Mastek Limited

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SEC/15/2021-22

Mastek Limited T +91 22 6722 4200 #106,107 SDF-IV Seepz, Andheri (East), F +91 22 6695 1331 Mumbai 400096, Maharashtra, India W www.mastek.com

April 28, 2021

Listing Department BSE Limited 25thFloor, Phiroze Jeejeebhoy Towers Dalal Street, Fort, Mumbai-400 001 Tel No. 022- 22723121, Fax No. 022- 22721919 SCRIP CODE: 523704	Listing Department The National Stock Exchange of India Limited Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (E), Mumbai – 400 051 Tel No.: 022- 26598100, Fax No. 022-26598120 SYMBOL: MASTEK

– - Subject: Outcome of the proceedings of Board Meeting held today April 28, 2021 SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations")

Dear Sir(s)/Ma'am(s),

We wish to inform you that the Board of Directors at their meeting held today – April 28, 2021 through video conferencing, has interalia transacted and approved the following items of Business;

1. Approval on Financial Results

The Board of Directors have approved and taken on record the Annual Audited Consolidated and Standalone Financial Results of the Company for the Financial Year ended March 31, 2021 prepared in terms of Regulation 33 of SEBI Listing Regulations.

Pursuant to Regulation the SEBI Listing Regulations, the Statutory Auditors of the Company, Walker Chandiok & Co LLP, Chartered Accountants, have issued an Audit Report with unmodified opinion on the Annual Audited Financial Results of the Company (Consolidated & Standalone) for the Financial Year ended March 31, 2021.

Accordingly, please find enclosed the following:

a) Auditors Report along with the Annual Audited Consolidated Financial Results for the Financial Year ended March 31, 2021.
b) Auditors Report along with the Annual Audited Standalone Financial Results for the Financial Year ended March 31, 2021. c) Declaration in respect of Auditors Report (Consolidated and Standalone) with unmodified opinion.

Mr. Arun Agarwal, Vice President - Finance has been nominated at present for discharging the Finance function of the Company in terms of the SEBI Listing Regulations till Company appoints a Chief Financial Officer.

2. Approval on Dividend Distribution Policy

The Board of Directors have, inter-alia, considered and approved the Dividend Distribution Policy of the Company. In terms of Regulation 43A of SEBI Listing Regulations. A copy of the said Policy will be made available on the Company’s website at www.mastek.com.

3. Recommendation of payment of Final Dividend

Recommended the payment of Final Dividend at the rate of 180% i.e. Rs. 9/- per equity share (on the face value of Rs. 5./- per equity share), for the Financial Year 2020-21, subject to the shareholders’ approval at the ensuing 39th Annual General Meeting. Accordingly, the said Final Dividend, if approved, by the shareholders at the ensuing Annual General Meeting of the Company, will be paid within 30 days from the date of Annual General Meeting.

The meeting of the Board of Directors of the Company commenced at 09.05 p.m. and concluded at 11.59 p.m.

This is for your information and record.

Thanking you.

Yours Truly,9

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Regd. Off.: 804, 805 President House, Opp. C.N. Vidyalaya, Near Ambawadi Circle, Ambawadi, Ahmedabad - 380 006. Gujarat, India. Tel No: +91-79-2656--4337 E-mail: [email protected] CIN-l74140GJ1982PLC005215

Mastek Limited T +91 22 6722 4200 #106,107 SDF-IV Seepz, Andheri (East), F +91 22 6695 1331 Mumbai 400096, Maharashtra, India W www.mastek.com

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April 28, 2021

	Listing Department BSE Limited 25thFloor, Phiroze Jeejeebhoy Towers Dalal Street, Fort, Mumbai-400 001 Tel No. 022- 22723121, Fax No. 022- 22721919 SCRIP CODE: 523704	Listing Department The National Stock Exchange of India Limited Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (E), Mumbai – 400 051 Tel No.: 022- 26598100, Fax No. 022-26598120 SYMBOL: MASTEK

Subject: Declaration with respect to Audit Report with Unmodified Opinion on the Audited Consolidated Financial Results and Audited Standalone Financial Results for the Financial Year ended March 31, 2021.

Dear Sir(s)/Ma'am(s),

In terms of SEBI Circular CIR/CFD/CMD/56/2016 dated 27th May, 2016 and pursuant to Regulation 33(3)(d) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, we hereby declare and confirm that Audited Consolidated Financial Results and the Audited Standalone Financial Results for the Financial Year ended March 31, 2021 which have been approved by the Board of Directors of the Company at its meeting held today, i.e. April 28, 2021, the Statutory Auditors of the Company Walker Chandiok & Co., LLP (Firm Registration No. 001076N/N500013) have not expressed any modified opinion(s) in their Audit Report on the statement.

Please take this declaration on your records.

Yours Sincerely,

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ARUN AGARWAL VICE PRESIDENT- FINANCE

Walker Chandiok &.Co LLP

Walker Chandiok & Co LLP 11th Floor, Tower 11, One International Center, S 8 Marg, Prabhadevi CN), Mumbai - 400013 Maharashtra, India T +91 22 6626 2699 F +91 22 6626 2601

Independent Auditor's Report on Consolidated Annual 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 Mastek Limited

Opinion

We have audited the accompanying consolidated annual financial results ('the Statement') of Mastek Limited ('the Holding Company') and its subsidiaries listed in Annexure 1, (the Holding Company and its subsidiaries together referred to as 'the Group'), for the year ended 31 March 2021, attached herewith, being submitted by the Holding Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) ('Listing Regulations'), including relevant circulars issued by the SEBI from time to time.
In our opinion and to the best of our information and according to the explanations given to us, the Statement:
(i) includes the annual financial results of the entities listed in Annexure 1;
(ii) presents financial results in accordance with the requirements of Regulation 33 of the Listing Regulations, and
(iii) gives a true and fair view in conformity with the applicable Indian Accounting Standards ('Ind AS') prescribed under Section 133 of the Companies Act, 2013 ('the Act'), read with relevant rules issued thereunder, and other accounting principles generally accepted in India, of the consolidated net profit after tax and other comprehensive income and other financial information of the Group, for the year ended 31 March 2021.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing ('SAs') specified under section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Statement 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 ('the ICAI') together with the ethical requirements that are relevant to our audit of the consolidated 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 is sufficient and appropriate to provide a basis for our opinion.

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Page 1 of 4

Walker Chandiok & Co LLP is registered number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

Chartered Accountants

Offices in Bengaluru, Chandlga'h, Chennai, Gurugram, Hyderabad, Kochi, Kolkala, Mumbai, New Deihl, Nolda and Pune

Responsibilities of Management and Those Charged with Governance for the Statement

The Statement, which is the responsibility of the Holding Company's management and has been approved by the Holding Company's Board of Directors, has been prepared on the basis of the consolidated annual audited financial statements. The Holding Company's Board of Directors is responsible for the preparation and presentation of the Statement that gives a true and fair view of the consolidated net profit or loss after tax and other comprehensive income, and other financial information of the Group in accordance with the accounting principles generally accepted in India, including the Ind AS 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 Holding Company's Board of Directors is also responsible for ensuring accuracy of records including financial information considered necessary for the preparation of the Statement. Further, in terms of the provisions of the Act, the respective Board of Directors of the companies included in the Group, covered under the Act 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 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 financial results, that give a true and fair view and are free from material misstatement, whether due to fraud or error. These financial results 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 those entities, 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 entity 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 responsible for overseeing the financial reporting process of the companies included in the Group.

Auditor's Responsibilities for the Audit of the Statement

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 Standards on Auditing, specified under section 143(10) of the Act, 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 this Statement.
As part of an audit in accordance with the Standards on Auditing, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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.
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 Holding Company has adequate internal financial controls with reference to the consolidated financial statements in place and the operating effectiveness of such controls.

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Page 2 of4

Chwt1mw1 Ar.co1K1t.:1nts

Offices In Bengauu, Chandig•h. Chennal, Gl.ad, Koehl, Kolkala, Mumbai, New 0.111, Nolda and Pune

Walker Chandiok & Co LLP Is registered number AAC-2085 and has Its registered office at L-41, Comaughl Circus, Outer Circle, New Deihl, 110001, India

Mastek Limited

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.
Conclude on the appropriateness of management's 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.
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.
Obtain sufficient appropriate audit evidence regarding the financial statements of the entities within the Group, to express an opinion on the Statement. We are responsible for the direction, supervision and performance of the audit of financial information of such entities included in the Statement, of which we are the independent auditors. We remain solely responsible for our audit opinion.
We communicate with those charged with governance of the Holding Company, 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 SEBI Circular CIR/CFD/CMD1/44/2019 dated 29 March 2019, issued by the SEBI under Regulation 33 (8) of the Listing Regulations, to the extent applicable.

Other Matters

The Statement includes the consolidated financial results for the quarter ended 31 March 2021, being the balancing figures between the audited consolidated figures in respect of the full financial year and the published unaudited year-to-date consolidated figures up to the third quarter of the current financial year, which were subjected to a limited review by us.

For Walker Chandiok & Co LLP Chartered Accountants Firm eg· trati n No:001076N/N500013 Partner Membership No: 108840

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UDIN:21108840AAAABW3261

Place: Mumbai Date: 28 April 2021

Page 3 of4

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Walker Chandiok & Co LLP Is registered number AAC-2085 and has Its registered office at L-41, Connaught Circus, Outer Circle. New Delhi, 110001, India

Offices In Bengalutu, Chandigarh, Chennal, Gutug,am, Hyderabad, Koehl, Kolkala, Mumbai, New OeDll, Nolda and Pune

Mastek Limited

Annexure 1

List of entities included in the Statement

1- Mastek (UK) Limited
2- Trans American Information Systems Private Limited
3- Mastek, Inc.
4- Trans American Information Systems, Inc.
5- Mastek Digital, Inc.
6- lndigoblue Limited
7- Mastek Arabia FZ LLC
8- Evolutionary Systems Qatar WLL
9- Evolutionary Systems (Singapore) Pte Ltd
10- Evolutionary Systems Pty Ltd
11- Evolutionary Systems Corp
12- Evolutionary Systems Co Ltd
13- Evolutionary Systems Bahrain WLL
14- Evolutionary Systems Consultancy LLC
15- Evolutionary Systems Egypt LLC
16- Evosys Kuwait WLL
17- Newbury Cloud, Inc.
18- Evolutionary Systems BV
19- Evolutionary Systems Private Limited
20- Evolutionary Systems Saudi LLC

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21- Evosys Consultancy Services (Malaysia) Sdn Bhd

Page 4 of 4

Chwtered Accooot-,ts

Walker Chandiok & Co LLP Is registered number AAC-2065 and has its registered office at L-41, Connaughl Circus. Outer Circle, New Delhi, 110 1, India

Offices In S.ngaluru, Chandig•h, Chennal, Gurugram, Hyderlbad, Koehl, Ko�ata, lm bai, New Dolli, Nolda and Punt

MASTEK LIMITED

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Registered Office: 804/805, President House, Opp.C.N.Vidyalaya

Near Ambawadi Circle, Ahmedabad-380 006

CIN No. L74140GJ1982PLC005215

Statement of Consolidated Financial Results for the Quarter and Year ended March 31, 2021

1	Particulars Income (a) Revenue from operations (b)Other income Total Income		March 31, 2021 !Refer note l) 48,321 324	Quarter ended December 31, 2020 (Unaudited) 44,285 391 4,676 22,558 176 1,170 11,341 35,245 9,431 March 31, 2020 (Refer note 1) 33,666 1,750 35,416 17,751 114 771 10,094 28,730 6,686 (Rs. In lakhs) Year ended March 31, March 31, 2021 2020 (Audited) (Audited) 172,186 107,148 2,791 4,130 174,977 111,278 88,272 58,414 810 362 4,495 2,489 47,467 33,198 141,044 94,463 33,933 16,815
			48,645
2 3	Expenses (a) Employee benefits expenses (b) Finance costs (c) Depreciation and amortisation expenses (d) Other expenses Total expenses Profit before exceotional items & tax I 1-2 )		24,311 176 1,021 13,416
			38,924 9,721
4	Exceptionalitems-(loss) net (Refernote 4)		~~-~~	~~-~~ (1,755) ~~-~~ (2,407)
5 6	Profit before tax ( 3 + 4 ) Income tax expense/ (credit) - Current tax - Deferred tax - Taxprovision relatingtopriorperiods(Refer note -Total, net	9)	9,721 2,298 (171) 23	9,431 4,931 33,933 14,408
				2,167 233 - 1,441 (441) 37 8,136 4,081 (131) (1,091) 753 37
			2,150	2,400 1,037 8,758 3,027
7	Net Profit ( 5-6 )		7,571	7,031 3,894 25,175 11,381
8	Other Comorehensive Income/ (loss)net of tax {Refer n	ote 3)	245	(482) (4,883) 13,709 767
9	TotalComorehensive Income/ (loss}, net of tax 17 +8)		7,816	6,549 (989) 38,884 12,148
	Profit attributable to
	Owners of the Company		6,055 1,516	5,742 1,289 3,399 495 20,935 10,886 4,240 495
	Non-controllineinterests
	Profit after tax		7 571	7 031 3 894 25,175 11 381
	Other comprehensive Income/ (loss} (OCII attributable to
	Owners of the Comoanv		234 11	(660) 178 (4,819) (64) 13,452 831 257 (64)
	Non-controllineinterests
	TotalothercomprehensiveIncome/ (loss}, net of taxes		245	1482' {4 8831 13,709 767
	Total comprehensive Income attributable to
	Owners of the Comoanv		6,289 1,527	5,082 1,467 (1,420) 431 34,387 11,717 4,497 431
10 11 12	Non-controllineinterests
	Total comorehensive Income Paid-uo eauitv share caoital I Face value Rs. 5/-oer share I		7 816 1,262	6 549 1,247 1989' 1,214 38,884 12 148 1,262 1,214
	Other Equity			84,592 77,832
	Earnings per share (ef face value Rs 5/- each) (not annualised): {a) Basic - Rs {bl Diluted - Rs		24.14 23.28	,L 23.22 . ,,=.24 ��v ,�:�� .r ' o I « ( ), sc � 'BAI l� l_ _! t\�� ',"�.-co"�., -- 14.03 13.33 84.92 45.21 81.88 42.93

MASTEK LIMITED

Registered Office: 804/S0S, President House, Opp.C.N.Vidyalaya

Near Ambawadi Circle, Ahmedabad-380 006

CIN No. L74140GJ1982PLC00S215

Statement of Consolidated Financial Results for the Quarter and Year ended March 31, 2021

Pariculars Segment Revenue UK & Europe operations North America operations Middle East Others Revenue from operations, net Segment Results profit before exceptional item, tax and finance cost UK & Europe operations North America operations Middle East Others Total Less: i. Finance costs ii. Other un-allocable expenditure net of un-allocable (income)	Quarter ended March 31, December 31, March 31, 2021 2020 2020 (Refer note 1) (Unaudited) (Refer note 1) 33,778 29,568 23,251 7,076 7,811 6,478 4,589 4,504 2,354 2,878 2,402 1,583 48,321 44,285 33,666 7,595 7,172 4,245 1,047 1,768 563 1,003 1,519 628 938 838 (115) (Rs In lakhs) Year ended March 31, March 31, 2021 2020 (Audited) (Audited) 116,089 77,240 28,755 24,886 18,948 2,354 8,394 2,668 172,186 107,148 26,745 13,074 4,312 2,117 3,950 628 1,520 (1,289)	Quarter ended March 31, December 31, March 31, 2021 2020 2020 (Refer note 1) (Unaudited) (Refer note 1) 33,778 29,568 23,251 7,076 7,811 6,478 4,589 4,504 2,354 2,878 2,402 1,583 48,321 44,285 33,666 7,595 7,172 4,245 1,047 1,768 563 1,003 1,519 628 938 838 (115) (Rs In lakhs) Year ended March 31, March 31, 2021 2020 (Audited) (Audited) 116,089 77,240 28,755 24,886 18,948 2,354 8,394 2,668 172,186 107,148 26,745 13,074 4,312 2,117 3,950 628 1,520 (1,289)	Quarter ended March 31, December 31, March 31, 2021 2020 2020 (Refer note 1) (Unaudited) (Refer note 1) 33,778 29,568 23,251 7,076 7,811 6,478 4,589 4,504 2,354 2,878 2,402 1,583 48,321 44,285 33,666 7,595 7,172 4,245 1,047 1,768 563 1,003 1,519 628 938 838 (115) (Rs In lakhs) Year ended March 31, March 31, 2021 2020 (Audited) (Audited) 116,089 77,240 28,755 24,886 18,948 2,354 8,394 2,668 172,186 107,148 26,745 13,074 4,312 2,117 3,950 628 1,520 (1,289)
			33,666 172,186 107,148
		7,172 1,768 1,519 838	4,245 563 628 (115) 26,745 13,074 4,312 2,117 3,950 628 1,520 (1,289)
	10,583	11,297	S,321 36,527 14,530
	176 686 9,721 . - .	176 1,690 9,431	114 (1,479) 810 362 1,784 (2,647)
Profit from ordinary activities before exceptional Items & tax			6,686 33,933 16,81S
Exceptional items - (loss) net (Refer note 4) North America operations Others		. -	(1,037) (718) . (1,037) - (1,370)
Exceotional items (loss\, net		~~-~~	(1,755) 4,931 . (2,407) 33,933 14,408
Profit from ordinarv activities before tax	9,721	9,431

Notes on Segment Information :

Based on the "management approach" as defined in Ind AS 108 - Operating Segments, the Chief Operating Decision Maker (CODM) evaluates the Group's performance and allocates resources based on analysis of various performance indicators by geographical region of the customers.

Property, Plant and Equipment used in the Group's business or liabilities contracted have not been identified to any of the reportable segments, as the Property, Plant and Equipment and the support services are used interchangeably between segments. Accordingly disclosures relating to total segment assets and liabilities are not practicable.

Others segment includes India, Australia, Malaysia & Singapore.

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MASTEK LIMITED

Registered Office: 804/805, President House, Opp.C.N.Vidyalaya

Near Ambawadi Circle, Ahmedabad-380 006 CIN No. L74140GJ1982PLC005215

Audited Consolidated Balance Sheet as at March 31, 2021 .L
		As at
Particulars
		March 31, 2021	*March 31,2020***
		(Audited)	(Audited)
ASSETS
Non-current assets
Property plant & equipment, net		4,762	5,142
Capital work-in-progress		154	167
Right-of-use Asset		1,143	1,991
Investment property		450	485
Goodwill		66,012	67,667
Other intangible assets, net		8,313	10,389
Financia I assets	,
Investments		4,119	12,182
Loans		277	190
Other financial assets		1,866	459
Deferred tax assets, net		5,320	3,776
Income tax (Current - tax) assets, net		-	1,221
Other non-current assets		131	119
Total Non Current Assets		92,547	103,788
Current Assets
Financial Assets
Investments		21,454	15,376
Trade receivables		37,488	31,572
Cash and Cash equivalents		59,089	22,033
Bank balances, other than cash & cash equivalents		51	64
Loans		307	218
Other financial assets		607	899
Other current assets		18,032	16,290
Total Current Assets		137,028	86,452
Total Assets		229,575	190,240

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MASTEK LIMITED

Registered Office: 804/805, President House, Opp.C.N.Vidyalaya

Near Ambawadi Circle, Ahmedabad-380 006

CIN No. l74140GJ1982PLC005215

. Audited Consolidated Balance Sheet as at March 31, 2021 ·--··-- --··--··----- --·-··-- -··---- -- --· - --- --, -

Audited Consolidated Balance Shee .·--··-- --··--··----- --·-··-- -··--	t as at March 31, 2021 ----- --· - --- --, -
	Particulars	Aat March 31, 2021	March 31, 2020
EQUITY AND LIABILITIES
Equity
Equity Share capital		1,262	1,214
Other Equity		84,592	77,832
Equity attributable to owners		85,854	79,046
Non Controlling Interest		18,203	13,705
Total Equity		104,057	92,751
LIABILITIES
Non Current Liabilities
Financial liabilities
Borrowings		19,024	24,085
Other financial liabilities		29,118	22,546
Provisions		2,367	1,588
Deferred tax liabilities, net		1,831	1,473
Total Non Current Liabilities		52,340	49,692
Current Liabilities
Financial liabilities
Borrowings		5,038	7,480
Trade payables		3,069	10,539
Other financial liabilities		45,251	17,052
Other current liabilities		13,219	9,429
Provisions		2,323	2,032
Current tax liabilities, net		4,278	1,266
Total Current Liabilities		73,178	47,797
TotalLiabilities		125,518	97,489
TotalEquity&Liabilities		229,575	190,240

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MASTEK LIMITED

Registered Office : 804/805, President House, Opp.C.N.Vidyalaya

Near Ambawadi Circle, Ahmedabad-380 006

CIN No. L74140GJ1982PLC005215

Audited Consolidated Statement of Cash Flows for year ended March 31, 2021 -Particulars			For the year ended March 31, 2021	For the -�ear ended March 31, 202Q_
			(Audited)	(Audited)_
Cas ows rem operating act1v1t1es
Profit for the year			25,175	11,381
Adjustments for:
Interest income			(429}	(354)
Employee stock compensation expenses			836	991
Finance costs			810	332
Depreciation and amortisation			4,495	2,489 !
Provisions made/ (written back} for cost overrun on contracts, net				45
Tax expense			8,758	3,027
Dividend Income from current investment				(6)
Exceptional Item				2,407
Provision for settlement against revenue contracts			700
Provisions made/ (written back} against receivables, loans and advances doubtful of recovery	(net}		(344)	144
(Profit}/ Loss on sale of property plant and equipment, net			(18)	19
Profit on sale of current investments			(750)	(667)
Rental income			(470)	(300)
Changes in operating assets and liabilities; net of effects from acquisitions (Increase}/ decrease in trade receivables			38,763 (4,485)1	19,508 11,161
(Increase} in loans and advances and other assets			(1,549}	(10,025}
Increase in trade payables, other liabilities and provisions			780	2,512
Cash generated from operating activities before taxes			33,509	23,156
Income taxes paid, net of refunds Net cash generated from operating activities			(4,794} ""'!ls,7I5'	(4,709) ""rr,'lPl7
Cash flows from investing activities
Proceeds from sale of property, plant and equipment			18	18
Purchase of property, plant & equipment and software			(1,175}	(1,565}
Interest received			258	205
Rental income			442	238
Earnout payment on account of Business Combination Dividend Income from current investment				(1,568)1 6
Proceeds from Sale of Investment in Majesco			23,709	16,510
Purchase consideration paid for acquisition of subsidiary, net of cash and cash equivalents				(40,989}
Purchase of other investments			(24,657}	(12,719}
Proceeds tram sale of other investments Net cash generated/ (used in) investing activities			19,536 --ur,m	12,999 (26,865)
Cash flows from financing activities
Proceeds from issue of shares under the employee stock option schemes			845	213
(Repayments}/ Proceeds from loan			(9,407}	24,274
Payment of lease liabilities			(1,129}	(663)
Dividends paid including dividend distribution tax and unclaimed dividend			(1,362}	(3,148}
Interest paid on finances leases and other finance charges			(152}	(16)
Interest paid term loan Net cash (used in)/ generated from financing activities			(561) 7Il,Jb:,J	(164) """"Zlf,"Zl9o
Effect of changes in exchange rates for cash and cash equivalents			1,975	660
Net increase in cash and cash equivalents during the year Cash and cash equivalents at the beginning ot the year Cash and cash equivalents at the end of the year	��	;'�N ,-'�-� --'---<f...,_	37,056 22,033 �	12,738 9,295 ----zT,033

MASTEK LIMITED

Registered Office : 804/805, President House, Opp.C.N.Vidyalaya

Near Ambawadi Circle, Ahmedabad-380 006

CIN No. L74140GJ1982PLC005215

Notes to the consolidated financial results:

1 The above results were reviewed by the Audit Committee and were thereafter approved by the Board of Directors at their respective meetings held on April 28, 2021. The auditors have carried out an audit of the consolidated financial results for the year ended March 31, 2021. The figures for the quarters ended March 31, 2021 and March 31, 2020 are the balancing figures between the audited figures for the years ended on those dates and the year to date figures upto the end of third quarter of the respective financial years, on which auditors had performed a limited review.
2 The Group has accounted net foreign exchange gain under "Other income" and net foreign exchange loss under "Other Expenses". Further, 'Revenue from operations' includes net realised foreign exchange loss / (gain) arising from currency hedges relating to certain firm commitments and forecasted sales transactions. The table below shows the impact of the net foreign exchange (gain)/ loss on the Group's results in each of the periods presented:

									{Rs.In	lakhs)
I	Particulars	March 31,		Quarter ended December 31,	March 31,		March 31,	Year ended	March 31,
		2021		2020	2020		2021		2020
	Net foreign exchange loss/ {gain)		2271	1,128		(1,450)1		1,385	(1,373)
	Net realised foreign exchange loss/ (gain) arising from hedging accounted under Income from ()_i>_erations		341	3		(115)		(17)		(395)

3 Other Comprehensive {Loss)/ Income includes, ..

(Rs. In lakhs)

Other Comprehensive {Loss)/ Income includes, ..								(Rs. In l	akhs)
			Quarter ended				Year ended
Particulars	March 31,		December 31,	March 31,		March 31,		March 31,
	2021		2020	2020		2021		2020
{i)Items thatwillnot be reclassified subsequently to the statement of
profit and loss {net of tax):
Defined benefit plan actuarial (loss)/ gain, net		(8)	(59)		(66)		(261)		(37)
(Loss)/ gain on change in fair value of equity instrument through OCI, net		-	(90)		(3,479)		15,371		105
Total		(8)	(149)		(3,545)		15,110		68
{ii) Items that will be reclassified subsequently to the statement of profit
and loss (net of tax):
Exchange gain / (loss) on translation of foreign operations		149	276		(1,474)		(1,389)		739
(Loss)/ gain on change in fair value of forward contracts designated as cash flow hedges, net		147	(780)		36		(168)		(267)
Gain/(loss) on change in fair value of financial instruments, net		(42)	171		100		156		227
Total		254	{333)		{1,338)		{1,401)		699
Other comprehensive (loss)/ Income net of tax (i+ii)		246	{482)		(4,883)		13,709		767

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MASTEK LIMITED

Registered Office : 804/805, President House, Opp.C.N.Vidyalaya

Near Ambawadi Circle, Ahmedabad-380 006

CIN No. L74140GJ1982PLC00S215

4 Exceptional items includes: (i) material provisions for doubtful debts on certain revenue contracts (Mastek India and US operations) Rs.1,230 and Rs.1,882 lakhs for the quarter and year ended March 31,2020 (ii) Contingent consideration written back (Mastek US operations) Rs.194 lakhs for the quarter and year ended March 31,2020; and (iii) legal and professional costs (UK and India region"s) Rs.719 lakhs, relating to the business combination consummated during the quarter and year ended March 31, 2020.
5 The Group has assessed the impact of Covid-19 Pandemic on its operations as well as financial reporting process, including but not limited to the areas of financial controls, credit risk, effectiveness of hedge relationship, goodwill, impairment of financial and non-financial assets, and Cyber security pertaining to the remote access of information for the quarter ended March 31, 2020 and up to the date of approval of financial results. While assessing the impact, Group has considered all internal and external sources of information like industry reports, economic forecast, credit reports and company's business forecast basis the global economic situation. Group expects to recover the carrying amount of its assets and retain effectiveness of its hedge transactions. However, the impact of COVID-19 may be different from that estimated as on the date of approval of these financial results and the Group will continue to closely monitor any material changes to the business due to future economic conditions.
6 During the quarter ended March 31, 2020 the group had acquired control of business of Evolutionary Systems Private Limited ("ESPL") and its subsidiary companies (together referred to as "Evosys"). The acquisition was as follows:
i) Mastek (UK) Limited, a wholly-owned subsidiary of Mastek Limited, entered into a Business Transfer Agreement ("BTA") on February 8, 2020 to acquire the Middle East and North Africa business ("MENA business") of Evosys (except Qatar) by paying a cash consideration (net of debt and including cash & cash equivalents) of USD 64.9 million i.e. Rs. 48,204 lakhs. The closing of such transaction occurred on March 17, 2020, which is considered to be the date of transfer of control, or the date of acquisition, as per Ind AS 103, and necessary effects have been recognised in the standalone financial statements of the respective entities and consolidated financial statements of the Group.
While the acquisition has been effected and full consideration has been paid, procedures to complete the legal process viz. registering sale of shares, etc. in one geography is ongoing. The legal procedures are delayed because of COVID-19 pandemic related lockdown, and the Company has been legally advised that such legal procedures are administrative in nature, and the parties to the BTA expect to complete these post the lockdown is relaxed / lifted i.e. by September 2021.
ii) With respect to a business undertaking of Evosys ESPL (including investments in certain subsidiaries of ESPL), the parties entered into a Demerger Co-operation Agreement (DCA) and Shareholders Agreement on February 8, 2020. The manner of discharge of the non-cash consideration and the acquisition of legal ownership, is decided to be achieved through a de merger scheme filed before the NCLT ("the Scheme"), or, as per DCA between Mastek and the sellers of Evosys, the parties shall complete this transaction with the same economic effect, by an alternate arrangement within the period specified in the DCA. The DCA gives Mastek the right to appoint majority of the board of directors in ESPL and its subsidiaries and also provides for the relevant activities of ESPL and its subsidiaries to be decided by a majority vote of such board of directors, thereby resulting in transfer of control of business of ESPL and its subsidiaries to Mastek group. The date of acquisition of business undertaking for the purposes of Ind AS 103 is the date of transfer of control to Mastek, i.e. February 8, 2020. Discharge of consideration through de merger will be done through issue of 42,35,294 equity shares of Mastek Limited (face value Rs. S each) and balance through Compulsorily Convertible Preference Shares (CCPS) of Trans American Information Systems Private Limited (a subsidiary of Mastek) which carry a Put Option to be discharged at agreed EBITDA multiples, based on actual EBIDTA of 3 years commencing from financial year March 31, 2021. Pending completion of legal acquisition, this transaction has only been considered for disclosure in the standalone financial results for the year ended March 31,2020 and March 31,2021 and will be given effect to on receiving NCLT approval or on executing the alternate arrangement in accordance with the DCA. The management is expecting to complete the entire process of getting approval from NCLT by June quarter of financial year 2021-22.
Accordingly, the equity shares which are proposed to be issued have not been considered for calculating the earnings per share till such time that the acquisition is recognised in the standalone financial results. If the 42,35,294 equity shares had to be considered as issued on the date of acquisition, the resultant basic earnings per share for the year ended March 31, 2021 would have been Rs.72.47 per equity share of Rs.5 each.
Purchase consideration for both the acquisitions aggregates Rs. 80,647 lakhs which has resulted in a Goodwill of Rs.37,657 lakhs for MENA acquisition and Rs.18,763 lakhs for acquisition through DCA, as per the purchase price allocation valuation report. Such goodwill, which is the excess of fair value of purchase consideration determined over the fair value of assets acquired, is primarily attributable to growth expectations, expected future profitability, the substantial skill and expertise of Evosys's workforce and expected synergies.
7 The Board of Directors have recommended a final dividend @ 180% (Rs 9/- per share) at the meeting held on April 28, 2021, which is subject to approval by the shareholders at their ensuing Annual General Meeting.

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MASTEK LIMITED

Registered Office: 804/805, President House, Opp.C.N.Vidyalaya

Near Ambawadi Circle, Ahmedabad-380 006 CIN No. L74140GJ1982PLC005215

8 These results have been prepared in accordance with the Indian Accounting Standards (Ind-AS) notified under the Companies (Ind-AS) Rules, 2015 as amended.
9 During the quarter ended June 30, 2020, the holding company has recognised a provision towards the possible impact of an uncertain tax treatment based on the present status of the on-going proceedings of its Advance Pricing Arrangement with the tax authorities. Accordingly, Rs. 730 Lakhs was provided as an impact for prior years, which will be adjusted based on additional facts and/ or ultimate outcome. Current tax expense for the quarter and year ended March 31, 2021 includes impact of the same amounting to Rs. 78 lakhs and Rs. 418 lakhs, respectively, recognised on a similar basis.
10 Previous period's/ year's figures have been regrouped or reclassified wherever necessary.

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Place: Mumbai, India Date : April 28, 2021

[-][,] ---b[..]

Ashank Desai Vice Chairman & Managing Director

Walker Chandiok &.Co LLP

Walker Chandiok & Co LLP 11th Floor, Tower II, One International Center, SB Marg, Prabhadevi 0N), Mumbai - 400013 Maharashtra, India T +91 22 6626 2699 F +91 22 6626 2601

Independent Auditor's Report on Standalone Annual 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 Mastek Limited

Opinion

We have audited the accompanying standalone annual financial results ('the Statement') of Mastek Limited ('the Company') for the year ended 31 March 2021, attached herewith, being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) ('Listing Regulations'), including relevant circulars issued by the SEBI from time to time.
In our opinion and to the best of our information and according to the explanations given to us, the Statement:
(i) presents financial results in accordance with the requirements of Regulation 33 of the Listing Regulations, and
(ii) gives a true and fair view in conformity with the applicable Indian Accounting Standards ('Ind AS') prescribed under Section 133 of the Companies Act, 2013 ('the Act'), read with relevant rules issued thereunder, and other accounting principles generally accepted in India, of the standalone net profit after tax and other comprehensive income and other financial information of the Company for the year ended 31 March 2021.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing ('SAs') specified under section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Statement section of our report. We a re independent of the Company in accordance with the Code of Ethics issued by the Institute of Cha_rtered Accountants of India ('the ICAI') together with the ethical requirements that are relevant to our audit of the standalone 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 is sufficient and appropriate to provide a basis for our opinion.

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Page 1 of 3
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Chartered Accountants

Walker Chandiok & Co LLP Is regislered

Offices in Bengaluru, Chandigarh, Chonnal, Gurugram, Hyderabad, Koehl, Kolkata, W-umbai, New Deihl, Nolda and Puna

number AAC-2085 and has ils registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

Mastek Limited

Responsibilities of Management and Those Charged with Governance for the Statement

This Statement has been prepared on the basis of the standalone annual audited financial statements and has been approved by the Company's Board of Directors. The Company's Board of Directors is responsible for the preparation and presentation of the Statement that gives a true and fair view of the net profiUloss and other comprehensive income and other financial information of the Company in accordance with the accounting principles generally accepted in India, including Ind AS 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 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 gives a true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the Statement, the Board of Directors is 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 is also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Statement

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 Standards on Auditing, specified under section 143(10) of the Act, 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 this Statement.
As part of an audit in accordance with the Standards on Auditing, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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.
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 in place adequate internal financial controls with reference to standalone financial statements and the operating effectiveness of such controls.

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Page 2 of 3

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Walker Chandiok & Co LLP is registered

number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

Offices In Bengaluru, Chandig.rh, Chennai, Gurugram, Hyderabad, Koehl, Ko!kala, Mumbai, New Delhl, Nolda and Pune

Mastek Limited

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.
Conclude on the appropriateness of the management's 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 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 Company to cease to continue as a going concern.
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.
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 Statement includes the standalone financial results for the quarter ended 31 March 2021, being the balancing figures between the audited figures in respect of the full financial year and the published unaudited year-to-date figures up to the third quarter of the current financial year, which were subjected to a limited review by us.

For Walker Chandiok & Co LLP Chartered Accountants Firm Registration No:001076N/N500013

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Adi P. S thna Partner Membership No:108840

UDIN:21108840AAAABV2296

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Place: Mumbai Date: 28 April 2021

Page 3 of 3

Chartered Accountants

Walker Chandiok & Co LLP Is regislered number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Del hi, 110001, India

Offices in Bengaluru, Chandig�h. Chennai, Gurugram, Hyderabad, Koehl, Kolkata, t/Mmbai, New Delhi, Nolda and Pune

MASTEK LIMITED

Registered Office : 804/805, President House, Opp.C.N.Vidyalaya

Near Ambawadi Circle, Ahmedabad-380 006 CIN No. L74140GJ1982PLC00S215

Statement of Standalone Financial Results for the Quarter and Year ended March 31, 2021

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1	Particulars Income (a) Revenue from operations (b)Other income	Quarter ended March 31, December 31, March 31, 2021 2020 2020 (Rs. In lakhs) Year ended March 31, March 31, 2021 2020
		(Refer note 1) (Unaudited) (Refer note 1) 5,883 4,560 4,037 360 2,012 1,549 (Audited) (Audited) 18,714 16,344 3,487 4,886
	Total Income	6,243 6,572 5,586 22,201 21,230
2	Expenses (a) Employee benefits expenses (b) Finance costs (c) Depreciation and amortisation expenses (d)Other expenses	4,175 3,328 3,131 25 9 14 243 315 242 943 674 650 14,120 12,364 58 45 1,079 1,113 2,848 3,642
	Total expenses	5,386 4,326 4,037 18,105 17,164
3	Profit before exceptional items & tax(1 - 2)	857 2,246 1,549 4,096 4,066
4	Exceptional items•{loss) (Refer note 4)	. ~~-~~ (31) {700) (683)
5	Profit before tax(3 + 4)	857 2,246 1,518 3,396 3,383
6	Income tax expense / (credit) - Current tax - Deferred tax - Tax provision relating to prior periods (Refer note 10) - Total,net	259 536 274 44 (3) 39 . . . 1,040 869 (20) (231) 730 .
		303 533 313 554 1,713 1,205 103 (669) 274 657 1,044 1,479 1,750 638 1,646 2,745 (313) 152 1,333 2,897
7	Net Profit(5 - 6)
8	Other Comprehensive lncome/(loss),net of tax(Refer note 3)
9	Total Comprehensive Income/ {loss),net of tax(7 + 8}
10	Paid-upequityshare capital(Face value Rs. 5/-per share)	1,262 1,247 1,214 1,262 1,214 27,292 25,698
11	Other Equity
12	Earnings per share (of face value Rs 5/- each) (not annualised): (a) Basic - Rs (b) Diluted · Rs	2.21 6.93 4.97 2.13 6.64 4.72 6.67 11.40 6.44 10.82

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MASTEK LIMITED

Registered Office: 804/805, President House, Opp.C.N.Vidyalaya

Near Ambawadi Circle, Ahmedabad-380 006 CIN No. L74140GJ1982PLC005215

Audited Standalone Balance Sheet as at March -·-		(Rs. In lakhs)
Particulars	As at
	March 31 ,2021	March 31 ,2020
	(Audited)	(Audited)
ASSETS
Non-current assets
Property plant & equipment	2,828	3,184
Capital work-in-progress	154	167
Right-of-use assets	82	134
Investment propery	450	485
Intangible assets	200	200
Investment in subsidiaries	1,403	1,403
Financial assets
Investments	4,119	3,844
Loans	106	88
Other financial assets	319	772
Deferred tax assets	2,899	2,816
Income tax (Current - tax) assets, net	85	1,269
Other non-current assets	116	105
Total Non Current Assets	12,761	14,467
Current Assets
Financial Assets
Investments	15,865	12,190
Trade receivables	4,476	2,561
Cash and Cash equivalents	2,393	2,018
Bank balances other than cash & cash equivalents	51	64
Loans	17	13
Other financial assets	832	1,333
Other current assets	1,575	980
Total Current Assets	25,209	19,159
Tota I Assets	37,970	33,626

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MASTEK LIMITED

Registered Office : 804/805, President House, Opp.C.N.Vidyalaya

Near Ambawadi Circle, Ahmedabad-380 006 CIN No. L74140GJ1982PLC005215

Audited Standalone Balance Sheet as at March 31,2021 ----·--- --- ·--·-··- --•-.--- -··--- -- -- ···-·-·· -- - -		I Rs. In lakhs_ ··-,
Pariculars	As at
	March 31 ,2021	March 31 ,2020
	(Audited)	(Audited)
EQUITY AND LIABILITIES
Equity
Equity Share capital	1,262	1,214
Other Equity	27,292	25,698
Total Equity	28,554	26,912
LIABILITIES
Non Current Liabilities
Financial liabilities
Borrowings	80	113
Other financial liabilities	920	987
Provisions	648	364
Total Non Current Liabilities	1,648	1,464
Current Liabilities
Financial liabilities
Trade payables
Dues of micro and small enterprises	27	1
Dues of creditors other than micro and small enterprises	107	111
Other financial liabilities	5,669	3,746
Other current liabilities	1,046	555
Provisions	919	837
Total Current Liabilities	7,768	5,250
Total Liabilities	9,416	6,714
Total Equity & Liabilities	37,970	33,626

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MASTEK LIMITED

Registered Office : 804/805, President House, Opp.C.N.Vidyalaya Near Ambawadi Circle, Ahmedabad-380 006

CIN No. L74140GJ1982PLC005215

Audited Standalone Statement of Cash Flows for theyear ended March 31,2021 IPariculars		For the ear ended March 31 ,2021	Forthe ear ended March 31,2020
		Audited	Audited
Cash flows from operating activities
IProfit for the year Adjustments for: Interest income		1,646 (434)	2,745 (300)
Guarantee Commission		(244)	(104)
Employee stock compensation expenses Finance costs		312 58	370 37
Depreciation and amortisation Provisions made/ (written back) against receivables, loans and advances doubtful of recovery (net)		1,079 60	1,113 191
Provisions made/ (written back) for cost overrun on contracts, net			45
Tax expense Exceptional item Dividend from subsidiary (Profit)/ Loss on sale of property, plant and equipment and software, net Profit on sale of current investments		1,750 700 (1,345) (17) (658)	638 683 (3,142) 19 (616)
Rental income		(463)	(300)
Operating profit before working capital changes		,
(Increase) / Decrease in trade receivables Decrease/ (Increase) in loans and advances and other assets Increase in trade payables, other liabilities and provisions		(1,975) 682 1,647	181 (370) 1,287
Cash generated from operating activities before taxes income taxes paid, net ot retunds		(SlZ)	(899)
Net cash generated from operating activities
Cash flows from investing activities Proceeds from sale of property, plant & equipment Purchase of propery, plant & equipment and software Interest received		17 (597) 216	18 (576) 192
Dividend from subsidiary Rental income		1,345 442	3,142 238
Guarantee Commission received		397	164
Purchase of investments		(10,281)	(11,649)
Proceeds trom sale ot investments		7,206	10,738
Net cash (used in)/ generated from investing activities
cash flows from financing activities Proceeds from issue of shares under the employee stock compensation schemes Proceeds and repayment of borrowings, net Dividends paid including dividend distribution tax and unclaimed dividends Payment of lease liabilities Interest paid on finances leases and other tinance charges		845 (26) (1,362) (34) (69)	213 (10)1 (3,148) (38)1 (lb)
Net cash (used in)/ generated from financing activities Net increase in cash and cash equivalents during the year cash and cash equivalents at the beginning ot the year 1cash and cash equivalents at the end of the year	A	2,018	1,17:

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MASTEK LIMITED

Registered Office : 804/805, President House, Opp.C.N.Vidyalaya Near Ambawadi Circle, Ahmedabad-380 006 CIN No. L74140GJ1982PLC005215

Notes to the standalone financial results:

1 The above results were reviewed by the Audit Committee and were thereafter approved by the Board of Directors at their respective meetings held on April 28, 2021. The auditors have carried out an audit of the standalone financial results for the year ended March 31, 2021. The figures for the quarters ended March 31, 2021 and March 31, 2020 are the balancing figures between the audited figures for the years ended on those dates and the year to date figures upto the end of third quarter of the respective financial years, on which auditors had performed a limited review.
2 The Company has presented net foreign exchange gain under "Other income" and net foreign exchange loss under "Other Expenses". Further, during the period company has realised foreign exchange loss/ (gain) arising from currency hedges relating to certain firm commitments and forecasted sales transactions. The table below shows the amount of gain or loss in each of the periods presented:

Particulars Net foreign exchange (gain)/ loss Net realised foreign exchange loss/ (gain) arising from hedging accounted under Income from Operations Other Comprehensive(Loss)[Income includes: - -- --..-, .. - --_. Pariculars (i) Items that will not be reclassified subsequently to the statement of profit and loss (net of tax): Defined benefit plan actuarial (loss)/ gain, net Total	Quarter ended Year ended March 31, December 31, March 31, March 31, March 31, 2021 2020 2020 2021 2020 (3) (197) 70 (218) (127) 64 10 (116) (10) (396) Quarer ended Year ended March 31, December 31, March 31, March 31, March 31, 2021 2020 2020 2021 2020	Quarter ended Year ended March 31, December 31, March 31, March 31, March 31, 2021 2020 2020 2021 2020 (3) (197) 70 (218) (127) 64 10 (116) (10) (396) Quarer ended Year ended March 31, December 31, March 31, March 31, March 31, 2021 2020 2020 2021 2020
	0 (27) 0 {27)	(25) (19) 5 (25) (19) 5
(ii) Items that will be reclassified subsequently to the statement of profit or loss(net of tax):		200 (451) (79)
(loss)/ gain on change in fair value of forward contracts designated as cash flow hedges, net gain/ (loss) on change in fair value of financial instruments, net	87 (757)
	16 115	99 157 226
Total	103 (642)	299 (294) 147
Other comprehensive income, net of tax (i+ii)	103 (669)	274 (313) 152

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MASTEK LIMITED

Registered Office: 804/805, President House, Opp.C.N.Vidyalaya

Near Ambawadi Circle, Ahmedabad-380 006 CIN No. L74140GJ1982PLC005215

4 Exceptional items represent (a) settlement provision relating to revenue contracts Rs.700 lakhs for the year ended March 31, 2021; (b) legal costs related to acquisition of Rs.31 lakhs and material provisions for doubtful debts on certain revenue contracts is Rs. 652 lakhs for the year ended March 31, 2020.
5 Other income for the year ended March 31, 2021 includes dividend income from subsidiary Rs. 1,345 lakhs (Rs.3,142 lakhs for the year ended March 31, 2020).
6 These results have been prepared in accordance with the Indian Accounting Standards (Ind-AS) notified under the Companies (Ind-AS) Rules, 2015 (as amended).
7 During the quarter ended March 31, 2020 the group has acquired control of business of Evolutionary Systems Private Limited ("ESPL") and its subsidiary companies (together referred to as "Evosys"). The acquisition was as follows:

i. Mastek (UK) Limited, a wholly-owned subsidiary of Mastek Limited, entered into a Business Transfer Agreement ("BTA") on February 8, 2020 to acquire the Middle East and North Africa business ("MENA business") of Evosys (except Qatar) by paying a cash consideration (net of debt and including cash & cash equivalents) of USO 64.9 million i.e. Rs. 48,204 lakhs. The closing of such transaction occurred on March 17, 2020, which is considered to be the date of transfer of control, or the date of acquisition, as per Ind AS 103, and necessary effects have been recognised in the standalone financial statements of the respective entities and consolidated financial statements of the Group for the year ended March 31, 2020.

ii. With respect to a business undertaking of ESPL (including investments in certain subsidiaries of ESPL), the parties entered into a Demerger Co-operation Agreement (DCA) and Shareholders Agreement on February 8, 2020. The manner of discharge of the non-cash consideration and the acquisition of legal ownership, is decided to be achieved through a demerger scheme filed before the NCLT ("the Scheme"), or, as per DCA between Mastek and the sellers of Evosys, the parties shall complete this transaction with the same economic effect, by an alternate arrangement within the period specified in the DCA. The DCA gives Mastek the right to appoint majority of the board of directors in ESPL and its subsidiaries and also provides for the relevant activities of ESPL and its subsidiaries to be decided by a majority vote of such board of directors, thereby resulting in transfer of control of business of ESPL and its subsidiaries to Mastek group. The date of acquisition of business undertaking for the purposes of Ind AS 103 is the date of transfer of control to Mastek, i.e. February 8, 2020.Discharge of consideration through demerger will be done through issue of 42,35,29 4 equity shares of Mastek Limited (face value Rs. 5 each) and balance through Compulsorily Convertible Preference Shares (CCPS) of Trans American Information Systems Private Limited (a subsidiary of Mastek) which carry a Put Option to be discharged at agreed EBITDA multiples, based on actual EBIDTA of 3 years commencing from financial year March 31, 2021. Pending completion of legal acquisition, this transaction has only been considered for disclosure in the standalone financial results for the years ended March 31, 2020 and 2021 and will be given effect to on receiving NCLT approval or on executing the alternate arrangement in accordance with the DCA.

Accordingly, the equity shares which are proposed to be issued have not been considered for calculating the earnings per share till such time that the acquisition is recognised in the standalone financial results.

8 The Company has assessed the impact of Covid-19 Pandemic on its operations as well as financial reporting process, including but not limited to the areas of financial controls, credit risk, effectiveness of hedge relationship, impairment of financial and non-financial assets, and Cyber security pertaining to the remote access of information for the quarter ended March 31, 2021 and up to the date of approval of financial results. While assessing the impact, Company has considered all internal and external sources of information like industry reports, economic forecast, credit reports and company's business forecast basis the global economic situation. Company expects to recover the carrying amount of its assets and retain effectiveness of its hedge transactions. However, the impact of COVID-19 may be different from that estimated as on the date of approval of these financial results and the Company will continue to closely monitor any material changes to the business due to future economic conditions.

9 In accordance with Ind AS 108 - 'Operating Segments', the Company has opted to present segment information along with the consolidated financial results of the Group.

10 During the quarter ended June 30, 2020, the holding company has recognised a provision towards the possible impact of an uncertain tax treatment based on the present status of the on-going proceedings of its Advance Pricing Arrangement with the tax authorities. Accordingly, Rs. 730 Lakhs was provided as an impact for prior years, which will be adjusted based on additional facts and/ or ultimate outcome. Current tax expense for the quarter and year ended March 31, 2021 includes impact of the same amounting to Rs. 78 lakhs and Rs. 418 lakhs, respectively, recognised on a similar basis.

11 The Board of Directors have recommended a final dividend@ 180% (Rs 9/- per share) at the meeting held on April 28, 2021, which is subject to approval by the shareholders at their ensuing Annual General Meeting. 12 Previous period's/ year's figures have been regrouped or reclassified wherever necessary. ----=[b� -;] Place : Mumbai, India Ashank Desai Date : April 28, 2021 Vice Chairman & Managing Director

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Mastek Limited — Audit Report / Information 2021

62169_rns_2021-04-29_ba675bb3-9e26-460a-be12-0754232327c9.pdf

1. Approval on Financial Results

To the Board of Directors of Mastek Limited

Opinion

Basis for Opinion

Mastek Limited

Auditor's Responsibilities for the Audit of the Statement

Mastek Limited

Other Matters

UDIN:21108840AAAABW3261

Mastek Limited

Annexure 1

Near Ambawadi Circle, Ahmedabad-380 006

CIN No. L74140GJ1982PLC005215

MASTEK LIMITED

CIN No. L74140GJ1982PLC00S215

Notes on Segment Information :

Near Ambawadi Circle, Ahmedabad-380 006 CIN No. L74140GJ1982PLC005215

Near Ambawadi Circle, Ahmedabad-380 006

CIN No. l74140GJ1982PLC005215

. Audited Consolidated Balance Sheet as at March 31, 2021 ·--··-- --··--··----- --·-··-- -··---- -- --· - --- --, -

MASTEK LIMITED

CIN No. L74140GJ1982PLC005215

Notes to the consolidated financial results:

Registered Office : 804/805, President House, Opp.C.N.Vidyalaya

Near Ambawadi Circle, Ahmedabad-380 006

CIN No. L74140GJ1982PLC00S215

Near Ambawadi Circle, Ahmedabad-380 006 CIN No. L74140GJ1982PLC005215

To the Board of Directors of Mastek Limited

Opinion

Basis for Opinion

Mastek Limited

Responsibilities of Management and Those Charged with Governance for the Statement

Auditor's Responsibilities for the Audit of the Statement

Mastek Limited

Other Matter

UDIN:21108840AAAABV2296

MASTEK LIMITED

Near Ambawadi Circle, Ahmedabad-380 006 CIN No. L74140GJ1982PLC00S215

MASTEK LIMITED

MASTEK LIMITED

MASTEK LIMITED

MASTEK LIMITED

Notes to the standalone financial results:

MASTEK LIMITED

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Mastek Limited Audit Report / Information 2021