Zensar Technologies Ltd. - Audit Report / Information 2020

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Registered Office : Zensar Technologies Limited Zensar Knoewledge Park, Plot No. 4, MIDC Kharadi,

Off Nagar Road, Pune 411014, India. Tel: +91 (20) 6607 4000, 27004000 Fax: +91 (20) 6605 7888, CIN: L72200PN1963PLC012621

Date: May 14, 2020

BSE Limited

Corporate Service Department, 01[st] Floor, P. J. Towers, Dalal Street, Mumbai 400 001

Fax: (022) 2272 2039/2272 3121

The National Stock Exchange of India Ltd.

Exchange Plaza, 03[rd] floor, Plot No. C/1, ‘G’ block, Bandra Kurla Complex, Bandra (E), Mumbai 400 051 Fax: (022) 26598237/26598238

Scrip ID: ZENSARTECH Symbol: ZENSARTECH Scrip Code: 504067 Series: EQ

Subject: Outcome of the Board Meeting held on May 14, 2020

This is to inform you that the Board of Directors of the Company at its meeting held today, which commenced at 4:15 PM and concluded at 8:32 PM, inter-alia, unanimously approved/took on record the following:

Financial Results:

Standalone and Consolidated financial results of the Company for the quarter ended March 31, 2020, subjected to Limited Review.
Audited Standalone and Consolidated financial results of the Company for the financial year ended March 31, 2020.

Copy(ies) of the same is enclosed herewith along with Auditor’s Reports thereon, as applicable.

The report of the Auditors is with unmodified opinion with respect to the Audited Financial Results (Standalone and Consolidated) of the Company for the year ended March 31, 2020.

Date of the 5 7 [th] Annual General Meeting (AGM) of the Company as Thursday, August 6, 2020 and notice thereof containing inter-alia the following:

Company’s Register of Members and Share Transfer Book shall remain closed for the purpose of AGM, from July 29, 2020 to August 5, 2020 (both days inclusive).
Recommendation of re-appointment of Mr. H. V. Goenka (DIN- 00026726), Director of the Company, who retires by rotation, and being eligible, offers himself for reappointment.

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www.zensar.com

Registered Office : Zensar Technologies Limited Zensar Knoewledge Park, Plot No. 4, MIDC Kharadi,

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Off Nagar Road, Pune 411014, India. Tel: +91 (20) 6607 4000, 27004000 Fax: +91 (20) 6605 7888, CIN: L72200PN1963PLC012621

Members’ approval for appointment of Ms. Radha Rajappa (DIN: 08530439) as a Non-Executive Independent Director, not liable to retire by rotation.

The AGM shall be convened and held as per the directives of relevant authorities, inter-alia, in view of prevailing Covid-19 pandemic.

The Press release and analyst presentation on financial results of the Company for the period ended March 31, 2020, are also attached.

Further, in accordance with the Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/48 dated March 26, 2020 granting relaxation from the provisions of Regulation 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and considering the lock-down restrictions, the Company will not be publishing the financial results in the newspaper for this quarter.

This is for your information and dissemination purpose.

For Zensar Technologies Limited

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Gaurav Tongia Company Secretary

Encl. As above

www.zensar.com

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Registered Office : Zensar Technologies Limited Zensar Knoewledge Park, Plot No. 4, MIDC Kharadi, Off Nagar Road, Pune 411014, India. Tel: +91 (20) 6607 4000, 27004000 Fax: +91 (20) 6605 7888, CIN: L72200PN1963PLC012621

ADDITIONAL INFORMATION ON DIRECTORS GETTING APPOINTED/ REAPPOINTED

Sr. No	Particulars	Ms. Radha Rajappa (DIN - 08530439)	Mr. H. V. Goenka (DIN - 00026726)
1.	Reason for change viz. appointment, resignation, removal, death or otherwise;	Appointment as Non-Executive Independent Director of the Company. (Appointed as an Additonal Non-Executive Independent Director of the Company, by the Board of Directors on the recommendation of the Nomination and Remuneration Committee, subject to approval of Members of the Company)	Re-appointment as Director of the Company, who retires by rotation, and being eligible, offers himself for re- appointment at the ensuing AGM.
2.	Date of appointment	August 6, 2019	NA
	Term of appointment	August 6, 2019 to August 5, 2024	NA
3.	Disclosure of relationships between directors (in case of appointment of a director)	None	Mr. H. V. Goenka is father of Mr. Anant Goenka, Non- Executive Non-Independent Director of the Company.
4.	Affirmation	Based on the information available with us none of these Directors are debarred from holding the office of a director by virtue of any SEBI order or any other such authority.
5.	Brief profile (In case of appointment)	Given separately hereunder and also available on the website of the Company.

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BRIEF PROFILE(S)

	Ms. Radha Rajappa Radha Rajappa is an entrepreneurial business leader with more than 29 years of experience in IT industry handling diverse roles of creating, nurturing and leading businesses from start and scaling existing businesses. She has successfully built and passionately led various businesses in Digital Transformation and IT services. She is an ardent believer of building and nurturing high performance teams and excited about carving business opportunities with leading edge Digital, AI and Cloud technologies. Radha loves cultivating and mentoring startups. Till recently, she was leading Digital and Services business at Microsoft India. Radha was a member of the India Leadership team driving the transformation for customers to the Cloud and Digital world. She has served for 16 years as a key member of the Executive Leadership team at Mindtree. She was responsible for building and leading the Global Digital Business as the Executive Vice President and established Mindtree as a significant partner for Global clients to “Make Digital Real” for their businesses. Led Mindtree’s move to Industry led vertical focus as the leader for Retail, CPG and Manufacturing industry as well as Travel, Transportation and Hospitality. Radha has also served in IBM India in various capacities and in diverse roles encompassing Sales, Marketing and being responsible for various business lines. She has been on the board of the Company, since August 6, 2019.	Mr. H. V. Goenka H. V. Goenka is Chairman of RPG Enterprises, one of the largest industrial groups in India, active in key business segments like tyres, infrastructure, information technology and other diversified segments having an annual turnover of about US $ 4 billion. Born in December 1957, H.V Goenka is a graduate in Economics and MBA from the International Institute of Management Development (IMD), Lausanne, Switzerland and is now on the Foundation Board of IMD, Lausanne. H.V Goenka, a past President of the Indian Merchants' Chamber, in India, is also a member of the Executive Committee of FICCI and the Chairman of Breach Candy Hospital Trust. He has been the Chairman of the Company since 2001.

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S REPORT ON AUDIT OF ANNUAL STANDALONE FINANCIAL RESULTS AND REVIEW OF QUARTERLY FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

Opinion and Conclusion

We have (a) audited the Standalone Financial Results for the year ended March 31, 2020 and (b) reviewed the Standalone Financial Results for the quarter ended March 31, 2020 s section below), which were subject to limited review by us, both included in the accompanying Statement of Standalone Financial Results for the Quarter and Year Ended March 31, 2020 of ZENSAR TECHNOLOGIES LIMITED ), being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended .

(a) Opinion on Annual Financial Results

In our opinion and to the best of our information and according to the explanations given to us, the Standalone Financial Results for the year ended March 31, 2020:

i. is presented in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended; and
ii. gives a true and fair view in conformity with the recognition and measurement principles laid down in the Indian Accounting Standards and other accounting principles generally accepted in India of the net profit and total comprehensive income and other financial information of the Company for the year then ended.

(b) Conclusion on Unaudited Standalone Financial Results for the quarter ended March 31, 2020

With respect to the Standalone Financial Results for the quarter ended March 31, 2020, based on our review section below nothing has come to our attention that causes us to believe that the Standalone Financial Results for the quarter ended March 31, 2020, prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standards and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

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Basis for Opinion on the Audited Standalone Financial Results for the year ended March 31, 2020

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Companies Act, 2013 . Our responsibilities under those Standards are further described in paragraph (a) of below. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accoun ethical requirements that are relevant to our audit of the Standalone Financial Results for the year ended March 31, 2020 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 audit opinion.

Statement

This Statement which includes the Standalone Financial Results is the responsibility of the and has been approved by them for the issuance. The Standalone Financial Results for the year ended March 31, 2020 has been compiled from the related audited standalone financial statements. This responsibility includes the preparation and presentation of the Standalone Financial Results for the quarter and year ended March 31, 2020 that give a true and fair view of the net profit and other comprehensive income and other financial information in accordance with the recognition and measurement principles laid down in the Indian Accounting Standards prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Standalone Financial Results that give a true and fair view and is free from material misstatement, whether due to fraud or error.

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

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

(a) Audit of the Standalone Financial Results for the year ended March 31, 2020

Our objectives are to obtain reasonable assurance about whether the Standalone Financial Results for the year ended March 31, 2020 as a whole is free from material includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error

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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 Standalone Financial Results.

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

Identify and assess the risks of material misstatement of the Annual Standalone Financial Results, 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 the effectiveness of the Company control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors.
Evaluate the appropriateness and reasonableness of disclosures made by the Board of Directors in terms of the requirements specified under Regulation 33 of the Listing Regulations.
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 Company to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention Statement or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on uture
events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the Annual Standalone Financial Results, including the disclosures, and whether the Annual Standalone Financial Results represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the Annual Standalone Financial Results of the Company to express an opinion on the Annual Standalone Financial Results.

Materiality is the magnitude of misstatements in the Annual Standalone Financial Results that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Annual Standalone Financial Results may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Annual Standalone Financial Results.

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

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communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

(b) Review of the Standalone Financial Results for the quarter ended March 31, 2020

We conducted our review of the Standalone Financial Results for the quarter ended March 31, 2020 in accordance with the Standard on Review Engagements ( SRE ) , issued by the ICAI. A review of interim financial information consists and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with SAs specified under section 143(10) of the Act and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Other Matters

As stated in Note 10 of the Statement, the figures for the corresponding quarter ended March 31, 2019 are the balancing figures between the annual audited figures for the year then ended and the year to date figures for the 9 months period ended December 31, 2018. We have not issued a separate limited review report on the results and figures for the quarter ended March 31, 2019. Our report on the Statement is not modified in respect of this matter.
The Statement includes the results for the Quarter ended March 31, 2020 being the balancing figure between audited figures in respect of the full financial year and the published year to date figures up to the third quarter of the current financial year which were subject to limited review by us. Our report on the Statement is not modified in respect of this matter.

For Deloitte Haskins & Sells LLP Chartered Accountants -100018)

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Hemant M. Joshi

Place: Pune Date: May 14, 2020

Partner (Membership No. 38019) UDIN: 20038019AAAADI3225

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Zensar Technologies Limited
Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India
Statement of Standalone Results for the Quarter and Year ended March 31, 2020
(INR Lakhs)
Quarter Ended Year Ended
Particulars 31-Mar-2020 31-Dec-2019 31-Mar-2019 31-Mar-2020 31-Mar-2019
Refer note 10 Refer note 10
Unaudited Unaudited Unaudited Audited Audited
1 Revenue from operations 35,299 32,914 35,269 137,030 137,008
2 Other income (net) 2,853 1,631 3,736 9,093 8,499
3 Total Income 38,152 34,545 39,005 146,123 145,507
4 Expenses
a. Purchase of traded goods 156 267 160 877 1,209
b. Employee benefits expense 19,925 19,895 19,972 80,913 78,949
c. Subcontracting costs 1,245 1,048 1,293 4,361 3,934
d. Finance costs 798 661 212 2,330 918
e. Depreciation, amortisation and impairment expense 2,180 2,155 1,096 8,138 4,278
f. Other expenses 4,357 3,932 6,209 19,094 22,868
Total expenses 28,661 27,957 28,942 115,713 112,156
5 Profit before tax (3-4) 9,491 6,588 10,063 30,410 33,351
6 Tax expense
a. Current tax 1,724 1,626 1,935 6,262 8,169
b. Deferred tax 711 100 (163) 1,044 (618)
7 Net Profit for the period (5-6) 7,056 4,861 8,291 23,104 25,800
8 Other comprehensive income/(loss), net of income tax
A. Items that will not be reclassified to profit or loss (571) 90 67 (894) 111
B. Items that will be reclassified to profit or loss 1 (255) 163 (693) 427
Total other comprehensive income/(loss), net of income (570) (165) 230 (1,587) 538
tax
9 Total comprehensive income for the period (7+8) 6,486 4,696 8,521 21,517 26,338
10 Paid-up equity share capital (Face value INR. 2 each) 4,508 4,507 4,504 4,508 4,504
11 Other equity excluding Revaluation Reserves as per 152,859 142,579
balance sheet
12 Earnings Per Share (EPS) (Face value INR. 2 each) (not
annualised):
a) Basic 3.13 2.16 3.68 10.26 11.46
b) Diluted 3.09 2.12 3.62 10.12 11.27
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Statement of Assets & Liabilities

Statement of Assets & Liabilities
Particulars Assets Non-Current Assets (a) Property, Plant and Equipment (b) Right of use assets (c) Capital work-in-progress (d) Goodwill (e) Other Intangible assets (f) Intangible assets under development (g) Financial Assets i) Investments ii) Other financial assets (h) Income tax assets (net) (i) Deferred tax assets (net) (j) Other non-current assets Total - Non-current assets Current Assets (a) Financial Assets i) Investments ii) Trade receivables iii) Cash and cash equivalents iv) Bank balances other than in (iii) above v) Other financial assets (b) Other current assets Total - Current assets Total - Assets	(INR Lakhs)
	As at March 31, 2020 As at March 31, 2019 10,487 8,126 23,122 - 5 31 8,402 8,402 3,662 3,603 762 629 1,660 6,318 2,759 2,979 2,434 2,422 2,773 3,392 882 996 56,948 36,898 26,704 4,536 105,569 87,382 3,299 12,462 2,703 586 6,330 28,022 6,273 5,016 150,878 138,004 207,826 174,902

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As at March As at March
Particulars
31, 2020 31, 2019
Equity And Liabilities
Equity
(a) Equity Share Capital 4,508 4,504
(b) Other Equity
i. Reserves and surplus 153,358 142,385
ii. Other components of equity (499) 194
Total - Equity 157,367 147,083
Non-Current Liabilities
(a) Financial Liabilities
i) Borrowings - 319
ii) Lease liabilities 19,369 -
(b) Provisions 263 209
(c) Employee benefit obligations 1,544 1,450
Total - Non-Current Liabilities 21,176 1,978
Current Liabilities
(a) Financial Liabilities
i) Borrowings - -
ii) Trade payables 8,053 8,672
iii) Lease Liabilities 5,066 -
iv) Other financial liabilities 9,643 12,528
(b) Employee benefit obligations 3,122 1,410
(c) Other Current Liabilities 1,877 1,777
(d) Income Tax Liabilities (Net) 1,522 1,454
Total - Current Liabilities 29,283 25,841
Total - Equity And Liabilities 207,826 174,902
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Notes :

1 The above financial results were reviewed and recommended by the Audit Committee and taken on record by the Board of Directors at their meeting held on May 14, 2020.
2 Standalone Statement of Cash flows is attached in Annexure I.
3 Where financial results are declared for both consolidated and standalone entity, segment information may be presented only in the case of consolidated financial results. Accordingly, segment information has been provided only in the consolidated financial results.
4 Other Income (Net) for the quarter and year ended March 31, 2020 includes net foreign exchange gain of INR 367 lakhs and INR 3,831 lakhs respectively (Corresponding previous period: Other Income(net) of INR (553) lakhs and INR 2,269 lakhs). Other Income (net) for the quarter ended December 31, 2019 includes net foreign exchange gain of INR 1,147 lakhs.
5 During the year ended March 31, 2019, the Company concluded the sale of two subsidiaries and transfer of customer contracts and employee related liability under a Business Transfer Agreement. Gain arising from such transaction of INR 439 lakhs and INR 2,080 lakhs was recognized under Other Income for the quarter ended September 30, 2018 and year ended March 31, 2019 respectively.
6 During the year ended March 31, 2020, the Company issued 22,000 equity shares pursuant to the exercise of stock options by certain employees under the "2002 ESOP" and 210,050 equity shares under "2006 ESOP" stock option plan.
7 The Board of directors in its meeting on January 23, 2020 and March 6, 2020 declared an interim dividend of INR 1.00 and INR 1.80 per equity share respectively.
8 Effective April 1, 2019, the Company adopted Ind AS 116 “Leases”, applied to all lease contracts existing on April 1, 2019 using the “Modified Retrospective Approach” and has taken the cumulative adjustment to retained earnings on the date of initial application. Accordingly, comparatives for the year ended March 31, 2019 have not been retrospectively adjusted.
The effect of adoption as on transition date has resulted in recognition of Right of use asset of INR 13,263 lakhs and a corresponding lease liability of INR 13,412 lakhs. The cumulative effect of applying the standard resulted in INR 97 lakhs being debited to retained earnings, net of taxes. The effect of this adoption is insignificant on the profit and earnings per share for the quarter and year ended March 31, 2020.
In respect of leases that were classified as finance leases, applying Ind AS 17, an amount of INR 489 lakhs has been reclassified from property, plant and equipment to right-of-use assets. An amount of INR 326 lakhs has been reclassified from other current financial liabilities to lease liability - current and an amount of INR 319 lakhs has been reclassified from borrowings - non-current to lease liability - non-current.
9 The Company has given due consideration of the possible effects that may result from the pandemic relating to COVID-19 on the carrying amounts of receivables, unbilled revenues, goodwill and intangible assets. In assessing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, the Company, as at the date of approval of these financial statements, has used internal and external sources of information, including credit reports and related information on the expected future performance of the Company. The Company has performed sensitivity analysis on the assumptions used, and based on current estimates, is of the view that the carrying amount of these assets reflect their realisable values.

The Company is actively managing its business to respond to its impact. However, there could be an adverse impact on the business, result of operations, financial position and cash flows ; the company believes that the impact is likely to be mitigated by the diversified nature of the company's clients, including the geographical spread of the company's operations, and its clientele.

The impact of COVID-19 on the Company's financial statements may differ from that estimated as at the date of approval of these financial statements.

10 Figures for the quarter ended March 31, 2020 and March 31, 2019 are the balancing figures between audited figures in respect of the full financial year and published year to date figures upto the third quarter of the respective financial year.

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For and on behalf of the Board Sandeep Kishore Managing Director & CEO DIN:07393680

Mumbai Date: May 14, 2020

Annexure I

Cash flow from operating activities
Profit before taxation
Adjustments for:
Depreciation, amortisation and impairment expense
Employee share based payment expense
Profit on sale of investments (mutual funds)
Changes in fair value of financial assets/liabilities measured at fair value through profit and loss
Loss / (Profit) on Sale of Business/subsidiaries
Provision for impairment in the value of investments
Dividend income
Interest income
Finance costs
(Profit)/Loss on sale of tangible assets (net)
Provision for doubtful debts and advances (net)
Adjustment on account of contingent consideration
Bad debts written off
Provisions no longer required and credit balances written back
Unrealised exchange (gain) / loss (net)
Operating profit before working capital changes
Change in operating assets and liabilities
(Increase)/ decrease in other non-current financial assets
(Increase)/ decrease in other non-current assets
(Increase)/ decrease in trade receivables
(Increase)/ decrease in other current financial assets
(Increase)/ decrease in other current assets
Increase/ (decrease) in non-current provisions
Increase/ (decrease) in non-current employee benefit obligations
Increase/ (decrease) in trade payables
Increase/ (decrease) in other current financial liabilities
Increase/ (decrease) in current employee benefit obligations
Increase/ (decrease) in other current liabilities
Cash generated from operations
Income taxes paid (net of refunds)
Net cash inflow from operating activities
Cash flow from investing activities
Purchase of tangible/intangible assets including capital work in progress
Payment of Earnout to Subsidiaries
Acquisition of company
Proceeds from Sale of Business/subsidiaries
Profit on Sale of Business/subsidiaries
Proceeds from Sale of tangible/intangible assets
Fixed Deposits placed
Fixed Deposits redeemed
Purchase of investments (Mutual Funds)
Sale of investments (Mutual Funds)
Sale of Non Convertible Debentures
Interest income received
Dividend income received
Net cash used in investing activities
Cash flow from financing activities
Proceeds from issue of equity shares
Dividend on equity shares and tax thereon
Interest paid
Payment of lease liabilities
Proceeds from long-term borrowings
Repayment of long-term borrowings
Proceeds from short-term borrowings
Repayment of short-term borrowings
Net cash used in financing activities
Effect of exchange differences on translation of cash and cash equivalents
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Less: Cash transferred during disposal of business
Cash and cash equivalents at the end of the year
Zensar Technologies Limited
Standalone Statement of Cash Flows
Particulars

(INR Lakhs)
Year Ended
Year Ended
31-Mar-20
31-Mar-19
Audited
Audited
30,410
33,351
8,138
4,278
119
477
(1,409)
(2,796)
283
1,796
51
(2,080)
-
78
(2,757)
(870)
(262)
(317)
2,282
875
(8)
9
1,047
1,103
(173)
-
-
492
(10)
(372)
(588)
1,578
6,713
4,251
37,123
37,602
6
(860)
538
467
(14,458)
(21,197)
18,896
(3,935)
(1,393)
(1,079)
54
121
93
(45)
(647)
90
(1,610)
2,026
337
185
404
96
39,343
13,471
(5,726)
(8,210)
33,617
5,261
(6,767)
(3,855)
(4,988)
(3,179)
-
(1,270)
902
-
-
1,768
8
40
(2,434)
(350)
354
-
(121,530)
(79,121)
105,147
95,202
-
814
272
292
2,757
870
(26,279)
11,211
152
140
(11,932)
(6,333)
(57)
(75)
(4,313)
-
-
-
-
(290)
1,376
2,742
(1,418)
(2,903)
(16,192)
(6,719)
1
46
(8,853)
9,799
12,152
2,528
-
(175)
3,299
12,152

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S REPORT ON AUDIT OF ANNUAL CONSOLIDATED FINANCIAL RESULTS AND REVIEW OF QUARTERLY FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

Opinion and Conclusion

We have (a) audited the Consolidated Financial Results for the year ended March 31, 2020 and (b) reviewed the Consolidated Financial Results for the quarter ended March 31, 2020 s section below), which were subject to limited review by us, both and Year Ended March 31, 2020 of ZENSAR TECHNOLOGIES LIMITED and its subsidiaries (the Parent and its ) being submitted by the Parent pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ( the Listing Regulations ).

(a) Opinion on Annual Consolidated Financial Results

In our opinion and to the best of our information and according to the explanations given to us, the Consolidated Financial Results for the year ended March 31, 2020:

(i) includes the results of the subsidiaries mentioned in the note 3 of the Statement
(ii) is presented in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended; and
(iii) gives a true and fair view in conformity with the recognition and measurement principles laid down in the Indian Accounting Standards and other accounting principles generally accepted in India of the consolidated net profit and consolidated total comprehensive income and other financial information of the Group for the year ended March 31, 2020.

(b) Conclusion on Unaudited Consolidated Financial Results for the quarter ended March 31, 2020

With respect to the Consolidated Financial Results for the quarter ended March 31, 2020, based on our review conducted and procedures performed as stated in ies section below, nothing has come to our attention that causes us to believe that the Consolidated Financial Results for the quarter ended March 31, 2020, prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standards and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

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Basis for Opinion on the Audited Consolidated Financial Results for the year ended March 31, 2020

We conducted our audit in accordance with the Standards on Auditing ( SAs ) specified under Section 143(10) of the Companies Act, 2013 ( the Act ). Our responsibilities under those Standards are further described in paragraph (a) of below. We are independent of the Group in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ( ICAI ) together with the ethical requirements that are relevant to our audit of the Consolidated Financial Results for the year ended March 31, 2020 under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements sufficient and appropriate to provide a basis for our audit opinion.

Statement

This Statement, which includes the Consolidated Financial Results is the responsibility of and has been approved by them for the issuance. The Consolidated Financial Results for the year ended March 31, 2020, has been compiled from the related audited consolidated financial statements. This responsibility includes the preparation and presentation of the Consolidated Financial Results for the quarter and year ended March 31, 2020 that give a true and fair view of the consolidated net profit and consolidated other comprehensive income and other financial information of the Group in accordance with the recognition and measurement principles laid down in the Indian Accounting Standards, prescribed under Section 133 of the Act, read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations.

The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the respective financial results that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of this Consolidated Financial Results by the Directors of the Parent, as aforesaid.

In preparing the Consolidated Financial Results, the respective Board of Directors of the companies included in the Group are responsible for assessing the ability of the respective 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 their respective entities 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 Group.

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(a) Audit of the Consolidated Financial Results for the year ended March 31, 2020

Our objectives are to obtain reasonable assurance about whether the Consolidated Financial Results for the year ended March 31, 2020 as a whole are free from material includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this Consolidated Financial Results.

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

Identify and assess the risks of material misstatement of the Annual Consolidated Financial Results, 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 the effectiveness of such controls. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors.
Evaluate the appropriateness and reasonableness of disclosures made by the Board of Directors in terms of the requirements specified under Regulation 33 of the Listing Regulations.
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 Results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our a
cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the Annual Consolidated Financial Results, including the disclosures, and whether the Annual Consolidated Financial Results represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the Annual Standalone Financial Results, entities within the Group to express an opinion on the Annual Consolidated Financial Results. We are responsible for the direction, supervision and performance of the audit of financial information of such entities included in the Annual Consolidated Financial Results of which we are the independent auditors.

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Materiality is the magnitude of misstatements in the Annual Consolidated Financial Results that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Annual Consolidated Financial Results may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Annual Consolidated Financial Results.

We communicate with those charged with governance of the Parent and such other entities included in the Consolidated Financial Results 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.

(b) Review of the Consolidated Financial Results for the quarter ended March 31, 2020

We conducted our review of the Consolidated Financial Results for the quarter ended March 31, 2020 in accordance with the Standard on Review Engagements (SRE) Information Performed by the Independent Auditor and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with SA specified under section 143(10) of the Act and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

The Statement includes the results of the entities as listed under note 3 of the Statement.

Other Matters

As stated in Note 10 of the Statement, the consolidated figures for the corresponding quarter ended March 31, 2019 are the balancing figures between the annual audited figures for the year then ended and the year to date figures for the 9 months period ended December 31, 2018. We have not issued a separate limited review report on the results and figures for the quarter ended March 31, 2019. Our report on the Statement is not modified in respect of this matter.

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The Statement includes the results for the Quarter ended March 31, 2020 being the balancing figure between audited figures in respect of the full financial year and the published year to date figures up to the third quarter of the current financial year which were subject to limited review by us. Our report is not modified in respect of this matter.

For Deloitte Haskins & Sells LLP Chartered Accountants -100018)

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Hemant M. Joshi

Place: Pune Partner Date: May 14, 2020 (Membership No. 38019) UDIN: 20038019AAAADJ1033

Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India Statement of Consolidated Results for the Quarter and Year ended March 31, 2020

(INR Lakhs)

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Quarter Ended Year Ended
Particulars 31-Mar-2020 31-Dec-2019 31-Mar-2019 31-Mar-2020 31-Mar-2019
Refer note 10 Refer note 10
Unaudited Unaudited Unaudited Audited Audited
1 Revenue from operations 101,779 102,059 105,741 418,168 396,633
2 Other income (net) 1,611 3,959 2,500 8,842 9,268
3 Total Income 103,390 106,018 108,241 427,010 405,901
4 Expenses
a. Purchase of traded goods 2,447 5,576 3,330 15,250 11,538
b. Changes in inventories 1,517 686 1,504 3,089 4,399
c. Employee benefits expense 56,523 59,635 56,909 234,743 215,258
d. Subcontracting costs 15,501 16,644 17,003 65,881 66,181
e. Finance costs 1,718 1,274 1,102 6,051 3,729
f. Depreciation, amortisation and impairment expense 4,154 4,119 2,512 15,918 8,944
g. Other expenses 11,629 12,557 14,012 48,499 51,314
Total expenses 93,489 100,491 96,372 389,431 361,363
5 Profit before tax (3-4) 9,901 5,527 11,869 37,579 44,538
6 Tax expense
a. Current tax 1,981 1,665 3,737 10,131 14,045
b. Deferred tax 720 (256) (187) 288 (1,372)
7 Net Profit for the period (5-6) 7,200 4,118 8,319 27,160 31,865
8 Net Profit/(Loss) attributable to:
- Owners 6,951 3,953 8,274 26,342 31,359
- Non-controlling interests 249 165 45 818 506
9 Other comprehensive income/(loss), net of income tax
A. Items that will not be reclassified to profit or loss (1,880) 90 (88) (2,206) (44)
B. Items that will be reclassified to profit or loss 1,632 1,977 640 2,382 403
Total other comprehensive income/(loss), net of income tax (248) 2,067 552 176 359
10 Total comprehensive income for the period (7+9) 6,952 6,185 8,871 27,336 32,224
11 Total comprehensive income attributable to:
- Owners 6,943 5,905 8,839 26,668 31,893
- Non-controlling interests 9 280 32 668 331
12 Paid-up equity share capital (Face value INR 2 each) 4,508 4,507 4,504 4,508 4,504
13 Other equity excluding Revaluation Reserves as per balance 204,491 189,732
sheet
14 Earnings Per Share (EPS) (Face value INR 2 each) (not
annualised):
a) Basic 3.08 1.75 3.68 11.69 13.93
b) Diluted 3.04 1.73 3.62 11.53 13.70
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Statement of Assets & Liabilities

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(INR Lakhs)
Particulars As at March As at March 31,
31, 2020 2019
Assets
Non-Current Assets
(a) Property, Plant and Equipment 12,940 10,267
(b) Right of use assets 32,649 -
(c) Capital work-in-progress 180 556
(d) Goodwill 64,658 60,310
(e) Other Intangible assets 22,020 24,411
(f) Intangible assets under development 957 629
(g) Financial Assets
i) Investments 1,142 6,982
ii) Other financial assets 6,798 3,262
(h) Income tax assets (net) 6,064 3,146
(i) Deferred tax assets (net) 4,966 4,468
(j) Other non-current assets 1,419 1,125
Total - Non-current assets 153,793 115,156
Current Assets
(a) Inventories 9,412 9,846
(b) Financial Assets
i) Investments 26,704 4,536
ii) Trade receivables 66,564 87,621
iii) Cash and cash equivalents 48,834 31,689
iv) Bank balances other than in (iii) above 2,823 899
v) Other financial assets 29,762 26,444
(c) Other current assets 21,663 32,781
Total - Current assets 205,762 193,816
Total - Assets 359,555 308,972
Equity And Liabilities
Equity
(a) Equity Share Capital 4,508 4,504
(b) Other Equity
i. Reserves and surplus 201,118 187,430
ii. Other components of equity 3,373 2,302
Equity Attributable to Owners of the Company 208,999 194,236
Non controlling interests 2,370 1,696
Total - Equity 211,369 195,932
Liabilities
Non-Current Liabilities
(a) Financial Liabilities
i) Borrowings 6,537 10,221
ii) Lease liabilities 31,293 -
iii) Other financial liabilities 4,599 6,084
(b) Provisions 263 209
(c) Employee benefit obligations 1,554 1,457
Total - Non-Current Liabilities 44,246 17,971
Current Liabilities
(a) Financial Liabilities
i) Borrowings 22,321 15,560
ii) Trade payables 26,497 30,095
iii) Lease liabilities 10,577 -
iv) Other financial liabilities 22,825 25,351
(b) Employee benefit obligations 8,325 5,692
(c) Other current liabilities 8,485 14,422
(d) Income tax liabilities (net) 4,910 3,949
Total - Current Liabilities 103,940 95,069
Total - Equity And Liabilities 359,555 308,972
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Consolidated Segment wise Revenue & Results for the Year ended March 31, 2020

1 2	Application Management Services Infrastructure Management Services Revenue From Operations Application Management Services Infrastructure Management Services Total Segment Results Less: Finance costs Total Profit before Tax Less: Unallocable expenditure net of unallocable income Segment Revenue Segment Results (Profit / (Loss) before tax and finance cost) Particulars	31-Mar-2020 31-Dec-2019 31-Mar-2019 31-Mar-2020 31-Mar-2019 Unaudited Unaudited Unaudited Audited Audited 85,231 85,740 89,524 351,518 334,692 16,548 16,319 16,217 66,650 61,941 101,779 102,059 105,741 418,168 396,633 12,710 6,201 12,410 46,983 46,602 2,081 2,820 515 8,036 3,968 14,791 9,021 12,925 55,019 50,570 1,718 1,274 1,102 6,051 3,729 3,172 2,220 (46) 11,389 2,303 9,901 5,527 11,869 37,579 44,538 Quarter Ended (INR Lakhs) Year Ended

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Statement of Segment Assets & Liabilities 31-Mar-2020 31-Dec-2019 31-Mar-2019
Audited Unaudited Audited
1 Segment Assets
Trade Receivables
Application Management Services 55,212 65,935 72,964
Infrastructure Management Services 11,352 14,061 14,657
Total Trade Receivables 66,564 79,996 87,621
Inventories
Application Management Services - - -
Infrastructure Management Services 9,412 9,524 9,846
Total Inventories 9,412 9,524 9,846
Unbilled Revenue
Application Management Services 34,325 34,723 31,753
Infrastructure Management Services 4,578 5,401 5,906
Total Unbilled Revenue 38,903 40,124 37,659
Goodwill
Application Management Services 44,326 42,818 41,728
Infrastructure Management Services 20,332 19,182 18,582
Total Goodwill 64,658 62,000 60,310
Unallocable Assets 180,018 166,594 113,536
TOTAL ASSETS 359,555 358,238 308,972
2 Segment Liabilities
Unearned Revenue
Application Management Services 2,041 9,182 5,677
Infrastructure Management Services 2,440 2,047 3,747
Total Unearned Revenue 4,481 11,229 9,424
Unallocable Liabilities 143,704 134,517 103,616
Total Liabilities 148,186 145,746 113,040
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Notes : 1 The above financial results were reviewed and recommended by the Audit Committee and taken on record by the Board of Directors at their meeting held on May 14, 2020.
2 Consolidated Statement of Cash flows is attached in Annexure I. 3 The consolidated financial results include the results of Zensar Technologies Limited and its subsidiaries viz., Zensar Technologies Inc., Zensar Technologies (UK) Limited, PSI Holding Group Inc., Zensar Technologies IM Inc., Zensar Technologies IM B.V., Zensar (Africa) Holdings Pty Limited, Zensar (South Africa) Pty Limited, Professional Access Limited, Zensar Technologies (Singapore) Pte. Limited, Foolproof Limited, Knit Limited, Foolproof (SG) Pte Limited, Zensar Technologies (Shanghai) Company Limited, Keystone Logic Inc, Zensar Info Technologies (Singapore) Pte Limited, Zensar IT Services Limited, Cynosure Inc, Cynosure Interface Services Private Limited, Cynosure APAC Pty Ltd, Keystone Logic Mexico, S. DE R.L. DE C.V, Keystone Technologies Mexico, S. DE R.L. DE C.V, Indigo Slate Inc, Zensar Technologies GmbH and Zensar Technologies (Canada) Inc.
4 Other Income (Net) for the quarter and year ended March 31,2020 includes net foreign exchange gain of INR 668 lakhs and INR 4,484 lakhs respectively. (Corresponding previous period: Other Income (Net) of INR (194) lakhs and INR 2,899 lakhs). Other Income (net) for the quarter ended December 31, 2019 includes net foreign exchange gain of INR 1,015 lakhs.
5 During the year ended March 31, 2019, the Parent concluded the sale of two subsidiaries and transfer of customer contracts and employee related liability under a Business Transfer Agreement. Gain arising from such transaction INR 1,941 lakhs was recognized under Other Income during the quarter and year ended March 31, 2019.
6 During the year ended March 31, 2020, the Company issued 22,000 equity shares pursuant to the exercise of stock options by certain employees under the "2002 ESOP" and 210,050 equity shares under "2006 ESOP" stock option plan.
7 Results of Zensar Technologies Limited on a stand alone basis are hosted on the Company's website www.zensar.com.

Net profit for the period Profit before tax Revenue from operations Particulars Stand-Alo	31-Mar-2020 31-Dec-2019 31-Mar-2019 31-Mar-2020 31-Mar-2019 Unaudited Unaudited Unaudited Audited Audited 35,299 32,914 35,269 137,030 137,008 9,491 6,588 10,063 30,410 33,351 7,056 4,861 8,291 23,104 25,800 Quarter Ended Year Ended (INR Lakhs) ne Financial Information

8 The Board of directors in its meeting on January 23, 2020 and March 6, 2020 declared an interim dividend of INR 1.00 and INR 1.80 per equity share respectively.
9 Effective April 1, 2019, the Group adopted Ind AS 116 “Leases”, applied to all lease contracts existing on April 1, 2019 using the “Modified Retrospective Approach” and has taken the cumulative adjustment to retained earnings on the date of initial application. Accordingly, comparatives for the year ended March 31, 2019 have not been retrospectively adjusted.
The effect of adoption as on transition date has resulted in recognition of Right of use asset of INR 23,810 lakhs and a corresponding lease liability of INR 24,630 lakhs. The cumulative effect of applying the standard resulted in INR 579 lakhs being debited to retained earnings, net of taxes. The effect of this adoption is insignificant on the profit and earnings per share for the year ended March 31, 2020.
In respect of leases that were classified as finance leases, applying Ind AS 17, an amount of INR 489 lakhs has been reclassified from property, plant and equipment to right-of-use assets. An amount of INR 326 lakhs has been reclassified from other current financial liabilities to lease liability - current and an amount of INR 319 lakhs has been reclassified from borrowings - non-current to lease liability - non-current.
10 Figures for the quarter ended March 31, 2020 and March 31, 2019 are the balancing figures between audited figures in respect of the full financial year and published year to date figures upto the third quarter of the respective financial year.
11 During the quarter ended December 31, 2019, Company reversed contingent consideration payable on business combinations consummated in previous year amounting to USD 3.6 million [INR 2568 lakhs] based on company’s assessment, being no longer payable. This reversal is accounted under other income.
12 The Company has given due consideration of the possible effects that may result from the pandemic relating to COVID-19 on the carrying amounts of receivables, unbilled revenues, goodwill and intangible assets. In assessing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, the Company, as at the date of approval of these financial statements, has used internal and external sources of information, including credit reports and related information on the expected future performance of the Company. The Company has performed sensitivity analysis on the assumptions used, and based on current estimates, is of the view that the carrying amount of these assets reflect their realisable values.
The Company is actively managing its business to respond to its impact. However, there could be an adverse impact on the business, result of operations, financial position and cash flows ; the company believes that the impact is likely to be mitigated by the diversified nature of the company's clients, including the geographical spread of the company's operations, and its clientele.

The impact of COVID-19 on the Company's financial statements may differ from that estimated as at the date of approval of these consolidated financial statements.

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For and on behalf of the Board
Sandeep Kishore
Managing Director & CEO
DIN:07393680
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Mumbai Date: May 14, 2020

Annexure I

Zensar Technologies Limited Consolidated Statement of Cash Flows

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(INR Lakhs)
Year Ended Year Ended
Particulars 31-Mar-20 31-Mar-19
Audited Audited
Cash flow from operating activities
Profit before taxation 37,579 44,538
Adjustments for:
Depreciation, amortisation and impairment expense 15,918 8,944
Employee share based payment expense 645 1,652
Profit on sale of investments(mutual funds) (1,409) (2,796)
Change in fair value of equity instruments - (196)
Changes in fair value of financial assets/liabilities measured at fair value through profit and loss 683 2,004
-
Profit on Sale of Business/subsidiaries (1,941)
Interest income (512) (545)
Finance costs 5,167 2,951
(Profit)/Loss on sale of tangible assets (net) (5) 9
Provision for doubtful debts and advances (net) (1,749) 2,368
Bad debts written off 4,357 1,174
Provision no longer required and credit balances written back (2,581) (2,391)
Unrealised exchange (gain) / loss (net) (3,175) (83)
17,339 11,150
Operating profit before working capital changes 54,918 55,688
Change in operating assets and liabilities
(Increase)/ decrease in other non-current financial assets (3,528) (700)
(Increase)/ decrease in other non-current assets (536) 1,113
(Increase)/ decrease in inventories 434 754
(Increase)/decrease in trade receivables 24,009 (27,566)
(Increase)/decrease in other current financial assets (3,240) 8,100
(Increase)/ decrease in other current assets 11,128 (25,191)
Increase/(decrease) in other non-current financial liabilities 83 (557)
Increase/(decrease) in non-current provisions 54 121
Increase/(decrease) in non-current employee benefit obligations 97 (39)
Increase/(decrease) in trade payables (3,262) 11,482
Increase/ (decrease) in other current financial liabilities (1,705) 4,092
Increase/ (decrease) in current employee benefit obligations 1,259 1,221
Increase/ (decrease) in other current liabilities (5,956) 948
Cash generated from operations 73,755 29,466
Income taxes paid (net of refunds) (11,467) (13,864)
Net cash inflow from operating activities 62,288 15,602
Cash flow from investing activities
Purchase of tangible/intangible assets including capital work in progress (7,818) (5,242)
Payment of Earnout to Subsidiaries (5,970) (3,179)
-
Acquisition of Company (34,171)
-
Profit on Sale of Business/subsidiaries 1,768
Proceeds from sale of tangible/intangible assets 9 68
Fixed Deposits placed (2,554) (615)
Fixed Deposits redeemed 667 -
Purchase of investments (Mutual Funds) (121,530) (79,121)
Sale of investments (Mutual Funds) 105,147 95,202
Sale of Non Convertible Debentures - 814
Interest income received 522 366
Net cash used in investing activities (31,527) (24,110)
Cash flow from financing activities
Proceeds from issue of equity shares 152 140
Dividend on equity shares and tax thereon (11,974) (6,333)
Interest paid (1,184) (1,339)
Payment of lease liabilities (1,483) -
-
Proceeds from long-term borrowings 13,067
Repayment of long-term borrowings (4,173) (290)
Proceeds from short-term borrowings 28,237 23,278
Repayment of short-term borrowings (22,920) (8,433)
Net cash used in financing activities (13,345) 20,090
Effect of exchange differences on translation of cash and cash equivalents 39 -
-
Increase in Cash and Cash Equivalents on Acquisition 1,530
Decrease in Cash and Cash Equivalents on disposal of subsidiaries - (288)
Net increase/(decrease) in cash and cash equivalents 17,455 12,824
Cash and cash equivalents at the beginning of the year 31,379 18,555
Cash and cash equivalents at the end of the year 48,834 31,379
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Zensar reports 5.8% YoY growth in revenue for FY20 Digital Business growth at 21.9% YoY

Pune, India, May 14, 2020 : Zensar, a digital solutions and technology services company that specialises in partnering with global organisations on their digital transformation journey, announced its audited consolidated financial results for Quarter ending March 31, 2020, of the fiscal year 20192020.

Financial Highlights:

In Q4FY20 the Company reported revenue of $140.6MN. For the year FY20 Revenue grew by 5.8% in USD terms to $589.5MN, Core Business grew by 6.8% YoY.
In Q4FY20, the Company reported a PAT of $9.6MN, a sequential growth of 72.9%. For FY20, the PAT declined by 18.7% at $37.8MN
EBITDA grew by 100.2% sequentially and declined by 0.2% YoY in Q4FY20
In Q4FY20, the Company reported a Gross Margin of $40.6MN, a sequential growth of 20.0%. For FY20, the Gross Margin was at $163.9MN which is an increase of 0.8% since last year

Sandeep Kishore, Chief Executive Officer and Managing Director, Zensar Technologies, said , “In FY20 we focused on improving our business operational metrics. One of the key highlights include an increase in the number of our $5MN per annum customer accounts which grew by 5 YoY, underlining that our new age digital, data and cloud offerings are helping our clients transform their business. Our digital business continues its consistent growth at 23.0% YoY in constant currency terms in FY20.”

Adding further, he said , “The current COVID-19 related situation has further reinforced our customercentric values, as we partner with our customers to remain a key part of their operational and strategic roadmap. Our global workforce is our priority and we continue to support them in all possible ways to remain healthy, safe, connected and productive.”

Navneet Khandelwal, Chief Financial Officer, Zensar Technologies said, “In FY20, we put focused efforts to improve our cash management. All the initiatives resulted in an increase of our operating cash flow by 299.2% on a YoY basis in INR terms. It stood at 229.3% of our PAT in FY20.”

“Additionally, our rigour on collections helped us to improve our DSO from 102 days to 87 days. Our cost optimization measures have resulted in an increase in the EBITDA on a sequential basis by 100.2% and our Gross Margin improved sequentially by 20.0% .” he further added .

Significant Wins in FY20:

Oracle consulting and implementation for a leading international standards organization
Application development and integration for a leading financial services group in South Africa
Guidewire implementation for a US based property & casualty auto insurance carrier
Mandate for digital workplace for a US based large manufacturer of lighting and lighting based products
Infrastructure mandate for an American manufacturer of lighting solutions
Digital solutions for a leading Insurance company in South Africa

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Digital transformation mandate for a large US-based Hi-tech global company
Application and development work for a large US-based Hi-tech global company
Application and maintenance services for a large South Africa based financial services group company
Cloud and infrastructure services mandate for a US Hi-tech Mfg. company
Digital Transformation for Sanlam, a leading insurer from South Africa
Application and development mandate for a large US based hi-tech global company
Application, integration and support for a leading financial services group in South Africa
A multi-million-dollar deal for the digital transformation for a UK based conglomerate having diverse interests
Infrastructure Management for a leading South Africa based administration and technology provider to financial companies
Guidewire support for one of UK's fastest growing general insurance providers
Digital warehouse mandate and automated testing for a global sports company
Application Support & Enhancement and Application Development and Integration for an independent provider of private healthcare in UK
Deliver next-gen retail innovation for Aptos, a recognized market leader in retail technology solutions
Cloud and Infrastructure managed services support for a leading vision care company based in the US
Application and development mandate for a large US based hi-tech global company
Testing mandate for a leading financial services group in South Africa
Enterprise applications mandate for Vyaire Medical, US

Corporate Excellence Q4FY20:

Zensar has been mentioned in in Avasant’ s Internet of Things Services RadarView 2020 report
Zensar Recognized in ISG Provider Lens™ Digital Business Solutions and Service Partners U.K. 2019-20
Zensar Recognized as an Innovator in Avasant’ s Hybrid Enterprise Cloud Services RadarView™
Zensar Recognized as a Leader in the ISG Provider Lens™ ‘Digital Workplace of the Future’ Report
Zensar Recognized in ISG Provider Lens™ Digital Business Solutions and Service Partners U.S. 2019-20
• Zensar mentioned as an Innovator in Avasant Radarview Applied AI and Advanced Analytics Services RadarView TM 2020
Zensar is named as Leader for Managed Services – Workplace Support in Digital Workplace of the Future - ISG Provider Lens™ Quadrant Report 2019-20
Zensar has been mentioned in Everest Group’s 2020 PEAK Matrix® Service Provider of the Year awards Top 10 Challengers
Zensar Recognized as a Disruptor in Avasant’ s Intelligent Automation Services RadarView 2019-2020 Report
Niche Player in the 2020 Gartner Magic Quadrant for Managed Workplace Services, North America

Awards and Recognitions Snapshot-FY20:

Zensar’s ‘Women in Workplace’ case study wins at the UN Global Compact’s 3rd Best Innovative Practices Awards
Zensar Recognized for Excellence in Leveraging HR Technology and Excellence in HR Analytics at the annual SHRM HR Excellence Awards 2019
Zensar wins recognition in the category of ‘Best Leadership Development Program’ and ‘Best OD Intervention’ at the L&D World Summit 2019
Zensar wins 2019 Future of Learning & Development “Best Learning Strategy of the Year” Award
Zensar awarded Automation Anywhere’s 2019 ‘Growth Partner of the Year for South Africa’
Zensar featured in 2019 Working Mother & AVTAR 100 Best Companies for Women in India list
Zensar is a finalist in 3 categories at the ISG Paragon Awards™
Zensar receives the ISG Special Award at the ISG Paragon Awards™ Americas
Zensar participates in the ‘Women in the Workplace 2019’ report by McKinsey and LeanIn.Org
Zensar recognized at the SHRM HR Excellence Awards 2019 for Excellence in Leveraging HR Technology and Excellence in HR Analytics
Foolproof, a Zensar company wins the BIMA award

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About Zensar (www.zensar.com)

Zensar is a leading digital solutions and technology services company that specialises in partnering with global organisations across industries on their digital transformation journey. A technology partner of choice, backed by strong track record of innovation; credible investment in digital solutions; and assertion of commitment to a client’s success, Zensar’ s comprehensive range of digital and technology services and solutions enables its customers to achieve new thresholds of business performance. Zensar, with its experience in delivering excellence and superior client satisfaction through myriad technology solutions, is uniquely positioned to help clients surpass challenges around running their existing business most efficiently and to help in their legacy transformation and plan for business expansion and growth through innovative digital solutions,

Follow Zensar via:

Zensar Blog: http://www.zensar.com/blogs Twitter: https://twitter.com/Zensar LinkedIn: https://www.linkedin.com/company/zensar-technologies Facebook: https://www.facebook.com/Zensar

About RPG Enterprises

RPG Enterprises, established in 1979, is one of India's fastest growing business groups with a turnover of US$ 4 Billion. The group has diverse business interests in the areas of Infrastructure, Tyres, Pharma, IT and Specialty as well as in emerging innovation led technology businesses.

For any queries please feel to reach out:

PR Contacts (Global) Aradhana Prabhu Public Relations Zensar Technologies [email protected]

Safe Harbor

Certain statements in this release concerning our future growth prospects are forward-looking statements which involve a number of risks and uncertainties that could cause actual results to differ materially from those in such forward-looking statements. The risks and uncertainties relating to these statements include, but are not limited to, risks and uncertainties regarding fluctuations in earnings, our ability to manage growth, intense competition in IT services including those factors which may affect our cost advantage, wage increases in India, our ability to attract and retain highly skilled professionals, time and cost overruns on fixed price, fixed-time frame contracts, client concentration, restrictions on immigration, our ability to manage our international operations, reduced demand for technology in our key focus areas, disruptions in telecommunication networks, our ability to successfully complete and integrate potential acquisitions, liability for damages on our service contracts, withdrawal of governmental fiscal incentives, political instability, legal restrictions on raising capital or acquiring companies outside India, and unauthorised use of our intellectual property and general economic conditions affecting our industry. The Company does not undertake to update any forward-looking statement that may be made from time to time by or on behalf of the Company.

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Zensar reports 5.8% YoY growth in revenue for FY20 Digital Business growth at 21.9% YoY

Financial Highlights:

In Q4FY20 the Company reported revenue of $140.6MN. For the year FY20 Revenue grew by 5.8% in USD terms to $589.5MN, Core Business grew by 6.8% YoY.
In Q4FY20, the Company reported a PAT of $9.6MN, a sequential growth of 72.9%. For FY20, the PAT declined by 18.7% at $37.8MN
EBITDA grew by 100.2% sequentially and declined by 0.2% YoY in Q4FY20
In Q4FY20, the Company reported a Gross Margin of $40.6MN, a sequential growth of 20.0%. For FY20, the Gross Margin was at $163.9MN which is an increase of 0.8% since last year

Significant Wins in FY20:

Oracle consulting and implementation for a leading international standards organization
Application development and integration for a leading financial services group in South Africa
Guidewire implementation for a US based property & casualty auto insurance carrier
Mandate for digital workplace for a US based large manufacturer of lighting and lighting-based products
Infrastructure mandate for an American manufacturer of lighting solutions
Digital solutions for a leading Insurance company in South Africa
Digital transformation mandate for a large US-based Hi-tech global company
Application and development work for a large US-based Hi-tech global company
Application and maintenance services for a large South Africa based financial services group company

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Cloud and infrastructure services mandate for a US Hi-tech Mfg. company
Digital Transformation for Sanlam, a leading insurer from South Africa
Application and development mandate for a large US based hi-tech global company
Application, integration and support for a leading financial services group in South Africa
A multi-million-dollar deal for the digital transformation for a UK based conglomerate having diverse interests
Infrastructure Management for a leading South Africa based administration and technology provider to financial companies
Guidewire support for one of UK's fastest growing general insurance providers
Digital warehouse mandate and automated testing for a global sports company
Application Support & Enhancement and Application Development and Integration for an independent provider of private healthcare in UK
Deliver next-gen retail innovation for Aptos, a recognized market leader in retail technology solutions
Cloud and Infrastructure managed services support for a leading vision care company based in the US
Application and development mandate for a large US based hi-tech global company
Testing mandate for a leading financial services group in South Africa
Enterprise applications mandate for Vyaire Medical, US

Corporate Excellence Q4FY20:

Zensar has been mentioned in in Avasant’ s Internet of Things Services RadarView 2020 report
Zensar Recognized in ISG Provider Lens™ Digital Business Solutions and Service Partners U.K. 2019-20
Zensar Recognized as an Innovator in Avasant’ s Hybrid Enterprise Cloud Services RadarView™
Zensar Recognized as a Leader in the ISG Provider Lens™ ‘Digital Workplace of the Future’ Report
Zensar Recognized in ISG Provider Lens™ Digital Business Solutions and Service Partners U.S. 2019-20
Zensar mentioned as an Innovator in Avasant Radarview Applied AI and Advanced Analytics Services RadarView TM 2020
Zensar is named as Leader for Managed Services – Workplace Support in Digital Workplace of the Future - ISG Provider Lens™ Quadrant Report 2019-20
Zensar has been mentioned in Everest Group’s 2020 PEAK Matrix® Service Provider of the Year awards Top 10 Challengers
Zensar Recognized as a Disruptor in Avasant’ s Intelligent Automation Services RadarView 2019-2020 Report
Niche Player in the 2020 Gartner Magic Quadrant for Managed Workplace Services, North America

Awards and Recognitions Snapshot-FY20:

Zensar’s ‘Women in Workplace’ case study wins at the UN Global Compact’s 3rd Best Innovative Practices Awards
Zensar Recognized for Excellence in Leveraging HR Technology and Excellence in HR Analytics at the annual SHRM HR Excellence Awards 2019
Zensar wins recognition in the category of ‘Best Leadership Development Program’ and ‘Best OD Intervention’ at the L&D World Summit 2019
Zensar wins 2019 Future of Learning & Development “Best Learning Strategy of the Year” Award
Zensar awarded Automation Anywhere’s 2019 ‘Growth Partner of the Year for South Africa’
Zensar featured in 2019 Working Mother & AVTAR 100 Best Companies for Women in India list
Zensar is a finalist in 3 categories at the ISG Paragon Awards™
Zensar receives the ISG Special Award at the ISG Paragon Awards™ Americas
Zensar participates in the ‘Women in the Workplace 2019’ report by McKinsey and LeanIn.Org
Zensar recognized at the SHRM HR Excellence Awards 2019 for Excellence in Leveraging HR Technology and Excellence in HR Analytics
Foolproof, a Zensar company wins the BIMA award

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Q4 FY 20 Revenue and profitability snapshot

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Particulars	Q4 FY20	Q4 FY20	Growth	Growth	Growth	Growth	Growth	Growth
									FY 20
	USD Mn	INR Cr	Q-o-Q			Y-o-Y
									USD Mn	INR Cr
			USD	INR	CC	USD	INR	CC

Revenue	140.6	1017.8	(1.9%)	(0.3%)	(1.5%)	(5.4%)	(2.8%)	(4.2%)	589.5	4176.8
EBITDA	19.6	141.6	100.2%	103.5%		(0.2%)	2.6%		72.4	512.8
EBIT	13.8	100.1	247.0%	252.7%		(13.7%)	(11.4%)		50.0	353.6
PAT	9.6	69.5	72.9%	75.8%		(22.2%)	(20.1%)		37.8	267.6

Note: All numbers are as per the Ind-AS reporting standard

Q4 FY20 Revenue Growth in Constant Currency

Particulars	Segments	Q4 FY20
		QoQ
Consolidated	For the Company	-1.5%
Geography	US	-1.7%
	Europe	-6.2%
	Africa	7.0%
Services	Digital and Application Services, DAS	-1.7%
	Digital Services	4.2%
	Core Application Services	-9.4%
	Cloud and Infrastructure Services, CIS	-0.5%
	Cloud, Digital Led next gen CIS	3.7%
	Core Infrastructure Services	-8.6%
	Third Party Maintenance	4.2%
	Total Digital Services	4.1%
Industry	Hitech and Manufacturing	-3.3%
	Hitech	-0.7%
	Mfg.	-11.1%
	Retail and Consumer Services	6.0%
	Financial Services	-0.9%
	Insurance	-3.9%
	Banking	6.1%
	Emerging	-10.4%

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Performance Highlights

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TOP CLIENTS
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19
17
10
9
4
10M+ Clients 5M+ Clients
FY18 FY19 FY20
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Income Statement (USD Mn)

Income Statement(USD Mn)	Q4 FY 19 FY19 Q3 FY 20 Q4 FY20 FY 20

Operating revenue	148.7 557.2 143.3 140.6 589.5
Sequential Growth Year-Over-Year Growth Cost of revenue	4.9% -5.9% -1.9% 21.3% 19.5% 1.1% -5.4% 5.8% 105.7 394.6 109.5 100.0 425.6
Grossprofit	43.0 162.6 33.8 40.6 163.9
Gross profit % of revenue Sequential Growth Year-Over-Year Growth Sales and marketing expenses General and administration expenses Operating expenses % of revenue Other operating income	28.9% 29.2% 23.6% 28.9% 27.8% 10.1% -23.7% 20.0% 19.8% 18.6% -13.3% -5.5% 0.8% 10.1 37.7 9.5 9.0 38.3 14.0 54.5 14.6 12.1 53.2 24.1 92.2 24.1 21.0 91.5 16.2% 16.5% 16.8% 15.0% 15.5% 0.7 2.3 - - 0.0
Earnings before interest, tax, depreciation and amortization(EBITDA)	19.6 72.7 9.8 19.6 72.4
EBITDA % of revenue Sequential Growth Year-Over-Year Growth Depreciation and amortisation	13.2% 13.0% 6.8% 13.9% 12.3% 20.6% -54.1% 100.2% 34.8% 30.8% -39.8% -0.2% -0.4% 3.6 12.8 5.8 5.7 22.4
Earnings before interest and tax(EBIT)	16.0 59.9 4.0 13.8 50.0
EBIT % of revenue Sequential Growth Year-Over-Year Growth Interest Exchange Gain/(Loss) Other income	10.8% 10.8% 2.8% 9.8% 8.5% 23.7% -74.8% 247.0% 29.5% 31.8% -69.2% -13.7% -16.6% 1.6 5.3 1.8 2.4 8.5 -0.3 4.3 1.4 0.9 6.4 3.5 7.1 4.1 1.3 6.1
Profit before tax	17.7 66.0 7.8 13.7 53.9
% of revenue Sequential Growth Year-Over-Year Growth Provision for taxation	11.9% 11.9% 5.4% 9.7% 9.1% 53.8% -52.7% 76.2% 16.6% 26.3% -32.6% -22.7% -18.4% 5.3 18.8 2.0 3.7 14.9
Profit after tax(before minority interest)	12.4 47.2 5.8 9.9 39.0
% of revenue Minority interest	8.3% 8.5% 4.0% 7.1% 6.6% 0.1 0.7 0.2 0.3 1.2
Profit after tax	12.3 46.5 5.6 9.6 37.8
Profit after tax % of revenue Sequential Growth Year-Over-Year Growth	8.3% 8.3% 3.9% 6.8% 6.4% 51.7% -51.0% 72.9% 16.6% 30.0% -31.7% -22.2% -18.7% 148.7 557.2 143.3 589.2

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Income Statement (INR Mn)

Income Statement (INR Mn)	Q4 FY 19 FY 19 Q3 FY 20 Q4 FY 20 FY 20

Operating revenue	10,476 38,988 10,206 10,178 41,768
Sequential Growth Year-Over-Year Growth Cost of revenue	2.5% -4.8% -0.3% 32.9% 29.7% -0.1% -2.8% 7.1% 7,449 27,626 7,796 7,240 30,159
Gross profit	3,027 11,362 2,410 2,938 11,608
Gross profit % of revenue Sequential Growth Year-Over-Year Growth Sales and marketing expenses General and administration expenses Operating expenses % of revenue Other operating income	28.9% 29.1% 23.6% 28.9% 27.8% 7.7% -22.8% 21.9% 31.2% 28.6% -14.3% -2.9% 2.2% 713 2,639 675 649 2,715 985 3,806 1,039 873 3,767 1,697 6,445 1,714 1,522 6,482 16.2% 16.5% 16.8% 15.0% 15.5% 51 162 - - 2
Earnings before interest, tax, depreciation and amortization (EBITDA)	1,381 5,079 696 1,416 5,128
EBITDA % of revenue Sequential Growth Year-Over-Year Growth Depreciation and amortisation	13.2% 13.0% 6.8% 13.9% 12.3% 17.9% -53.6% 103.5% 51.2% 41.8% -40.6% 2.6% 1.0% 251 894 412 415 1,592
Earnings before interest and tax (EBIT)	1,130 4,184 284 1001 3,536
EBIT % of revenue Sequential Growth Year-Over-Year Growth Interest Exchange Gain/(Loss) Other income	10.8% 10.7% 2.8% 9.8% 8.5% 21.0% -74.5% 252.7% 45.8% 42.7% -69.6% -11.4% -15.5% 110 373 127 172 605 -18 291 102 67 448 246 502 295 94 435
Profit before tax	1,247 4,604 553 990 3,815
% of revenue Sequential Growth Year-Over-Year Growth Provision for taxation	11.9% 11.8% 5.4% 9.7% 9.1% 50.3% -52.2% 79.1% 30.7% 36.6% -33.4% -20.6% -17.1% 373 1,310 141 270 1,057
Profit after tax (before minority interest)	874 3,294 412 720 2,757
% of revenue Minority interest	8.3% 8.4% 4.0% 7.1% 6.6% 4 51 16 25 82
Profit after tax	869 3,243 395 695 2,676
Profit after tax % of revenue Sequential Growth Year-Over-Year Growth	8.3% 8.3% 3.9% 6.8% 6.4% 48.3% -50.5% 75.8% 32.0% 40.6% -32.6% -20.1% -17.5%

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Other Metrics:

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	Other Metrics	Q4 FY 19 FY 19 Q3 FY 20 Q4 FY 20 FY 20
	Revenue By Service Offering Digital & Application Services (DAS) Digital Services Core Application Services Cloud and Infrastructure Services (CIS) Cloud, Digital Led next gen CIS Core Infrastructure Services Third Party Maintenance Total *Total Digital Services*	84.9% 84.4% 84.0% 83.8% 84.0% 41.5% 40.3% 47.5% 50.2% 45.7% 43.4% 44.1% 36.5% 33.6% 38.3% 15.1% 15.6% 16.0% 16.2% 16.0% 5.4% 5.1% 6.6% 7.0% 6.6% 5.5% 5.6% 5.6% 5.2% 5.3% 4.2% 4.9% 3.8% 4.0% 4.0% 100% 100% 100% 100% 100% 46.9% 45.4% 54.1% 57.2% 52.4%
	Revenue By Industry Manufacturing Hi Tech Mfg Retail and Consumer Services Financial Services Insurance Banking Emerging Total	51.4% 51.4% 54.8% 54.0% 53.6% 39.7% 39.0% 41.3% 41.8% 40.7% 11.8% 12.4% 13.4% 12.2% 12.9% 20.5% 20.7% 13.4% 14.5% 15.4% 23.9% 24.7% 28.9% 29.0% 27.7% 17.8% 18.8% 20.3% 19.7% 19.7% 6.1% 5.9% 8.7% 9.3% 8.1% 4.2% 3.2% 2.8% 2.6% 3.3% 100% 100% 100% 100% 100%
	Revenue By Geographical Segment US Europe Africa Total	76.9% 76.5% 74.2% 74.3% 74.7% 15.1% 14.6% 15.6% 14.9% 15.2% 8.1% 8.9% 10.2% 10.8% 10.1% 100% 100% 100% 100% 100%
	Revenue By Project Type Fixed Price Time & Materials Total	54.3% 53.3% 57.5% 59.4% 57.8% 45.7% 46.7% 42.5% 40.6% 42.2% 100% 100% 100% 100% 100%

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	Other Metrics	Q4 FY 19 FY 19 Q3 FY 20 Q4 FY 20 FY 20
	Constant Currency Operating revenue (Constant Currency mn) Sequential Growth Year-Over-Year Growth Constant Currency Growth By Service Offering (QoQ %) Digital & Application Services (DAS) Digital Services Core Application Services Cloud and Infrastructure Services (CIS) Cloud, Digital Led next gen CIS Core Infrastructure Services Third Party Maintenance *Total Digital Services*	148.2 561.1 142.5 141.1 594.7 4.5% 20.3% -6.4% -1.5% 6.7% 24.3% 20.3% 0.8% -4.2% 6.7% 6.8% 22.4% -8.1% -1.7% 6.4% 7.7% 35.2% 0.5% 4.2% 21.1% 5.9% 12.7% -17.3% -9.4% -7.1% -6.6% 10.2% 3.6% -0.5% 8.7% 6.9% 77.8% 4.7% 3.7% 37.5% -18.5% -6.9% 18.3% -8.6% 1.4% -2.8% -7.3% -13.5% 4.2% -13.0% 7.7% 38.9% 1.0% 4.1% 23.0%
	Constant Currency Growth By Industry (QoQ %) Manufacturing Hi Tech Mfg Retail and Consumer Services Financial Services Insurance Banking Emerging	7.0% 17.2% -3.5% -3.3% 10.9% 5.9% 25.2% -3.5% -0.7% 10.6% 10.3% -0.1% -3.2% -11.1% 11.6% 8.0% -1.9% -21.5% 6.0% -20.3% -1.7% 38.7% -4.8% -0.9% 21.9% -1.9% 48.7% -8.7% -3.9% 13.2% -1.2% 11.3% 6.0% 6.1% 49.6% 15.2% 254.7% 0.0% -10.4% 10.3%
	Constant Currency Growth By Geography (QoQ %) US Europe Africa	4.6% 21.5% -5.9% -1.7% 2.9% 7.5% 22.4% -7.1% -6.2% 13.7% -2.0% 9.5% -9.0% 7.0% 28.0%

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	Other Metrics	Q4 FY 19 FY 19 Q3 FY 20 Q4 FY 20 FY 20
	Client Data Number of million dollar Clients (LTM Revenue) 1 Million dollar + 5 Million dollar + 10 Million dollar + 20 Million dollar + Revenue from top clients Revenue- top 5 clients Revenue- top 10 clients Revenue- top 20 clients	Q3 FY 19 FY 18 Q2 FY 19 Q3 FY 19 90 90 92 87 87 19 19 24 24 24 9 9 10 10 10 2 2 2 2 2 37.0% 36.5% 39.6% 38.0% 37.2% 47.9% 45.6% 49.3% 47.0% 47.7% 59.3% 56.3% 63.6% 60.4% 61.3% 83.9% 83.3% 84.2% 80.3% 80.3% 285 285 308 283 283 67.4% 66.5% 67.6% 64.3% 66.6% 32.6% 33.5% 32.4% 35.7% 33.4% 100% 100% 100% 100% 100% 83.4% 83.4% 81.0% 83.5% 83.5% 2,412 2,412 2,368 2,318 2,318 6,188 6,188 6,474 6,119 6,119 275 275 197 186 186 76 76 90 88 88 797 797 822 813 813 9,748 9,748 9,951 9,524 9,524 1,014 3,689 608 463 3327 28.5% 28.5% 30.6% 30.3% 30.3%
	Repeat business %

	Number of active clients
	Onsite: Offshore Revenue mix Onsite Offshore Total Utilization Utilization (excluding Trainees) Employee data Headcount Technical - Onsite Technical - Offshore Technical - BPO / Others Marketing Support (including trainees) Total
	Gross employees added during the period

	% of women employees
	Attrition Attrition	16.3% 16.3% 16.0% 16.3% 16.3%

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	Other Metrics	Q4 FY 19 FY 19 Q3 FY 20 Q4 FY 20 FY 20
	Exchange Rates Rupee Dollar Rate Period Closing Rate Period Average Rate Rupee Euro Rate Period Closing Rate Period Average Rate Rupee GBP Rate Period Closing Rate Period Average Rate Rupee ZAR Rate Period Closing Rate Period Average Rate	69.2 69.2 71.4 75.7 75.7 70.5 69.9 71.2 72.4 70.9 77.7 77.7 80.1 82.8 82.8 80.0 80.9 78.7 79.9 78.8 90.5 90.5 94.2 93.5 93.5 91.7 91.8 91.6 93.0 90.2 4.8 4.8 5.1 4.2 4.2 5.0 5.1 4.8 4.7 4.8
	Revenue By Currency Dollar Euro GBP ZAR Others Total	72.6% 73.8% 68.7% 67.5% 69.0% 0.9% 5.3% 1.7% 1.5% 1.5% 17.0% 13.0% 16.7% 16.8% 16.9% 7.7% 7.1% 9.8% 10.4% 9.7% 1.8% 0.9% 3.2% 3.8% 3.0% 100.0% 100.0% 100.0% 100.0% 100.0%
	Effective Tax Rate	29.9% 28.5% 25.5% 27.3% 27.7%
	Accounts receivables (in days) Billed Unbilled	69 69 57 54 54 33 33 36 33 33
	Total Summary of Cash and Cash Equivalents Cash and Cash Equivalents (USD mn) Cash on hand Balances with Banks: In current accounts Deposit with original maturity of less than three months Other Bank Balances: Unpaid dividend accounts Total	102 102 93 87 87 0.0 0.0 0.0 0.0 0.0 42.6 42.6 67.0 62.1 62.1 4.2 4.2 5.0 5.8 5.8 0.3 0.3 0.3 0.4 0.4 47.1 47.1 72.4 68.3 68.3
	Investment in Mutual Funds	13.3 13.3 19.6 35.3 35.3

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	Other Metrics	Q4 FY 19 FY 19 Q3 FY 20 Q4 FY 20 FY 20
	Summary of Debt Debt (USD mn) Short-term debt Long-term debt Total	23.0 23.0 23.5 29.5 29.5 20.0 20.0 21.8 14.3 14.3 43.0 43.0 45.3 43.8 43.8
	Outstanding Hedges USD Value Avg. Rate/ INR GBP Value Avg. Rate/ INR ZAR Value Avg. Rate/ INR Summary of Capex Capex (USD Mn) Earning Per Share (INR/share) Basic Diluted	115.2 115.2 133.5 122.6 122.6 72.0 72.0 72.5 73.8 73.8 15.8 15.8 14.6 19.8 19.8 94.2 94.2 92.2 93.1 93.1 100.8 100.8 351.9 286.7 286.7 5.1 5.1 4.9 4.6 4.6 1.5 6.9 2.2 2.3 11.0 3.7 13.9 1.8 3.1 11.7 3.6 13.7 1.7 3.0 11.5
	Shareholding Public Shareholding Promoter Shareholding Total	51.1% 51.1% 51.0% 50.8% 50.8% 48.9% 48.9% 49.0% 49.2% 49.2% 100% 100% 100% 100% 100%

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About Zensar (www.zensar.com)

Follow Zensar via:

Zensar Blog: http://www.zensar.com/blogs Twitter: https://twitter.com/Zensar LinkedIn: https://www.linkedin.com/company/zensar-technologies Facebook: https://www.facebook.com/Zensar

About RPG Enterprises

For any queries please feel to reach out:

PR Contacts (Global) Aradhana Prabhu Public Relations Zensar Technologies [email protected]

Safe Harbor

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www.zensar.com | © Zensar Technologies 2020

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Safe Harbor

Certain statements in this release concerning our future prospects are forward-looking statements which involve a number of underlying – identified / non identified risks and uncertainties that could cause actual results to differ materially. This release and other statements – written and oral that we periodically make contain forward-looking statements that set out anticipated results based on the management’s plans and assumptions. However the same are subject to risks and uncertainties, including but not limited to, our ability to manage growth; fluctuations in earnings /exchange rates; intense competition in IT services including factors affecting cost advantage; wage increases; ability to attract and retain highly skilled professionals; time and cost overruns on fixed price, fixed-time frame or other contracts; client concentration; restrictions on immigration; our ability to manage international operations; reduced demand for technology in our service offerings; disruptions in telecommunication networks; our ability to successfully complete and integrate acquisitions; liability for damages on our service contracts; withdrawal of governmental fiscal incentives; economic downturn in India, and/or around the world, political instability, legal restrictions on raising capital or acquiring companies; and unauthorized use of intellectual property and general economic conditions affecting the industry.

In addition to the foregoing, global pandemic like COVID-19 may pose an unforeseen, unprecedented, unascertainable and constantly evolving risk(s), inter-alia, to us, our customers, delivery models, vendors, partners, employees, general global operations and may also impact the success of companies in which we have made strategic investments, demand for Company’s offerings and the onshoreoffshore-nearshore delivery model.

The results of these assumptions made relying on available internal and external information are the basis for determining the carrying values of certain assets and liabilities. Since the factors underlying these assumptions are subject to change over time, the estimates on which they are based, are also subject to change accordingly. These forward-looking statements represent only the Company’s current intentions, beliefs or expectations, and any forward-looking statement speaks only as of the date on which it was made. The Company assumes no obligation to revise or update any forward-looking statements, whether as a result of new information, future events, or otherwise.

www.zensar.com | © Zensar Technologies 2020

Company Overview

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Part of $3 B RPG Group
Portfolio Company of the $40 B APAX Group

Zensar Technologies records $589.5Mn in FY20 ($140.6 Mn Q4FY20)

• Among 5 global tech companies to be listed on a major global stock exchange (BSE) for 55+ years

57.2% Digital Revenue, (15.4% YoY Growth)

www.zensar.com | © Zensar Technologies 2020

FY20 Snapshot

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$589.5M FY20 EBITDA FY20 Digital Business 37.2%
12.3% 52.4%
FY20 Revenue Top 5 Client Mix
Core Rev: FY20 Growth 6.8% Core Business EBITDA 12.5% 45.4% in FY19 5M clients up by +5 YoY
Q4 EBITDA 13.9%
3 yr Core CAGR 13.8%
103.6 $1+B 49.2% 19.4%
Gross cash USD M Pipeline Promoter Shareholding Institutional Shareholding
(59.7 M Net cash as of Mar 31, ‘20) (Despite COVID impact) (48.9% on Mar 31, ‘19) (+22.9% held by APAX)
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Zensar prioritized associate first COVID response with

100%

Work from Home

Financial Year (FY) is from April to March

www.zensar.com | © Zensar Technologies 2020

Key Business Highlights

Core Business

Digital Services grew 15.4% YoY & 3.7% QoQ US$, making a total of 57.2% of the revenue by Q4 FY20. Full year growth in FY20 was 21.9%

Cloud & infrastructure Services grew 8.0% in FY20 vis-à-vis FY19. Next Gen Cloud grew 3.6% QoQ & 22.5% YoY

Africa region registered 3.9% QoQ, 26.9% YoY and 19.3% in FY20 vis-à-vis FY19. SA is now 10% of total revenue

Wins, Pipeline Quality, and Large Deals

Pipeline stands at 1B+ USD Despite initial COVID impact of 400M on account of pro-active cloud and cost take out propositions

Strong order booking of 110M USD in Q4FY20 (mostly Jan +Feb) with impressive new wins in existing and new accounts, despite COVID impact

Focus on 5+M pa potential multi-services accounts on larger Deals; significant chunk of deals are being fought with a TCV over $10M

All three regions grew in FY20 vis-à-vis FY19, US by 3.3% and Europe by 10.4%

Financial services declined marginally by 1.8% QoQ but grew 14.6% YoY and 18.6% in FY20 vis-à-vis FY19; Banking growing 5.1% QoQ 43.9% YoY and Insurance grew 4.6% YoY

Retail vertical recovered with 5.8% QoQ growth, mostly on account of one-timers recovery from Q3

Other Key Highlights

Gross cash position improved by 43.2M USD and DSO reduced from 102 to 87 days in FY20 vis-à-vis FY19

The number of 5Mn+ pa clients stands at 24, up by 5 YoY, increased by 7 over the last 3 years

COVID response was swift, with associate first safety and wellness, 100% WFH and launching COVID-19 Business support propositions

FY20: Analyst Coverage & Recognition

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||||||||
|---|---|---|---|---|---|---|
|ISG Special Award at the|Zensar’ s ‘Women in|
|ISG Paragon Awards™|Workplace’ case study wins at|
|Americas|Aspirant in|Advanced Analytics|the UN Global Compact’s 3rd|
|and Insights PEAK Matrix™|
|Best Innovative Practices|
|Innovator|Assessment 2020|
|Awards|
|in Avasant Radarview|Applied|
|Niche Player in the 2020|
|AI and|Advanced Analytics|
|Gartner Magic Quadrant|for|
|Services|RadarView|TM 2020|
|Managed Workplace Services|
|Aspirant in “|Application and Digital|
|Services in Banking|–Services PEAK|
|Zensar featured in|
|Matrix™ Assessment 2020|
|Digital Workplace of|
|Innovator|in the|Avasant’s|
|the Future|- ISG|
|Hybrid Enterprise Cloud|
|Recognized for Excellence in|
|Provider Lens™ Study|
|Services|RadarView™ 2019|2019|Major Contender in|Application|Leveraging HR Technology and|Recognition in the category of|
|Transformation Services PEAK|‘Best Leadership Development|
|Excellence in HR Analytics at|
|Matrix™ Assessment 2020|Program’ and ‘Best OD|
|the annual SHRM HR|
|Intervention’ at the L&D|
|Excellence Awards 2019|
|World Summit 2019|

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Zensar’s COVID-19 Response – Nerve Center

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ZERF
Cash, Liquidity
ZenTrust
and Cost
Management
Business Associate
Opportunities Wellness
Zensar’s
COVID -19
Associate Awareness, Nerve Center
Strong firewalls &
Teleworking
Business
Cybersecurity
Agreement
Continuity
& Data Privacy
Client
Management
Continuous 360
stakeholder connect
r r
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Focus on cash collections & conservation. Credit lines tracked closely. Each Cost Line item reviewed and actioned to optimize cost Use of in-house digital platform to track wellness and set-up swift Emergency Response. Virtual company wide Leadership address on strategy, business growth and COVID-19 Response

Closely monitoring business impact on account of project cancellation / ramp-down / delays and track on repurposing / redeployment

Zensar’s Strong Bets in the post COVID world

Digital Foundation with full stack Cloud & Security Cloud and Cloud Development Security Managed Services & Migration Cybersecurity Digital operations $260B and Workplace Market O ortunit pp y

Cost Takeout Cost Restructuring through ITO – through Vendor consolidation Consolidation Flexible Platform led WFAnywhere Automated Model + Shared service delivery services $335B Integrated approach across Product Market engineering, Applications, Infrastructure Opportunity and Business operations

AI led Digital transformation solutions & services –

$215B Focused on core industry verticals Market Opportunity ➢ Digital Supply Chain ➢ and digital marketing Enterprise Digital ➢ Digital commerce ➢ Touchless solution stacks Transformation

➢ Field services, Digital contact center and digital marketing

Helping clients create impact by $185B augmenting their HR systems & Market Opportunity processes with native platform that transforms employee experience

Crafting digital events that breaks the confines of event

Immersive Experiences

Everywhere halls, offering attendees a rich, Events in-person experience from wherever they are

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Zensar Business Update

3 Years Key Financials incl. FY20

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REVENUE Overall CAGR |12.4% GROSS CAGR | 9.4% EBITDA CAGR | 14.1% PAT CAGR | 2.8%
Core CAGR |13.8%
$ M MARGIN $ M $ M 46.5 37.8
589.5 72.7
557.2 $ M 163.9 72.4
466.3 35.8
162.6
55.6
Non-Core
Core 137.1
FY18 FY19 FY20 FY18 FY19 FY20 FY18 FY19 FY20 FY18 FY19 FY20
DIGITAL CAGR | 29.5% CAGR | 18.6%
TOP 10 $5M+ REV PER CAGR +10.2%
$ M 183.9 253.1 308.6 CLIENT REV. CLIENTS +7 EMPLOYEE
24 62K
281.5
19 57K
254
200
17 51K
FY18 FY19 FY20 FY18 FY19 FY20 FY18 FY19 FY20 FY18 FY19 FY20
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3 Years Balance Sheet, Cash Flow incl. FY20

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OPERATING CASH FLOW ($ M) GROSS CASH. ($ M) FCF/EBITDA %
107.4%
103.6
87.9
69.0
60.4
31.9
42.1%
22.3
21.6%
FY18 FY19 FY20
FY18 FY19 FY20 FY18 FY19 FY20
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ROCE %
DSO
102 26.2% 25.4%
100 87
20%
FY18 FY19 FY20
FY18 FY19 FY20
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Q4 FY20 : Key Financials

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QoQ 20.0%
GROSS MARGIN (%)(%)
29.4% 29.1%
28.9%
28.9%
23.6%
Q4 FY19 Q1 FY20 Q2 FY20 Q3 FY20 Q4 FY20
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QoQ 20.0%
REVENUE ($ MN) QoQ -1.9% GROSS MARGIN (%)(%)
29.4% 29.1%
153.3
152.3 28.9% 28.9%
148.7 143.3 140.6
23.6%
Q4 FY19 Q1 FY20 Q2 FY20 Q3 FY20 Q4 FY20 Q4 FY19 Q1 FY20 Q2 FY20 Q3 FY20 Q4 FY20
PAT (%) QoQ 72.9%
EBITDA (%) QoQ 100.2%
14.2%
14.0% 13.9%
13.2%
8.3%
7.4% 7.4%
6.8%
6.8%
3.9%
Q4 FY19 Q1 FY20 Q2 FY20 Q3 FY20 Q4 FY20
Q4 FY19 Q1 FY20 Q2 FY20 Q3 FY20 Q4 FY20
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Q4 FY20 : Revenue Walk

Revenue Walk

(In $ USD Mn terms)

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143.3 -2.0%
4.6% -4.5% 140.6
-4.5
COVID19 Implications
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Q3 FY 20 Revenue
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Recovery - $6.6 M Deal Delays – (mostly from Q3 one ($6.5 M) timers)

Revenue Mix – Q4 FY20 Revenue – ($2.8 M) (1.9%) QoQ

Q4 FY20 : EBIDTA Walk

EBIDTA Walk

(In % of Revenue terms)

6.8% 0.2%

0.8%

4.1%

2.0%

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13.9%
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Q3 FY 20 EBIDTA - Forex – $0.3 M Impact from Recovery of Operating Q4 FY20 EBIDTA $9.8 M (6.8% of change in one timers Efficiency $19.6 M (13.9% of Revenue) service Mix - from Q3FY20 - (SG&A) – Revenue) $1.1M $5.6M $2.8M

➢ Q4 FY20 Core Business EBIDTA : 14.6% of Core Business Revenue ➢ FY20 Core Business EBIDTA : 12.5% of Core Business Revenue

Q4 FY20 : Vertical Split

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Percentage of
100.0%
Revenue In USD
Revenue
14.5% 54.0%
29.0% 2.6%
Retail & Consumer Hi-Tech &
Fin. Services Emerging
Services Manufacturing
41.8% 12.2% 19.7% 9.3%
Hi-Tech Manufacturing Insurance Banking
The US Region forms The Europe Region forms The Africa Region forms
74.3% of Zensar’s 14.9% of Zensar’s 10.8% of Zensar’s
Business Business Business
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Q4 FY20 : Overall Digital Growth, 15.4% YoY

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Line of Services
Digital Services 57.2%
(USD M) of Total Q4FY20
$ 140.6 M
Cloud &
Application and
$ 117.8M $ 22.8 M Infrastructure
Digital Services
Services (CIS)
$ 70.6 M $ 47.2 M $ 9.8 M $ 7.3 M $ 5.7 M
Core / Legacy Cloud, Digital Core / Legacy Third Party
Digital App
App Services Foundation CIS Infra Services Maintenance
Services
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Overall Digital is now 57.2% of the Revenue with 87.8% from App. & Digital services and 12.2% from the Cloud & Infra Services

Digital increased by 15.4% YoY led by 22.5% YoY Digital services increased by growth in Cloud, Digital led next gen CIS and 3.7% QoQ basis while the legacy 14.4% YoY growth in Application Digital Services business witnessed a decline

FY20 : Top Clients Revenue

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Million+ Dollar Clients, per annum
FY 19 FY20
20 Mn Dollar+ 2 2
10 Mn Dollar+ 9 10
5 Mn Dollar+ 19 24
1 Mn Dollar+ 90 87
Revenue Mix
FY 19 FY20
Top 5 Clients 36.5% 37.2%
Top 10 Clients 45.6% 47.7%
Top 20 Clients 56.3% 61.3%
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Community Service

➢ As a part of Zensar and RPG foundation’s CSR initiative, food distribution camps were organized in Pune for migrant laborers and daily wage earners in partnership with the Wagholi Gram Panchayat
➢ Zensar distributed 32000+ meals to such targeted communities
➢ Launched a voluntary initiative for associates to contribute one day salary for COVID-19 relief work in country . Zensar contributes an equal amount for the cause.

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Analyst Presentation for the quarter ending March 31, 2020 RPG Group Overview

RPG Grou : Ke Financials p y

Gross Total Income (Rs Cr.)

FY15-19 CAGR: 5.6%

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23,833
21,766
20,052
19,183 19,271
FY15 FY16 FY17 FY18 FY19
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Net Worth ROE ROCE
7,723
6,925
6,066
5,260
4,611
16.7% 16.2% 14.9% 14.2%
16.0%
11.6% 12.3% 12.0% 11.0%
10.6%
FY15 FY16 FY17 FY18 FY19
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Note:

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FY15-19 CAGR: EBITDA PAT EBITDA 9.8% PAT 10.4%

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2,423
2,218
2,014 2,045
1,668
1,099
980 1,031
879
739
FY15 FY16 FY17 FY18 FY19
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Market Cap
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11,105
5,016
3,258
1,910
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May-19 Jun-19 Jul-19 Aug-19 Sep-19 Oct-19 Nov-19 Dec-19 Jan-20 Feb-20 Mar-20 Apr-20
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1) ROCE is calculated by taking EBIT*(1-ETR) divided by Capital Employed 2) ROE is calculated by taking PAT divided by Net-worth 3) Market Cap updated till 30[th] April 2020

Group CEAT KEC ZENSAR

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AI assistant

Zensar Technologies Ltd. — Audit Report / Information 2020

61559_rns_2020-05-14_5ef95ffe-e0fb-4bd3-a332-96dbe8113162.pdf

BSE Limited

The National Stock Exchange of India Ltd.

Financial Results:

Date of the 5 ~~7~~ [th] Annual General Meeting (AGM) of the Company as Thursday, August 6, 2020 and notice thereof containing inter-alia the following:

For Zensar Technologies Limited

Encl. As above

ADDITIONAL INFORMATION ON DIRECTORS GETTING APPOINTED/ REAPPOINTED

BRIEF PROFILE(S)

S REPORT ON AUDIT OF ANNUAL STANDALONE FINANCIAL RESULTS AND REVIEW OF QUARTERLY FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

Opinion and Conclusion

(a) Opinion on Annual Financial Results

(b) Conclusion on Unaudited Standalone Financial Results for the quarter ended March 31, 2020

Basis for Opinion on the Audited Standalone Financial Results for the year ended March 31, 2020

Statement

(a) Audit of the Standalone Financial Results for the year ended March 31, 2020

(b) Review of the Standalone Financial Results for the quarter ended March 31, 2020

Other Matters

Statement of Assets & Liabilities

S REPORT ON AUDIT OF ANNUAL CONSOLIDATED FINANCIAL RESULTS AND REVIEW OF QUARTERLY FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

Opinion and Conclusion

(a) Opinion on Annual Consolidated Financial Results

(b) Conclusion on Unaudited Consolidated Financial Results for the quarter ended March 31, 2020

Basis for Opinion on the Audited Consolidated Financial Results for the year ended March 31, 2020

Statement

(a) Audit of the Consolidated Financial Results for the year ended March 31, 2020

(b) Review of the Consolidated Financial Results for the quarter ended March 31, 2020

Other Matters

Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India Statement of Consolidated Results for the Quarter and Year ended March 31, 2020

Statement of Assets & Liabilities

Consolidated Segment wise Revenue & Results for the Year ended March 31, 2020

Zensar Technologies Limited Consolidated Statement of Cash Flows

Zensar reports 5.8% YoY growth in revenue for FY20 Digital Business growth at 21.9% YoY

Financial Highlights:

Significant Wins in FY20:

Corporate Excellence Q4FY20:

Awards and Recognitions Snapshot-FY20:

Follow Zensar via:

About RPG Enterprises

For any queries please feel to reach out:

Safe Harbor

Zensar reports 5.8% YoY growth in revenue for FY20 Digital Business growth at 21.9% YoY

Financial Highlights:

Significant Wins in FY20:

Corporate Excellence Q4FY20:

Awards and Recognitions Snapshot-FY20:

Q4 FY20 Revenue Growth in Constant Currency

Performance Highlights

Income Statement (USD Mn)

Income Statement (INR Mn)

About Zensar (www.zensar.com)

Follow Zensar via:

About RPG Enterprises

Safe Harbor

Safe Harbor

Company Overview

FY20 Snapshot

Work from Home

Key Business Highlights

Core Business

Wins, Pipeline Quality, and Large Deals

Other Key Highlights

FY20: Analyst Coverage & Recognition

Zensar’s COVID-19 Response – Nerve Center

Zensar’s Strong Bets in the post COVID world

3 Years Key Financials incl. FY20

3 Years Balance Sheet, Cash Flow incl. FY20

Q4 FY20 : Key Financials

Q4 FY20 : Revenue Walk

Revenue Walk

Q4 FY20 : EBIDTA Walk

EBIDTA Walk

Q4 FY20 : Vertical Split

Q4 FY20 : Overall Digital Growth, 15.4% YoY

FY20 : Top Clients Revenue

Community Service

Zensar Technologies Ltd. Audit Report / Information 2020

Date of the 5 7 [th] Annual General Meeting (AGM) of the Company as Thursday, August 6, 2020 and notice thereof containing inter-alia the following: