur Main Road, Madivala (next to Madivala Police Station) Bangalore 560 068, Karnataka, India

Website: www.happiestminds.com , Email: IR@happiestminds.com , Tel: +91 80 6196 0300

Audited Standalone Statement of Assets and Liabilities as at March 31, 2021

			(Rs. in lakhs)
		As at	As at
Sl No	Particulars	March 31, 2021	March 31, 2020
		(Audited)	(Audited)
	ASSETS
A	Non-current assets
	Property, plant and equipment	67	91
	Capital work-in-progress	14	-
	Goodwill	611	611
	Other intangible assets	65	73
	Right-of-use assets	2,149	3,005
	Intangible assets under development	-	17
	Financial assets:
	i. Investment	9,720	-
	ii. Loans	349	767
	iii. Other financial assets	2,109	368
	Income tax assets (net)	1,408	1,335
	Other assets	7	33
	Deferred tax assets, net	1,026	-
	Total non-current assets	17,525	6,300
B	Current assets
	Financial assets
	i. Investments	39,148	8,337
		11,610	11,487
	ii. Trade receivables
	iii. Cash and cash equivalents	7,952	4,350
	iv. Bank balance other than cash and cash equivalent	5,935	14,607
	v. Loans	812	100
	vi. Other financial assets	6,411	4,567
	Other assets	1,302	1,063
	Total current assets	73,170	44,511
		90,695	50,811
	Total assets (A+B)
	EQUITY AND LIABILITIES
C	Equity
	Equity share capital	2,837	879
	Instruments entirely in the nature of equity	-	3,634
	Other equity	51,830	22,048
	Total Equity	54,667	26,561
D	Non-current liabilities
	Financial liabilities
	i. Borrowings	3,661	132
	ii. Lease liabilities	1,223	1,731
	iii. Other financial liabilities	2,455	-
	Provisions	1,653	1,255
	Total non-current liabilities	8,992	3,118
E	Current liabilities
	Contract liability	763	781
	Financial liabilities
	i. Borrowings	10,972	6,916
	ii. Lease liabilities	1,422	1,812
	iii. Trade payables
	(A) Total outstanding dues of micro and small enterprises	95	12
	(B) Total outstanding dues of creditors other than micro and small
	enterprises	3,478	3,451
	iv. Other financial liabilities	6,874	6,397
	Provisions	1,508	1,246
	Other current liabilities	1,924	517
	Total current liabilities	27,036	21,132
F	Total liabilities (D+E)	36,028	24,250
	Total equity and liabilities (C+F)	90,695	50,811

Happiest Minds Technologies Limited CIN : L72900KA2011PLC057931 Regd. Office:#53/1-4, Hosur Main Road, Madivala (next to Madivala Police Station) Bangalore 560 068, Karnataka, India Website: www.happiestminds.com , Email: IR@happiestminds.com , Tel: +91 80 6196 0300

Audited Standalone Statement of Cash Flows for the year ended March 31, 2021

		(Rs. in lakhs)
	Year endedMarch 31, 2021(Audited)	Year endedMarch 31, 2020(Audited)
A. Cash flow from operating activities
Profit before tax	18,602	7,533
Adjustments to reconcile profit before tax to net cash flows:
Depreciation and amortization expense	2,063	2,023
Share-based payment expense	297	266
Gain on investments carried at fair value through profit and loss	(184)	(121)
Gain on sale of investments carried at fair value through profit and loss	(671)	(455)
Interest income	(838)	(463)
Impairment of goodwill	-	1,126
Net unrealised foreign exchange loss / (gain)	73	(173)
Fair value loss on warrant liability	28	-
Rent concession	(302)	-
Impairment loss on financial assets	945	657
Finance costs	664	799
Operating profit before working capital changes	20,677	11,192
Movements in working capital
(Increase)/ decrease in trade receivables	(1,247)	1,330
(Increase)/ decrease in loans	5	(48)
(Increase)/ decrease in non-financial assets	(213)	(194)
(Increase)/ decrease in financial assets	(1,400)	(2,775)
Increase/ (decrease) in trade payables	176	472
Increase/ (decrease) in financial liabilities	(1,269)	1,958
Increase/ (decrease) in provisions	516	424
Increase/ (decrease) in contract liabilities	(18)	(286)
Increase/ (decrease) in other non-financial liabilities	1,407	(206)
Cash generated from operating activities	18,634	11,867
Income tax paid (net of refunds)Net cash generated from operating activities (A)	(3,600)15,034	(605)11,262
B. Cash flow from investing activities
Purchase of property, plant and equipment	(78)	(46)
Purchase of intangible assets	(19)	(67)
Maturities of / Investments in fixed deposits, net	6,931	(9,769)
Investment in equity shares of subsidiary acquired	(6,025)	-
Investments in mutual funds	(69,269)	-
Proceeds from sale of mutual funds	39,313	2,054
Interest received	777	379
Net cash used in investing activities (B)	(28,370)	(7,449)
C. Cash flow from financing activities
Repayment of long-term borrowings	(1,257)	(755)
Proceeds from long-term borrowings	6,025	-
Security deposits given	(300)	-
Net repayment of short-term borrowings	4,213	1,430
Payment of principal portion of lease liabilities	(1,657)	(1,659)
Payment of interest portion of lease liabilities	(328)	(412)
Proceeds from exercise of share options	72	442
Proceeds from Initial Public Offerings (IPO) (net of offer expenses)	10,544	-
Interest paid	(368)	(326)
Net cash generated from/(used in) financing activities (C)	16,944	(1,280)
Net increase in cash and cash equivalents (A+B+C)	3,608	2,533
Net foreign exchange difference	(6)	212
Cash and cash equivalents at the beginning of the year	4,350	1,605
Cash and cash equivalents at the end of the year	7,952	4,350

Happiest Minds Technologies Limited CIN : L72900KA2011PLC057931

Regd. Office:#53/1-4, Hosur Main Road, Madivala (next to Madivala Police Station) Bangalore 560 068, Karnataka, India Website: www.happiestminds.com , Email: IR@happiestminds.com , Tel: +91 80 6196 0300

Notes to Statement of Audited Standalone Financial Results for the quarter ended and year ended March 31, 2021

1. In terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, this Statement of Audited Standalone Financial Results for the quarter and year ended March 31, 2021 ("Audited Standalone Financial Results") of Happiest Minds Technologies Limited (formerly known as "Happiest Minds Technologies Private Limited") (the "Company") has been reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on May 12, 2021.

2. The figures of the quarter ended March 31, 2021 are the balancing figures between audited figures in respect of full financial year upto March 31, 2021 and the unaudited published year-to-date figure upto December 31, 2020 being the date of the end of the third quarter of the financial year. Further, the year to date figures for the nine months ended December 31, 2020 were compilation of reviewed figures of the quarter ended September 30, 2020 and December 31, 2020 and the figures for the quarter ended June 30, 2020, which were not subject to audit or review. The financial results and other financial information for the quarter ended March 31, 2020 have been prepared solely based on the information compiled by the Company and has been approved by the Board of Directors which have not been audited or reviewed by our statutory auditors.

3. The Audited Standalone Financial Results of the Company have been prepared in accordance with the recognition and measurement principles laid down in the applicable Indian Accounting Standards ("Ind AS") as prescribed under section 133 of the Companies Act 2013, as amended, read with relevant rules thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, as amended and SEBI Circular No.CIR/CFD/CMD1/44/2019 dated March 29, 2019.

4. The Board of Directors of the Company at their meeting held on May 12, 2021 have for the financial year ended March 31, 2021 recommended the payout of a final dividend of Rs.3/- per equity share of face value Rs.2/- each. This recommendation is subject to approval of shareholders at the 10th Annual General Meeting of the Company scheduled to be held on July 7, 2021.

5. The Company has completed its Initial Public Offering (IPO) of 4,22,90,091 equity shares of face value of Rs.2/- each for cash at an issue price of Rs.166/- per equity share aggregating to Rs. 70,202 lakhs, consisting fresh issue of 66,26,506 equity shares aggregating to Rs. 11,000 lakhs and an offer for sale of 3,56,63,585 equity shares aggregating to Rs. 59,202 lakhs by the selling shareholders. The equity shares of the Company were listed on BSE Limited and National Stock Exchange of India Limited on September 17, 2020.

The utilisation of IPO proceeds is summarised below:

			(Rs. in lakhs)
Particulars	Objects of the issue asper prospectus	Utilisation up to31.03.2021	Unutilised amountsas on 31.03.2021
To meet long term working capital requirements	10,463	10,463	-
General corporate purposes	80	80	-

Net utilisation 10,544 10,544 -

*As per the Prospectus, the Company had estimated Rs.300 Lakhs to be utilised for general corporate purpose. However, during the quarter ended March 31, 2021, the Company has utilised only Rs.80 Lakhs and the differential was utilised for working capital requirement.

1. The segment reporting of the Group has been prepared in accordance with Ind AS-108 on 'Operating Segments'. The Group executive management committee examines the Group's performance on the basis of its business units and has identified three reportable segments: Infrastructure Management & Security Services (IMSS), Digital Business Solutions (DBS) and Product Engineering Services (PES).

Segment wise revenue and results are as follows:(Rs. in lakhs)
Particulars		Quarter ended		Year ended
	March 31, 2021	December 31, 2020	March 31, 2020	March 31, 2021	March 31, 2020
	(Audited)	(Unaudited)	(Unaudited)	(Audited)	(Audited)
1. Segment revenue
IMSS	4,487	4,334	3,832	16,421	15,361
DBS	5,750	4,985	5,352	20,043	19,167
PES	10,589	9,965	9,451	39,632	35,293
Total	20,826	19,284	18,635	76,096	69,821
2. Segment results
IMSS	1,035	1,103	814	3,967	2,961
DBS	2,681	1,853	1,310	7,194	3,950
PES	4,324	4,035	2,955	15,924	11,860
Total	8,040	6,991	5,079	27,085	18,771
Unallocable other income	259	658	380	2,340	1,596
Unallocable finance cost	(218)	(124)	(206)	(685)	(799)
Unallocable depreciation and amortisation expenses	(497)	(490)	(511)	(1,987)	(2,023)
Other unallocable expenses	(2,520)	(1,708)	(4,063)	(8,151)	(10,012)
Tax (expense) / credit	(1,372)	(1,112)	(190)	(2,409)	(190)
Profit After Tax	3,692	4,215	489	16,193	7,343

Segment wise assets and liabilities are as follows:		(Rs. in lakhs)
Particulars		As at
	March 31, 2021	March 31, 2020
	(Audited)	(Audited)
1. Segment assets
IMSS	4,282	4,207
DBS	5,094	4,216
PES	8,284	7,841
Other unallocable assets	73,035	34,547
Total assets	90,695	50,811
2. Segment liabilities
IMSS	396	594
DBS	1,049	992
PES	1,174	675
Other unallocable liabilities	33,409	21,989
Total liabilities	36,028	24,250

Happiest Minds Technologies Limited

CIN : L72900KA2011PLC057931

Regd. Office:#53/1-4, Hosur Main Road, Madivala (next to Madivala Police Station) Bangalore 560 068, Karnataka, India Website: www.happiestminds.com , Email: IR@happiestminds.com , Tel: +91 80 6196 0300

Notes to Statement of Audited Standalone Financial Results for the quarter ended and year ended March 31, 2021

1. The full impact of COVID-19 still remains uncertain and could be different from the estimates considered while preparing these Audited Standalone Financial Results. The Company will continue to closely monitor any material changes to future economic conditions.

2. The Company was carrying a Goodwill of Rs. 1,887 lakhs relating to the business acquisition from OSS Cube Solutions Limited. During the year ended March 31, 2020, the Company had recognised an impairment loss of Rs. 1,126 lakhs.

3. The Code on Social Security, 2020 ('Code') relating to employee benefits during employment and post-employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified and the final rules/interpretation have not yet been issued. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period in which the Code becomes effective.

4. On January 27, 2021, the Company signed definitive agreements acquiring 100% voting interest in PGS Inc., a US based end-to-end digital e-commerce solutions company, from Moonscape Inc., USA (parent company of PGS Inc.) for total computed/recorded consideration of US $ 13.31 million (approximately Rs. 9,720 lakhs), comprising cash consideration of US $ 8.25 million (approximately Rs. 6,025 lakhs) and fair-valued contingent consideration in the form of warrants of US $ 5.06 million (approximately Rs. 3,696 lakhs) over the next three years, to be settled by PGS Inc. to Moonscape Inc. with the backing by Company, of the warrant liability settlement, subject to achievement of set targets for respective years. The excess of purchase consideration recorded/paid over fair value of net assets and intangible assets acquired has been attributed to goodwill amounting to Rs. 7,020 lakhs. The acquisition is expected to strengthen Company's digital e-commerce solutions to its customers looking for online offering of their products/services.

5. The previous period/year numbers have been regrouped/ rearranged wherever necessary to conform the current period presentation.

6. The above Audited Standalone Financials Results of the Company are available on Company's website www.happiestminds.com and also on the website of BSE (www.bseindia.com) and NSE (www.nseindia.com), where the shares of the Company are listed.

For and on behalf of the Board For Happiest Minds Technologies Limited

Venkatraman Narayanan Managing Director & Chief Financial Officer DIN : 01856347

Place: Bengaluru, India Date: May 12, 2021

Investor Presentation & Fact sheet: Q4 FY 21 May 2021

This presentation may contain certain forward-looking statements, which involves risks and uncertainties that could cause our future results to differ materially from those in such forwardlooking statements. The COVID-19 pandemic could decrease our customers' technology spend, delaying prospective customers' purchasing decisions, and impact our ability to provide services; all of which could adversely affect our future revenue, margin and overall financial performance. Our operations could also be negatively impacted by a range of external factors not within our control including those due to the pandemic. We do not undertake to update any of our forward-looking statements that may be made from time to time by us or on our behalf.

Next Generation Digital Transformation, Infrastructure, Security and Product Engineering Services Company

IPOIn September 2020•100 % digitallyexecuted IPOHeavily•oversubscribed with	DigitalDigital	Agile	Active clients46 Fortune2000 / Forbes200 /Billion $ corporations87% of repeat business1	RoCE2RoE
healthy listing gainsReflects•Our growth andprofitabilityManagement Team•& Corporategovernance	Mission StatementSMILES ValuesSharing, Mindful, Integrity,Learning, Excellence, SocialResponsibility	HappiestMindsacross 7Countries	•RankedAmongstITServicesTopIndia's Best Workplaces•for Women•TopIndia's Best Workplaces	ratingon Glassdoor#2 amongst Indian ITServices
PromoterAshok Soota				2019

*All logos are properties of their respective owners Note 1: Trailing 12 months Revenue from existing customers; 2: ROCE / ROE is for full year FY 21

Particulars	Q4FY21	Q3FY21	QoQ	Q4FY20	YoY	FY21	FY20	YoY
($'000)Revenues	30235,	26202,	154%	25613,	180%	104592,	98348,	63%
lakhs)Revenues(₹	22071,	19284,	145%	18635,	184%	77341,	69821,	108%
Otherlakhs)Income(₹	303	845	(641)%	386	(215)%	2422,	1602,	512%
Totallakhs)Income(₹	22374,	20129,	112%	19021,	176%	79765,	71423,	117%
lakhs)EBITDA(₹	5883,	5969,	(14)%	2563,	1295%	21573,	11312,	907%
%	263%	297%		135%		270%	158%
lakhs)PBT(₹	4924,	5327,	(76)%	720	5839%	18602,	7361,	1527%
%	220%	265%		38%		233%	103%
Tax	1319,	1112,	186%	190	5942%	2356,	190	11400%
%	59%	55%		10%		30%	03%
lakhs)PAT(₹	3605,	4215,	(145)%	530	5802%	16246,	7171,	1266%
%	161%	209%		28%		204%	100%

Digital % of Revenue 97.2% 96.9% 96.8% 96.3% 97.1% 96.6% 96.6% FY 19 FY 20 FY 21 Q1 21 Q2 21 Q3 21 Q4 21

Agile

% of Revenue

Onsite Offshore

	FY18	FY19	FY20	FY21Q1	FY21Q2	FY21Q3	FY21Q4	FY21
CustomerIndustrygroup
Edutech	180%	213%	213%	270%	270%	249%	241%	256%
Hitech	246%	210%	210%	205%	195%	202%	135%	182%
BFSI	179%	182%	175%	174%	163%	174%	148%	164%
TravelMediaand,(TME)Entertainment	110%	138%	171%	129%	130%	144%	140%	136%
Retail/CPG	0%7	69%	5%7	7%5	45%	22%	86%	4%5
Industrial	62%	81%	70%	64%	69%	70%	77%	71%
Manufacturing	32%	38%	37%	7%5	68%	69%	1%7	66%
Others	123%	69%	49%	46%	60%	70%	102%	71%
DigitalServiceOfferings
Digitalinfrastructure/Cloud	-	409%	312%	437%	411%	410%	442%	416%
SaaS	-	286%	294%	236%	246%	216%	209%	227%
SecuritySolutions	-	102%	149%	76%	74%	87%	91%	87%
Analytics/AI	-	91%	116%	121%	135%	144%	129%	133%
IoT	-	84%	98%	93%	105%	110%	95%	105%
Total	-	972%	969%	963%	971%	966%	966%	968%
Automation%oftotalasa
revenue			207%	242%	243%	278%	244%	252%

	FY18	FY19	FY20	FY21 Q1	FY21 Q2	FY21 Q3	FY21 Q4	FY 21
Location of external customer
USA	73.5%	75.5%	77.5%	77.3%	77.3%	72.2%	68.4%	73.4%
India	11.7%	11.9%	11.9%	10.9%	10.9%	13.4%	11.7%	11.8%
Europe	11.4%	9.5%	7.2%	9.8%	9.2%	10.6%	11.6%	10.4%
ROW	3.4%	3.1%	3.4%	2.0%	2.6%	3.8%	8.4%	4.4%
Million $ Customers1
$ 10 M +		1	1	1	1	1	1	1
$ 5M to $ 10M	2	2	-	1	-	2	3	3
$ 3M to $ 5M	2	1	9	4	6	5	6	6
$ 1M to $ 3M	12	17	15	17	17	17	16	16
Total	16	21	25	23	24	25	26	26
Revenue Mix
Onsite	21.4%	22.0%	22.5%	21.0%	21.9%	19.0%	15.0%	19.0%
Offshore 2	78.6%	78.0%	77.5%	79.0%	78.1%	81.0%	85.0%	81.0%
Revenue Model
Fixed Price	18.4%	16.8%	19.0%	18.8%	19.3%	22.2%	26.0%	22.0%
Time and Material	81.6%	83.2%	81.0%	81.2%	80.7%	77.8%	74.0%	78.0%
Active customers
# of active customers	173	163	157	148	152	155	173	173
Billion $ corporation
# of customers			37	36	39	38	46	46

16 www.happiestminds.com Note: 1: Based on quarter revenue annualized 2: Offshore: Revenues from customers served from India;

	FY18	FY19	FY20	FY21Q1	FY21Q2	FY21Q3	FY21Q4	FY21
HappiestMinds
Onsite	105	132	123	124	133	145	166	166
Offshore	2148	2330	2,543	2,534	2,588	2,740	3062	3062
Total	,2,253	,2,462	2,666	2,658	2,721	2,885	,3,228	3,228
HappiestMindsbydeliverycentres
Onsite	4.7%	5.4%	46%	4.7%	49%	5.0%	5.1%	5.1%
1Offshore	953%	946%	954%	953%	951%	950%	949%	949%
Utilization
Utilization%	684%	77.3%	769%	749%	78.7%	816%	826%	79.5%
Diversity
WomenHappiestMinds	220%	230%	240%	234%	233%	240%	24.5%	24.5%
DaysSalesOutstanding
Billed	74	80	60	51	51	46	50	57
Unbilled	6	11	23	32	26	31	24	28
TotalDSO(Days)	80	91	83	83	77	77	75	85
Share)EPS(₹Per
Year(Diluted)Full			5.36					1145
CapitalReturnRatios%
on CapitalEmployedRoCEReturn			289%					312%
on EquityReturnRoE			271%					298%

(Allfiguresin₹Lakhs)	FY18		FY19		FY20		FY21Q1		FY21Q2		FY21Q3		FY21Q4		FY21
BusinessRevenuebyUnits
InfrastructureManagementSecurityServices&	9862,	202%	12943,	215%	15361,	215%	3641,	195%	3959,	211%	4334,	215%	4487,	201%	16421,	206%
DigitalBusinessServices	15403,	315%	18090,	301%	19167,	268%	4598,	246%	4710,	251%	4985,	248%	6995,	313%	21288,	267%
ProductEngineeringServices	21024,	430%	28003,	465%	35293,	494%	9463,	506%	9615,	512%	9965,	495%	10589,	473%	39632,	497%
TotalRevenue	46289,	946%	59036,	981%	69821,	978%	17702,	947%	18284,	973%	19284,	958%	22071,	986%	77341,	970%
Otherincome	2623,	4%5	1145,	19%	1602,	22%	997	3%5	507	27%	845	42%	303	14%	2424,	30%
Totalincome	48912,	100%	60181,	100%	71423,	100%	18699,	100%	18791,	100%	20129,	100%	22374,	100%	79765,	100%

Summary Profit & Loss statement
(AllfiguresinLakhs)₹	FY18	FY19	FY20	FY21Q1	FY21Q2	FY21Q3	FY21Q4	FY21
Income
Operatingrevenue	46289,	59036,	69821,	17702,	18284,	19284,	22071,	34177,
Otherincome	2623,	1145,	1602,	997	507	845	303	2424,
Totalincome	48912,	60181,	71423,	18699,	18791,	20129,	22374,	79765,
Costofrevenue	32652,	36987,	42927,	9978,	10401,	11155,	12849,	44382,
marginGross	13637,	22049,	26894,	7724,	7884,	8129,	9222,	32959,
%	29.5%	37.3%	38.5%	43.6%	43.1%	42.2%	41.8%	42.6%
SG&A	15498,	16566,	17184,	3939,	3452,	3005,	3642,	13810,
EBITDA	762	6628,	11312,	4782,	4939,	5969,	5883,	21573,
%	1.6%	11.0%	15.8%	25.6%	26.3%	29.7%	26.3%	27.0%
Depreciation	2075,	2478,	2023,	512	512	516	734	2274,
EBIT	(1313),	4150,	9289,	4270,	4427,	5453,	5149,	19299,
%	-2.7%	6.9%	13.0%	22.8%	23.6%	27.1%	23.0%	24.2%
Financecost	995	1594,	802	186	160	126	225	697
PBTbeforeexceptionalitems*	(2308),	2556,	8487,	4084,	4267,	5327,	4924,	18602,
%	-4.7%	4.2%	11.9%	21.8%	22.7%	26.5%	22.0%	23.3%
+ExceptionalItems	-	1258,	1126,	-	-	-	-	-
PBT*	(2308),	1298,	7361,	4084,	4267,	5327,	4924,	18602,
%	-4.7%	2.2%	10.3%	21.8%	22.7%	26.5%	22.0%	23.3%
Currenttax	-	-	190	851	682	1105,	889	3527,
Deferredtax	(61)	(123)	-	(1785),	177	7	430	(1171),
PAT*	(2247),	1421,	7171,	5018,	3408,	4215,	3605,	16246,
%	-4.6%	2.4%	10.0%	26.8%	18.1%	20.9%	16.1%	20.4%

Condensed Balance Sheet

(AllfiguresinLakhs)₹	31.03.2018	31.03.2019	31.03.2020	30.06.2020	30.09.2020	31.12.2020	31.03.2021
Assets
Non-currentAssets
Property,plantandequipment	264	214	93	77	60	72	69
Goodwill	2,961	1,736	610	610	611	611	7,644
Financial&Otherassets	7,685	6,003	5,598	6,266	5,788	5,040	10,029
Total(A)non-currentassets	10,910	7,953	6,301	6,953	6,459	5,723	17,742
Currentassets
OtherFinancial&assets
i.Tradereceivable	9,437	12,927	11,487	9,851	10,302	9,765	12,192
ii.Cash&Cashequivalents,Investments&Otherfinancialassets	16,928	19,610	31,967	39,196	52,387	54,286	60,928
iii.Otherassets	1,424	862	1,060	1,308	1,721	1,531	1,333
Total(B)currentassets	27,789	33,399	44,514	50,355	64,410	65,582	74,453
Total(A+ B)assets	38,699	41,352	50,815	57,308	70,869	71,305	92,195
EquityandLiabilities
Totalequity(A)	(10,888)	(6,605)	26,531	31,901	46,380	50,836	54,599
Non-currentliabilities
Financialliabilities	5,797	3,814	1,863	1,674	1,518	1,248	7,339
Provisions&Deferredliabilitytax	935	940	1,255	1,508	1,513	1,662	2,378
Totalliabilities(B)non-current	6,732	4,754	3,118	3,182	3,031	2,910	9,717
Currentliabilities
ContractFinancial&liabilities
i.Tradepayable	2,498	2,878	3,442	3,600	6,307	3,781	4,101
ii.Others	38,866	38,591	15,947	15,907	12,402	10,931	20,340
Provisions&Otherliabilitiescurrent	1,491	1,734	1,777	2,718	2,749	2,847	3,438
Totalliabilities(C)current	42,855	43,203	21,166	22,225	21,458	17,559	27,879
(D+ C)Totalliabilities= B	49,587	47,957	24,284	25,407	24,489	20,469	37,596
equityliabilities(A+ D)Totaland	38,699	41,352	50,815	57,308	70,869	71,305	92,195
					20		www.happiestminds.com

investors@happiestminds.com

India | United States | United Kingdom | Canada | Australia | Dubai

Happiest Minds' FY21 Total income grows at 11.7% to ₹ 798 Crores

while PAT increases to ₹ 162 Crores and recommends maiden dividend

Bengaluru, India, San Jose, California and London, May 12, 2021: Happiest Minds Technologies Limited (NSE:HAPPSTMNDS), a 'Born Digital. Born Agile', digital transformation and IT solutions company, today announced its consolidated results today for the fourth quarter and year ended March 31, 2021 as approved by its Board of Directors.

Particulars	Q4 FY 21	Q3 FY 21	QoQ	Q4 FY 20	YoY	FY 21	FY 20	YoY
Revenues ($'000)	30,235	26,202	15.4%	25,613	18.0%	104,592	98,348	6.3%
Revenues (₹ lakhs)	22,071	19,284	14.5%	18,635	18.4%	77,341	69,821	10.8%
Other Income (₹ lakhs)	303	845	(64.1)%	386	(21.5)%	2,422	1,602	51.2%
Total Income (₹ lakhs)	22,374	20,129	11.2%	19,021	17.6%	79,765	71,423	11.7%
EBITDA (₹ lakhs)	5,883	5,969	(1.4)%	2,563	129.5%	21,573	11,312	90.7%
%	26.3%	29.7%		13.5%		27.0%	15.8%
PBT (₹ lakhs)	4,924	5,327	(7.6)%	720	583.9%	18,602	7,361	152.7%
%	22.0%	26.5%		3.8%		23.3%	10.3%
Tax	1,319	1,112	18.6%	190	594.2%	2,356	190	1140.0%
%	5.9%	5.5%		1.0%		3.0%	0.3%
PAT (₹ lakhs)	3,605	4,215	(14.5)%	530	580.2%	16,246	7,171	126.6%
%	16.1%	20.9%		2.8%		20.4%	10.0%

Ashok Soota, Executive Chairman, Happiest Minds Technologies said, "The highlight for the year FY21 was our successful IPO. We have been able to fulfil all our promises and are grateful to our customers, our team, and all stakeholders, who helped make this possible. As we begin FY22, we will look to achieving 20 percent organic growth as indicated at the time of our IPO."

Financial highlights:

Venkatraman N, MD & CFO, Happiest Minds Technologies talking on the financials said, "Our fiscal year revenue growth of 6.3% in US$ terms is reflective of our business model which positions us as a go to player for customers building a digital ready enterprise. Revenues for the quarter grew sequentially by 15.4% which includes Pimcore Global Services (PGS) the Company we acquired earlier during the Quarter. Our growth for the quarter even on a standalone basis has been robust. Considering our performance, strong cash generation and capital allocation priorities, I am happy to highlight the maiden divided of ₹ 3 per share recommended by the Board."

Quarter ended March 31, 2021

• Operating Revenues stood at $30.2 million (growth of 15.4% q-o-q ; 18.0% y-o-y)
• Total Income stood at ₹ 22,374 lakhs (growth of 11.2% q-o-q ; 17.6% y-o-y)
• EBITDA stood at ₹ 5,883 lakhs, 26.3% of Total Income (decline of 1.4 % q-o-q ; growth of 129.5% y-o-y)
• PAT at ₹ 3,605 lakhs (decline of 14.5 % q-o-q; growth of 580.2% y-o-y)
• Free cash flows of ₹ 5,853 lakhs for the quarter

Year ended March 31, 2021

• Operating Revenues stood at $104.6 million (growth of 6.3% y-o-y)
• Total Income stood at ₹ 79,765 lakhs (growth of 11.7% y-o-y)
• EBITDA stood at ₹ 21,573 lakhs, 27.0% of Total Income (growth of 90.7% y-o-y)
• PAT at ₹ 16,246 lakhs (growth of 126.6% y-o-y)
• EPS(diluted) for the year is ₹ 11.45 (growth of 113.6% y-o-y)
• Free cash flows of ₹ 21,476 lakhs
• RoCE & RoE for the year stood at 31.2% and 29.8% respectively

Our Business:

Joseph Anantharaju, Exec. Vice Chairman, Happiest Minds Technologies said, "We continue to see good demand for digital skills across verticals, with good growth in EduTech, Industrial & Manufacturing and Retail. All our geos have demonstrated impressive growth, especially Middle East and Europe. We are truly among India's best companies to work, as reflected in our high Glassdoor rating of 4.3 and low attrition levels of 12.4%".

Clients:

• 173 as of March 31, 2021
• 23 additions during the quarter

Our People - Happiest Minds:

• 3,228 Happiest Minds as of March 31, 2021 (net addition for the quarter 343; for the year 562);
• Trailing 12 months attrition of 12.4%
• Utilization of 82.6%, up from 81.6% in Q3 FY21

Key Project Wins:

• For a large US financial services company, Happiest Minds was chosen as a partner for implementing a cloud-based loan and leasing solution
• For a leading US based Credit Union Services Organization, Happiest Minds was chosen to transform the legacy HR performance Solution
• For a leading US manufacturer of electrical wiring and lighting control systems, Happiest Minds is building the next generation system to control, configure, and monitor their commercial lighting systems
• For a large US professional services company, Happiest Minds is providing onsite and offshore IT Security services for Identity and Access Management

• For a large Health care company in USA, Happiest Minds is providing managed security services for Governance risk and compliance and security operations
• For one of the largest and most successful estate agency groups in the UK, Happiest Minds has been selected to deliver multi-year Managed Vulnerability and Penetration Testing Services
• For a large UK based Utilities company, Happiest Minds has been selected to deliver a critical Cloud Transformation project
• For a large bank in UAE, Happiest Minds is providing high end security services in the space of DevSecOps and Big Data Security.

Awards:

• Recognized with Peoplefirst's Leading Practices in Talent Acquisition Award
• Preeti Menon, Senior Vice President, Product Engineering Services was recognized among the Top 25 Women Leaders in IT Managed Services of 2021 by IT Services Report

Announcements:

• The Board of Directors have recommended a final dividend of 150% (₹ 3 per equity share of par value ₹ 2 each) for the financial year ended March 31, 2021 which is subject to the approval of shareholders at the Annual General Meeting

For further details please refer to the Investors presentation hosted on the company website – – Investors section

About Happiest Minds Technologies:

Happiest Minds Technologies Limited (NSE: HAPPSTMNDS), a Mindful IT Company, enables digital transformation for enterprises and technology providers by delivering seamless customer experiences, business efficiency and actionable insights. We do this by leveraging a spectrum of disruptive technologies such as: artificial intelligence, blockchain, cloud, digital process automation, internet of things, robotics/drones, security, virtual/augmented reality, etc. Positioned as 'Born Digital . Born Agile', our capabilities span digital solutions, infrastructure, product engineering and security. We deliver these services across industry sectors such as automotive, BFSI, consumer packaged goods, e-commerce, eduTech, engineering R&D, hi-tech, manufacturing, retail and travel/transportation/hospitality.

A Great Place to Work-Certified™ company, Happiest Minds is headquartered in Bangalore, India with operations in the U.S., UK, Canada, Australia and Middle East.

Safe harbor

This release may contain certain forward-looking statements, which involves risks and uncertainties that could cause our future results to differ materially from those in such forward-looking statements. The COVID-19 pandemic could decrease our customers' technology spend, delaying prospective customers' purchasing decisions, and impact our ability to provide services; all of which could adversely affect our future revenue, margin, and overall financial performance. Our operations could also be negatively

impacted by a range of external factors not within our control including those due to the pandemic. We do not undertake to update any of our forward-looking statements that may be made from time to time by us or on our behalf.

For more information, contact:

Media Contact: media@happiestminds.com

Investors Relations: IR@happiestminds.com