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

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Date: January 21, 2021

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 Scrip Code: 504067

Symbol: ZENSARTECH Series: EQ

Dear Sir/Madam,

Subject: Outcome of the Board Meeting held on January 21, 2021

This is to inform you that the Board of Directors of the Company at its meeting held today, which commenced at 4:30 PM IST and concluded at 7:40 PM IST, inter-alia, unanimously approved/took on record the following:

1. Financial Results

Unaudited Standalone and Consolidated Financial Results of the Company for the quarter and

nine months ended December 31, 2020, and Limited Review Report thereon. Copy of the same is enclosed herewith.

2. Interim Dividend

Declaration of interim dividend of INR 1.20 per equity share of INR 2 each (i.e. 60%);
Record date for the aforesaid interim dividend and related matters, fixed as February 1, 2021.

The interim dividend shall be paid on or after February 15, 2021.

Shareholders who have not yet submitted the requisite tax documents, as applicable, should submit the same by January 29, 2021 on https://ris.kfintech.com/form15 and also email the same to [email protected]. Applicable tax rate would be accordingly applied subject to successful scrutiny of the documents. For further details, please refer shareholders communication available on the website of the Company:

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- - https://www.zensar.com/sites/default/files/investor/stock exchange filings/Email communication-sent-to-shareholders-regarding-amendment-in-taxation-provisions.pdf

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

3. Press Release & Analyst Presentation

Press Release and Analyst Presentation on Financial Results of the Company, for the quarter and

nine months ended December 31, 2020, are enclosed herewith.

4. Code of Fair Disclosure, Internal Procedures and Conduct for Regulating, Monitoring and Reporting of Trading by Designated Persons and Legitimate Purpose Policy

(‘Code’)

Adoption of Revised Code of Fair Disclosure, Internal Procedures and Conduct for Regulating,

Monitoring and Reporting of Trading by Designated Persons and Legitimate Purpose Policy (‘Code’).

Copy of the same will accordingly be available under Investor Section on website of the Company

viz. https://www.zensar.com/investor/corporate-governance?

type=2&field_annual_year_target_id=All&field_annual_quarter_target_id=All

5. Postal Ballot

Notice of Postal Ballot for seeking Shareholders’ approval for the following items:

Appointment of Mr. Ajay Singh Bhutoria as the Chief Executive Officer and Managing Director of the Company, effective January 12, 2021 and underlying remuneration; and
Payment of remuneration to Mr. Sandeep Kishore, former Managing Director and Chief Executive Officer

The said notice along with explanatory statement(s) annexed thereto and other relevant details, shall be circulated separately.

This is for your information and dissemination purpose.

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----- Start of picture text -----

For Zensar Technologies Ltd.
Gaurav Tongia
Company Secretary and Compliance Officer
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Encl. As above

www.zensar.com

Chartered Accountants 706, 'B' Wing, 7th Floor ICC Trade Tower Senapati Bapat Road Pune-411 016 Maharashtra, India

Deloitte Haskins & Sells LLP

·re 1: +91 20 6624 4600 Fax: +91 20 6624 4605

INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF INTERIM STANDALONE FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

We have reviewed the accompanying Statement of Standalone Unaudited Financial Results of ZENSAR TECHNOLOGIES LIMITED ("the Company"), for the quarter and nine months ended December 31, 2020 ("the Statement"), being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.
This Statement, which is the responsibility of the Company's Management and approved by the Company's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement based on our review.
We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity', issued by the Institute of Chartered Accountants of India (ICAI). A review of interim financial information consists of making inquiries, primarily of the Company's personnel responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing specified under section 143(10) of the Companies Act, 2013 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.
Based on our review conducted as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard 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,

Regd. Office: One International Center, Tower 3, 27th-32nd Floor, Senapati Bapat Marg, Elphinstone Road (West), Mumbai-400 013, Maharashtra, India. (LLP Identification No. MB-8737)

Deloitte Haskins & Sells LLP

including the manner in which it is to be disclosed, or that it contains any material misstatement.

For Deloitte Haskins & Sells LLP

Chartered Accountants (Firm's Registration No. 117366W/W-100018)

SAIRABEE[Digitally signed by] SAIRABEE NAINAR Date: 2021.01.21 16:35:19+05•30• RAWTHER NAINAR RAWTHER

Saira Nainar

Partner (Membership No. 040081) UDIN: 21040081AAAAAC3018

Place: Mumbai Date: January 21, 2021

Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Standalone Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Standalone Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Standalone Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Standalone Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Standalone Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Standalone Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Standalone Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Standalone Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)
		Quarter Ended			Nine Months Ended		Year Ended
Particulars		31-Dec-2020	30-Sep-2020	31-Dec-2019	31-Dec-2020	31-Dec-2019	31-Mar-2020
		Unaudited	Unaudited	Unaudited	Unaudited	Unaudited	Audited
1 2 3 4 5 6 7 8 9 10 11 12	Revenue from operations Other income (net) a. Current tax b. Deferred tax Total Income e. Depreciation, amortisation and impairment expense f. Other expenses Total expenses Expenses Tax expense a. Purchase of traded goods b. Employee benefits expense c. Subcontracting costs a) Basic b) Diluted Net Profit for the period (5-6) Total other comprehensive income/(loss), net of income tax Total comprehensive income for the period (7+8) Other comprehensive income/(loss), net of income tax A. Items that will not be reclassified to profit or loss B. Items that will be reclassified to profit or loss Profit before tax (3-4) d. Finance costs Paid-up equity share capital (Face value INR. 2 each) Other equity excluding Revaluation Reserves as per balance sheet Earnings Per Share (Face value INR. 2 each) (not annualised):	34,873 1,305	33,676 554	32,914 1,631	101,389 3,854	101,731 6,240	137,030 9,093
		36,178 596 19,502 349 533 2,146 2,789 25,915 10,263 2,014 274 7,974 (8) (389) (397) 7,577 4,509 3.54 3.49	34,230 50 19,086 431 523 2,179 3,610 25,879 8,351 2,374 (377) 6,354 354 174 528 6,882 4,509 2.82 2.78	34,545 267 19,895 1,048 661 2,155 3,932 27,957 6,588 1,626 100 4,861 90 (255) (165) 4,696 4,507 2.16 2.12	105,243 700 57,585 1,873 1,667 6,633 9,246 77,704 27,539 6,697 (22) 20,864 630 (21) 609 21,473 4,509 9.25 9.13	107,971 721 60,988 3,116 1,532 5,958 14,736 87,051 20,920 4,538 333 16,049 (323) (694) (1,017) 15,032 4,507 7.13 7.01	146,123 877 80,913 4,361 2,330 8,138 19,094 115,713 30,410 6,262 1,044 23,104 (894) (693) (1,587) 21,517 4,508 152,859 10.26 10.12

Notes :

1 These unaudited results have been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 “Interim Financial Reporting” (“Ind AS 34”), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder as amended from time to time. 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 January 21, 2021.
2 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.
3 The term of the erstwhile Managing Director and the CEO of the Company ended on January 11, 2021. Accordingly, he no longer functions as the Managing Director and the CEO of the Company effective January 12, 2021, however his employment at Zensar Technologies Inc. US has been extended by a period of one month, viz. February 12, 2021 to facilitate a smooth transition. The amount payable to the erstwhile Managing Director and the CEO which is subject to the shareholders’ approval has been adequately recorded in the books of account. The Company will account for adjustments thereto, if any subsequent to the closure of all events as applicable in the quarter ending March 31, 2021.
4 The Company continues to actively manage its business during COVID-19 pandemic and has not yet experienced significant changes on the business impact than estimated earlier. In assessing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, nothing has come to the attention of the Company through internal and external sources, which warrants a reassessment of carrying amounts of financial and non-financial assets on the expected future performance of the Company.
5 The Company, on 19 October 2020, signed an agreement (subject to certain closing conditions which included approval of shareholders) for sale of Third Party Maintenance (‘TPM’) business housed in its subsidiaries, PSI Holding Group Inc, Zensar Technologies IM Inc and Zensar Technologies IM B.V. (collectively referred to as "PSI Group” or “disposal group”) for a consideration of USD 10 million receivable upfront (subject to working capital adjustment) and USD 5 million performance based deferred earnouts. Closing conditions were completed during the quarter and as PSI Group are step down subsidiaries of the company, the necessary accounting treatment is reflected in the Consolidated results of the Zensar Group. Refer Note 6 of the Consolidated results of the Zensar Group.
6 The Board of Directors in its meeting on January 21, 2021 declared an interim dividend of INR 1.20 per equity share.
7 The Board of Directors of Zensar Technologies Limited at its meeting held on October 29, 2020 approved the scheme of amalgamation (the “Scheme”) which provides for the amalgamation of Cynosure Interface Services Private Limited (Cynosure) (a wholly owned subsidiary of the Company) with the Company under sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Appointed date of the Scheme is April 1, 2021. All the equity shares held by the company in Cynosure shall stand cancelled and extinguished as on the Appointed Date. Accordingly, there will be no issue and allotment of equity shares to the shareholders of the Cynosure upon the Scheme being effective.

Upon the Scheme becoming effective, with effect from the Appointed Date, Company shall account for the amalgamation of Cynosure in its books of account in accordance with the ‘Pooling of Interest Method’ laid down by Appendix C of Indian Accounting Standard 103 'Business Combinations' ('Ind AS 103’) specified under Section 133 of the Companies Act, 2013 read with the Companies (Indian Accounting Standards) Rules, 2015, and any amendments issued thereunder and in accordance with generally accepted accounting principles. Further, on the Scheme becoming effective, the financial statements of the Company (including comparative period presented in the financial results/statements of the Company) shall be restated for the accounting impact of amalgamation as if the amalgamation had occurred from the beginning of the said comparative period.

As the amalgamation has not consummated yet, the scheme has not been given effect to in these financial results.

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For and on behalf of the Board

==> picture [66 x 23] intentionally omitted <==

Ajay Singh Bhutoria CEO and Managing Director DIN:09013862

Mumbai Date: January 21, 2021

Deloitte Haskins & Sells LLP

Chartered Accountants 706, 'B' Wing, 7th Floor ICC Trade Tower Senapati Bapat Road Pune-411 016 Maharashtra, India

Tel: +91 20 6624 4600 Fax: +91 20 6624 4605

INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF INTERIM CONSOLIDATED FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

We have reviewed the accompanying Statement of Consolidated Unaudited Financial Results of ZENSAR TECHNOLOGIES LIMITED ("the Parent") and its subsidiaries (the Parent and its subsidiaries together referred to as "the Group"), for the quarter and nine months ended December 31, 2020 ("the Statement") being submitted by the Parent pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.
This Statement, which is the responsibility of the Parent's Management and approved by the Parent's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement based on our review.
We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity", issued by the Institute of Chartered Accountants of India (ICAI). A review of interim financial information consists of making inquiries, primarily of Parent's personnel responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing specified under Section 143(10) of the Companies Act, 2013 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 listed in the Annexure to this report.
Based on our review conducted and procedures performed as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard 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)

Regd. Office: One International Center, Tower 3, 27th-32nd Floor, Senapati Bapat Marg, Elphinstone Road (West), Mumbai-400 013, Maharashtra, India. (LLP Identification No. AAB-8737)

Deloitte Haskins & Sells LLP

Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

For Deloitte Haskins & Sells LLP Chartered Accountants (Firm's Registration No. 117366W/W-100018) SAIRABEE[Digitally signed by] SAIRABEE NAINAR Saira Nainar Partner (Membership No. 040081) UDIN: 21040081AAAAAD2341 Date: 2021.01.21 16:36:05+05•30• RAWTHER NAINAR RAWTHER

Place: Mumbai Date: January 21, 2021

Deloitte Haskins & Sells LLP

Annexure to Auditor's Review Report

List of Entities:

Zensar Technologies Inc.
Zensar Technologies (UK) Limited
PSI Holding Group Inc. (Ceased to be subsidiary w.e.f. December 2, 2020)
Zensar Technologies IM Inc. (Ceased to be subsidiary w.e.f. December 2, 2020)
Zensar Technologies IM B.V. (Ceased to be subsidiary w.e.f. December 2, 2020)
Zensar (Africa) Holdings Pty Limited
Zensar (South Africa) Pty Limited
Professional Access Limited
Zensar Technologies (Singapore) Pte. Limited
Foolproof Limited
Knit Limited (Liquidated w.e.f. September 22, 2020)
Foolproof (SG) Pte Limited
Zensar Technologies (Shanghai) Company Limited (Liquidated w.e.f. December 23, 2020)
Keystone Logic Inc.
Zensar Info Technologies (Singapore) Pte Limited (Liquidated w.e.f. May 04, 2020)
Zensar IT Services Limited (Liquidated w.e.f. June 22, 2020)
Cynosure Inc.
Cynosure Interface Services Private Limited
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
Zensar Technologies (Canada) Inc.
Zensar Information Technologies B.V. (Incorporated w.e.f. May 06, 2020)

Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Nine months ended December 31, 2020

(INR Lakhs)

Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)	Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India CIN: L72200PN1963PLC012621 Statement of Unaudited Consolidated Results for the Quarter and Nine months ended December 31, 2020 (INR Lakhs)
Particulars		Quarter Ended			Nine Months Ended		Year Ended
		31-Dec-2020	30-Sep-2020	31-Dec-2019	31-Dec-2020	31-Dec-2019	31-Mar-2020
		Unaudited	Unaudited	Unaudited	Unaudited	Unaudited	Audited
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16	Revenue from operations Other income (net) a. Current tax b. Deferred tax b) Diluted A. Items that will not be reclassified to profit or loss Total Income Other comprehensive income/(loss), net of income tax Expenses a. Purchase of traded goods e. Finance costs b. Consumption and changes in inventories Net Profit/(Loss) attributable to: c. Employee benefits expense d. Subcontracting costs f. Depreciation, amortisation and impairment expense Profit before tax (5-6) Profit before exceptional item and tax Exceptional Item (refer note 6) Total expenses g. Other expenses Tax expense Net Profit/(Loss) for the period (7-8) Paid-up equity share capital (Face value INR 2 each) - Non-controlling interests Total other comprehensive income/(loss), net of income tax - Owners B. Items that will be reclassified to profit or loss Total comprehensive income for the period (9+11) Total comprehensive income attributable to: - Owners - Non-controlling interests Other equity excluding Revaluation Reserves as per balance sheet Earnings Per Share (Face value INR. 2 each) (not annualised): a) Basic b) Diluted Before exceptional item After exceptional item a) Basic	93,441 480	97,945 (392)	102,059 3,959	290,510 1,884	316,389 7,230	418,168 8,842
		93,921 3,626 628 52,894 11,575 1,301 4,261 6,177 80,462 13,459 4,023 17,482 3,951 (386) 13,917 13,789 128 (8) (2,518) (2,526) 11,391 11,038 353 4,509 4.33 4.27 6.12 6.03	97,553 2,187 962 56,027 13,874 1,317 4,321 6,478 85,166 12,387 (8,873) 3,514 3,934 (649) 229 50 180 354 136 490 719 542 177 4,509 3.96 3.90 0.02 0.02	106,018 5,576 686 59,635 16,644 1,274 4,119 12,557 100,491 5,527 - 5,527 1,665 (256) 4,118 3,953 165 90 1,977 2,067 6,185 5,905 280 4,507 1.75 1.73 1.75 1.73	292,394 9,305 2,696 166,182 40,943 4,135 13,020 20,123 256,404 35,990 (4,850) 31,140 11,148 (1,643) 21,635 21,169 466 630 (2,431) (1,801) 19,834 19,104 730 4,509 11.54 11.39 9.39 9.27	323,619 12,803 1,572 178,220 50,380 4,333 11,764 36,870 295,942 27,677 - 27,677 8,150 (432) 19,959 19,390 569 (326) 750 424 20,383 19,724 659 4,507 8.61 8.47 8.61 8.47	427,010 15,250 3,089 234,743 65,881 6,051 15,918 48,499 389,431 37,579 - 37,579 10,131 288 27,160 26,342 818 (2,206) 2,382 176 27,336 26,668 668 4,508 204,491 11.69 11.53 11.69 11.53

Consolidated Segment wise Revenue & Results for the Quarter and Nine months ended December 31, 2020

	Particulars	Quarter Ended	Quarter Ended	Quarter Ended	Nine Months Ended	Nine Months Ended	Year Ended
		31-Dec-2020	30-Sep-2020	31-Dec-2019	31-Dec-2020	31-Dec-2019	31-Mar-2020
		Unaudited	Unaudited	Unaudited	Unaudited	Unaudited	Audited
1 2	Digital and Application Services# Digital Foundation Services# Segment Revenue	76,981 16,460	79,711 18,234	85,740 16,319	237,218 53,292	266,287 50,102	351,518 66,650
	Revenue From Operations	93,441	97,945	102,059	290,510	316,389	418,168
	Digital and Application Services Digital Foundation Services Segment Results	17,102 2,321	15,480 2,904	6,201 2,820	44,459 7,750	34,294 5,957	46,983 8,036
	Segment Results	19,423	18,384	9,021	52,210	40,251	55,019
	Less: Finance costs Less: Unallocable expenditure net of unallocable income	1,301 4,663	1,317 4,680	1,274 2,220	4,135 12,084	4,333 8,241	6,051 11,389
	Profit before exceptional item and tax	13,459	12,387	5,527	35,990	27,677	37,579

==> picture [63 x 67] intentionally omitted <==

	Statement of Segment Assets & Liabilities	31-Dec-2020	30-Sep-2020	31-Dec-2019	31-Mar-2020
		Unaudited	Unaudited	Unaudited	Audited
1 2	Digital and Application Services Digital Foundation Services Inventories Digital and Application Services Digital Foundation Services Unbilled Revenue Digital and Application Services Digital Foundation Services Goodwill Digital and Application Services Digital Foundation Services Unallocable Assets Trade Receivables Total Trade Receivables Total Inventories Total Goodwill Segment Assets Total Unbilled Revenue	47,767 9,969 57,736 - - - 21,028 2,434 23,462 43,859 13,747 57,606 208,789	48,000 11,039 59,039 - - - 21,559 3,389 24,948 43,722 13,879 57,601 202,187	65,935 14,061 79,996 - 9,524 9,524 34,723 5,401 40,124 42,818 19,182 62,000 166,594	55,212 11,352 66,564 - 9,412 9,412 34,325 4,578 38,903 44,326 20,332 64,658 180,018
	TOTAL ASSETS	347,593	343,775	358,238	359,555
	Digital and Application Services Digital Foundation Services Unallocable Liabilities Total Unearned Revenue Segment Liabilities Unearned Revenue	2,662 859 3,521 111,838	1,897 589 2,486 121,031	9,182 2,047 11,229 134,517	2,041 2,440 4,481 143,705
	Total Liabilities	115,359	123,517	145,746	148,186

During the quarter ended June 30, 2020, nomenclatures of segments have been aligned to reflect their offerings. Consequently, we have renamed "Application Management Services" and "Infrastructure Management Services" to "Digital and Application Services" and "Digital Foundation Services" respectively. There are no other changes which impacts the segment reporting.

Notes :

1 These unaudited results have been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 “Interim Financial Reporting” (“Ind AS 34”), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder as amended from time to time. 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 January 21, 2021.
2 Results of Zensar Technologies Limited on a stand alone basis are hosted on the Company's website www.zensar.com.

Stan	d-Alone Financial Information	d-Alone Financial Information	d-Alone Financial Information	d-Alone Financial Information	d-Alone Financial Information	d-Alone Financial Information
	(INR Lakhs)
Particulars	Quarter Ended			Nine Months Ended		Year Ended
	31-Dec-2020	30-Sep-2020	31-Dec-2019	31-Dec-2020	31-Dec-2019	31-Mar-2020
	Unaudited	Unaudited	Unaudited	Unaudited	Unaudited	Audited
Profit before tax Revenue from operations Net profit for the period	34,873 10,263 7,974	33,676 8,351 6,354	32,914 6,588 4,861	101,389 27,539 20,864	101,731 20,920 16,049	137,030 30,410 23,104

3 During the year ended March 31, 2020, Company reversed contingent consideration payable on business combinations consummated in previous year amounting to INR 2,568 lakhs [USD 3.6 million] based on company’s assessment, being no longer payable. This reversal is accounted under other income.
4 The term of the erstwhile Managing Director and the CEO of the Company ended on January 11, 2021. Accordingly, he no longer functions as the Managing Director and the CEO of the Company effective January 12, 2021, however his employment at Zensar Technologies Inc. US has been extended by a period of one month, viz. February 12, 2021 to facilitate a smooth transition. The amount payable to the erstwhile Managing Director and the CEO which is subject to the shareholders’ approval has been adequately recorded in the books of account. The Company will account for adjustments thereto, if any subsequent to the closure of all events as applicable in the quarter ending March 31, 2021.
5 The Company continues to actively manage its business during COVID-19 pandemic and has not yet experienced significant changes on the business impact than estimated earlier. In assessing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, nothing has come to the attention of the Company through internal and external sources, which warrants a reassessment of carrying amounts of financial and non-financial assets on the expected future performance of the Company.
6 During the previous quarter ended 30th September 2020, Zensar Group classified its Third Party Maintenance (‘TPM’) business housed in its subsidiaries, PSI Holding Group Inc, Zensar Technologies IM Inc and Zensar Technologies IM B.V. (collectively referred to as "PSI Group” or “disposal group”) as “Held for Sale” and impact pertaining to adjustment to the carrying amount and fair value less transaction cost associated to sell was disclosed as exceptional item.

On 19th October 2020, the Company signed an agreement (subject to certain closing conditions which included approval of shareholders) for sale of PSI Group for a consideration of USD 10 million receivable upfront (subject to working capital adjustment) and USD 5 million performance based deferred earnouts. On completion of the closing conditions on 2nd December 2020, the differential impact has been disclosed as exceptional item, including the reclassification of balance in Foreign currency translation reserve to the Consolidated Statement of Profit and Loss amounting to gain of Rs. 3744 lakhs. Further, adjustment to consideration is due to be finalized 75 days after the closing date and adjustment if any would be accounted then.

The disposal group does not constitute a separate major component of the Zensar Group and therefore has not been classified as discontinued operations in the Consolidated Statement of Profit and Loss.

7 The Board of Directors in its meeting on January 21, 2021 declared an interim dividend of INR 1.20 per equity share. 8 Zensar Technologies Inc. invested in Aquila Technology Corp (Aquila) as part of the group acquisition of PSI Holding Group Inc (PSI) in 2010. A service agreement between Aquila and a customer of Aquila required independence, separation of its operations and lack of interdependence of Aquila on its related affiliates/parent. Accordingly, this led to loss of control over Aquila for the Zensar Group, consequently Aquila is not considered as a subsidiary of the Zensar group within the definition prescribed under Ind AS 110 and hence not consolidated by the Zensar Group. For its equity investments in Aquila, Zensar Group accounts the changes in fair value through other comprehensive income. During the quarter ended 31 December 2020, Company had advanced its process of divesting its investment in Aquila Technology Corp (Aquila) and accordingly, this investment is reclassified as “Held for Sale”. Management believes on eventual disposal, company would be able to realize the full carrying value as accounted in the books of account.

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For and on behalf of the Board Ajay Singh Bhutoria CEO and Managing Director DIN:09013862

Mumbai Date: January 21, 2021

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Zensar reports PAT at 10.9% in Q3FY21 An increase of 13.3% QoQ in USD terms

Pune, India, January 21, 2021: Zensar Technologies, a leading 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 its third Quarter ending December 31, 2020 of the fiscal year 2020-2021.

Financial Highlights:

The company reported revenue at $122.8 Mn, a decline of 2.4% QoQ in USD terms
In Q3FY21, the PAT was at 10.9% of the revenue, an increase of 13.3% QoQ and 148.8% growth YoY in USD terms
EBITDA increased from 19.4% in Q2 FY21 to 20.6% in Q3 FY21. In absolute USD terms, EBIDTA reported a growth of 3.3% QoQ and 167.3% YoY
Digital accounted for 65% of the total revenues in Q3 FY21
Zensar is now a zero-debt company with highest ever net cash position of $160.2 M as a result of exceptional cash management
Africa and Europe regions reported a growth of 11.6% QoQ and 6.3% QoQ respectively
Global Consumer Services is back on recovery path with QoQ growth of 7.7%
The Digital Foundation Services business grew by 6.0% YoY with new logos added to overall portfolio

*The reported numbers are for core business (excluding TPM business divested in Q2FY21)

Ajay S. Bhutoria, Chief Executive Officer and Managing Director, Zensar Technologies said , “Our PAT has increased by 13.3% QoQ in USD terms underscoring our focus on world-class execution and operational excellence. Some of the softness in our US Hi-tech and Insurance business has been offset by healthy growth in EU and South Africa as well as our Consumer Services business. While we remain alert of current and future headwinds, we are excited with performance of our Digital business. Adding further he stated , Digital Foundation Services, our visionary service line helping customers build robust and secure cloud-first infrastructure to power their digital transformation initiatives, has benefited from our consistent investment and has grown by 6.0% on YoY basis. At Zensar, we have always treasured our long-standing customer relationships, and are very encouraged by our mutual commitment to work together during times of uncertainty bolstered by our ability to deliver exceptional customer value.”

Navneet Khandelwal, Chief Financial Officer, Zensar Technologies said , “Our strategic focus on improving our cash management position has shown significant results in this quarter as we are now in a strong cash position, our highest ever. Additionally, we have become a zero-debt company, which enables us to pivot our initiatives on sustainable business growth. Our PAT has increased, both on QoQ and YoY basis and our DSO for Q3 is 73 days which is an improvement of 20 days on a YoY basis.”

Significant Wins Q3FY21:

Application and Development mandate for a leading American hi-tech company
Digital Experience services for a large US based hi-tech company
Strategic tech and digital services partner for UK based mutual insurance composite
Guidewire implementation mandate for a US based insurance company
Application and development work for a leading US based risk management products company

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Oracle implementation for a US based manufacturer of lighting products
Digital experience solutions and services for a leading retailer based in South Africa

Corporate Excellence Snapshot in Q3FY21:

Everest Group Aware (Intelligent) IT Infrastructure Services Automation PEAK Matrix® Assessment 2021
Zensar has been mentioned in Everest Group BFS IT Services – Application and Digital Services in Capital Markets PEAK Matrix® Assessment 2021
Zensar has been mentioned as an aspirant in Artificial Intelligence (AI) Services PEAK Matrix® Assessment 2021
Zensar has been mentioned as major contender in Insurance Business Model Innovation Enablement Services PEAK Matrix® Assessment 2021
Zensar has been mentioned as a challenger in Avasant Manufacturing Digital Services 2020 2021 RadarView TM
Zensar has been mentioned as an aspirant in Pega Services PEAK Matrix® Assessment 2021
Zensar positioned as a Star Performer and Major Contender in Everest Group’s Application and Digital Services (ADS) in Life and Annuities (L&A) PEAK Matrix® Assessment 2021

Awards and Recognitions in Q3FY21:

Zensar is a winner at the 2021 Big Innovation Awards for work done by Zenlabs, its innovation hub
Zensar recognized as an innovative company at the CII Centre for Digital Transformation DX Awards 2020 (for its employee engagement initiative)
Zensar featured in the 100 Best Company for Women in 2020 Working Mother & Avtar Best Companies for Women in India
Zensar’s work for a customer wins the, ‘Digital Transformation Project of the Year’ at the global SDC Awards 2020
Zensar wins the ‘Augmented/Virtual Reality Innovation of the Year,’ at the global SDC Awards 2020 for a client project
Zensar is awarded for its work in the, ‘Open Source/DevOps Innovation of the Year,’ at the global SDC awards 2020
Zensar is recognised by Idea (India Digital Enabler Awards 2020) as the ‘Business App’ of the year
Zensar’s Covid-19 response outreach campaigns is awarded the, ‘Global Marketing Excellence award’

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Q3 FY 21 Revenue and Profitability snapshot:

Particulars	Q3 FY21	Q3 FY21	Growth	Growth	Growth	Growth	Growth	Growth
	USD Mn	INR Mn	Q-o-Q			Y-o-Y
			USD	INR	CC	USD	INR	CC
Revenue	$ 122.8	₹ 9065	(2.4%)	(3.2%)	(3.7%)	(10.9%)	(7.7%)	(10.6%)
EBITDA	$ 25.2	₹ 1863	3.3%	2.5%		167.3%	177.1%
EBIT	$ 19.5	₹ 1442	4.5%	3.7%		422.1%	441.1%
PAT	$ 13.4	₹ 987	13.3%	12.3%		148.8%	157.9%

* Numbers presented above are adjusted to exclude TPM business performance and adjusted for exceptional items unless otherwise mentioned

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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; assertion of commitment to client’s success, Zensar’s comprehensive range of digital and technology services and solutions enable 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 them surpass challenges around running their existing business most efficiently, helping in their legacy transformation, and planning for business expansion and growth through innovative and digital ways.

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 Catch our refreshed new website at: www.zensar.com

About RPG Enterprises (www.rpggroup.com)

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 free to reach out:

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

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 forwardlooking 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; government measures in India and countries where our customer operate, 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 onshore-offshore-nearshore delivery model.

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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.

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Zensar reports PAT at 10.9% in Q3FY21 An increase of 13.3% QoQ in USD terms

Financial Highlights:

The company reported revenue at $122.8 Mn, a decline of 2.4% QoQ in USD terms
In Q3FY21, the PAT was at 10.9% of the revenue, an increase of 13.3% QoQ and 148.8% growth YoY in USD terms
EBITDA increased from 19.4% in Q2 FY21 to 20.6% in Q3 FY21. In absolute USD terms, EBIDTA reported a growth of 3.3% QoQ and 167.3% YoY
Digital accounted for 65% of the total revenues in Q3 FY21
Zensar is now a zero-debt company with highest ever net cash position of $160.2 M as a result of exceptional cash management
Africa and Europe regions reported a growth of 11.6% QoQ and 6.3% QoQ respectively
Global Consumer Services is back on recovery path with QoQ growth of 7.7%
The Digital Foundation Services business grew by 6.0% YoY with new logos added to overall portfolio

*The reported numbers are for core business (excluding TPM business divested in Q2FY21)

Significant Wins Q3FY21:

Application and Development mandate for a leading American hi-tech company
Digital Experience services for a large US based hi-tech company
Strategic tech and digital services partner for UK based mutual insurance composite
Guidewire implementation mandate for a US based insurance company
Application and development work for a leading US based risk management products company

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Oracle implementation for a US based manufacturer of lighting products
Digital experience solutions and services for a leading retailer based in South Africa

Corporate Excellence Snapshot in Q3FY21:

Everest Group Aware (Intelligent) IT Infrastructure Services Automation PEAK Matrix® Assessment 2021
Zensar has been mentioned in Everest Group BFS IT Services – Application and Digital Services in Capital Markets PEAK Matrix® Assessment 2021
Zensar has been mentioned as an aspirant in Artificial Intelligence (AI) Services PEAK Matrix® Assessment 2021
Zensar has been mentioned as major contender in Insurance Business Model Innovation Enablement Services PEAK Matrix® Assessment 2021
Zensar has been mentioned as a challenger in Avasant Manufacturing Digital Services 2020 2021 RadarView TM
Zensar has been mentioned as an aspirant in Pega Services PEAK Matrix® Assessment 2021
Zensar positioned as a Star Performer and Major Contender in Everest Group’s Application and Digital Services (ADS) in Life and Annuities (L&A) PEAK Matrix® Assessment 2021

Awards and Recognitions in Q3FY21:

Zensar is a winner at the 2021 Big Innovation Awards for work done by Zenlabs, its innovation hub
Zensar recognized as an innovative company at the CII Centre for Digital Transformation DX Awards 2020 (for its employee engagement initiative)
Zensar featured in the 100 Best Company for Women in 2020 Working Mother & Avtar Best Companies for Women in India
Zensar’s work for a customer wins the, ‘Digital Transformation Project of the Year’ at the global SDC Awards 2020
Zensar wins the ‘Augmented/Virtual Reality Innovation of the Year,’ at the global SDC Awards 2020 for a client project
Zensar is awarded for its work in the, ‘Open Source/DevOps Innovation of the Year,’ at the global SDC awards 2020
Zensar is recognised by Idea (India Digital Enabler Awards 2020) as the ‘Business App’ of the year
Zensar’s Covid-19 response outreach campaigns is awarded the, ‘Global Marketing Excellence award’

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Q3 FY 21 Revenue and Profitability snapshot:

Particulars	Q3 FY21	Q3 FY21	Growth	Growth	Growth	Growth	Growth	Growth
	USD Mn	INR Mn	Q-o-Q			Y-o-Y
			USD	INR	CC	USD	INR	CC
Revenue	$ 122.8	₹ 9065	(2.4%)	(3.2%)	(3.7%)	(10.9%)	(7.7%)	(10.6%)
EBITDA	$ 25.2	₹ 1863	3.3%	2.5%		167.3%	177.1%
EBIT	$ 19.5	₹ 1442	4.5%	3.7%		422.1%	441.1%
PAT	$ 13.4	₹ 987	13.3%	12.3%		148.8%	157.9%

* Numbers presented above are adjusted to exclude TPM business performance and adjusted for exceptional items unless otherwise mentioned

Performance Highlights:

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REVENUE (USD Mn)
137.9
134.9
125.2 125.8
122.8
Q3 FY 20 Q4 FY 20 Q1 FY 21 Q2 FY 21 Q3 FY 21
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----- Start of picture text -----

EBITDA (%)
20.6%
19.4%
14.6% 14.9%
6.8%
Q3 FY 20 Q4 FY 20 Q1 FY 21 Q2 FY 21 Q3 FY 21
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----- Start of picture text -----

PAT (%) MILLION DOLLAR CLIENTS
10.9%
24 24 24 23 24
9.4%
7.7%
7.3%
10 10 9 8 8
3.9%
2 2 2 2 2
Q3 FY 20 Q4 FY 20 Q1 FY 21 Q2 FY 21 Q3 FY 21
Q3 FY 20 Q4 FY 20 Q1 FY 21 Q2 FY 21 Q3 FY 21 5M+ Clients 10M+ Clients 20M+ Clients
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* Numbers presented above are adjusted to exclude TPM business performance and adjusted for exceptional items unless otherwise mentioned

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Income Statement (USD Mn)

Income Statement(USD Mn)	Q3 FY 20 FY 20 Q2 FY 21 Q3 FY 21

Operating revenue	137.9 566.0 125.8 122.8
Sequential Growth Year-Over-Year Growth Cost of revenue	-5.5% 0.5% -2.4% 1.9% 6.8% -13.8% -10.9% 104.9 405.9 82.1 80.3
Grossprofit	33.0 160.1 43.8 42.5
Gross profit % of revenue Sequential Growth Year-Over-Year Growth Sales and marketing expenses General and administration expenses Operating expenses % of revenue Other operatingincome	23.9% 28.3% 34.8% 34.6% -22.9% 18.2% -2.9% -12.8% 1.0% 2.3% 28.9% 9.1 36.3 8.0 7.7 14.4 52.7 11.4 9.6 23.6 89.1 19.4 17.3 17.1% 15.7% 15.4% 14.1% - 0.0 - -
Earnings before interest, tax, depreciation and amortization(EBITDA)	9.4 71.0 24.4 25.2
EBITDA % of revenue Sequential Growth Year-Over-Year Growth Depreciation and amortisation	6.8% 12.5% 19.4% 20.6% -53.7% 30.6% 3.3% -45.0% -5.4% 19.9% 167.3% 5.7 22.1 5.7 5.7
Earnings before interest and tax(EBIT)	3.7 48.9 18.7 19.5
EBIT % of revenue Sequential Growth Year-Over-Year Growth Interest Exchange Gain/(Loss) Other income	2.7% 8.6% 14.8% 15.9% -75.1% 44.7% 4.5% -73.4% -22.0% 24.6% 422.1% 1.8 8.5 1.8 1.8 1.4 6.4 -1.4 -0.8 4.1 6.1 0.8 1.5
Profit before tax	7.5 52.8 16.4 18.4
% of revenue Sequential Growth Year-Over-Year Growth Provision for taxation	5.5% 9.3% 13.0% 15.0% -51.8% 23.4% 12.4% -40.3% -23.2% 5.2% 145.0% 1.9 14.7 4.3 4.9
Profit after tax(before minority interest)	5.6 38.2 12.0 13.5
% of revenue Minorityinterest	4.1% 6.7% 9.6% 11.0% 0.2 1.2 0.2 0.2
Profit after tax	5.4 37.0 11.8 13.4
Profit after tax % of revenue Sequential Growth Year-Over-Year Growth	3.9% 6.5% 9.4% 10.9% -50.0% 23.0% 13.3% -39.8% -23.7% 9.9% 148.8%

* Numbers presented above are adjusted to exclude TPM business performance and adjusted for exceptional items unless otherwise mentioned

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Income Statement (INR Mn)

Income Statement(INR Mn)	Q3 FY 20 FY 20 Q2 FY 21 Q3 FY 21

Operating revenue	9,819 40,102 9,364 9,065
Sequential Growth Year-Over-Year Growth Cost of revenue	-4.5% -1.3% -3.2% 0.7% 8.1% -8.9% -7.7% 7,469 28,756 6,106 5,925
Grossprofit	2,350 11,347 3,258 3,140
Gross profit % of revenue Sequential Growth Year-Over-Year Growth Sales and marketing expenses General and administration expenses Operating expenses % of revenue Other operatingincome	23.9% 28.3% 34.8% 34.6% -22.1% 16.1% -3.6% -13.8% 2.4% 8.0% 33.6% 651 2,573 596 569 1,027 3,739 845 708 1,678 6,312 1,441 1,277 17.1% 15.7% 15.4% 14.1% - 2 - -
Earnings before interest, tax, depreciation and amortization(EBITDA)	672 5,037 1,818 1,863
EBITDA % of revenue Sequential Growth Year-Over-Year Growth Depreciation and amortisation	6.8% 12.6% 19.4% 20.6% -53.1% 28.2% 2.5% -45.6% -4.0% 26.6% 177.1% 406 1,567 427 421
Earnings before interest and tax(EBIT)	266 3,470 1,390 1,442
EBIT % of revenue Sequential Growth Year-Over-Year Growth Interest Exchange Gain/(Loss) Other income	2.7% 8.7% 14.8% 15.9% -74.8% 42.1% 3.7% -73.7% -20.8% 31.6% 441.1% 127 605 132 130 102 449 -102 -59 295 435 63 107
Profit before tax	535 3,749 1,220 1,360
% of revenue Sequential Growth Year-Over-Year Growth Provision for taxation	5.5% 9.3% 13.0% 15.0% -51.2% 21.1% 11.5% -41.0% -21.9% 11.1% 154.0% 136 1,038 323 360
Profit after tax(before minority interest)	399 2,711 896 999
% of revenue Minorityinterest	4.1% 6.8% 9.6% 11.0% 16 82 18 13
Profit after tax	383 2,629 878 987
Profit after tax % of revenue Sequential Growth Year-Over-Year Growth	3.9% 6.6% 9.4% 10.9% -49.4% 20.7% 12.3% -40.5% -22.4% 16.1% 157.9%

* Numbers presented above are adjusted to exclude TPM business performance and adjusted for exceptional items unless otherwise mentioned

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	Other Metrics	Q3 FY 20 FY 20 Q2 FY 21 Q3 FY 21
	Revenue by Service Offering (as % of Revenue) Digital & Application Services (DAS) Digital Services Core Application Services Digital Foundation Services (DFS) Cloud, Digital Led next gen CIS Core Infrastructure Services *Total Digital Services*	87.3% 87.5% 85.1% 84.9% 49.4% 47.6% 54.3% 55.0% 37.9% 39.9% 30.8% 29.9% 12.7% 12.5% 14.9% 15.1% 6.9% 6.9% 9.5% 10.0% 5.8% 5.6% 5.4% 5.1% *56.2%* *54.5%* *63.8%* *65.0%*
	Revenue by Industry (as % of Revenue) Hi-Tech Mfg Consumer Services Insurance Banking Emerging	41.1% 40.3% 43.1% 39.6% 13.1% 12.5% 11.9% 12.3% 13.8% 15.9% 13.9% 15.3% 20.8% 20.2% 20.2% 19.3% 8.5% 8.0% 8.9% 9.6% 2.7% 3.2% 2.1% 3.9%
	Revenue by Geographical Segment (as % of Revenue) US Europe Africa	73.1% 73.6% 73.3% 70.3% 16.3% 15.9% 16.0% 17.4% 10.6% 10.5% 10.8% 12.3%
	Revenue by Project Type (as % of Revenue) Fixed Price Time & Materials	56.6% 56.8% 60.5% 61.4% 43.4% 43.2% 39.5% 38.6%
	Constant Currency Operating revenue (Constant Currency mn) Sequential Growth Year-Over-Year Growth Constant Currency Growth by Industry (QoQ %) Hi-Tech Mfg Consumer Services Insurance Banking Emerging	137.1 573.3 124.2 121.2 -6.1% 8.2% -0.7% -3.7% 1.6% 8.2% -12.9% -10.6% -2.4% 10.8% -5.3% -10.6% -2.0% 12.6% -3.6% 0.0% -21.6% -19.1% 11.1% 6.2% -8.3% 10.7% 2.5% -8.7% 4.8% 46.7% 7.0% 1.3% 3.8% 25.0% -11.1% 78.9%

* Numbers presented above are adjusted to exclude TPM business performance and adjusted for exceptional items unless otherwise mentioned

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	Other Metrics	Q3 FY 20 FY 20 Q2 FY 21 Q3 FY 21
	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 87 82 81 83 24 24 23 24 10 10 8 8 2 2 2 2 41.2% 38.8% 39.8% 37.8% 51.2% 49.7% 51.0% 47.8% 66.1% 63.8% 65.8% 61.9% 142 138 134 134

	Number of active clients

	Onsite: Offshore (as % of Revenue) Revenue mix Onsite Offshore Utilization Utilization (excluding Trainees) Employee data Headcount Technical - Onsite Technical - Offshore	66.3% 65.2% 60.2% 57.2% 33.7% 34.8% 39.8% 42.8% 81.0% 83.5% 83.3% 80.1% 9,879 9,452 8,542 8,809 2,308 2,258 1,883 1,811 6,474 6,119 5,768 6,071 611 3,330 394 991 30.6% 30.3% 30.3% 30.8%
	Gross employees added during the period

	% of women employees
	Attrition	16.0% 16.3% 11.7% 12.9%

* Numbers presented above are adjusted to exclude TPM business performance and adjusted for exceptional items unless otherwise mentioned

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	Other Metrics	Q3 FY 20 FY 20 Q2 FY 21 Q3 FY 21
	Exchange Rates Rupee Dollar Rate Period Closing Rate Period Average Rate Accounts receivables (in days) Billed Unbilled	71.4 75.7 73.8 73.1 71.2 70.9 74.4 73.8 57 51 51 48 36 35 24 25
	Total	93 86 75 73
	Cash and Cash Equivalents (USD mn)** Balances with Banks:	72.4 68.3 76.0 99.1
	Investment in Mutual Funds Debt (USD mn) * Total Outstanding Hedges (In USD) Capex (USD Mn) ***	19.6 35.3 52.8 61.1 45.3 43.8 11.5 - 177.9 163.1 172.0 120.6 2.2 11.0 1.5 1.0

** Not adjusted for TPM

Numbers presented above are adjusted to exclude TPM business performance and adjusted for exceptional items unless otherwise mentioned

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About Zensar (www.zensar.com)

Follow Zensar via:

About RPG Enterprises (www.rpggroup.com)

For any queries please feel free to reach out:

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

Safe Harbor

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Analyst Presentation – Q3FY21 Quarter Endin December 31 2020 g ,

www.zensar.com | © Zensar Technologies 2021

Q3 FY21

Safe Harbor

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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; government measures in India and countries where our customer operate, 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.

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www.zensar.com | © Zensar Technologies 2021

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Financial Update

www.zensar.com | © Zensar Technologies 2021

Q3 FY21

Q3 FY21 Snapshot

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Part of USD 4 B RPG Group, portfolio company of the USD 40 B APAX Group

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USD122.8M Revenue , down 2.4% QoQ

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34.6% 20.6% 10.9% Gross Margin , down 20 bps QoQ EBITDA , up 120 bps QoQ PAT , up 150 bps QoQ

Zensar is now a zero debt company with consistent growth in Operating Margin and Free Cash Flow

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USD
1.7 B+
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Strong pipeline, highest ever

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Digital Rev
65%
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Headcount
8809
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Net Cash
160 M
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USD
200 M
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Highest ever net cash, DSO Up 120 bps QoQ Q3FY21 Wins Net HC growth of improved by 20 days YoY 267 associates

Zensar announces an Interim Dividend of Rs. 1.2/share for Q3 FY21

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All reported numbers are for core business. As per strategic direction of the company, effective Q3 FY21, TPM business has been completely divested and 100% of Zensar business is now core

www.zensar.com | © Zensar Technologies 2021

Q3 FY21

Revenue & EBITDA Walk

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125.8
122.8
0.9%
-4.6% 1.2%
Q2 FY21 Rev Mix & Volume Hi-Tech Impact Exchange Impact Q3 FY21
1.2 M -5.8 M 1.6 M
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Revenue Walk
(In USD M terms)
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EBITDA Walk

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(In % of Rev terms)
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0.6% -1.0% 0.2% -0.1% 1.4% 20.6%
19.4%
Gross Margin
Q2 FY21 Exchange Volume & Direct Cost Exchange SG&A Q3 FY21
USD 24.4 M Impact Utilization Optimization Impact 2.2 M USD 25.2 M
+0.8 M -2.3 M 0.3 M -0.2 M
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www.zensar.com | © Zensar Technologies 2021

Q3 FY21

Client Metrics

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Million Dollar Clients (LTM) Client Concentration (% of revenue)
24 24 24 23 24 61.9%
Q3 FY 21 47.8%
37.8%
65.8%
Q2 FY 21 51.0%
39.8%
10 10 9
8 8 68.1%
Q1 FY 21 53.7%
43.1%
2 2 2 2 2
62.9%
Q4 FY 20 49.0%
39.6%
Q3 FY 20 Q4 FY 20 Q1 FY 21 Q2 FY 21 Q3 FY 21
66.1%
5 M+ Clients 10 M+ Clients 20 M+ Clients
Q3 FY 20 51.2%
41.2%
Top 20 Top 10 Top 5
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www.zensar.com | © Zensar Technologies 2021

Q3 FY21

Revenue Split

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Region Split & Growth ( $ USD)

70.3% 17.4% 12.3% US Europe Africa	Geography	QoQ
	US Europe Africa	(6.4%) 6.3% 11.6%

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YoY
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Vertical Split & Growth ( $ USD)

Vertical Banking	QoQ 5.5%	YoY 0.5%	Vertical 19.3% 9.6%	3.9%	39.6%
Consumer Services Hi-tech	7.7% (10.2%)	(1.4%) (14.1%)	15.3%	12.3%
Manufacturing	0.6%	(16.4%)
Insurance	(6.5%)	(17.1%)	Hi Tech Consumer Services		Mfg Insurance
			Banking		Emerging

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18.4%
15.1%
81.6%
84.9%
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Service Line Split & Growth ( $ USD) Service Line

Service Line Digital and Application Services Digital Foundation Services	QoQ	YoY
	(2.6%) (1.1%)	(13.4%) 6.0%

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DAS DFS
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www.zensar.com | © Zensar Technologies 2021

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Business Update

www.zensar.com | © Zensar Technologies 2021

$200 Mn+ $150 TCV wins in Q3 FY21 Mn+

TCV wins in Q1 FY21 Renewals & New Wins in existing and new clients despite COVID impact

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Keys Wins for the Quarter

Q3 FY21

Strong quarter for wins across verticals and geographies

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Claims support & bank recon. for an insurance comp.

Application mgt services for a global Hi-Tech company QA automation for risk mgt US products company

QA automation for risk mgt Data engg. for manufacturer US products company of lighting products Strategic tech & digital sol. Development ops for a dept. for a British federation store company Europe

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Data analytics, app dev. & consult. for global mining comp.

Integrated exp. solution for a leading retailer

South Africa

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www.zensar.com | © Zensar Technologies 2021

Q3 FY21

Highest ever $150 pipeline of Mn+ $1.7 Bn+

TCV wins in in Q3 FY21 Q1 FY21

Renewals & New Wins in existing and new clients despite COVID impact

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Pipeline Highlights

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1.7B
1.5B 1.5B
Continued momentum to build
1
a strong & healthy pipeline
1.0B 1.0B
Strong momentum across the
2
DFS and BFSI verticals
50% pipeline from large deals
3
(>10M USD TCV)
Q3 FY20 Q4FY20 Q1FY21 Q2FY21 Q3FY21
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Pipeline spread across Zensar’s offerings

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Digital Foundation Services

Digital Application Services

Managed Services Implementation Digital Security Digital Workplace Services Digital Infrastructure & Operations

New-age Experience Design Agile Delivery & Product Management End to End Digital Modernization Intelligent Automation

www.zensar.com | © Zensar Technologies 2021

Q3 FY21

Digital Foundation Services

…result in solid wins with a robust pipeline…

Strong Business Aspirations…

Differentiate on superior A large transformative deal in the experience Modern Workplace space with a leading technology multinational

2 Transform Workplaces

Respond instantly to Digital foundation services for an opportunities American health-tech company

4 Drive Efficiency

Protect Brand & Digital Foundation Services 5 for a large American airlines Customer Loyalty

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..and wins industry wide recognition!

“Innovator” for 3[rd] consecutive year in Avasant RadarView™ for Hybrid Enterprise Cloud

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“Major Contender” in the ISG Provider Lens™ Cyber Security - Solutions & Services Quadrant Report 2020

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Named “Leader” in Next-Gen Private/Hybrid Cloud - Data Center Services & Solutions 2020

www.zensar.com | © Zensar Technologies 2021

Domain-Led BFSI Strategy

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Q3 FY21

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Market Trends In BFSI Market Trends In BFSI Insurance Personalized products, advanced analytics and Fintech partnerships Banking Mainstreaming block-chain, omni-channel digital experience, cloud computing Financial Services Compliance agility, data protection, big data management

Unlocking growth in BFSI

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Expanding Zensar's global Deep client
footprint engagement
Building high performance
Develop customized
solutions teams
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Key Engagements

Empowering US based global insurer to scale with cloud

Enabling an UK based federation to embrace digital solutions

Building testing capability for an US based global FinTech leader

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Q3 FY21

Work from Anywhere Enabling Culture Alignment in a virtual enterprise

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Moving into Work From Anywhere m odel by building a Virtual Workforce ecosystem & end to end hiring process

Over 550 Associates onboarded in three batches covering 15+ cities across India (Tier 2-3-4 cities)

1000 hours of technical training/associate, 100 hours of engagement, 40+ Leadership connect, 25 Mentors

All batches have been deployed following an extensive training and assessment plan

Positive feedback received from all the batches for the induction program, engagement and Zensar’s culture

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Sustaining the program - Incoming WFA 4.0 batch in the upcoming months

Welcoming associates along with their family members Virtual Induction | Leadership Connects Mentorship Programmes & Alumni Connect

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Q3 FY21

Awards & Recognitions

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Recognized as an Innovative Company at the CII Centre for Digital Transformation DX Awards 2020 for its employee engagement initiative

Zensar’s COVID-19 response outreach campaigns awarded the Global Marketing Excellence Award 2021

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InsureArk solution recognized by India Digital Enabler Awards 2020 as the Business App of the year

Winner of 2021 Big Innovation Awards for work done by Zenlabs, innovation hub

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Won three awards at the global SDC award s for Augmented/Virtual Reality Innovation of the Year, Open Source/DevOps Innovation of the Year and Digital Transformation Project of the Year

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Featured in the 100 Best Company for Women in 2020, Working Mother & Avtar Best Companies for Women in India

Q3 FY21

Analyst Coverage

Recognized as major contender in Insurance Business Model Innovation

Named as leader in Next-Gen Private/Hybrid Cloud - Data Center Services & Solutions 2020 ISG Provider Lens

Enablement Services PEAK Matrix® Assessment 2021

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Recognized as an aspirant in BFS IT Services - Application and Digital Services in Capital Markets, (Intelligent) IT Infrastructure Services Automation , Artificial Intelligence (AI) Services and Pega Services in PEAK Matrix® Assessment 2021

Named as contender in the ISG Provider Lens™ Cyber Security - Solutions & Services Quadrant Report 2020 for both the US and UK

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Recognized as challenger in Manufacturing Digital Services 20202021 RadarView[TM]

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Named as an innovator for Hybrid Enterprise Cloud for the third consecutive year in the Avasant RadarView™

Q3 FY21

Six tenets of Zensar’s COVID-19 Response

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Client first initiatives paving the Cash way for exponential growth. Management New propositions unveiled across industries Business Opportunities Zero security incidence of Zensar’s Cybersecurity attack in COVID-19 Zensar or customercontrolled network. With Nerve Center 810 Bitsight rating, Zensar is amongst top 1% Cybersecurity companies monitored & Data globally Privacy Client Continued Proactive client Management communication and thought leadership

Zensar became a zero-debt company in Q3 FY21. Optimum Net Working Capital movement

Use of in-house digital platform to track wellness and set-up swift Emergency Response. 8500+ associates marked themselves safe. Multiple virtual sessions conducted for holistic well being

Increasingly able to create billable opportunities to neutralize the COVID impact. Headcount growth for the 1[st] time in four quarters

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Q3 FY21

Leadership Change at Zensar

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Ajay has more than 30 years of experience in the industry across US, Europe and India. Ajay was earlier the Chief Executive of L&T-NxT. Prior to that Ajay spent 17 years at Cognizant. In his last assignment in Cognizant, he led the Retail/Consumer Goods/Travel/Hospitality global vertical.

Immediately prior to that, he led Banking & Financial Services in the Americas and, preceding that, managed a top-5 global account. Earlier, he was the Country Head for Cognizant Switzerland, responsible for incubating business in the Swiss Market. Ajay was also a part of the enterprise transformation program driving Cognizant’s strategy, and was a member of Cognizant’s Executive Leadership Team.

Ajay S. Bhutoria CEO & MD

Before joining Cognizant , Ajay spent a decade at TCS, leading multiple assignments in the Netherlands, Switzerland, Germany and India. While he started his professional journey in technology as a consummate programmer/analyst/solution architect, Ajay is also a Chartered Accountant by qualification.

Ajay is also a member of the RPG Group Management Board and is based in Princeton, New Jersey.

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RPG Group Overview

Q3 FY21

RPG Group Key Financials

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FY16-20 CAGR: 7.6%

Gross Total Income (Rs Cr.)

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24,682
23,833
21,766
20,052
19,271
FY16 FY17 FY18 FY19 FY20
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FY16-20 CAGR:
EBITDA 6.5% EBITDA PAT
PAT 6.0% 2,594
2,423
2,218
2,014 2,045
1,099 1,111
980 1,031
879
FY16 FY17 FY18 FY19 FY20
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Market Cap
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Net Worth ROE ROCE
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----- Start of picture text -----

8,441
7,775
6,925
6,066
5,260
16.7% 16.2% 14.9% 14.1% 10.7%
11.6% 12.3% 12.0% 11.0%
13.2%
FY16 FY17 FY18 FY19 FY20
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20,626
9,370
5,349
4,366
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Jan-20 Feb-20 Mar-20 Apr-20 May-20 Jun-20 Jul-20 Aug-20 Sep-20 Oct-20 Nov-20 Dec-20

Note:

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 31[st] December 2020 www.zensar.com | © Zensar Technologies 2021

Group CEAT KEC ZENSAR

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19 19

20 20

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Share Price & Share Holding Pattern

Q3 FY21

Share Price in Rs.

Total Volume

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300 3,000,000
250 2,500,000
200 2,000,000
150 1,500,000
100 1,000,000
50 500,000
- -
Jan-20 Jan-20 Mar-20 Mar-20 Apr-20 May-20 Jun-20 Jul-20 Aug-20 Sep-20 Oct-20 Nov-20 Dec-20
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Equity Share Information:

Share Price (31[th] December 2020): INR 237.25/ share
Market Cap (31[th] December 2020):INR 5,349.35 Crs
Financial Year: April to March
Face Value: INR 2 / share
Listed on Indian Stock Exchanges:
a) Bombay Stock Exchange (code: 504067)

b) National Stock Exchange (code: ZENSARTECH)

Shareholding Pattern (as on 31[st] December 2020):

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11.7%
16.3%
49.2%
22.8%
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Bloomberg Code: ZENT.IN
Reuters Code: ZENT.BOx

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Promoter Apax Partners FPIs DIIs/ Others

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AI assistant

Zensar Technologies Ltd. — Interim / Quarterly Report 2021

61559_rns_2021-01-21_c43e1885-3bc8-4d09-b12c-e48e12117b5e.pdf

BSE Limited

The National Stock Exchange of India Ltd.

Subject: Outcome of the Board Meeting held on January 21, 2021

1. Financial Results

2. Interim Dividend

3. Press Release & Analyst Presentation

4. Code of Fair Disclosure, Internal Procedures and Conduct for Regulating, Monitoring and Reporting of Trading by Designated Persons and Legitimate Purpose Policy

(‘Code’)

5. Postal Ballot

Encl. As above

INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF INTERIM STANDALONE FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

Saira Nainar

Notes :

INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF INTERIM CONSOLIDATED FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

Annexure to Auditor's Review Report

List of Entities:

Notes :

Zensar reports PAT at 10.9% in Q3FY21 An increase of 13.3% QoQ in USD terms

Financial Highlights:

Significant Wins Q3FY21:

Corporate Excellence Snapshot in Q3FY21:

Awards and Recognitions in Q3FY21:

Q3 FY 21 Revenue and Profitability snapshot:

About Zensar (www.zensar.com)

Follow Zensar via:

About RPG Enterprises (www.rpggroup.com)

For any queries please feel free to reach out:

Safe Harbor

Zensar reports PAT at 10.9% in Q3FY21 An increase of 13.3% QoQ in USD terms

Financial Highlights:

Significant Wins Q3FY21:

Corporate Excellence Snapshot in Q3FY21:

Awards and Recognitions in Q3FY21:

Q3 FY 21 Revenue and Profitability snapshot:

Performance Highlights:

Income Statement (USD Mn)

Income Statement (INR Mn)

About Zensar (www.zensar.com)

Follow Zensar via:

About RPG Enterprises (www.rpggroup.com)

For any queries please feel free to reach out:

Safe Harbor

Analyst Presentation – Q3FY21 Quarter Endin December 31 2020 g ,

Safe Harbor

Financial Update

Q3 FY21 Snapshot

Zensar announces an Interim Dividend of Rs. 1.2/share for Q3 FY21

Revenue & EBITDA Walk

EBITDA Walk

Client Metrics

Revenue Split

Region Split & Growth ( $ USD)

Vertical Split & Growth ( $ USD)

Service Line Split & Growth ( $ USD) Service Line

Business Update

$200 Mn+ $150 TCV wins in Q3 FY21 Mn+

Keys Wins for the Quarter

Q3 FY21

Strong quarter for wins across verticals and geographies

Highest ever $150 pipeline of Mn+ $1.7 Bn+

TCV wins in in Q3 FY21 Q1 FY21

Pipeline Highlights

Pipeline spread across Zensar’s offerings

Digital Foundation Services

Domain-Led BFSI Strategy

Q3 FY21

Unlocking growth in BFSI

Work from Anywhere Enabling Culture Alignment in a virtual enterprise

Awards & Recognitions

Analyst Coverage

Six tenets of Zensar’s COVID-19 Response

Leadership Change at Zensar

RPG Group Overview

RPG Group Key Financials

Note:

Zensar Technologies Ltd. Interim / Quarterly Report 2021