Happiest Minds Technologies Limited — Call Transcript 2025

Aug 5, 2025

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Happiest Minds Technologies Limited Regd. Office: #53/1-4, Hosur Main Road, Madivala, Bengaluru-560068, Karnataka, India CIN of the Co. L72900KA2011PLC057931 P: +91 80 6196 0300, F: +91 80 6196 0700 Website: www.happiestminds.com Email: investors@happiestminds.com

August 05, 2025

Listing Compliance & Legal Regulatory BSE Limited Phiroze Jeejeebhoy Towers Dalal Street, Mumbai 400 001 Stock Code: 543227, 974820 & 975101

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: Transcript of 14[th] Annual General Meeting held on July 29, 2025

Please find enclosed the transcript of the 14[th] Annual General Meeting of the Company held on July 29, 2025. The Transcript has been uploaded on the Company’s website https://www.happiestminds.com/investors/agm-and-annual-report/ .

This is for your information and records.

Thanking you, Yours faithfully,

For Happiest Minds Technologies Limited

DARSHANKAR Digitally signed by DARSHANKAR PRAVEEN KUMAR PRAVEEN KUMAR Date: 2025.08.05 15:25:31 +05'30'

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

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Transcript of Annual General Meeting (“AGM”) of Happiest Minds Technologies Limited held on July 29, 2025 from 4.00 PM (IST) to 5.33 PM (IST) through video conferencing

Directors and KMP present:

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Mr. Ashok Soota Chairman & Chief Mentor (Bengaluru, India)
Mr. Joseph Anantharaju Co-Chairman & CEO (Bengaluru, India)
Mr. Venkatraman N Managing Director (Bengaluru, India)
Mr. Rajendra Kumar Srivastava Lead Independent Director (Bengaluru, India)
Ms. Anita Ramachandran Independent Director (Bengaluru, India)
Ms. Shuba Rao Mayya Independent Director (Bengaluru, India)
Mr. Mittu Sridhara Independent Director (Bengaluru, India)
Mr. Anand Balakrishanan Chief Financial Officer (Bengaluru, India)
Mr. Praveen Kumar D Company Secretary & Compliance Officer (Bengaluru, India)
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Other Invitees in attendance:

Other Invitees in attendance:
Mr. Girish Bagri (Partner) Ms. Priyanka Jain(Manager)	M/s. Deloitte Haskins & Sells LLP StatutoryAuditors(Bengaluru,India)
Mr. V Sreedharan (Partner) Mr. PradeepB Kulkarni(Partner)	M/s. V Sreedharan & Associates Secretarial Auditor/Scrutinizer(Bengaluru,India)

Members present: A total of 52 members attended the meeting.

Proceedings:

Chairman & Chief Mentor

Dear members and invitees. Good evening. I am Ashok Soota, Chairman & Chief Mentor. I have joined this meeting from my personal office at Bengaluru. On behalf of the Board of Directors, I take pleasure in welcoming all of you to the 14th Annual General Meeting of the members of Happiest Minds Technologies Limited. I trust that all of you and your family are safe and healthy. This is the fifth Annual General Meeting of the Company after we listed on NSE and BSE. As of record date, happy to say that the Happiest Minds family of investors is at 6,93,000+ and I would like to extend a warm welcome to each of you. The Company has taken all feasible efforts under the current circumstances to enable members to participate through video conference and vote on the items beingconsidered for the meeting.

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Now, with the requisite quorum of shareholders being present, I call this
meeting to order.
We also have with us representatives from Statutory Auditors, Secretarial
Auditors and the Scrutinizer. I would now request my colleagues on the
Board to introduce themselves and confirm the place from where they
are attending this meeting. Let me start with Anita.
Moderator Madam, you are on mute.
Anita This is Anita Ramachandran. I am attending the meeting from Bangalore.
Ramachandran
Chairman & Chief Okay. Then can we get Raj if he is available?
Mentor
Company No, Raj could not join Ashok.
Secretary
Chairman & Chief He could not join. Okay then, Shuba.
Mentor
Moderator Ma'am, you are on mute.
Shuba Rao Mayya Hi, this is Shuba. I am an Independent Director on Happiest Minds. I have
logged in from my residence in Bangalore. Thank you.
Chairman & Chief Mittu is here. Hi, Mittu, Can you introduce yourself?
Mentor
Seshashayee Yeah. I am Seshashayee Sridhara, Independent Director. I have logged
Sridhara into the meeting from my hotel room here in Bangalore.
Chairman & Chief After the Independent Directors, Joseph, Venkat and Rajiv, if they are
Mentor available. Joseph is having some difficulty. Venkat, introduce yourself.
Venkatraman This is Venkatraman, Whole-time Director and the Managing Director of
Narayanan the Company. I am attending this meeting from my residence, home
office at Bangalore.
Chairman & Chief Okay, I noticed Raj has come on. So we will ask Raj to introduce himself.
Mentor Raj, you may be muted.
Rajendra Kumar I am Rajendra Kumar Srivastava, calling from a private room in Bangalore
Srivastava and I am an Independent Director at Happiest Minds.
Chairman & Chief Thank you, Raj. Joseph, may have some difficulty with the internet issues.
Mentor Strangely, we never faced such issues.
Company Ashok, we can continue
Secretary
Chairman & Chief We can continue?
Mentor
Company Yeah
Secretary
Chairman & Chief Joseph is having some signal problems. We must sort it out because he
Mentor will be needed for the questions for sure. And with the introductions and
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confirmation of attendance being done, I now request the Company
Secretary, Praveen, to provide general instructions to members.
Company Thank you, Ashok. Good evening to all. I am Praveen Kumar Darshankar,
Secretary Company Secretary and Compliance Officer. I am joining this meeting
from the registered office of the company at Bengaluru. Members may
note that this meeting is being held through video conference in
accordance with the circulars issued by MCA and SEBI. A facility for
joining this meeting through video conference has been made available
for members on a first come-first serve basis. All Members who have
joined are by default placed on mute by the moderator. When the session
on question and answer commences, the Speaker member will be
unmuted by the moderator.
Members may also know that the Company reserves the right to limit the
number of members asking questions depending on the availability of
time. The Register of Directors and Key Managerial Personnel and their
shareholding, the Register of Contracts or Arrangements in which the
Directors are interested and the certificate from the Secretarial Auditors
of the Company under the SEBI Share Based Employee Benefits and
Sweat Equity Regulations, 2021 are available electronically for inspection
by the members during the meeting. Members seeking to inspect such
documents can send their request to investors@happiestminds.com.
We had provided a facility to cast your votes electronically on all
resolutions set forth in the Notice. Members who have not cast their
votes will have an opportunity to cast their votes upon declaration by the
Chairman about the commencement of e-voting at the meeting through
InstaPoll. Members may click on the Vote sign on the left hand side
button, corner of their video screen for voting at the meeting. Members
are requested to refer to the instructions provided in the Notice or
appearing in the video conference page for seamless participation
through video conference.
In case members face any difficulty, they may reach out on the helpline
numbers given in the Notice. Now I request the Chairman to start the
proceedings. Over to you, Ashok.
Chairman & Chief Sure. I noticed that Joseph was back. And if Joseph can just say where
Mentor you are taking the call from.
Moderator Sir, his audio is not coming,
Chairman & Chief It's not coming at all. We better solve the problem by the time you come
Mentor to Q&A because he will be the guy who will have to answer all those
questions. Okay. Thank you, Praveen.
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In FY 2024-25, your Company has delivered an exceptional performance for the year with constant currency growth of 25.6%, which makes the reported fiscal performance. Which makes the reported fiscal performance the best year since our IPO in absolute terms. The growth was backed by a superior margin profile, which we have maintained in our guided range for 19 quarters in a row. We began a journey of a new growth phase for Happiest Minds in FY 2024-25 with a series of transformational changes. These ten initiatives have created a foundation for three consecutive years of double-digit growth through innovation, integration and industry expertise. I may just add at this stage that we have only today announced our results for Q1 with excellent results. And then I might be able to add that what we had said about maintaining our guided range for 19 quarters in a row has now become twenty quarters in a row. On March 19, 2025, we announced our new apex organizational structure. Joseph Anantha Raju became our Co Chairman and CEO while Venkatraman and I continued in our existing roles, Managing Director for Venkat and Chairman and Chief Mentor for me. Joseph has been part of Happiest Minds since its inception and will drive Happiest Minds towards accelerating profitable growth and strategic strength. We also expanded our Board of Directors with the appointment of Mittu Sridhara as an Independent Director and Rajiv Shah as Executive Director.

We completed 2 acquisitions, Pure Software and Aureus, whose results were integrated in Q1 of FY 2024-25. These acquisitions have given a fill up to growth and helped us deliver well above the industry average fiscal performance. We also acquired the Middle East business of GAVS Technologies in Feb 2025.

We have reorganized Happiest Minds on an IG group that is an industry group-wise basis. Banking, Financial Services & Insurance (BFSI); EdTech; Healthcare & Life Sciences; Hi-Tech, Media & Entertainment, PSO; Industrial, Manufacturing, Energy & Utilities; and Retail, CPG & Logistics. We became the very first Company to leverage the potential of GenAI by creating an independent business unit headed by Sridhar Mantha. Sridhar is the Happiest Minds veteran and an erstwhile CTO for 12 years. The adoption of GenAI has picked up speed with our customers embarking on enterprise-wide adoption. Apart from projects already delivered, we have about 15 projects in a proof-of-concept stage. Actually those numbers are increasing everyday and these will lead to significant orders and projects. A very exciting part of GenAI is the ability to book what we call replicable sales orders. We have recently signed one GenAI-driven deal in the healthcare space and on the same basis, we

expect to sign three more replicable opportunities in the next few months. We appointed Chief Growth Officer Maninder Singh with the responsibility for net new sales. Maninder's team is already making a visible impact by bringing in many new logos and enhancing our pipeline of potential orders. Private Equity (PE) firms have become increasingly influential, with Happiest Minds seeing a significant rise in PE-owned customers. We are shifting from tactical to strategic engagement with PE firms, appointing a senior leader to lead this effort. Our offerings will support both PE firms and their portfolio companies. Over the past decade, our ‘land and expand’ strategy has grown many accounts to US$ 2-3 Mn, with some reaching US$ 5-10 Mn. Our goal is to scale key accounts to US$ 20 Mn and create more US$ 5-10 Mn clients by investing in dedicated Client Partners, aligning incentives, and prioritizing these accounts. We also see strong potential in the expanding Global Capability Center (GCC) segment. We will tailor our offerings based on GCC maturity - from strategy and compliance support for new GCCs to innovation, modernization, and data-driven value creation for established centers. As the IT industry has come under pressure in recent years, we have been feeling that it needs to be strengthened by a Products & SaaS Solutions approach. We were fortunate in gaining one such product, Arttha in the BFSI space through our acquisition of Pure Software. A product team has been enhancing the product capability and moving to a SaaS platform. Both the product and the SaaS solution will co-exist. We plan to create a separate P&L and invest in market-specific features and go-to-market strategies. We have developed exceptional capabilities in bioinformatics, which are unparalleled in the industry, with in-house experts in areas like molecular biology, data scientists, engineers, and healthcare domain specialists. Additionally, we work with leading medical research communities, some from prestigious institutions in India and abroad. As we chart our path ahead, our focus remains on achieving sustainable and profitable growth by enhancing our technological expertise, expanding into key markets, and building deeper, long-term partnerships with our customers. By embracing an inclusive work culture and adhering to the highest standards of corporate governance, we are creating lasting value for our stakeholders and shaping a responsible, resilient organization for the future. We extend our sincere appreciation to our customers for their continued trust and confidence in Happiest Minds, as well as to our delivery teams for their tireless efforts in ensuring customer satisfaction. We also want to thank all our support teams for keeping our operations seamless. Our gratitude goes to our Board of Directors, shareholders, and all

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stakeholders for their supportive guidance in shaping our journey.Wish
you all good health, happiness and success. I now request Mr.
Venkatraman to make a presentation to the Members on the
performance of the Company during the Financial Year ended March
2025.
Moderator One second.
Venkatraman Thank you, Ashok. Thanks, Karvy team for putting up the presentation.
Narayanan
Good evening, everyone. Let me begin by giving you a very brief overview
of our performance for the Financial Year 2025. Before sharing some
specifics. I am pleased to report that our strong revenue and profitability
once again underscores our vision of accelerating profitable growth. We
remain deeply committed to balancing growth with margins and ensuring
sustained value creation for all our stakeholders. For the year FY 2025,
we reported a total income of ₹2,162 crores showing a growth of 26.4%
in Rupee terms. While reporting these revenues, we crossed the
milestone of ₹2,000 crores, which is a matter of pride for all of us. EBITDA
coming in at 21.4% of revenues at ₹462 crores was industry-leading and
stands testimony to our stated objective of which objective and vision of
growth with profitability. Our adjusted Profit After Tax came in at ₹255
crores and about 11.8% of total revenues, giving us an adjusted EPS of
₹16.92 paise per share. We ended the year with a strong cash balance of
about ₹1,472 crores and our capital return ratios continue to be very
strong. ROCE stood at 20.8% and Return On Equity (ROE) stood at 11.9%
which is all testimony to the successful efforts on focus shareholder value
creation. Your company continues to grow and we are now 6,500 strong
with 40+ officers across the world.
Looking at the capital requirements and the progressive dividend policy,
I'm extremely happy to say that your Board has recommended a final
dividend of ₹3.50 paise per share, including the interim dividend of ₹2.50
paise already paid. The total dividend declared and paid by your
Company post this AGM for the year will be ₹6 per share. As we look
ahead in the year, our focus remains clear. We aim to maintain double-
digit growth while continuing to maintain our industry leading margin
profile.
Our sector is transforming rapidly and our commitment is that we will
stay agile and nimble to seize every opportunity we are presented with.
In conclusion, I will be remiss if I do not end by profusely thanking all our
stakeholders, especially our shareholders for the continued trust and
confidence reports in the management and the Board of Directors. Thank
you all, and we'll now pass this back to the moderator.
Chairman & Chief As the Notice and Annual Report is already circulated to all the members,
Mentor we take the Notice, Statutory Auditors’ Report as, yeah, as read and we
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	will now take up the resolutions as set forth in the Notice. And one by one I start readingthese out.
Company Secretary	No. Ashok before that I need to confirm.
Chairman & Chief Mentor	Oh, you have to say something. I was just, I was looking for that. OK, go ahead.
Company Secretary	Thank you, Ashok. The statutory auditors, Deloitte, Haskins & Sells LLP and the Secretarial Auditor V Sreedharan and Associates have expressed an unqualified opinion in their respective Audit Reports for the Financial Year ended March 31, 2025. There were no qualifications, observations or adverse comments on financial statements and matters which have any material bearing on the functioning of the company. Copies of the Statutory Auditors’ Report and Secretarial Audit Report are enclosed as part of the Annual Report. Thankyou. Over toyou,Ashok,now.
Chairman & Chief Mentor	Thank you, Praveen. I am sorry, I almost cut you out at that stage. So as I said earlier, as the Notice and Annual Report is already circulated to all the members, I take the Notice, Statutory Auditors’ Report, Secretarial Audit Report and Board’s Report as read. We'll now take up the resolutions as set forth in the Notice. Item number 1 - To receive, consider and adopt the audited standalone financial statements of the Company for the Financial Year ended March 31, 2025, together with the reports of Board of Directors and the auditors thereon. Item number 2 - To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2025, together with the Report of the Auditors thereon. Item number 3 - To declare a final dividend of ₹350 per share on equity shares for the Financial Year ended March 31, 2025. Item number 4 - To appoint a Director in place of myself who retires by rotation and being eligible, offers himself for reappointment. Item number 5 - To appoint M/s. V Sreedharan and Associates, Company Secretaries, Bengaluru as Secretarial Auditors of the Company to hold office from the conclusion of the 14th Annual General Meeting until the conclusion of the 19th Annual General Meeting and to fix their remuneration. Item number 6 - To increase the borrowing limits of the Company under Section 180(1)C of the Companies Act,2013,exceedingthe limit

prescribed under the said Act by more than 500 crores or the fixed limit of 1000 crores, whichever is higher. Item number 7 - To create modified charge on the movable and immovable assets including undertakings of the Company both present and future in favour of any banks, financial institutions or any other lenders, agents or trustees for securing the borrowing to be availed by the Company. Item number 8 - To reappoint Mr. Rajendra Kumar Srivastava as an Independent Non-Executive Director of the Company for a second term of five years from June 4th, 2025 to June 3rd, 2030 at the existing terms and conditions. Item number 9 - To continue Mr. Rajendra Kumar Srivastava as an Independent Non-Executive Director who shall attain the age of 75 years on June 17th, 2026 during the second term. Item Number 10 - To reappoint Ms. Anita Ramachandran as an Independent Non-Executive Director of the Company for a second term of five years from June 4, 2025 to June 3, 2030 on the existing terms and conditions.

Item number 11 - To reappoint Ms. Shuba Rao Mayya as an Independent Non-Executive Director of the Company for a second term of five years from June 4, 2025 to June 3, 2030 on the existing terms and conditions. Item number 12 - To approve Commission payable to Non-Executive Directors for a period of five years from April 1, 2025 to March 31, 2030, as the Board may determine, subject to a maximum of 1% of net profits of the company in any Financial Year. Since all the resolutions have already been put to vote through remotely voting, there will be no proposing and seconding of the resolutions and that there will be no voting by show of hands. At the end, 15 minutes will be provided for voting. If any member desires to ask any questions, and we do have a list of people who said they would like to ask questions pertaining to any item on the Notice, you may do so now. Members are also requested to keep your questions brief and specific. The moderator will facilitate the question and answer session. And with this, before I hand it over to the moderator,

	I noticed that Joseph, hopefully got your audio back. In which case, Joseph, you could just inform everybody where you're taking the meeting from andyou're on mute.
Joseph Anantharaju	Good afternoon, all the shareholders out here. This is Joseph here, Co- Chairman of Happiest Minds. I'm taking this meeting from our Happiest Minds office in Bangalore,Madiwala.
Chairman & Chief Mentor	Thank you, Joseph. So I now hand this over to the moderator to handle thequestion and answer session.
Moderator	Thank you, Sir. The first speaker is Madam Celestine Elizabeth Mascarenhas. Please unmuteyourself and askyourquestion.
Celestine Elizabeth Mascarenhas	Hello, am I audible?
Chairman & Chief Mentor	You are audible.
Moderator	Yes,ma'am.
Celestie Elizabeth Mascarenhas	Okay, thank you. Respected Chairman, Mr. Ashok Soota, other members of the Board, my dear fellow shareholders, I am Mrs. CE Mascarenhas speaking from Mumbai. First of all, I thank the Company Secretary Mr. Praveen Kumar Darshankar and his team for sending me an e-Annual Report and also of course I would prefer a physical copy but anyway I think he will send me later and for registering me as a speaker at my request. And also I give a big thanks to Karisma of KFin Tech for giving me this platform on which I can converse. Now I come to the Annual Report, the working is good and therefore a dividend of totaling, means interim is also there ₹6 per share is definitely double-digit growth is there, even good market capitalization. Even today's results were very good and market was very happy on our results. Keep it up. Now I can go to the next question. Congratulations for all the awards and accolades received. I also appreciate the CSR work. And then I go to that ESG is good, but have we rated it? And if so, what is our score? Now I have some few queries. How many employees are there? Male-female ratio, attrition level and how do we maintain it? But now you know all this with AI when a second one follows from that. What is our spend on AI and GenAI are other these tools? How many employees had to leave or will be told to leave because of this AI and GenAI? Sir, my request is don't reduce the staff at the lower level because these people, are the home providers in their house. Many of them are only working. And this western thing is really there. It is OK, there is less of people, but here we always have people at the lowest data. So my request is I'm going to ask every company you take GenAI and all that but see the employment. Because we don't have Social

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Security like the Western countries have. Then the next one is, do we face
any pricing policy? I am very happy we have made two acquisitions any
more for the acquiring of any more other companies? Here I add one
thing, suppose some big group comes to acquire a company like how you
gave Mindtree? So will you also give this Happiest Minds where we will
get a big offer will come. So I just want to know what the Board's thought
on it because of how Mindtree happened. So rest, I support all the
resolutions. I wish my company all the best. May it grow from strength
to strength and reward the shareholders multiple. Thank you very much.
Chairman & Chief Thank you so much for all your very good observations, very good
Mentor questions and also your very positive things, which we look forward to
every year. You're always our first speaker. So let me ask Venkat to start
with the ESG and then seamlessly hand it over to Joseph and I will take
over the question after you have said what you want to on GenAI, Joseph,
you can hand it to me. I will add a little bit more. And the very last
question I may also respond to.
Venkatraman Madam. Good evening. On ESG. I will get back to you with the exact rating
Narayanan on that one. We have got an agency where we file our, we regularly file
our ESG performance and they do give us a rating which is used by our
customers when they give us our RFP. I’ll get that number for you in the
course of the meeting or I'll get Suhas or Ravinder Shankar to send that
to you separately. Along with that, I will answer a few more data points
that you asked. One is you asked us how many number of employees we
have. We ended last year with 6,623 employees. The third question was
what is the diversity ratio, the women strength. We had a women
strength of 27.3% last year, out of the 6,623 total number of employees.
The fourth question that you asked us was on the investment that we
have made in AI. So I have referred to that in our quarterly speeches. It is
close to US$ 4.5 to 5 million that we are making as an investment into AI.
This is into the Generative AI business. If you take the tools and
technologies that we invest, that's also that will be easily another half a
million. But it is part of, you know, the various tool sets that we buy,
including Microsoft, which come infused with AI solutions. So, I'm not
including that, but assuming that that would be about half a million, our
total investment would be in the range of about US$6 million. So that
those are the questions you had asked Madam and the answers. For the
rest of it with respect to how AI will, you know, affect employment and
our employment, about the attrition or the workforce reduction that you
talked about, I'll pass it to Mr. Joseph and Mr. Soota.
Joseph Thank you, Venkat. Good afternoon, Madam. One of your questions was
Anantharaju on our pricing policy and you know, if you see our Annual Report and our
fact sheet, we have been able to continue commanding a premium
pricing and there's not been a major movement. The approach we've
taken is that for some of our niche and high-end skills, whether it's AI or
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GenAI, we are commanding and asking customers for higher pricing and
that's the approach you know that we've taken from a pricing policy
standpoint. As far as GenAI is concerned, it is a transformative technology
and it's a technology that's here to stay and will have a huge impact on
multiple industries. So what we've been doing is we've been training all
our Happiest Minds on GenAI at various levels. We have various degrees
of training and we're trying to cover all of our Happiest Minds so that
they would be available and be able to take on GenAI projects. And what
we are seeing in the market is that customers are trying to adopt various
GenAI tool and AI tools to improve productivity of their teams and trying
to do more work rather than really reducing the workforce trying to
achieve their roadmaps ahead of time and looking at it as more of a tool
that's augmenting the efforts and quality of the various, you know,
engineering teams. Ashok, over to you.
Chairman & Chief So you know your question on over pricing, I'll give another dimension to
Mentor it. If you will see the profitability of Happiest Minds, it's amongst the for
years now all these twenty quarters we are talking about, we've been in
the top two in the industry, only one largest company has been ahead of
us. Maybe we are now in the top three. So this has been maintained not
just by pricing alone, I'd say by very efficient operations and that is
reflected in continuous results. Then when you talk about GenAI, I think
you’ve got to see the investments we've made by making it a separate
deal are unparalleled. Nobody has done anything like this. And we have
as much as 150 people. I'll give you one number. We're running at about
44% utilization in this division because we've obviously expanded ahead
of demand. We're creating prototypes. We're investing in this area.
We're sustaining our results in spite of that reinvestment. Sooner or later,
this number will come up to 80% like it is for the rest of the business. And
when that comes out, you can see the growth potential and the profit
improvement potential that comes about due to this. There's a third item
you asked about whether we'll accept the Mindtree type offer, but there
were very unusual circumstances behind the Mindtree share sale. Here,
I think there's a very important point for everybody to understand and
that is the IT industry has been under pressure. We believe the solution
to that is for the IT industry to expand its presence in the SAAS space.
We've become that expansion. We have many more ideas and we hope
that we can persevere with these to be able to continue to take the
company forward in its path of continued growth and profitability. Yeah.
You should take the next question
Moderator Thank you, Sir. The next speaker is Mr. Rakesh Kumar Bajaj. Mr. Rakesh
Kumar Bajaj, please unmute yourself and ask your question, Sir.
Mr. Rakesh Kumar Yeah. Good afternoon, Ashok Sir and welcome the new apex team you
Bajaj have formed. Anantharaju Sir, Venkatraman Narayanan Sir. Nice of you
and welcome and good luck to the team as well as my company. Sir, my
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	first question is our borrowings have gone up by 250% year-on-year and related resolution in this meeting item number six also, is the borrowing limit increased up to ₹1,000 crore. So, Sir, this is one query and as well as the investing activity in cash flow statement is almost 730 crores. So a bit more highlight other than what you have provided as new acquisitions of two companies and anywhere merger of our subsidiary which you have taken at this year recently where the money you are putting as a CapEx and the borrowing limit which goes up to ₹1,000 crores. How far will it be effective in our TL account for future profits? That is my query. Otherwise all your results of FY 2024-25 as well as Q1 2026 is very good and it is your teamwork and your leadership, Ashok Sir, which you are taking to greater height. I wish best luck. Good luck to the team. I'm Bajaj from Hyderabad. Thankyou,Sir.
Chairman & Chief Mentor	Thank you so much. Over to you, Venkat, for all those financial questions.
Venkatraman Narayanan	Yeah.. Thank you for the question. You have asked a very pertinent question. I will answer this question with data as of date instead of you know going back to 31st March. So, as of date we have ₹1,425 crores in our books as cash and cash equivalents which is about ₹73 crores is with banks, ₹911 crores in fixed deposits and ₹442 crores as mutual funds. All mutual funds are in Tier1 mutual fund houses and quite stable with low risk, I would say as far as fixed deposits are with tier1 banks. So the total cash balance is about ₹1,425 crores. We have liabilities of Rupee Term Loan of about ₹101 crores, packing credit which is a working capital loan of ₹212 crores, foreign currency term loan which is equivalent as a working capital but taken for working capital outside the country of ₹45 crores and overdraft of ₹753 crores. This overdraft is what I will draw your attention to and an NCD of ₹80 crores. So if you look at it, a rupee term loan of ₹100 crores was taken to buy our building in Bangalore. That's where our largest office in the country is which can seat 2,600 people. Packing credit and foreign currency term loan is ₹250 crores of working capital. So if you know what we do is we have got at any given point in time we have got about ₹300 to ₹350 crores of receivables and work in progress. We discount that with the bank because being 100% export or largely export-oriented. Indian government and the banks in India give you borrowings at very attractive borrowing rates. So, we borrow against that so that we keep the working capital funding on that on par with, in line with what the banks are allowed to give exporting companies like us. We borrow PCFC packing credit and FCTL at an effective rate of about 4.9% and just to give you the rupee term loan that we borrowed for the building is at 4.91% and these are all in foreign currency. We borrow in foreign currency so that it acts as a natural hedge against our export receivables. As far as the OD is concerned which is about ₹753 crores,this one was taken to acquire the companies that we

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did in the last year. We could have very well broken the ₹912 crores of
fixed deposit and paid off, but we didn't do that because that would have
cost us certain liquidity issues in terms of when we put fixed deposits,
they are for a long term. So we get good rates from the banks. We get
7.6% from the banks because we have blocked that money for two years
now. If we have to break them, we will end up paying penal charges. So
what we did is we have taken an overdraft against them which comes at
a cost of about 0.6 to 1% over and above the 7% that we have. And that
is what we deploy back as money to, sorry, we pay, used to pay the
companies that you acquired. The NCD of ₹80 crores is largely for working
capital and for CapEx. So that is how our borrowing stack up. So, ₹1,425
crores of liquid cash against which we have got, if you really look at it, we
have got about ₹850 crores of borrowings. So which leaves us with the
net liquidity of about ₹600 crores. Now our cost of borrowing, total cost
of borrowing is 7.3% whereas our cost of our income on the investments
that we have made is 8%. So, we look at it, we are on a net cash positive
of about 1.1% overall on our income statement. So, it's part of treasury
management and liquidity management. But as we continue to grow, we
need to increase our working capital borrowings and Capex borrowings,
which is why we are going forward with these borrowing limits. We will
also be borrowing temporarily for the purpose of acquisitions and that
could all put together , in excess of our approved limits. You know these
limits that are given under the Company sector cumulative limits. So, it's
not that once I repaid those limits are available to me. So, from that
standpoint we have to continuously keep coming back to the
shareholders. So as an matter of abundant precaution, we are taking this
resolution in advance. The last time we took this was four years back
before the IPO. We took this resolution to borrow and we are close to
exhausting that or we are nearly coming to exhausting that if we do our
next acquisition. So we do not want to, you know, come back at that point
in time. So as a matter of abundant caution and precaution, we are taking
this borrowing permission upfront.
Chairman & Chief Thank you, Venkat. We can take the next question.
Mentor
Moderator Thank you, Sir. The next speaker is Mr. Kaushik Narendra Shahukar,
please unmute yourself and ask your questions. Sir, there is no response.
The next speaker is Mr. Dinesh Gopal Das Bhatia, please unmute yourself
and ask your question no response, Sir. The next speaker is Madam Harjit
Kaur, please unmute yourself and ask your question, ma'am.
Mr. Harjit Kaur Hello Sir, Can you hear me?
Moderator Yes, Sir
Mr. Harjit Kaur Thank you Sir, thank you so much for giving me the chance to speak with
you and I'm really thankful to the Secretarial department and the
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moderator for giving me the chance to speak with you. First of all, I am calling from Delhi and I have full faith in the management and I ask you query with the management. I understand you are giving all the replies one by one. Sir, first of all, सर आज हमारे शेयर का �ाइस काफी अ�ा है इस बात के िलए म� बोड� का इस बात के िलए म� ध�वाद करता �ं। लेिकन कुछ किमयां ऐसी है सर शायद िजसके ऊपर बोड� को �ान रखने की ज�रत है। शायद इस �ाइस को हम डबल िडिजट �ोथ पर भी देख सकते थे, �ोंिक हमारा शेयर ₹832 का ऊँचाई लगाके आज ₹620 पर है और 52-वीक लो ₹525 पर लगाया है। शेयर हो�र को सर अपने पैसों पर िसफ� और िसफ� �रटन� चािहए होती है और वह मैनेजम�ट से हमेशा यही उ�ीद करता है िक उसे अपने पैसे पर �रटन� िमले। सबसे पहली चीज तो सर म� यह कहना चा�ंगा िक हम लोगों ने जो अपनी एनुअल �रपोट� म� या कहीं पर भी जो अपना ल�डलाइन नंबर दे रखा है 80-61960300, सर यह शायद कैपेिबिलटी के लायक नहीं है, इसको क�ंगा िक जब भी हम� अगर अपने से�ेटे�रयल िडपाट�म�ट म� कोई कभी भी क�ुिनकेशन करनी हो या कोई भी �े�रिफकेशन करनी हो तो वहां से कुछ अ�ा �र�ॉ� नहीं िमल पाता। तो हम लोग इतने पुराने हो चुके ह� और आज की डेट म� आपको पता है िक कोिवड के िसने�रयो के बाद हम� शायद इस नंबर को अब अप�ेड करने की ज�रत है �ोंिक हमारे आज की डेट म� काफी �ादा व�डस� है, कई चीजे ह�, और वह अगर डायरे� मोबाइल नंबर पर क�ुिनकेशन कर�, अभी भी जब मुझे �ीकर के िलए कंफम�शन िलए तो शायद काव� िफनटेकके तरफ से िमली हमारे से�ेटे�रएल िडपाट�म�ट के तरफ से कोई कंफम�शन मेरे को उसे तरीके से का रेलीव�ट जवाब नहींिमला। शायद म� इस वजह से थोड़ा अपने आप को है�ी महसूस नहीं कर पा रहा �ं। सर म� हमारे जो �रपीटेड क�मर है वह िसफ� 94% है। इसका �ा रीजन है इसके बारे म� थोड़ा आप ज�र िडटेल म� बताएं। िक एवरी �रपीटेशन के अंदर हमारा 6% का लॉस जो होता है इसका �ा रीजन है जबिक हमारा पेज नंबर 57 पे ये िलखा है ही 35% इं�ीम�ट रहा इन िथस फाइन�िशयल ईयर, इं�ीम�ट इन द क�मर सेिट�े�न। बावजूद भी हमारा 6% का लॉस है इसका �ा रीजन है। सर पेज नंबर 26 पर हमने अपने इनकम िदखाई है FY 2021 के मुकाबले देखे। तो सर एक और आपसे �र�े� क�ंगा िक सर हम लोग जो अपनी एनुअल �रपोट� है को lakhs से बदल के इन करोड़ इ�े�म�ट म� ले आएं तो हमारे ऑिडटर साहब को पढ़ने म� आसानी हो जाएगी और हमारे टै�ेशन िडपाट�म�ट को भी समझने म� आसानी हो जाएगी, और हम लोगों को भी पढ़ने म� आसानी हो जाएगी। �ोंिक सर िफगर जो है फाइव िडिजट की जगह िस� िडिजट �ॉस हो चुकी है। अगर FY 2021 म� देखे तो ₹79,765 lakh थी जो िक बढ़ के सर अब ₹2,16,222 lakh. �ोंिक सर उसको पढ़ने के िलए ₹216 करोड़ पढ़ने थोड़ा ईजी वे हो जाते, मैनेजम�ट के िलए भी थोड़ा सा और हमारे िलए भी। तो अगर ₹216 करोड़ पढ़�गे तो आसान हो जाएगा। जहां तक हम अपनी EPS िक बात करते है तो 2021 के अंदर हमारी EPS जो थी वह ₹11.5 की थी, उसके ऊपर हम शेयर हो�र को ₹3 िडिवड�ड दे पा रहे थे। लेिकन सर इतने िपछले 4 साल म� हमने अपने आप को िदखाया है िक हम एवरी ईयर 30- 35% की �ोथ िदखा रह ह�। अभी हम िसफ� ₹12.26 की EPS पे प�ंच पाए ह�। मतलब सर

	यह समझ नही पा रहा की �ोथ फा� ह लिकनEPSनही बढ़ पा रही ह इसक पीछ हमारा �ा मन रीजन ह जबिक सर हमारा माकट किपटल दख तोFY2022क अदर15,51,834तक जो िक अभी घटक9,08,624रह गया ह,माकट कप हमारा घट गया ह। जहा तक सर हमारा यह रोटोमन इि�टी हFY 2021म30%का था, लिकन अभी हमारा िसफ11.9%रह गया ह। जहा तक हमन मािजसof�ॉिफट ह FY 2021म हमारा21.5%थ,और अभी हम2025म आत आत हमन अपन �ॉिफट आफ मािजस को इतना �ादा बढ़ा िलया ह िक8.5%प आगाए ह। आप द�खए िक 8.5%प मािजस क ऊपर।अगर हम अपनी इस �थ को चल रह ह तो शयर हो�स को �रटन िकस �कार क द पाएग?सर पज नबर74इस द मो� इप�टट,की सर हम अपना वॉटर कज�शन जो िक हमारीFY 2021क अदर िसफ934यिनट लीटर थी,उसको हमन71टाइम बढ़ा क71,619�ाटर लीटर को िलया ह। कपनी म वाटर क यजस अगर हम इस तरीक स कर रह ह आग आन वाल दश म हम अपन प��क को या िकसी को �ा िस�थी या कपिबिलटी द पाएग?जहा तक सर हमारीअदरइनकमदख।
Moderator	Sir, please wrapup.
Mr. Harjit Kaur	सिनए सर सिनए। सर अगर कोई रलवट जवाब ना पछ रहा � तो आप मझ बताइएगा ज�र। पज नबर124पर सर हमारी जो स��िडयरी ह �ोरसॉ�वयर ट�ोलॉजी। सर उसक �रजव,सर�स और टनओवर वह हमारी मन कपनी स बराबरी क भी आग प�च चकी ह और अगर हम दख उसकी रलवट �ोथ �ाइवट िलिमटड म इसम आपकी हडड परसट इि�टी ह वह फा� मिवग �ोथ कर रही ह। जहा तक सर हमार पज नबर126प हमन �र�नरशन इ�ीमट13.12का िदया पर ए��ॉयी का। �ा ऐसा �रयिलटी म �आ ह या यह हमार डायर�स का इ�ीमट इस तरीक का िकया गया ह?पज नबर143प सर इ��मट इन �चअल फड हमन35,039लाख की कर रही ह इस साल जो िक ला� ईयर जीरो थी। इसका �ा मन रीजन �चअल फडस म हम इ��मट करन का,�ा हमन ऐसी अपॉचिनटी दखी ह िक हमन बौरोइग करक हम �चअल फडस म पसा इ�� करन जा रह ह,सर इसक ऊपर हम �ा लोड पढ़न वाला हमार एनअल �रपोट प न� ईयर,इसका भी कछ अदाजा लगान की ज�रत ह जहा तक िक हमार अदर �रज�स थ,ला� टाइम हमार सर₹-323लाख म थ पज नबर144क ऊपर, �ोिक सर इस साल₹612लाख ऑलमो� डबल कर ली हमन,माइनस क अदर सर जहा तक हमार फाइनस कॉ� की बात करत ह,पज नबर145क ऊपर सर, वह सब ला� ईयर4,227लाख थी,इस साल उसको सर हमन ऑलमो�110% बड़ा क9,948िकया ह,इसक �ा रीजन रहा इसक बार म ज�र बताए। Depreciationऔर अमोरटाइजशन यह तो सर म आपक सीए स ��न इसिलए पछना चाहता � िकdepreciationक टाइम पर हमन जब कोई अपनी ही किपटल अपन कोई �ॉपट� का कही पर भी इ�ीमट नही िकया। बावजद सर ला� ईयर 5,829लाख �पए यानी हमार टोटिलटी का3.4% depreciationथा। सर पज नबर 145पर िदया �आ ह सर इस साल उसको हमन8,870लाख यानी िक ऑलमो� ला� ईयर3.4%था और इस साल हमdepreciationको बढ़ाक4.1और ऑलमो�5,829स बढ़ाक8,870मतलब सर ऑलमो�70%काdepreciation

,इसका �ा रीजन है, यह सर िकस तरीके का खचा� डाले जा रहे है, इस बारे म� ज�र दे�खए थोड़ासा। Chairman & Chief दे�खए भाई साहब , �े�ंस तो ब�त अ�े ह�। अभी अपने 20 जो �े�ंस पूछ िलए ह� , Mentor �ों नहीं हम आपके यह �े�ंस का जवाब दे और और लोगों को भी थोड़ा चांस िमलेगा। तो इतने तो हम सुन भी िलए , अगर हम यह सारे �े�ंस आपके फाइन�िशयल बड़े सोच समझ के आपने िकया है , मेरा खयाल है थोड़ा �क के व�कट साहबसेम�कहता �ंवह आपके�े�ंसकेजवाब देनाशु�कर�गे। Venkatraman Thank you, Ashok. म� अपने िहसाब से आपका �े�ंस आंसर करने की कोिशश Narayanan करता �ं। माक�ट �ाइसेज और माक�ट कैप का �रड�न म� हम कोई कम�ट नहीं कर सकते �ोंिक हमारा परफॉम�स तो अ�ा ही रहा है । उनके बावजूद यह जो ड�ॉप �ई है , उसके बारे म� हम कम�ट नहीं कर पाएंगे। ल�डलाइन का नंबर आप जो बता रहे थे , वह हम देख�गे। We will see if we can give you a direct, we can publish a direct number of the Secretarial department, but that's not good practice. What we have seen is it's always got to be routed through KFin. The third question that you asked was repeat customers only 94%. See, we are growing at 28%. सो 100 का अभी अगर आप आज की कैलकुलेशन कर रहे ह� तो वह 130% हो गई है , अगर 100 of 138 is still, you know, not 94%. So, despite the growth if you have got a repeat customer of 94% that's mathematical. It is the best that you can expect, a 94% repeat business. Annual Report can be Rupees of crores. We will consider that, we have been thinking about it. Like I said, we have now crossed the threshold of ₹2000 crores of revenues. So we can surely take a look at showing our numbers in crores. EPS of 12, whereas it is only ₹16.00. The company has grown, but why, why has the EPS not grown from 12 to, you know, at the rate of 30% we have grown, but why has not the EPS grown? There are a couple of points. This is diluted EPS. If you think about it, about a year back we raised QIP of about ₹500 crores. That is one reason because that meant dilution of about 10% of the company. That is one reason. Secondly, when we went to IPO, a large part of the IPO was for exit by the private equity investors. उस टाइम पर there was no issue of fresh equity of shares, which is why the increase from 12 to 16 only a ₹4 despite a faster growth of, you know, in profitability. Return On Equity of 11.9%. Again, the same reason we never had a capital expansion. At the time of IPO, we only raised ₹100 crores in the company. So, the dilution at the company level was very low. The subsequent increase in share capital was one reason. The second reason was also Return on Equity because there was a drop in consolidated profit because of the acquisition cost and depreciation of intangibles which is related to the question that you have asked later. So why did the PAT drop? The PAT has dropped. We have given you a waterfall of the reconciliation of profit drop. Largely it is because of depreciation and amortization of intangibles. Whenever we acquire companies उस पे वै�ूएशन होता ह IND

AS के मुतािबक और वै�ूएशन का जो इंट�िजबल रहता है उसको ऑलमो� 40% of the money that is paid to the company that we are acquiring goes and sits in your balance sheet as intangibles. वो जो इनट�िजबल रहता है 6 इयस� और 8 इयस� म� depreciate करना पड़ता है। That is the reason why the depreciation has gone up despite we not making any increase in the Capex. Water consumption. Why did it go up so much? Because the comparison is between a time during COVID when we were not in our officers, most of us were almost working from home and now we are almost working at 60% back from office. So, our offices are all now, you know, coming with activity and with people. So, obviously water has gone up. But we are very, very proud to be conserving water. In fact, we have got the जल award from the Bangalore Water Authority for our water conservation efforts. Pure Software is growing faster than ours? I don't have a comment to say . It is our company now. If it is going fast, I'm very happy about it. But just to say that, you know, Pure Software is as old as Happiest Minds and Happiest Minds is now proud to have purchased PureSoftware. The remuneration increase of 13.4%. I'll check on this, but you know, that is very much in line with the industry standards, comparable to industry standards. The average increase to employees was about 9%. Average increase is what I'm talking about. And the company last year was between 8 to 9% which is very comparable to 13.4% when you look at only the Directors. Investments in mutual funds, I did cover that earlier. The money that we have on our books, we have deployed it in mutual funds and we borrow against that, leverage that to make our acquisitions. Other reserves, why is it changing? Because reserves will include goodwill. So goodwill is also going in setting which is why the other reserves are going up. Also, you have foreign currency translation reserve because almost 73% of our, you know income comes from overseas entities and we have got subsidiaries now after the acquisition of Pure Software, whenever these dollar denominated entities are converted to Rupees, you will have foreign currency translation reserve which is also contributing to other reserves. Finance costs. Why has it gone up? I did mention earlier what we are doing in terms of leveraging our investment so that we don't miss out on the liquidity and the investment income that we get. So we are balancing. Our borrowing cost is lesser than the income. So there is an element of treasury, there is an element of liquidity management, there is an element of risk management, all in our cash flow management. Finally, depreciation and amortization, it is only because of intangible assets. So, if you look at my P&L, which is why आपको हमारा �ॉिफटेिबिलटी के बारे म� देखना है तो आप ऑपरेिटंग �ॉिफट दे�खए हमारा EBITDA दे�खए। ये दोनो नंबर actual operating profit का example, Sir, वह दे�खए उसम� हम इंड��ी लीिडंग है। I hope I've answered all your questions.

Chairman & Chief Mentor	Thank you. Let's take the next question.
Moderator	The next speaker is Mr. Ramesh Shanker Golla. Mr. Ramesh Shanker Golla, please unmuteyourself and askyourquestion.
Mr. Ramesh Shanker Golla	Yeah. You're audible, Sir. Please.
Mr. Ramesh Shanker Golla	Sir. Am I seeing you, Sir?
Moderator	Sir, please askyourquestion.
Mr. Ramesh Shanker Golla	Sir, please give me camera.
Moderator	You have to switch on the camera, Sir. It is OK from our side. You can ask thequestion.
Mr. Ramesh Shanker Golla	I am at your office, Sir. I'm came from Hyderabadस बगलोर आया सर। अभी आपका ऑिफस म था सर,नीच िस�ो�रटी िवग म ह सर। सर मरा कपनी क बार म बोलना ह तो �ाग फाइनिशयल कपनी सर। माय चयरमन अशोक सता और सीएफओ आनद जी और सीईओ जोसफ सर और बोड एड माय कपनी स�ट�रएट िडपाटमट की और टीम सर और हलो माय शयर हो�स आ�ो। Sir, I'm so happyin the Happiest Minds.
Moderator	Sir,we lost him. The next speaker is Mr. Manjit Singh.
Chairman & Chief Mentor	But in fairness, we better tell the security to let him in and answer his questions. Yeah. He's come all the way to Hyderabad. So, Praveen, you could tell them that he could begiven a chance to ask thosequestions.
Company Secretary	Sure, Ashok
Chairman & Chief Mentor	We can take the next.
**Mr.Manjit Singh **	Hello,Chairman Sir. Canyou hear myvoice?
Moderator	Yes,Sir.
Chairman & Chief Mentor	Yes, Yes
Mr. Manjit Singh	Chairman Sir, good evening to you, all the Board, all the staff and my co fellow shareholders. चयरमन सर िजस तरीक स आपन अपन ओपिनग �रमा� म हमार कपनी क बार म बताया और सर िजस तरीक स आपन समझाया ह िजसस ��यर पता चलता ह िक आन वाला जो हमारा �चर ह वह सर एक �ाइट �चर ह। सर िजस तरीक स आपकी परी की परी टीम महनत कर रही ह और सर इसका का हम परा िव�ास ह िक िजस तरीक स शयर हो�र भी आपक सामन आराम स बोल पा रहा ह,टासपरसी स यह सर आपक नत� क अदर ही ह सर,एक-एक शयर हो�र आपक सामन बोल पा रहा ह। सर हमार न�24म�स का रोड मप �ा ह थोड़ा सा इस बार म बताए। सर, िजस तरीक स हमार CS साहब न महनत करी ह सर एक-एक शयर हो�र को आपस जोड़न क िलए इन लोगो का भी सर हम ध�वाद करना चाहत ह। CS और मॉडरटर न इस तरीक स एक-एक शयर

	हो�र को आपक सामन बलवाया।चयरमन सर हम यही चाहग िक हमारी कपनी िदन दोगनी रात चौगनी तर�ी कर। थक य सर थक य सो मच िक आपन हम चास िदया।
Chairman & Chief Mentor	Thank you. Thank you so much. और आप लोगो क सपोट स ही हम लोग आग बढ़त जा रह ह।
Moderator	The next speaker is Mr. Yusuf Yunus Rangwala. Mr. Yusuf Yunus Rangwala, please unmuteyourself and askyourquestion,Sir.
Mr. Yusuf Yunus Rangwala	Very good afternoon, Sir.वड�म, Sir.
Chairman & Chief Mentor	वड�म.
Mr. Yusuf Yunus Rangwala	सर मबई स यसफ रगवाला बात कर रहा � सर। अभी हमको किफन टक स नो तकलीफ सर। They are providing a very good service. I am very happy, Sir. Sir, I would like to point #1. Sir, Wipro, Infosys,य जो अपना बगल� का कपनी ह । सर म जानना चाहता � इसम और अपना कपटीशन �ा होता ह सर। What is the competition we are facing with Infosys, Sir. And as you mentioned, we are a software company. Sir, you declared twice dividend. िडिवडड भी आपन अ�ा िदया ह सर,मझ और अ�ी ह सर। सर िदवाली �ए,तो िदवाली म सर आप हम चयरमन सर भलना मत। सर आप हम �ीट भजना ही हमारा ह�ल �र��। �ोिक िदवाली एक ही बार आता ह सर िमठाई दगी तो अपना और आपका सबध साथ रहगा । I'm supporting all the resolutions. My best wishes for today’s resolutions.सर हो सक तो आप हम जरा वह सॉ�वयर िडवीजन का हम वीिडयो भजना सर। आपका जो सॉ�वयर िडवीजन ह हमारा मोबाइल स ज़रा वीिडयो भजना। चयरमन सर म आपक हाथ जोड़ क िवनती करता � सर मझ आपकी कॉपी नही िमली सर balance sheet की। जरा भजना सरRequest ह। फलो की खशब किलयो क बाहर अपना किफन टक का साथ हमशा रह सर। Wishing you good luck and my best wishes for today’s resolutions, Sir. My full support, Sir. Thank you, Sir. जय िहद जय महारा�। Wishing15th August का शभकामनाए
Chairman & Chief Mentor	Thank you.आपन अभी हम को यह बोला ना िव�ो और इ�ोिसस का कप�रजन। अ�ा ह िक आपन यह बतलायाआप द�खए �ो 1982 म IT िबजनस म आए ह और हम लोग कब आए ह?इफोिसस उस7 साल पहल आए ह। तो हम लोग की तर�ी इस छोटी सी टाइम म तो काफी हो गए ह। और अगर आप एक चीज दखोग म नही क�गा कौन सी कपनी स आग ह,और हमारी �ॉिफटिबिलटी दोनो कपनी स �ादा थी िपछल �ाटर तक। अभी एक कपनी स जरा आग हो गई दसरी कपनी अभी भी पीछ ह। यह बड़ी �रमाकबल चीज ह क इतन लो टनओवर पर उनक कप�रजन म हम �ॉिफटिबिलटी को इस तरफ़ रखा ह।और थ आपन जो बाकी चीज कही ह वह सब �रपोट वगरा आपको भज दी जाएगी। िफर स,गई भी होगी,पर नही िमली ह तो, िफर स भज दग। Let’s take the next speaker.

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Moderator The next speaker is Mr. Sambhav Jain. Mr. Sambhav Jain, please unmute
yourself and ask your question, Sir. Mr. Sambhav Jain.
Mr. Sambhav Jain नम�ार चेयरमैन सर म� िद�ी से संभव जैन बोल रहा था। और आपने जो चेयरमैन
�ीच दी और उसके बाद जो �े�न आंसर सेशन म� �र�ाई िदया , उसे सुन के मेरे
को लगता है कंपनी के बारे म� �ादा बात चल गया है और म� कोई �े�न नहीं पूछने
वाला �ं �ोंिक आप डायनािमक पस�नेिलटी है मेरे िलए और काम करके िदखाने
वाले ह� और आगे जो िवजन है आपका , वह कंपनी को हमेशा आगे बढ़ाने का है।
साथ म� आपने इतनी अ�ी मैनेजम�ट को अपने साथ राखी है उनका आपको जो
सहयोग िमलता है , कंपनी को आगे बढ़ा रहा है िजसका �र�े�न हम अपने
कंपनी की बैल�स शीट म� देख पा रहे है। इसिलए म� आपको शुभकामनाएं देता �ं
सर। आज सभा म� िजतने भी आप ��ाव लेके आया है उनका अनुमोदन करता �ं।
िवशेषकर ��ाव नंबर 4। िजसको ऑिडट करते �ए और उसके अंदर सहभागी
होते �ए मेरे िलए गौरवशाली और दुल�भ �ण है िक आज मेरे आदरणीय अ��
महोदय के ��ाव का एक थोड़ा सा छोटा सहायक बना और आशा करता �ं िक
उनके पा�रत होने के बाद मेरे चेयरमैन साहब का नेतृ� कंपनी को और आगे
बढ़ाएगा और भगवान उनको दीघा�यु दे सर। आप कमाएं हम खाए ऐसे हमारे
चेयरमैन है , तो उसके िलए िजतने भी दीघा�यु भी कामना करी जाए उतनी भी कम
है। और सर एक छोटा सा िनवेदन है सर , आज तो सर सेिल�ेशन का िदन है सर ,
पाट� का िदन है। आपका reappointment का रेजो�ूशन है और आपकी जो
कॉप�रेट म� छिव है िक आप कभी िनराश नहीं करते । म� समझता �ं िक अबकी बार
हमारी यह बात आप ज�र सुन�गे कंपनी पर चाहे बोझ पड़े ना पड़े आपके अपने
पस�नल लेवल पर भी आप पाट� द�गे चाहे ऑफलाइन, ऑनलाइन हम �ीकार
कर�गे। यह कंपनी के िकसी छोटा सा CSR से , हमारा हाड� कॉपी और एनुअल �रपोट�
भी भेज�गे वह हमारे िलए एनुअल �रपोट� नहीं है सर एक कले�न है। इसको हर
साल हम संजो के रखते ह�। और देखते ह� िक हम उस कंपनी से जुड़े �ए ह� िजसके
चेयरमैन मेरे Soota साहब है। सर आप हमारे कंपनी को नई ऊंचाई पर लेकर जाए
और इसका लाभ हम� िमले , और हम सब आपके दीघा�यु का कामना करते ह�। इसी
आशाऔरिव�ासकेसाथनम�े
Chairman & Chief Thank you . ब�त अ�े है आपने ब�त हम लोगों को खुशी करा दी। जो आप कह
Mentor रहे ह� ना पाट� , पाट� तो आपने बना ही दी इतनी चीज� कह के। और यहां के एनुअल
�रपोट� का don't we have a procedure, Praveen, that if people ask, we give
them a hard copy?
Company Yes
Secretary
Chairman & Chief Oh, we do that.
Mentor
Company Yeah, whoever asks we give them. First, we send the soft copy.
Secretary
Chairman & Chief Soft copy. So at least two people have asked for it today. So please send
Mentor them both the hard copies
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Company Secretary	Yeah, sure.
Chairman & Chief Mentor	Yeah, thank you very much for the question. Do we have the next question?
Moderator	The next speaker is Mr. K Bharat Raj. Mr. K Bharat Raj, please unmute yourself and askyourquestion Sir.
Mr. K Bharat Raj	Yeah, very good evening, Mr. Chairman, other Board of Directors, first of all, Mr. Chairman, congratulations for a wonderful performance and God bless you, Sir, your patience for sitting so long for the AGM and God bless you with hundreds of years. First of all, Chairman Sir, wonderful performance in the Financial Year and thanks for the annual dividend and wonderful CSR programs. Chairman Sir present is in US and European markets, what will be the impact on the US market Sir regarding this our Trump. So how will this face the challenge Sir? How will we face this taxation and everything Sir? And regarding these European markets, Russian and Ukraine, that has a lot of impact there and Israel and Saudi, Iranian and Israel wars. How and what will be the impact on my company, Sir? Chairman Sir, can we expect a bonus in the Financial Year? Please let me know, Chairman Sir. Once again my all the best for the Company Board of Directors and my KMPs. One more thing Sir, the Annual Report, Sir,till now I have not received the hard copyof the Annual Report
Chairman & Chief Mentor	You'll get it. We'll certainly give it to you. I'll just turn this over to Joseph to answeryour first fewquestions.
Joseph Anantharaju	Thanks, Ashok. Thank you for the questions. See, as far as the US is concerned, I think for the first three months till March or April, the market and various companies were a little unsettled because of the back and forth. But, you know, what we're seeing now is that they've kind of absorbed this into their regular cadence and we're seeing more customers embarking or continuing with their spend and their road map and plans and initiatives. And that is reflected in the growth that we've been able to show for the recent quarter. And I think what's also helping is our focus on digital technologies, our GBS unit that we've set up, which as Ashok mentioned is doing well. The verticalization that we've announced last year and the other transformations around NN sales and acquisitions, all of them are coming together and allowing us to demonstrate the kind of growth that we've demonstrated. As far as Europe is concerned, I think the companies and markets by and large have absorbed Russia, Ukraine and even the Israel, what's happening in the Middle East. And we're beginning to see that there's more proclivity or more inclination to continue with your digital initiatives, to continue with your AI adoption plans. And we've been able to get a few orders in this region. We're going to build specific strategies and focus on this Geo to increase our revenues from this area. Ashok,over toyou for the Bonus.

Chairman & Chief Mentor	Yeah. Next question I'll take that
Moderator	Yes, Sir. So the next speaker is Mr. Bharat Mulchand Shah. Mr. Bharat Mulchand Shah, please unmuteyourself and askyourquestion,Sir.
Mr. Bharat Mulchand Shah	आवाज आ रही ह ना सर?
Moderator	Yes,Sir
Mr. Bharat Mulchand Shah	माननीय चयरमन �ी अशोक भाई और अ� माननीय डायर�र,सर मरा नाम भारत शाह। सर मर को �ादा कछ कहन का नही आप न जो महनत स कपनी चला रह हो हमशा शयर हो�र का �ाल रख क कपनी चला रह हो तो ब�त ध�वाद दता �। अिभनदन दता �। और अपनी कपनी िदन दोगनी रात चौगनी आग बड़ म भगवान ई�र को �ाथना करता � सर। और सर मरी कपनी स�टरी िडपाटमट का अपन काम एकदम �व��त ह । और म उनकी भी सराहना करता � और ध�वाद करता �CSटीम को। ब�त हाड विकग कपनी स�ट�रयल टीम ह हमशा शयर हो�र का �र�� दत ह,शयर हो�स की �रीज सॉ� करत ह ब� इ��र सिवस द रह ह। म परी टीम को ब�त ध�वाद अिभनदन दता �। और हमारी कपनी आग बढ़ म भगवान को �ाथना कर रहा �। और सर �ब� म आप नही िमल तो एक बार गट टगदर दीिजए सर तो हम आपको �ब� म िमल सक सर। तो �ब� म िमलन का मौका िमलगा तो िदवाली क बाद गट टगदर रखन की मरी िवनती ह सर। आपकी ह� अ�ी रह कपनी बिढ़या �गित कर। भगवान ई�रको�ाथनाहसर।थकयवरीमच।जयिहद।वदमातरमसर।थकय।
Chairman & Chief Mentor	Thank you so much. I think we can take the next speaker
Moderator	Sir, the next speaker is Mr. Rishikesh Chopra. Mr. Rishikesh Chopra, please unmute yourself and ask your question, Sir. Mr. Rishikesh Chopra, Mr. Rishikesh Chopra. No response, Sir. The following two speakers have not joined, Sir. Abhinav Jain and Davinder Kaur. With this, the speaker list is completed. Sir,back toyou.
Chairman & Chief Mentor	Okay Praveen, we never could get the guy who came to our office all the wayfrom Hyderabad.
Company Secretary	Yeah, we are taking care of him. We are just showing him. I told Suresh to just show him the office. Now you can say your concluding remarks, Ashok.
Chairman & Chief Mentor	Okay. I thank all the members for their queries and views. As mentioned earlier, the members who have not already cast their vote by means of remote e-voting may do so now through InstaPoll, which will be available for the next 15 minutes. V Sridharan and Associates, Company Secretaries has been appointed as the Scrutinizer to report on the combined voting results or remotely voting and the InstaPoll. The results will be declared and submitted to the stock exchanges within two working days from the conclusion of this meeting and disseminated on the company's website alongwith Scrutinizer's report. I authorize the

Company Secretary to do the needful. Resolutions, as set forth in the Notice, shall be deemed to be passed today subject to receipt or requisite number of votes. With this, the 14th AGM comes to an end. I am grateful to all the members who have taken time to join this meeting. With your permission, I hereby declare the proceedings as closed. Thank you.

Please note: This transcript has been edited for readability and does not purport to be a verbatim record of the proceedings.