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Persistent Systems Limited — Interim / Quarterly Report 2022
Jul 21, 2022
60826_rns_2022-07-21_42fbd2d6-a097-45cd-9382-8dc26c4e6be0.pdf
Interim / Quarterly Report
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NSE & BSE / 2022-23 / 74 July 21, 2022
The Manager Corporate Services, National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra (E), Mumbai 400 051
Ref: Symbol: PERSISTENT
The Manager Corporate Services, BSE Limited 14th Floor, P J Towers, Dalal Street, Mumbai 400 001
Ref: Scrip Code: 533179
Dear Sir/Madam,
Sub: Outcome of the Board Meeting held on July 20, 2022, and continued on July 21, 2022 Ref: Our earlier intimation under reference no. NSE & BSE / 2022-23 / 58 dated June 23, 2022 ('Intimation')
Pursuant to the above-referred intimation, we wish to inform you that, the Board of Directors, at its meeting, held on July 21, 2022 and concluded at 2327 Hrs (IST), has inter-alia taken the following decisions:
Approval of the Audited Financial Results for the quarter ended June 30, 2022
Pursuant to Regulation 33 and all other applicable regulations, if any of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Audited Financial Results for the quarter ended June 30, 2022, have been approved. Accordingly, we enclose the following documents:
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- Auditors' Report dated July 21, 2022, on the Consolidated Financial Results of the Company for the quarter ended June 30, 2022;
-
- Consolidated Financial Results of the Company for the quarter ended June 30, 2022;
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- Auditors' Report dated July 21, 2022, on the Unconsolidated Financial Results of the Company for the quarter ended June 30, 2022; and
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- Unconsolidated Financial Results of the Company for the quarter ended June 30, 2022.
Please acknowledge the receipt.
Thanking you, Yours Sincerely, For Persistent Systems Limited
AMIT MURARI ATRE Digitally signed by AMIT MURARI ATRE Date: 2022.07.21 23:33:44 +05'30'
Amit Atre Company Secretary ICSI Membership No.: A20507
Encl: As above
Walker Chandiok & Co LLP
3rd floor, Unit No. 309 to 312, West Wing, Nyati Unitree Nagar Road, Yerwada, Pune - 411006 Maharashtra, India T +91 20 6744 8888 F +91 20 6744 8899
Consolidated Quarterly 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 Persistent Systems Limited
Opinion
-
- We have audited the accompanying consolidated quarterly Persistent Systems Limited and its subsidiaries (the Holding Company and for the quarter ended 31 March 2022, 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) .
-
- In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the reports of other auditors on separate audited financial statements of the subsidiaries, as referred to in paragraph 12 below, the Statement:
- (i) includes the quarterly 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 prescribed under section 133 of the read with the Companies (Indian Accounting Standards) Rules, 2015, 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 quarter ended 30 June 2022.
Basis for Opinion
- We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Our responsibilities under those standards are further described in Responsibilities for the Audit of the Statement section of our report. We are independent of the Group, the of the financial results 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 together with the audit evidence obtained by the other auditors in terms of their reports referred to in paragraph 12 of the Other Matter section below, is sufficient and appropriate to provide a basis for our opinion.
Page 1 of 5
Chartered Accountants
Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India
Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune
Emphasis of Matter
- We draw attention to note 12 of the consolidated quarterly financial results, which describes receipt of a whistle blower complaint relating to certain irregularities in the talent acquisition process of the Company and the actions taken by the management. Our opinion is not modified in respect of this matter.
Responsibilities of Management and Those Charged with Governance for the Statement
-
- has been approved by the Holding Company's Board of Directors, has been prepared on the basis of the consolidated quarterly financial statements. The Ho responsible for the preparation and presentation of the Statement that gives a true and fair view of the consolidated net profit and other comprehensive income, and other financial information of the Group in accordance with the Ind AS prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The Holding 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, 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 and of its associate, are responsible for assessing the ability of the Group, to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting, unless the respective Board of Directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
-
- The respective Board of Directors of the companies included in the Group are responsible for overseeing the financial reporting process of the companies included in the Group.
-
Our objectives are to obtain reasonable assurance about whether the Statement as a whole is free 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.
Page 2 of 5
Chartered Accountants
-
- As part of an audit in accordance with the Standards on Auditing specified under section 143(10) of the Act, 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. but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls.
- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.
- 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 Statement or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained may cause the Group and its associate 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. For the other entities included in the Statement, which have been audited by the other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.
-
- We communicate with those charged with governance of the Holding Company and such other entities included in the Statement, of which we are the independent auditors, regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
-
- We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
Page 3 of 5
Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune
Chartered Accountants
Persistent Systems Limited Consolidated Quarterly Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)
- 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
- We did not audit the quarterly financial statements of twenty-nine subsidiaries included in the 12.13 mill considered in the Statement. These financial statements have been audited by other auditors whose audit reports have been furnished to us by the management, and our opinion in so far as it relates to the amounts and disclosures included in respect of these subsidiaries is based solely on the audit reports of such other auditors, and the procedures performed by us as stated in paragraph 3 above.
Our opinion is not modified in respect of this matter with respect to our reliance on the work done by and the reports of the other auditors.
For Walker Chandiok & Co LLP
Chartered Accountants Firm Registration No:001076N/N500013
Shashi Tadwalkar Partner Membership No:101797
UDIN:22101797ANKHOA1441
Place: Pune Date: 21 July 2022
Page 4 of 5
Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India
Chartered Accountants
Persistent Systems Limited Consolidated Quarterly Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements)
Annexure 1
List of entities included in the Statement
Regulations, 2015 (as amended)
| Sr No | Name of Entity | Nature of Relationship |
|---|---|---|
| 1 | Persistent Systems Limited (PSL) | Holding Company |
| 2 | Persistent Systems, Inc. (PSI) | Wholly owned subsidiary of PSL |
| 3 | Persistent Systems Pte Ltd. | Wholly owned subsidiary of PSL |
| 4 | Persistent Systems France SAS | Wholly owned subsidiary of PSL |
| 5 | Persistent Systems Malaysia Sdn. Bhd. | Wholly owned subsidiary of PSL |
| 6 | Persistent Systems Germany GmbH (PSGG) | Wholly owned subsidiary of PSL |
| 7 | Persistent Telecom Solutions Inc. | Wholly owned subsidiary of PSI |
| 8 | Aepona Group Limited (AGL) | Wholly owned subsidiary of PSI |
| 9 | Aepona Limited | Wholly owned subsidiary of AGL |
| 10 | Youperience GmbH (YGmbH) | Wholly owned subsidiary of PSGG |
| 11 | Youperience Limited | Wholly owned subsidiary of YGmbH |
| 12 | Persistent Systems Lanka (Private) Limited | Wholly owned subsidiary of AGL |
| 13 | Persistent Systems Mexico, S.A. de C.V. | Wholly owned subsidiary of PSI |
| 14 | Persistent Systems Israel Ltd | Wholly owned subsidiary of PSI |
| 15 | PARX Werk AG | Wholly owned subsidiary of PSGG |
| 16 | PARX Consulting GmbH | Wholly owned subsidiary of PARX Werk AG |
| 17 | Capiot Software Private Limited | Wholly owned subsidiary of PSL |
| 18 | Capiot Software Inc. (Capiot US) | Wholly owned subsidiary of PSI |
| 19 | Capiot Software Pty Limited | Wholly owned subsidiary of Capiot US |
| 20 | Capiot Software Pte Limited | Wholly owned subsidiary of Capiot US |
| 21 | Persistent Systems S.R.L. | Wholly owned subsidiary of PSI |
| 22 | Software Corporation International (Acquired w.e.f. 5 October 2021) |
Wholly owned subsidiary of PSI |
| 23 | SCI Fusion360 LLC (Acquired w.e.f. 5 October 2021) |
Wholly owned subsidiary of PSI |
| 24 | Data Glove IT Solutions Limitada (Acquired w.e.f. March 1, 2022) |
Wholly owned subsidiary of PSGG |
| 25 | Persistent Systems S.r.l. (Formed we.f. June 17,2022) |
Wholly owned subsidiary of PSGG |
| 26 | MediaAgility Inc.(MAI) (Acquired w.e.f. May 4,2022) |
Wholly owned subsidiary of PSI |
| 27 | MediaAgility Pte. Ltd. (Acquired w.e.f. May 4,2022) |
Wholly owned subsidiary of MAI |
| 28 | MediaAgility UK Ltd. (Acquired w.e.f. May 4,2022) |
Wholly owned subsidiary of MAI |
| 29 | Digitalagility S de RL de CV (Acquired w.e.f. May 4,2022) |
Wholly owned subsidiary of MAI |
| 30 | MediaAgility India Private Limited (Acquired w.e.f. April 29,2022) |
Wholly owned subsidiary of PSL |
| 31 | PSPL ESOP Management Trust (Controlled w.e.f. April 1,2022) |
Controlled ESOP Trust |
Page 5 of 5
Chartered Accountants
Persistent Systems Limited
Registered Office : Bhageerath, 402, Senapati Bapat Road, Pune 411016, India
Ph. No. +91(20)67030000; Fax +91(20)67030009; Email : [email protected], 'www.persistent.com'. CIN L72300PN1990PLC05
Audited consolidated financial results of Persistent Systems Limited for the quarter ended June 30, 2022
| (In ₹ Million) | ||||||
|---|---|---|---|---|---|---|
| Sr. No. | Particulars | Quarter ended | Year ended | |||
| June 30, 2022 | March 31, 2022 | June 30, 2021 | March 31, 2022 | |||
| Income | ||||||
| $\mathbf{1}$ | Revenue from operations (net) | 18,781.11 | 16,378.54 | 12,299.26 | 57,107.46 | |
| $\overline{2}$ | Other income | 209.78 | 420.73 | 388.03 | 1,439.55 | |
| 3 | Total income | $(1+2)$ | 18,990.89 | 16,799.27 | 12,687.29 | 58,547.01 |
| $\overline{4}$ | Expenses | |||||
| - Employee benefits expense | 11,106.69 | 10,073.67 | 7,323.69 | 34,593.10 | ||
| - Cost of professionals | 2,602.82 | 2,139,15 | 1,804.25 | 7,974.18 | ||
| - Finance costs | 78.83 | 49.29 | 22.62 | 118 35 | ||
| - Depreciation and amortization expense | 645.12 | 511.35 | 350.09 | 1.660.12 | ||
| - Other expenses | 1,738.68 | 1,353.98 | 1,156.12 | 4,958.47 | ||
| Total expenses | 16,172.14 | 14,127.44 | 10,656.77 | 49,304.22 | ||
| 5 | Profit before exceptional items and tax | $(3-4)$ | 2,818.75 | 2,671.83 | 2,030.52 | 9,242.79 |
| 6 | Exceptional items | |||||
| $\overline{7}$ | Profit before tax | $(5-6)$ | 2,818.75 | 2.671.83 | 2,030.52 | 9,242.79 |
| 8 | Tax expense | |||||
| - Current tax | 693 45 | 601 27 | 547 36 | 2.322.85 | ||
| - Tax charge /(credit) in respect of earlier periods/ years | 40 87 | (13.73) | 42.57 | |||
| - Deferred tax charge / (credit) | 9 18 | 19.79 | (15.59) | (26.49) | ||
| Total tax expense | 702.63 | 661.93 | 518.04 | 2,338.93 | ||
| 9 | Profit for the period / year | $(7-8)$ | 2,116.12 | 2,009.90 | 1,512.48 | 6,903.86 |
| 10 | Other comprehensive income | |||||
| A. Items that will not be reclassified to profit and loss | ||||||
| - Remeasurements of the defined benefit asset / liabilities | 68.31 | (126.42) | (81.46) | (248.05) | ||
| - Income tax effect on above | (16.11) | 33.03 | 19.74 | 64 18 | ||
| 52.20 | (93.39) | (61.72) | (183.87) | |||
| B. Items that may be reclassified to profit and loss | ||||||
| Effective portion of cash flow hedge - Income tax effect on above |
(284.03) 71.48 |
(86.29) | (127.09) | (130.49) | ||
| 21.72 | 31.99 | 32.84 | ||||
| Exchange differences in translating the financial statements of foreign operations |
156.00 | (194.88) | 128.31 | 138 96 | ||
| (56.55) | (259.45) | 33.21 | 41.31 | |||
| Total other comprehensive income for the period / year | $(A+B)$ | (4.35) | (352.84) | (28.51) | (142.56) | |
| 11 | Total comprehensive income for the period / year (Comprising Profit/ (Loss) and Other Comprehensive Income for the period/ year) |
$(9+10)$ | 2,111 77 | 1,657.06 | 1,483.97 | 6,761.30 |
| 12 | Paid-up equity share capital (Face value of share ₹ 10 each) |
764 25 | 764 25 | 764.25 | 764.25 | |
| 13 | Other equity excluding revaluation reserves | 32.917.95 | ||||
| 14 | Earnings per equity share in ₹ (Nominal value of share ₹ 10 each) |
|||||
| - Basic | 28.50 | 26.30 | 19.79 | 90.34 | ||
| - Diluted | 27.69 | 26.30 | 19.79 | 90.34 | ||
| 15 | Dividend per share (in ₹) (Nominal value of share ₹ 10 each) |
|||||
| Interim dividend | 20.00 | |||||
| Final dividend | 11.00 | 11.00 | ||||
| Total dividend | 11.00 | 31.00 |
Registered Office : Bhageerath, 402, Senapati Bapat Road, Pune 411016, India Ph. No. +91(20)67030000; Fax +91(20)67030009; Email: [email protected], 'www.persistent.com'. CIN L72300PN1990PLC056696
Audited consolidated financial results of Persistent Systems Limited for the quarter ended June 30, 2022
Audited unconsolidated financial information
| Audited Unconsondated Infancial Information | ||||||
|---|---|---|---|---|---|---|
| (In ₹ Million) | ||||||
| Particulars | Quarter ended | Year ended | ||||
| June 30, 2022 | March 31, 2022 | June 30, 2021 | March 31, 2022 | |||
| Revenue from operations (net) | 11.020.76 | 10,350.10 | 7.648.34 | 35.754.80 | ||
| Profit before tax | 2,310.96 | 2,590 34 | 2.209.87 | 9.120.61 | ||
| IProfit after tax | .748.79 | 1.944.85 | .660.95 | 6.858.66 |
Segment wise Revenue, Results and Capital Employed
The operating segments are:
a. Banking, Financial Services and Insurance (BFSI) a. Banking, Financian Servess.
19. Healthcare & Life Sciences
------------------------------------
| c. Soπware, Hi i ech and Emerging indus | |||
|---|---|---|---|
| Sr No. | Particulars | Quarter ended | Year ended | ||
|---|---|---|---|---|---|
| June 30, 2022 | March 31, 2022 | June 30, 2021 | March 31, 2022 | ||
| 1 | Segment revenue | ||||
| $-BFSI$ | 6,344 44 | 5,321.19 | 3,792.03 | 18,063.65 | |
| - Healthcare & Life Sciences | 3,720.54 | 3.371.70 | 2,515.76 | 11,842.75 | |
| - Software, Hi-Tech and Emerging Industries | 8.716.13 | 7.685.65 | 5.991.47 | 27,201.06 | |
| Total | 18,781.11 | 16,378.54 | 12,299.26 | 57,107.46 | |
| $\overline{2}$ | Less: Inter segment revenue | ||||
| 3 | Net sales/income from operations | 18.781.11 | 16.378.54 | 12,299.26 | 57,107.46 |
| $\Delta$ | Segment results i.e. profit/ (loss) before tax, interest and | ||||
| depreciation and amortization | |||||
| - BFS | 2,269.28 | 1,492.16 | 1,348.25 | 6,184,33 | |
| - Healthcare & Life Sciences | 1,830.27 | 1,692.18 | 1,339.38 | 6,063.74 | |
| - Software, Hi-Tech and Emerging Industries | 2.298.72 | 2.87373 | 1.921.38 | 9,269.10 | |
| Total | 6.398.27 | 6.058.07 | 4.609.01 | 21.517.17 | |
| 5 | lLess: | ||||
| - Finance costs | 78.83 | 49.29 | 22.62 | 118 35 | |
| - Other un-allocable expenses | 3.710.47 | 3.757 68 | 2.943.90 | 13.595.58 | |
| 6 | IUn-allocable income | 209.78 | 420.73 | 388.03 | 1,439.55 |
| 7 | Profit before tax | 2.818.75 | 2.671.83 | 2.030.52 | 9,242.79 |
| 8 | Segment assets | in ₹ Million | |||
| As on | |||||
| June 30, 2022 | |||||
| $-BFSI$ | 3,534.91 | ||||
| - Healthcare & Life Sciences | 2,894.40 | ||||
| - Software, Hi-Tech and Emerging Industries | 9,970.46 | ||||
| Total allocable segment assets | 16,399.77 | ||||
| Unallocable assets | 42, 193.73 | ||||
| Total assets | 58,593.50 |
Note for segment wise information:
segment was mornination.
Operating segments are components of an enterprise for which discrete financial information is available that is evaluated regularly by the chief operating decision
makers, in deciding how to alloc & Managing Director
Segment wise capital employed
Segregation of assets (other than trade receivables and unbilled revenue), liabilities, depreciation and amortization and other non-cash expenses into various reportable
Segregation of assets (other than trade receivables
Registered Office : Bhageerath, 402, Senapati Bapat Road, Pune 411016, India Ph. No. +91(20)67030000; Fax +91(20)67030009; Email: [email protected], 'www.persistent.com'. CIN L72300PN1990PLC056696
Audited consolidated financial results of Persistent Systems Limited for the quarter ended June 30, 2022
Notes:
- The audited condensed interim consolidated financial statements for the quarter ended June 30 2022 have been taken on record by the Board of Directors at its $\mathbf{1}$ meeting held on July 21, 2022 as recommended by the Audit Committee at its meeting held on July 20, 2022. The statutory auditors have expressed an unqualified audit opinion. The information presented above is extracted from the audited condensed interim consolidated financial statements
- The above consolidated financial results have been prepared from the condensed interim consolidated financial statements, which are prepared in accordance with Indian Accounting Standards ("Ind AS"), the provisions of the Companies Act, 2013 ("the Companies Act"), as applicable and guidelines issued by the Securities and Exchange Board of India ("SEBI"). The Ind AS are prescribed under Section 133 of the Companies Act read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and amendments issued thereafter. All amounts included in the consolidated financial results (including notes) are reported in millions of Indian rupees (in ₹ millions) except share and per share data, unless otherwise stated.
- The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the company towards Provident Fund and Gratuity. The 3 Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020, and has invited suggestions from stakeholders which are under active consideration by the Ministry. The Group will assess the impact and its evaluation once the subject rules are notified and will give appropriate impact in its financial statements in the period in which the Code becomes effective and the related rules to determine the financial impact are published
- $\overline{4}$ The Parent Company has met or waived the necessary customary closing conditions with respect to the acquisition of MediaAgility India Private Limited on April 29, 2022. Consequently, MediaAgility India Private Limited has become a Wholly Owned Subsidiary of the Parent Company with effect from April 29, 2022. Also, the Decessary customary closing conditions with respect to the acquisition of MediaAgility Inc., USA and its subsidiaries in the UK, Mexico, and Singapore, have been met or waived on May 4, 2022. Consequently, MediaAgility Inc., USA has become Wholly Owned Subsidiary of Persistent Systems Inc., USA, a wholly-owned subsidiary of the Parent Company, with effect from May 4, 2022.
- The Board of Directors of the Company has appointed the following Directors since the last AGM held on July 21, 2021. Their appointment has been approved by the Members at the 32nd AGM held on July 19, 2022.
| Name and designation of the Director appointed | Effective date of appointment | Term of an appointment |
|---|---|---|
| IMs. Avani Davda. Independent Director (DIN: 07504739) | December 28, 2021 | For a period of 5 years i.e. upto December 27, 2026 |
| Mr. Arvind Goel, Independent Director (DIN: 02300813) | June 7, 2022 | For a period of 5 years i.e. upto June 6, 2027 |
| Dr. Ambuj Goyal, Independent Director (DIN: 09631525) | June 7, 2022 | For a period of 5 years i.e. upto June 6, 2027 |
| Mr. Dan'l Lewin, Independent Director (DIN: 09631526) | June 10, 2022 | For a period of 5 years i.e. upto June 9, 2027 |
- 6 Mr. Sandeep Kalra, Executive Director and Chief Executive Officer (DIN: 02506494) was appointed as the Executive Director of the Company by the members of the Company, at the 29th AGM with effect from June 11, 2019, for a period of 3 (Three) consecutive years for a term up to June 10, 2022. Accordingly, his term of appointment ended on June 10, 2022. The Board of the Company has approved his re-appointment for the period from June 11, 2022 to September 30, 2025. The said appointment is subject to the Central Government approval as Mr. Kalra is a Foreign National and has been appointed as the Executive Director of a Indian listed Company.
- Mr. Guy Eiferman, Independent Director of the Company tendered his resignation through his letter dated June 7, 2022, from the Board position to be effective from the conclusion of the 32nd AGM held on July 19, 2022. Accordingly, Mr. Eiferman ceased to be a Director effective from the conclusion of the 32nd AGM held on July 19, 2022.
- Mr. Thomas Kendra, Non-Executive Non-Independent Director who was liable to retire by rotation at the 32nd AGM held on July 19, 2022, had expressed his 8 unwillingness through his letter dated June 7, 2022, to be re-appointed. Accordingly, Mr. Kendra ceased to be a Director from the conclusion of the 32nd AGM held on July 19, 2022. The Company resolved not to fill the vacancy caused by the retirement of Mr. Kendra.
- Mr. Pradeep Bhargava, Independent Director (DIN: 00525234) was re-appointment for the second term at the 29th AGM held in July 2019 for a period of 3 years for a 9 term up to conclusion of the 32nd AGM held on July 19, 2022. Accordingly, Mr. Bhargava ceased to be a Director from the conclusion of the 32nd AGM held on July 19, 2022
- $10-10$ Persistent Systems Germany GmbH, wholly-owned subsidiary of the Company formed an entity in Romania namely Persistent Systems S.R.L. on June 17, 2022. Consequently, Persistent Systems S.R.L. has become a step-down subsidiary of the Group.
- Consequent to amendment in the trust deed w.e.f. April 1, 2022, the Group has assessed PSPL ESOP Management Trust to be a controlled entity and accordingly the $11$ same has been consolidated w.e.f. April 1, 2022 on a prospective basis.
- Pursuant to a whistle blower complaint, on verification, the Parent Company's management found that an employee had colluded with certain prospective candidates to $121$ submit fake experience certificates to get them hired with the Parent Company. Based on findings of an enquiry conducted by the management, this employee and those candidates hired have been terminated and no other similar issues have been identified in the talent acquisition process of the Parent Company. There is no material impact of the above on the financial statements. The Group has zero tolerance to such misconduct and ensures strict adherence to ethical standards.
$13°$ The investors are requested to visit the following website of the Company and Stock Exchanges for further details: · Company's website: https://www.persistent.com/investors · BSE Ltd: www.bseindia.com
. National Stock Exchange of India Ltd.: www.nseindia.com
Prine Date: July 21, 2022
By order of Board of Directors of Persistent Systems Limited
Anand Deshpande
Dr. Anand Deshpande Chairman and Managing Director
"For risks and uncertainties relating to forward-looking statements, please visit our website - www.persistent.com'
Walker Chandiok & Co LLP
3rd floor, Unit No. 309 to 312, West Wing, Nyati Unitree Nagar Road, Yerwada, Pune - 411006 Maharashtra, India T +91 20 6744 8888 F +91 20 6744 8899
Independent Auditor's Report on Audited Standalone Quarterly 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 Persistent Systems Limited
Opinion
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- We have audited the accompanying statement of standalone financial results ('the Statement') of Persistent Systems Limited ('the Company') for the quarter ended 30 June 2022, 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').
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- 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') specified under section 133 of the Companies Act, 2013 ('the Act'), read with the Companies (Indian Accounting Standards) Rules, 2015, 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 quarter ended 30 June 2022.
Basis for Opinion
- We conducted our audit in accordance with the Standards on Auditing 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 Company 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 Standalone Financial Results 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.
Chartered Accountants
Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune
Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India
Emphasis of Matter
- We draw attention to note 11 of the standalone financial results, which describes receipt of a whistle blower complaint relating to certain irregularities in the talent acquisition process of the Company and the actions taken by the management. Our opinion is not modified in respect of this matter.
Responsibilities of Management and Those Charged with Governance for the Statement
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- This Statement has been prepared on the basis of the standalone quarterly 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 profit and other comprehensive income and other financial information of the Company in accordance with the Ind AS specified under section 133 of the Act, read with the Companies (Indian Accounting Standards) Rules, 2015 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.
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- In preparing the Statement, the Board of Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
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- The Board of Directors is also responsible for overseeing the Company's financial reporting process.
Auditor's Responsibilities for the Audit of the Statement
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- 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.
- 9. As part of an audit in accordance with the Standards on Auditing, specified under section 143(10) of the Act, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
- x Identify and assess the risks of material misstatement of the Statement, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
- x Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls.
Chartered Accountants
Independent Auditor's Report on Audited Standalone Quarterly Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)
- x Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.
- x 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.
- x Evaluate the overall presentation, structure and content of the standalone financial results, including the disclosures, and whether the financial results represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the Company to express an opinion on the standalone financial results .
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- 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.
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- 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.
For Walker Chandiok & Co LLP
Chartered Accountants Firm Registration No:001076N/N500013
SHASHI TADWALKAR Digitally signed by SHASHI TADWALKAR Date: 2022.07.21 23:12:56 +05'30'
Shashi Tadwalkar Partner Membership No:101797
UDIN:22101797ANKHME1283
Place: Pune Date: 21 July 2022
Page 3 of 3
Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India
Chartered Accountants
r creation: bystems Emmed
Registered Office : Bhageerath, 402, Senapati Bapat Road, Pune 411016, India
Ph. No. +91(20)67030000; Fax +91(20)67030009; Email : [email protected], 'www.persistent.com'. CIN L72300PN1990PLC05
Audited unconsolidated financial results of Persistent Systems Limited for the quarter ended June 30, 2022
| (In ₹ Million) | ||||||
|---|---|---|---|---|---|---|
| Sr. No. | Particulars | Quarter ended | Year ended | |||
| June 30, 2022 | March 31, 2022 | June 30, 2021 | March 31, 2022 | |||
| Income | ||||||
| $\mathbf{1}$ | Revenue from operations (net) | 11,020.76 | 10.350.10 | 7.648.34 | 35.754.80 | |
| $\overline{2}$ | Other income | 237.77 | 390.91 | 344.68 | 1,324 57 | |
| 3 | Total income | $(1+2)$ | 11,258.53 | 10,741.01 | 7.993.02 | 37,079.37 |
| 4 | Expenses | |||||
| - Employee benefits expense | 6,955.28 | 6,561.34 | 4,441.54 | 21,882.72 | ||
| - Cost of professionals | 427 71 | 283 33 | 337 25 | 1,461.91 | ||
| - Finance costs | 19.86 | 17.24 | 18.50 | 68.78 | ||
| - Depreciation and amortization expense | 284.53 | 258.34 | 162.71 | 837.57 | ||
| - Other expenses | 1,260.19 | 1,030.42 | 823.15 | 3,707.78 | ||
| Total expenses | 8,947.57 | 8,150.67 | 5,783.15 | 27,958.76 | ||
| 5 | Profit before exceptional items and tax | $(3-4)$ | 2,310.96 | 2,590.34 | 2,209.87 | 9,120.61 |
| 6 | Exceptional items | |||||
| $\overline{7}$ | Profit before tax | $(5-6)$ | 2,310.96 | 2,590 34 | 2,209.87 | 9,120.61 |
| 8 | Tax expense | |||||
| - Current tax | 612.24 | 595.80 | 537.22 | 2.236.61 | ||
| - Tax charge in respect of earlier period/ year | 13.48 | 13 48 | ||||
| - Deferred tax (credit) / charge | (50.07) | 36.21 | 11.70 | 11.86 | ||
| Total tax expense | 562 17 | 645 49 | 548.92 | 2,261.95 | ||
| 9 | Profit for the period / year | $(7-8)$ | 1,748.79 | 1,944.85 | 1,660.95 | 6,858.66 |
| 10 | Other comprehensive income | |||||
| A. Items that will not be reclassified to profit and loss | ||||||
| - Remeasurements of the defined benefit asset / liabilities | 64.02 | (131.24) | (78.04) | (255.00) | ||
| - Income tax effect on above | (16.11) | 33.03 | 19.74 | 64.18 | ||
| 47.91 | (98, 21) | (58, 30) | (190.82) | |||
| B. Items that may be reclassified to profit and loss | ||||||
| Effective portion of cash flow hedge (net of tax) | (28403) | (86.29) | (127.10) | (130.50) | ||
| - Income tax effect on above | 71 48 | 2172 | 31.99 | 32 84 | ||
| (212.55) | (64.57) | (95.11) | (97.66) | |||
| Total other comprehensive income for the period / year | $(A+B)$ | (164.64) | (162.78) | (153.41) | (288.48) | |
| 11 | Total comprehensive income for the period / year | $(9+10)$ | 1,584.15 | 1,782.07 | 1,507.54 | 6,570.18 |
| (Comprising Profit/ (Loss) and Other Comprehensive Income for the period/ year) |
||||||
| 12 | Paid-up equity share capital (Face value of share ₹ 10 each) |
764.25 | 764.25 | 764 25 | 764.25 | |
| 13 | Other equity excluding revaluation reserves | 32.424.60 | ||||
| 14 | Earnings per equity share in ₹ (Nominal value of share ₹ 10 each) |
|||||
| - Basic | 22.88 | 25 45 | 2173 | 8974 | ||
| - Diuted | 22.88 | 25.45 | 2173 | 89.74 | ||
| 15 | Dividend per share (in ₹) (Nomina value of share ₹ 10 | |||||
| each) | ||||||
| Interim dividend | $\overline{\phantom{a}}$ | 20.00 | ||||
| Final dividend | 11.00 | 11.00 | ||||
| Total dividend | $\blacksquare$ | 11.00 | ä, | 31.00 | ||
Registered Office : Bhageerath, 402, Senapati Bapat Road, Pune 411016, India Ph. No. +91(20)67030000; Fax +91(20)67030009; Email: [email protected], 'www.persistent.com'. CIN L72300PN1990PLC056696
Audited unconsolidated financial results of Persistent Systems Limited for the quarter ended June 30, 2022
Notes:
- The audited condensed interim unconsolidated financial statements for the quarter ended June 30, 2022, have been taken on record by the Board of Directors at its meeting held on July 21, 2022 as recommended by the Audit Committee at its meeting held on July 20, 2022. The statutory auditors have expressed an unqualified audit opinion. The information presented above is extracted from the audited condensed interim unconsolidated financial statements
- The above unconsolidated financial results have been prepared from the condensed interim unconsolidated financial statements, which are prepared in accordance $\overline{c}$ with Indian Accounting Standards ("Ind AS"), the provisions of the Companies Act, 2013 ("the Companies Act"), as applicable and guidelines issued by the Securities and Exchange Board of India ("SEBI"). The Ind AS are prescribed under Section 133 of the Companies Act read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and amendments issued thereafter. All amounts included in the unconsolidated financial results (including notes) are reported in millions of Indian rupees (in ₹ millions) except share and per share data, unless otherwise stated.
- The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the company towards Provident Fund and Gratuity. 3 The Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020, and has invited suggestions from stakeholders which are under active consideration by the Ministry. The Company will assess the impact and its evaluation once the subject rules are notified and will give appropriate impact in its financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.
- 4 The Company has met or waived the necessary customary closing conditions with respect to the acquisition of MediaAgility India Private Limited on April 29, 2022. Consequently, MediaAgility India Private Limited has become a Wholly Owned Subsidiary of the Company with effect from April 29, 2022. Also, the necessary customary closing conditions with respect to the acquisition of MediaAgility Inc., USA and its subsidiaries in the UK, Mexico, and Singapore, have been met or waived on May 4, 2022. Consequently, MediaAgility Inc., USA has become Wholly Owned Subsidiary of Persistent Systems Inc., USA, a wholly-owned subsidiary of the Company, with effect from May 4, 2022.
- 5 The Board of Directors of the Company has appointed the following Directors since the last AGM held on July 21, 2021. Their appointment has been approved by the Members at the 32nd AGM held on July 19, 2022.
| Name and designation of the Director appointed | Effective date of appointment | Term of an appointment |
|---|---|---|
| Ms. Avani Davda, Independent Director (DIN: 07504739) | December 28, 2021 | For a period of 5 years i.e. upto December 27, 2026 |
| Mr. Arvind Goel, Independent Director (DIN: 02300813) | June 7, 2022 | For a period of 5 years i.e. upto June 6, 2027 |
| Dr. Ambui Goval, Independent Director (DIN: 09631525) | June 7, 2022 | For a period of 5 years i.e. upto June 6, 2027 |
| Mr. Dan'l Lewin, Independent Director (DIN: 09631526) | June 10, 2022 | For a period of 5 years i.e. upto June 9, 2027 |
- Mr. Sandeep Kalra, Executive Director and Chief Executive Officer (DIN: 02506494) was appointed as the Executive Director of the Company by the members of 6 the Company, at the 29th AGM with effect from June 11, 2019, for a period of 3 (Three) consecutive years for a term up to June 10, 2022. Accordingly, his term of appointment ended on June 10, 2022. The Board of the Company has approved his re-appointment for the period from June 11, 2022 to September 30, 2025. The said appointment is subject to the Central Government approval as Mr. Sandeep Kalra is a Foreign National and has been appointed as the Executive Director of a Indian listed Company
- Mr. Guy Eiferman, Independent Director of the Company tendered his resignation through his letter dated June 7, 2022, from the Board position to be effective $\overline{7}$ from the conclusion of the 32nd AGM held on July 19, 2022. Accordingly, Mr. Eiferman ceased to be a Director effective from the conclusion of the 32nd AGM held on July 19, 2022.
- $\mathbf{a}$ Mr. Thomas Kendra, Non-Executive Non-Independent Director who was liable to retire by rotation at the 32nd AGM held on July 19, 2022, had expressed his unwillingness through his letter dated June 7, 2022, to be re-appointed. Accordingly, Mr. Kendra ceased to be a Director from the conclusion of the 32nd AGM held on July 19, 2022. The Company resolved not to fill the vacancy caused by the retirement of Mr. Kendra.
- Mr. Pradeep Bhargava, Independent Director (DIN: 00525234) was re-appointment for the second term at the 29th AGM held in July 2019 for a period of 3 years 9 for a term up to conclusion of the 32nd AGM held on July 19, 2022. Accordingly, Mr. Bhargava ceased to be a Director from the conclusion of the 32nd AGM held on July 19, 2022
- Persistent Systems Germany GmbH, wholly-owned subsidiary of the Company formed an entity in Romania namely Persistent Systems S.R.L. on June 17, 2022. $1010$ Consequently, Persistent Systems S.R.L. has become a step-down subsidiary of the Company.
- Pursuant to a whistle blower complaint, on verification, the Company's management found that an employee had colluded with certain prospective candidates to $11$ submit fake experience certificates to get them hired with the Company. Based on findings of an enquiry conducted by the management, this employee and those candidates hired have been terminated and no other similar issues have been identified in the talent acquisition process of the Company. There is no material impact of the above on the financial statements. The Company has zero tolerance to such misconduct and ensures strict adherence to ethical standards.
- $12$ In accordance with para 4 of Notified Indian Accounting Standard 108 (Ind AS-108) "Operating Segments", the Company has disclosed segment information only on the basis of consolidated financial results.
- 13 The investors are requested to visit the following website of the Company and Stock Exchanges for further details:
- · Company's website: https://www.persistent.com/investors · BSE Ltd: www.bseindia.com
- National Stock Exchange of India Ltd.: www.nseindia.com
By order of Board of Directors of Persistent Systems Limited
Deshpande
Dr. Anand Deshpande Chairman and Managing Director
Date: July 21, 2022
Pune
"For risks and uncertainties relating to forward-looking statements, please visit our website :- www.persistent.com"