Ar 14868 Hcltech 2018 2019 12072019232920

HCL TECHNOLOGIES LTD.
Corporate Identity Number: L741400L1991PLC046369

Technology Hub, Special Economic Zone
Plot No: 3k Sector 126. NOIDA 201 304, UP, India.
Ti-91 1206125000F+91 1204683030
Registered Office: 806 Siddharlh 96, Nehru Place New Delhi-ilCOig India.
w~w~.hclIech.com
IicI,com
July 12, 2019
The General Manager The Manager

BSE Limited National Stock Exchange of India Limited
Corporate Relationship Department Listing Department
Phiroze Jeejeebhoy Towers Exchange Plaza
Dalal Street 5th Floor, Plot No. C-I, Block-G
Mumbai- 400 001 Bandra-Kurla Complex, Bandra(E)
Mumbai-400 051
BSE Scrip Code: 532281 NSE Scrip Code: HCLTECH
Subiect: Intimation of 27th Annual General Meeting and Book Closure dates
Dear Sir,
This is to inform you that the Twenty Seventh Annual General Meeting of the members of HCL
Technologies Limited will be held on Tuesday, 6th day of August, 2019 at 11:00 AM. at The Stein
Auditorium, Habitat World, at the India Habitat Centre, Lodhi Road, New Delhi— 110003.
Pursuant to the provisions of Section 91 of the Companies Act, 2013 and Regulation 42 of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, the Register of Members of
the Company will remain closed from July 31 2019 to August 2, 2019 (both days inclusive).
A copy of the Notice of the AGM and Annual Report for the financial year 201 8-19 are enclosed
herewith.
This is for your information and records.
Thanking you,
Yours faithfully,
For HCL Technologies Limited
Manish Anand
Company Secretary
HCL TECHNOLOGIES LIMITED
Corporate Identity Number-L74140DL1991PLC046369
Registered Office: 806, Siddharth, 96, Nehru Place, New Delhi – 110 019
Corporate Office: Plot No.: 3A, Sector 126, Noida-201 304, UP, India
Website: www.hcltech.com ; E-mail ID: [email protected]
Tele-Fax: + 91 11 26436336
NOTICE
NOTICE is hereby given that the Twenty Seventh Annual the conclusion of the Thirty Second AGM of the Company to be
General Meeting (‘AGM’) of the members of HCL Technologies held in the year 2024.”
Limited (“Company”) will be held on Tuesday, 6th day of August,
“RESOLVED FURTHER THAT the Board of Directors of the
2019 at 11:00 A.M. at The Stein Auditorium, Habitat World,
Company (including any Committee(s) of the Board) be and is
at the India Habitat Centre, Lodhi Road, New Delhi-110 003,
hereby authorized to fix remuneration of the Statutory Auditors
(Entry from gate number 3 on Vardhman Marg) to transact the
during their tenure and reimburse their travelling and out of
following business:
pocket expenses.”
ORDINARY BUSINESS:
SPECIAL BUSINESS:
Item No. 1 - Adoption of Financial Statements along with
Item No. 4 - Re-appointment of Mr. R. Srinivasan as an
the Reports of the Board of Directors and of the Auditors
Independent Director of the Company
thereon
To consider and, if thought fit, to pass the following resolution
To receive, consider and adopt the Audited Financial Statements
as Special Resolution:
(including Audited Consolidated Financial Statements) of the
Company for the financial year ended March 31, 2019 together “RESOLVED THAT pursuant to the provisions of Sections
with the Reports of the Board of Directors and of the Auditors 149, 150, 152 read with Schedule IV and any other applicable
thereon. provisions of the Companies Act, 2013 (“Act”) and the
Companies (Appointment and Qualification of Directors),
Item No. 2 - Re-appointment of Mr. Shiv Nadar as Director
Rules, 2014 and applicable provisions of the Securities and
liable to retire by rotation
Exchange Board of India (Listing Obligations and Disclosure
To appoint a Director in place of Mr. Shiv Nadar Requirements) Regulations, 2015 (“SEBI LODR Regulations”)
(DIN - 00015850), who retires by rotation and being eligible, (including any statutory modification(s) or re-enactment thereof
offers himself for re-appointment. for the time being in force), Mr. R. Srinivasan (DIN - 00575854),
Independent Director of the Company, who has submitted a
Item No. 3 - Appointment of Statutory Auditors declaration that he meets the criteria of independence under
Section 149(6) of the Act and is not debarred from holding the
To appoint Statutory Auditors of the Company to hold office
office of director by virtue of any SEBI order or any other such
from the conclusion of this Annual General Meeting until the
authority, who is eligible for re-appointment for a second term
conclusion of the Thirty Second Annual General Meeting of the
under the provisions of the Act and the rules made thereunder
Company and to fix their remuneration.
and SEBI LODR Regulations and in respect of whom the
To consider and, if thought fit, to pass the following resolution Company has received a notice in writing from a member
as an Ordinary Resolution: signifying his candidature for the office of Director pursuant
to Section 160 of the Act, be and is hereby re-appointed as
“RESOLVED THAT pursuant to the provisions of Section an Independent Director of the Company not liable to retire
139,142 and all other applicable provisions, if any, of the by rotation for another term effective from August 6, 2019 till
Companies Act, 2013 and the rules made thereunder (including the conclusion of AGM to be held in the year ending March
any statutory modification(s) or re-enactment thereof for the 31, 2024.”
time being in force), and pursuant to the recommendations
of the Board of Directors, approval of the members of the “RESOLVED FURTHER THAT Mr. R. Srinivasan shall continue
Company be and is hereby accorded to appoint B S R & to be an Independent Director even after attaining the age of 75
Co. LLP, Chartered Accountants (ICAI Firm Registration No. years during his tenure of directorship.”
101248W/W-100022) as Statutory Auditors of the Company, in “RESOLVED FURTHER THAT in the event the AGM of the
place of retiring auditors S. R. Batliboi & Co. LLP (Registration Company for the year ended March 31, 2024 is not held on
No. 301003E /E00005), to hold office for a period of five years or before August 5, 2024, the tenure of Mr. R. Srinivasan
from the conclusion of this Annual General Meeting (‘AGM’) till (DIN - 00575854) as an Independent Director shall end on
August 5, 2024.”
1
4. HCL Techno Ltd AR Notice 2018-19.indd 1 06-Jul-19 3:52:33 PM

Item No. 5 - Re-appointment of Mr. S. Madhavan as an under the provisions of the Act and the rules made thereunder
Independent Director of the Company and SEBI LODR Regulations and in respect of whom the
Company has received a notice in writing from a member
signifying her candidature for the office of Director pursuant
to Section 160 of the Act, be and is hereby re-appointed as
“RESOLVED THAT pursuant to the provisions of Sections an Independent Director of the Company not liable to retire
149, 150, 152 read with Schedule IV and any other applicable by rotation for another term effective from August 6, 2019 till
provisions of the Companies Act, 2013 (“Act”) and the the conclusion of AGM to be held in the year ending March 31,
Companies (Appointment and Qualification of Directors), 2024.”
Rules, 2014 and applicable provisions of the Securities and “RESOLVED FURTHER THAT in the event the AGM of the
Exchange Board of India (Listing Obligations and Disclosure Company for the year ended March 31, 2024 is not held on
Requirements) Regulations, 2015 (“SEBI LODR Regulations”) or before August 5, 2024, the tenure of Ms. Robin Abrams
(including any statutory modification(s) or re-enactment thereof (DIN - 00030840) as an Independent Director shall end on
for the time being in force), Mr. S. Madhavan (DIN - 06451889), August 5, 2024.”
declaration that he meets the criteria of independence under Item No. 7 - Re-appointment of Dr. Sosale Shankara Sastry
Section 149(6) of the Act and is not debarred from holding the as an Independent Director of the Company
office of director by virtue of any SEBI order or any other such
authority, who is eligible for re-appointment for a second term
under the provisions of the Act and the rules made thereunder
and SEBI LODR Regulations and in respect of whom the “RESOLVED THAT pursuant to the provisions of Sections
Company has received a notice in writing from a member 149, 150, 152 read with Schedule IV and any other applicable
signifying his candidature for the office of Director pursuant provisions of the Companies Act, 2013 (“Act”) and the
to Section 160 of the Act, be and is hereby re-appointed as Companies (Appointment and Qualification of Directors),
an Independent Director of the Company not liable to retire Rules, 2014 and applicable provisions of the Securities and
by rotation for another term effective from August 6, 2019 till Exchange Board of India (Listing Obligations and Disclosure
the conclusion of AGM to be held in the year ending March Requirements) Regulations, 2015 (“SEBI LODR Regulations”)
31, 2024.” (including any statutory modification(s) or re-enactment thereof
for the time being in force), Dr. Sosale Shankara Sastry
“RESOLVED FURTHER THAT in the event the AGM of the
(DIN - 05331243), Independent Director of the Company,
Company for the year ended March 31, 2024 is not held on
who has submitted a declaration that he meets the criteria
or before August 5, 2024, the tenure of Mr. S. Madhavan
of independence under Section 149(6) of the Act and is not
(DIN - 06451889) as an Independent Director shall end on debarred from holding the office of director by virtue of any
August 5, 2024.” SEBI order or any other such authority, who is eligible for re-
Item No. 6 - Re-appointment of Ms. Robin Ann Abrams as appointment for a second term under the provisions of the Act
an Independent Director of the Company and the rules made thereunder and SEBI LODR Regulations
and in respect of whom the Company has received a notice in
To consider and, if thought fit, to pass the following resolution writing from a member signifying his candidature for the office
as Special Resolution: of Director pursuant to Section 160 of the Act, be and is hereby
re-appointed as an Independent Director of the Company not
“RESOLVED THAT pursuant to the provisions of Sections
liable to retire by rotation for another term effective from August
149, 150, 152 read with Schedule IV and any other applicable
6, 2019 till the conclusion of AGM to be held in the year ending
provisions of the Companies Act, 2013 (“Act”) and the
March 31, 2024.”
Companies (Appointment and Qualification of Directors),
Rules, 2014 and applicable provisions of the Securities and “RESOLVED FURTHER THAT in the event the AGM of the
Exchange Board of India (Listing Obligations and Disclosure Company for the year ended March 31, 2024 is not held on
Requirements) Regulations, 2015 (“SEBI LODR Regulations”) or before August 5, 2024, the tenure of Dr. Sosale Shankara
(including any statutory modification(s) or re-enactment thereof Sastry (DIN - 05331243) as an Independent Director shall end
for the time being in force), Ms. Robin Abrams (DIN - 00030840), on August 5, 2024.”
declaration that she meets the criteria of independence under Item No. 8 - Payment of commission to Non-Executive
Section 149(6) of the Act and is not debarred from holding the Directors
office of director by virtue of any SEBI order or any other such To consider and, if thought fit, to pass the following resolution
authority, who is eligible for re-appointment for a second term as Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 197 A MEMBER HOLDING MORE THAN TEN PERCENT
and any other applicable provisions of the Companies Act, 2013 OF THE TOTAL SHARE CAPITAL OF THE COMPANY
(‘Act’)(including any statutory modification(s) or re-enactment MAY APPOINT A SINGLE PERSON AS A PROXY, WHO
thereof for the time being in force) and in accordance with SHALL NOT ACT AS A PROXY FOR ANY OTHER
the Articles of Association of the Company, authority be and MEMBER.
is hereby accorded to the Board of Directors for the payment
PROXIES SUBMITTED ON BEHALF OF COMPANIES
of commission not exceeding one percent per annum of the
AND OTHER BODIES CORPORATE, SOCIETIES, TRUST,
net profits of the Company calculated in accordance with the
provisions of Section 198 of the Act, to all the non-executive ETC., MUST BE SUPPORTED BY AN APPROPRIATE
directors of the Company collectively in each financial year RESOLUTION, AS APPLICABLE.
over a period of five years beginning from April 1, 2019 and 3. The Register of Members of the Company will remain
extending upto and including the financial year of the Company closed from July 31, 2019 to August 2, 2019 (both days
ending on March 31, 2024. inclusive) in terms of the provisions of Section 91 of the
“RESOLVED FURTHER THAT the aforesaid amount to be paid Act and Regulation 42 of SEBI (Listing Obligations and
to the above directors at the end of each of the financial years Disclosure Requirement) Regulations, 2015 (‘SEBI LODR
shall be decided by the Board of Directors.” Regulations’).
“RESOLVED FURTHER THAT for the purpose of giving effect to 4. The Board of Directors has not recommended final dividend
this resolution, the Board of Directors (including the Nomination on equity shares for the year ended March 31, 2019.
and Remuneration Committee) be and is hereby authorized to 5. Route Map of the venue of the AGM is given at the end of
do all such acts, deeds, matters and things as it may in its sole the Notice.
and absolute discretion deem necessary or expedient in this
regard.” 6. Brief profile of Directors to be appointed/re-appointed
including nature of their expertise, names of Companies in
By order of the Board of Directors which they hold directorships and committee memberships,
For HCL Technologies Limited shareholding in the Company and relationships with other
directors, is provided under Additional Information Section
Manish Anand of this Notice.
Company Secretary
Membership No.: FCS-5022 7. A Statement pursuant to Section 102(1) of the Act, setting
out the material facts relating to the Special Business to be
Date: July 8, 2019 transacted at the AGM forms part of this Notice.
Place: New Delhi 8. Members are advised to update their address and NEFT /
NOTES NACH details, in respect of shares held in physical form,
with the Company’s Registrar and Share Transfer Agent,
1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE M/s. Alankit Assignments Limited (Unit: HCL Technologies
ANNUAL GENERAL MEETING (“AGM”) IS ENTITLED Limited), 205-208, Anarkali Complex, Jhandewalan
TO APPOINT A PROXY TO ATTEND AND VOTE ON Extension, New Delhi-110055 and in respect of shares
A POLL INSTEAD OF HIMSELF/HERSELF AND THE held in electronic form, with the respective Depository
PROXY NEED NOT BE A MEMBER OF THE COMPANY. Participant with whom the demat account is maintained,
THE PROXY FORM, DULY COMPLETED AND SIGNED, to get the dividends and other correspondence in the right
MUST BE RECEIVED AT THE REGISTERED OFFICE bank account or at the registered address.
OF THE COMPANY, NOT LESS THAN FORTY-EIGHT
9. Pursuant to Sections 20, 101 and 136 of the Act read
HOURS BEFORE THE SCHEDULED TIME OF THE AGM.
with the relevant Rules made thereunder, Companies can
A BLANK PROXY FORM IS ENCLOSED WITH THIS
serve the Notice of AGM, Annual Reports, Proxy Form,
NOTICE.
Attendance Slip and other notices and communications
2. PURSUANT TO THE PROVISIONS OF SECTION 105 OF through electronic mode to those members who have
THE COMPANIES ACT, 2013 (“ACT”) AND THE RULES registered their e-mail IDs either with the Company or
FRAMED THERE UNDER, A PERSON CAN ACT AS with the Depository Participant(s). Physical copies of
A PROXY ON BEHALF OF NOT MORE THAN FIFTY the Notice of the AGM, Annual Report, Proxy Form and
MEMBERS AND MEMBERS HOLDING IN AGGREGATE Attendance Slip are being sent to those members who
NOT MORE THAN TEN PERCENT OF THE TOTAL have not registered their e-mail IDs with the Company or
SHARE CAPITAL OF THE COMPANY CARRYING the Depository Participant(s).
VOTING RIGHTS.
3

Members who have not registered their e-mail IDs with the 12. The status of dividends remaining unpaid/unclaimed with
Company can now register the same by submitting a duly the respective due dates of transfer to IEPF is provided
filled letter/communication to M/s. Alankit Assignments in the Annual Report. Members are requested to contact
Limited or to the Secretarial Department of the Company. M/s. Alankit Assignments Limited or the Secretarial
Members holding shares in demat form are requested to Department of the Company for claiming the unclaimed
register their e-mail IDs with their Depository Participant(s) dividend standing to the credit of their account.
only. Members of the Company, who have registered their
e-mail IDs, are entitled to receive such communication in 13. The Securities and Exchange Board of India has mandated
physical form upon request made to the Company. submission of Permanent Account Number (PAN) by every
participant in the securities market. Members holding
Members receiving above documents electronically are shares in demat form are, therefore, requested to submit
requested to print the Attendance Slip and submit it duly PAN details to the Depository Participant(s) with whom
filled at the registration counter to attend the AGM. they have their demat accounts. Members holding shares
in physical form can submit their PAN details to M/s. Alankit
Members may note that the copies of the Notice of
Assignments Limited or the Secretarial Department of the
the AGM, Annual Report, Proxy Form and Attendance
Company.
Slip are also available on the website of the Company
www.hcltech.com. 14. With an aim of curbing fraud and manipulation risk in
10. The Register of Directors and Key Managerial Personnel physical transfer of securities, SEBI via its press release
and their shareholding maintained under Section 170 of the no. 51/2018 dated December 2, 2018 circular extended
Act, and the Register of contracts or arrangements in which the date of physical transfer of securities by March 31,
the Directors are interested maintained under Section 189 2019. Accordingly, with effect from April 1, 2019, except
of the Act and all other documents referred in this notice transmission or transposition of securities, requests for
and explanatory statement including certificate from the effecting transfer of securities in physical mode shall
Statutory Auditors of the Company certifying that the ‘2004 not be processed unless the securities are held in the
Stock Option Plan’ of the Company is being implemented dematerialized form with a Depository. In view of the above
in accordance with the Securities and Exchange Board and the inherent benefits of holding shares in electronic
of India (Share Based Employee Benefits) Regulations, form, we urge the members holding shares in physical form
2014 are open for inspection at the Registered Office and to opt for dematerialization.
Corporate Office of the Company during 11.00 a.m. IST to
15. For convenience of the members and proper conduct of
1.00 p.m. IST on all working days upto the date of the AGM
the AGM, entry to the AGM venue will be regulated by the
and shall also remain open for inspection during the AGM.
Attendance Slip. Members are, therefore, requested to
11. Members are requested to note that as per Section 124 sign at the place provided on the Attendance Slip and hand
of the Act, the dividend remaining unclaimed for a period it over at the registration counter at the venue of the AGM.
of seven years from the date of transfer to the Company’s
16. Member(s) / Proxies / Authorized Representatives are
Unpaid Dividend Account shall be transferred to the Investor
requested to bring the enclosed attendance slip duly filled
Education and Protection Fund (‘IEPF’). In addition, as per
in and signed for attending the meeting. Member(s) who
Section 124(6) of the Act read with Investor Education and
hold equity shares in electronic mode are requested to
Protection Fund Authority (Accounting, Audit, Transfer and
write the DP ID and Client ID number and those who hold
Refund) Rules, 2016 (“IEPF Rules”) as amended from time
equity shares in physical mode are requested to write their
to time, all shares in respect of which dividend has not
folio number in the attendance slip.
been paid or claimed for seven consecutive years or more
shall be transferred by the Company to the IEPF Authority 17. In compliance with the provisions of Section 108 of the
within such period as may be prescribed by the Ministry of Act and Rule 20 of the Companies (Management and
Corporate Affairs. Administration) Rules, 2014 and Regulation 44 of SEBI
In the event of transfer of shares and the unclaimed LODR Regulations, the Company is pleased to provide
dividend to IEPF, Members are entitled to claim the same its members, a facility to exercise their right to vote on
from IEPF Authority by submitting an online application resolutions proposed to be considered at the AGM by
in the prescribed Form IEPF-5 available on the website electronic means. The Company has entered into an
www.iepf.gov.in and sending a physical copy of the same arrangement with National Securities Depository Limited
duly signed to the Company along with the requisite (‘NSDL’) for facilitating remote e-voting for the AGM.
documents enumerated in Form IEPF-5. Members can file 18. The facility of voting through ballot paper shall be made
only one consolidated claim in a financial year as per the available at the AGM venue to those members, who have
IEPF Rules.

not cast their vote by remote e-voting. The members who 3. A new screen will open. You will have to enter your
have already cast their vote by remote e-voting prior to the User ID, your Password and a Verification Code as
AGM may also attend the AGM but shall not be entitled to shown on the screen.
cast their vote again at the AGM. In case members cast
Alternatively, if you are registered for NSDL eservices
their votes through remote e-voting and ballot, voting done
i.e. IDEAS, you can log-in at https://eservices.nsdl.
by remote e-voting shall prevail and votes cast through
com/ with your existing IDEAS login. Once you log-in
ballot shall be treated as invalid.
to NSDL e-services after using your log-in credentials,
19. The members of the Company, whose names appear click on e-voting and you can proceed to Step 2
in the Register of Members/list of Beneficial Owners as i.e. Cast your vote electronically.
on the cut-off date i.e. July 30, 2019 may cast their vote
4. Your User ID details are given below:
electronically on the Resolutions set for thin this Notice as
per the instructions for remote e-voting given hereunder: Manner of holding Your User ID is:
The remote e-voting commences on August 2, 2019 shares i.e. Demat
(NSDL or CDSL) or
(9:00 a.m. IST) and ends on August 5, 2019 (5:00 p.m.
Physical
IST).The remote e-voting module shall be disabled by
For Members who 8 Character DP ID followed by 8 Digit
NSDL for voting there after. Once the vote on are solution
hold shares in Client ID
is casted by the member, the member shall not be allowed demat account with For example, if your DP ID is IN300***
to change it subsequently. NSDL and Client ID is 12****** then your user
20. Any person, who acquires shares of the Company and ID is IN300***12******
becomes a member of the Company after dispatch of the For Members who 16 Digit Beneficiary ID
Notice of AGM but holds shares as on the cut-off date i.e. hold shares in For example, if your Beneficiary ID is
July 30, 2019, may obtain a login ID and password by demat account with 12************** then your user ID is
CDSL 12**************
sending a request at [email protected].
For Members EVEN Number followed by Folio
21. In case of joint holders attending the AGM, only such joint holding shares in Number registered with the Company
holder who is higher in the order of names will be entitled Physical Form For example, if EVEN is 101456 and
to vote. folio number is 001*** then user ID is
101456001***
22. Members holding shares in single name are advised to
make nomination in respect of their shareholding in the 5. Your password details are given below:
Company. The Nomination Form SH-13 prescribed by
the Government can be obtained, in case of shares held a) If you are already registered for e-voting, then you
in physical form, from the Registrar and Share Transfer can use your existing password to login and cast
Agent or the Secretarial Department of the Company, and your vote.
in case of shares held in demat form, from their respective b) If you are using NSDL e-voting system for the first
Depository Participant(s). time, you will need to retrieve the ‘initial password’
23. Voting through electronic means which was communicated to you. Once you
retrieve your ‘initial password’, you need to enter
Step 1: Log-in to NSDL e-voting system at https://www. the ‘initial password’ and the system will force you
evoting.nsdl.com/ to change your password.
Step 2: Cast your vote electronically on NSDL e-voting system. c) How to retrieve your ‘initial password’?
Details on Step 1 are mentioned below: (i) If your email ID is registered in your demat
account or with the Company, your ‘initial
How to Log-in to NSDL e-voting website?
password’ is communicated to you on your
1. Visit the e-voting website of NSDL. Open web browser email ID. Trace the email sent to you from
by typing the following URL: https://www.evoting.nsdl. NSDL from your mailbox. Open the email
com/ either on a Personal Computer or on a mobile and open the attachment i.e. a .pdf file. Open
phone. the .pdf file. The password to open the .pdf
file is your 8-digit client ID for NSDL account,
2. Once the home page of e-voting system is launched,
last 8 digits of client ID for CDSL account or
click on the icon “Login” which is available under
folio number for shares held in physical form.
‘Shareholders’ section.

The .pdf file contains your ‘User ID’ and your 6. Upon confirmation, the message “Vote cast
‘initial password’. successfully” will be displayed.
(ii) If your email ID is not registered, your ‘initial 7. You can also take the printout of the votes cast by you
password’ is communicated to you on your by clicking on the print option on the confirmation page.
postal address.
8. Once you confirm your vote on the resolution, you will
6. If you are unable to retrieve or have not received the not be allowed to modify your vote.
“Initial password” or have forgotten your password:
General Guidelines for Members
a) Click on “Forgot User Details/Password?” (If you
1. Institutional shareholders (i.e. other than individuals,
are holding shares in your demat account with
HUF, NRI etc.) are required to send scanned copy
NSDL or CDSL) option available on www.evoting.
(PDF/JPG format) of the relevant Board Resolution
nsdl.com
Authority letter etc. with the attested specimen
b) “Physical User Reset Password?” (If you are signature of the duly authorized signatory(ies) who
holding shares in physical mode) option available are authorized to vote, to the Scrutinizer by e-mail
on www.evoting.nsdl.com to [email protected] with a copy marked to
[email protected]
c) If you are still unable to get the password by
aforesaid two options, you can send a request 2. It is strongly recommended not to share your password
at [email protected] mentioning your demat with any other person and take utmost care to keep your
account number/folio number, your PAN, your password confidential. Login to the e-voting website
name and your registered address. will be disabled upon five unsuccessful attempts to key
in the correct password. In such an event, you will need
d) Members can also use OTP (One Time Password)
to go through the “Forgot User Details/Password?” or
based login for casting the votes on the e-voting
“Physical User Reset Password?” option available on
systems by NSDL.
www.evoting.nsdl.com to reset the password.
7. After entering your password, tick on Agree to “Terms
3. In case of any queries, you may refer the Frequently
and Conditions” by selecting on the check box.
Asked Questions (FAQs) for Shareholders and
8. Now, you will have to click on “Login” button. e-voting user manual for Shareholders available at
the download section of www.evoting.nsdl.com or call
9. After you click on the “Login” button, Home page of on toll free no.: 1800-222-990 or send a request at
e-voting will open. [email protected]
Details on Step 2 are given below: 24. Mobile number and e-mail ID can also be updated in the
How to cast your vote electronically on NSDL e-voting user profile details of the folio which may be used for
system? sending future communications.
1. After successful login at Step 1, you will be able to see 25. The voting rights of members shall be in proportion to their
the Home page of e-voting. Click on e-voting. Then, shares of the paid-up equity share capital of the Company
click on Active Voting Cycles. as on the cut-off date i.e. July 30, 2019.
2. After click on Active Voting Cycles, you will be able to 26. The poll process shall be conducted and scrutinized and
see all the companies “EVEN” in which you are holding report thereon will be prepared in accordance with Section
shares and whose voting cycle is in active status. 109 of the Act read with the Companies (Management and
Administration) Rules, 2014.
3. Select “E-voting event number” (‘EVEN’) of “HCL
Technologies Limited” for casting your vote. 27. The Company has appointed Mr. Nityanand Singh,
Practicing Company Secretary, (Membership no.
4. Now you are ready for e-voting as the Voting page FCS:2668) as the Scrutinizer to scrutinize the remote
opens. e-voting process and the ballot to be cast by the members
at the AGM in a fair and transparent manner.
5. Cast your vote by selecting appropriate options i.e.
assent or dissent, verify/modify the number of shares 28. The Scrutinizer shall after the conclusion of voting at the
for which you wish to cast your vote and click on AGM, first count the votes cast at the AGM and there after
“Submit” and also “Confirm” when prompted. unblock the votes cast through remote e-voting in the

presence of at least two witnesses not in the employment Based on the recommendations of Nomination and
of the Company. The Scrutinizer shall not later than 48 Remuneration Committee, the Board of Directors considered
hours of conclusion of the AGM submit a consolidated and recommended the re-appointment of Mr. Shiv Nadar to the
Scrutinizer’s Report of the total votes cast in favor of or members of the Company.
against, if any, to the Chairman of the Company or any
None of the Directors or Key Managerial Personnel of the
other Director of the Company authorized by him in writing,
Company and their relatives are in any way concerned or
who shall countersign the same. The Chairman, or any
interested, financially or otherwise, in this resolution except
other person authorized by the him, shall declare the result
Mr. Shiv Nadar and Ms. Roshni Nadar Malhotra being related
of the voting forthwith.
to Mr. Shiv Nadar.
29. The results of remote e-voting and poll on resolutions
The Board of Directors recommends the resolution as set out
shall be aggregated and declared on or after the
at Item no. 2 for approval of the Members to be passed as an
AGM of the Company and the resolutions will be
Ordinary Resolution.
deemed to be passed on the date of the AGM, subject to
receipt of the requisite numbers of votes in favour of the Item No. 3
resolutions.
This explanatory statement for Item No. 3 is provided though
The results of the voting along with the Scrutinizer’s strictly not required as per section 102 of the Act.
report shall be placed on the Company’s website,
S. R. Batliboi & Co. LLP, Chartered Accountants (ICAI Firm
www.hcltech.com and on the website of NSDL
Registration No. 301003E / E00005), have been the Statutory
www.evoting.nsdl.com immediately after their declaration.
Auditors of the Company since the financial year 2009-10. They
The results shall also be immediately communicated
were re-appointed as the Statutory Auditors of the Company at
to BSE Limited and National Stock Exchange of India
the AGM held in the year 2014 for a period of five years to
Limited and be displayed at the Registered Office of the
hold office up to the conclusion of the AGM to be held in the
Company.
year 2019. In terms of Section 139(2) of the Act and Rule 6 of
30. Your Company is pleased to provide the facility of live the Companies (Audit & Auditors) Rules, 2014, their term will
webcast of the proceedings of the AGM. Members who are expire in the ensuing AGM.
entitled to participate in the AGM can view the proceeding
Pursuant to the provisions of Section 139, 142 and all other
of AGM by logging on the e-voting website of NSDL using
applicable provisions, if any, of the Act and the rules made
their secure login credentials. Members who are not able
thereunder, approval of the members of the Company be
to attend the AGM physically are encouraged to use this
and is hereby sought to appoint B S R & Co. LLP, Chartered
facility of webcast.
Accountants (ICAI Firm Registration No. 101248W/W-100022)
EXPLANATORY STATEMENT PURSUANT TO SECTION as the Statutory Auditors of the Company, in place of the
102(1) OF THE COMPANIES ACT, 2013 (“Act”) retiring auditors, to hold office for a period of five years from the
conclusion of this AGM till the conclusion of the Thirty Second
Item No. 2
AGM of the Company to be held in the year 2024.
This explanatory statement for Item No. 2 is provided though
The Audit Committee proposed the appointment of B S R &
strictly not required as per section 102 of the Act.
Co. LLP as the Statutory Auditors after assessing B S R & Co.
Mr. Shiv Nadar was appointed as a non-retiring Director. LLP and another audit firm based on certain parameters which
However, due to the resignation of Mr. Sudhindar Krishan included past audit experience of the audit firm particularly
Khanna (DIN - 01529178), currently the number of Non- in auditing large IT companies having overseas subsidiaries,
Independent Directors are two viz. Mr. Shiv Nadar and Ms. strength & experience of key members proposed in the audit
Roshni Nadar Malhotra. team, independence of the audit firm, etc. The Board of Directors
after considering the recommendations of the Audit Committee
In accordance with the provisions of the Act, not less than two- has recommended the said appointment for approval by the
third of the Non-Independent Directors (which is 1.34 rounded members of the Company.
off to 2 directors) should be liable to retire by rotation. In view of
these provisions, both the Non-Independent directors shall be B S R & Co. LLP would audit the financial statements of the
required to retire by rotation. Company on a standalone and consolidated basis under
Ind AS and would also audit the financial statements of
Mr. Shiv Nadar, being longest in office shall retire at the
certain subsidiaries. The global network firms of B S R & Co.
forthcoming AGM and being eligible, has offered himself for
LLP would audit the consolidated financial statements as per
re-appointment as Director of the Company.
US GAAP and the financial statements of certain overseas

subsidiaries. The aggregate fee proposed to be paid would be at the venue of the AGM and available on the website of the
around Rs. 22 crores plus expenses and taxes, as applicable Company.
for the financial year 2019-20. There is an increase in the fee
that is proposed to be paid to the new auditors from the fee that The Company has received consent in writing and other
was paid to existing auditors due to increase in the quantum relevant disclosures from Mr. R. Srinivasan.
of work including new acquisitions. It is proposed to authorise In terms of Section 160 of the Act, the Company has received
the Board of Directors, including relevant Committee(s) thereof, a notice in writing from a member of the Company proposing
to finalise the fee / expenses and to approve incremental fee, the candidature of Mr. R. Srinivasan to be re-appointed as an
from time to time, based on the increase in the quantum of work Independent Director.
and vary such other terms in consultation with the Statutory
Auditors. Brief profile of Mr. R. Srinivasan is enclosed, and detailed
profile is available on www.hcltech.com.
None of the Directors or Key Managerial Personnel of the
Company and their relatives are in any way concerned or In the opinion of the Board of Directors, he fulfils the condition
interested, financially or otherwise, in this resolution. specified in the Act for such re-appointment and such
appointment is independent of the management. Accordingly,
the Board of Directors recommends the passing of resolution
at Item no. 3 for approval of the members to be passed as an
set out in Item No. 4 as a Special Resolution.
Ordinary Resolution.
Except, Mr. R. Srinivasan and his relatives, none of the
Item No. 4
Directors or Key Managerial Personnel of the Company
In accordance with the provisions of the Act and SEBI LODR and their relatives, are in any way concerned or interested,
Regulations, an Independent Director can be appointed for financially or otherwise, in the resolution as set out in item no.
a maximum of two terms of five years each. The first term 4 of the Notice.
is to be counted w.e.f. the AGM falling after April 1, 2014.
Mr. R. Srinivasan was appointed as an Independent Director
at Item no. 4 for approval of the members to be passed as a
of the Company for a term of five years up to the date of AGM
Special Resolution.
scheduled in the year 2019.
Item No. 5
Based on the recommendation of the Nomination and
Remuneration Committee, the Board of Directors of the In accordance with the provisions of the Act and SEBI LODR
Company at their meeting held on May 9, 2019, have Regulations, an Independent Director can be appointed for a
recommended the re-appointment of Mr. R. Srinivasan for the maximum of two terms of five years each. The first term is to
second term as provided in the resolution. be counted w.e.f. the Annual General Meeting falling after April
Further, the Securities and Exchange Board of India, vide its 1, 2014. Mr. S. Madhavan was appointed as an Independent
Notification dated May 9, 2018 notified that a listed entity shall Director of the Company for a term of five years up to the date
not appoint a person or continue the directorship of any person of AGM scheduled in the year 2019.
as Non-Executive Director who has attained the age of 75 years Based on the recommendation of the Nomination and
or more unless a special resolution is passed to that effect. Remuneration Committee, the Board of Directors of the
Members are requested to note that Mr. R. Srinivasan will Company at their meeting held on May 9, 2019, have
attain the age of seventy-five years in the year 2021 during his recommended the re-appointment of Mr. S. Madhavan for the
tenure of directorship in the Company. Accordingly, in terms of second term as provided in the resolution.
the new provisions of SEBI LODR Regulations, the approval
The Company has received a declaration from Mr. S. Madhavan
of the members would also be required for continuation of the
confirming that he meets the criteria of Independence as
directorship after attaining the age of 75 years.
prescribed under Section 149(6) of the Act and as per SEBI
The Company has received a declaration from Mr. R. Srinivasan LODR Regulations. In the opinion of the Board of Directors,
confirming that he meets the criteria of Independence as he fulfils the conditions specified in the said Act and is
prescribed under Section 149(6) of the Act and as per SEBI independent of the management. A copy of the draft letter for
LODR Regulations. A copy of the draft letter for re-appointment re-appointment of Mr. S. Madhavan setting out the terms and
of Mr. R. Srinivasan setting out the terms and conditions is conditions is available for inspection at the Registered Office of
available for inspection at the Registered Office of the Company the Company on any working day between 11.00 a.m. IST to
on any working day between 11.00 a.m. IST to 1.00 p.m. IST 1.00 p.m. IST upto the date of AGM and will also be available
upto the date of AGM and will also be available for inspection for inspection at the venue of the AGM and available on the
website of the Company.

The Company has received consent in writing and other In terms of Section 160 of the Act, the Company has received a
relevant disclosures from Mr. S. Madhavan. notice in writing from a member of the Company proposing the
candidature of Ms. Robin Ann Abrams to be re-appointed as an
In terms of Section 160 of the Act, the Company has received
Independent Director.
a notice in writing from a member of the Company proposing
the candidature of Mr. S. Madhavan to be re-appointed as an Brief profile of Ms. Robin Ann Abrams is enclosed, and detailed
Independent Director. profile is available on www.hcltech.com.
Brief profile of Mr. S. Madhavan is enclosed and detailed profile In the opinion of the Board of Directors she fulfils the condition
is available on www.hcltech.com. specified in the Act for such re-appointment and such
In the opinion of the Board of Directors he fulfils the condition the Board of Directors recommends the passing of resolution
specified in the Act for such re-appointment and such set out in Item No. 6 as a Special Resolution.
the Board of Directors recommends the passing of resolution Except, Ms. Robin Ann Abrams and her relatives, none of
set out in Item No. 5 as a Special Resolution. the Directors or Key Managerial Personnel of the Company
and their relatives, are in any way concerned or interested,
Except, Mr. S. Madhavan and his relatives, none of the financially or otherwise, in the resolution as set out in item
Directors or Key Managerial Personnel of the Company
no. 6 of the Notice.
and their relatives, are in any way concerned or interested,
financially or otherwise, in the resolution as set out in item no. The Board of Directors recommends the resolution as set out
5 of the Notice. at Item no. 6 for approval of the members to be passed as a
Special Resolution.
at Item no. 5 for approval of the members to be passed as a Item No. 7
Special Resolution.
In accordance with the provisions of the Act and SEBI LODR
Item No. 6 Regulations, an Independent Director can be appointed for
a maximum of two terms of five years each. The first term is
In accordance with the provisions of the Act and SEBI LODR
to be counted w.e.f. the Annual General Meeting falling after
Regulations, an Independent Director can be appointed for a
April 1, 2014. Dr. Sosale Shankara Sastry was appointed as an
maximum of two terms of five years each. The first term is to be
Independent Director of the Company for a term of five years
counted w.e.f. the Annual General Meeting falling after April 1,
up to the date of AGM scheduled in the year 2019.
2014. Ms. Robin Ann Abrams was appointed as an Independent
Director of the Company for a term of five years up to the date Based on the recommendation of the Nomination and
of AGM scheduled in the year 2019. Remuneration Committee, the Board of Directors of the
Company at their meeting held on May 9, 2019, have
Based on the recommendation of the Nomination and
recommended the re-appointment of Dr. Sosale Shankara
Remuneration Committee, the Board of Directors of the
Sastry for the second term as provided in the resolution.
Company at their meeting held on May 9, 2019, have
recommended the re-appointment of Ms. Robin Ann Abrams The Company has received a declaration from Dr. Sosale
for the second term as provided in the resolution. Shankara Sastry confirming that he meets the criteria of
Independence as prescribed under Section 149(6) of the Act
The Company has received a declaration from Ms. Robin Ann
and as per SEBI LODR Regulations. In the opinion of the Board
Abrams confirming that she meets the criteria of Independence
of Directors, he fulfils the conditions specified in the said Act
as prescribed under Section 149(6) of the Act and as per SEBI
and is independent of the management. A copy of the draft
LODR Regulations. In the opinion of the Board of Directors, she
letter for re-appointment of Dr. Sosale Shankara Sastry setting
fulfils the conditions specified in the said Act and is independent of
out the terms and conditions is available for inspection at the
the management. A copy of the draft letter for re-appointment of
Registered Office of the Company on any working day between
Ms. Robin Ann Abrams setting out the terms and conditions is
11.00 a.m. IST to 1.00 p.m. IST upto the date of AGM and will
available for inspection at the Registered Office of the Company
also be available for inspection at the venue of the AGM and
on any working day between 11.00 a.m. IST to 1.00 p.m. IST
available on the website of the Company.
upto the date of AGM and will also be available for inspection
at the venue of the AGM and available on the website of the The Company has received consent in writing and other
Company. relevant disclosures from Dr. Sosale Shankara Sastry.
The Company has received consent in writing and other In terms of Section 160 of the Act, the Company has received a
relevant disclosures from Ms. Robin Ann Abrams. notice in writing from a member of the Company proposing the

candidature of Dr. Sosale Shankara Sastry to be re-appointed period for which members can authorise the Board of Directors
as an Independent Director. at a time is five years.
Brief profile of Dr. Sosale Shankara Sastry is enclosed and Accordingly, the members of the Company in the Annual
detailed profile is available on www.hcltech.com. General Meeting held in the year 2014 had granted authority to
the Board of Directors to pay the aforesaid commission to the
In the opinion of the Board of Directors he fulfils the condition
Non-Executive Directors upto the financial year 2019.
specified in the Act for such re-appointment and such
appointment is independent of the management. Accordingly, It is now proposed to seek fresh approval of the members to
the Board of Directors recommends the passing of resolution authorise the Board of Directors for a period of five financial
set out in Item No. 7 as a Special Resolution. years commencing from April 1, 2019 and extending upto and
including the financial year of the Company ending on March
Except, Dr. Sosale Shankara Sastry and his relatives, none
31, 2024.
of the Directors or Key Managerial Personnel of the Company
and their relatives, are in any way concerned or interested, All Non-executive directors may be deemed to be concerned or
financially or otherwise, in the resolution as set out in item no. interested in the resolution set out at Item No. 8 of the Notice to
7 of the Notice. the extent of the remuneration by way of commission that may
be received by them.
at Item no. 7 for approval of the members to be passed as a Mr. Shiv Nadar, Chairman and Chief Strategy Officer being
Special Resolution. related to Ms. Roshni Nadar Malhotra, is also interested
in this resolution to the extent of commission, if any, paid to
Item No. 8
Ms. Roshni Nadar Malhotra.
The Non-Executive Directors can be paid remuneration only
None of the Key Managerial personnel of the Company or their
by way of commission. The aggregate commission to all the
relatives are in any way concerned or interested, financially or
Non-Executive Directors cannot exceed one percent per
otherwise in this resolution.
annum of the net profits of the Company.
The approval to pay commission to the Non-Executive Directors
at Item no. 8 for approval of the members to be passed as a
is granted by the members of the Company and the maximum
Special Resolution.
10

DETAILS OF DIRECTORS SEEKING APPOINTMENT/RE-APPOINTMENT AS REQUIRED UNDER SEBI (LISTING
OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
Name of the Directors Shiv Nadar Mr. R. Srinivasan Mr. S. Madhavan

Date of Birth (Age in years) 18-Jul-1945 (74) 28-Jun-1946 (73) 27-Oct-1956 (62)
Date of Appointment 01-Feb-2017 04-Dec-2014 04-Dec-2014
Qualifications Electrical Engineer from Electrical Engineering Fellow member of the Institute of
Coimbatore in South India Degreefrom Madras Chartered Accountants of India,
University, MBA Degree Post Graduate Diploma in Business
from the Indian Institute of Management from the Indian Institute
Management, Ahmedabad of Management, Ahmedabad
Experience and expertise Information Technology Strategic and Business Advisory and Tax Matters and
in specific functional area Sector, Strategic Planning Management Leadership Development
and Management
Shareholding in HCL 184 equity shares - 2,500 equity shares
Technologies Limited
Relationship with other Relative (Father) of Ms. None None
Directors / KMPs Roshni Nadar Malhotra,
Director of the Company.
Directorships / Committee - - 1. UFO Moviez India Limited:
Membership and Member - Audit Committee
Chairmanship held in other Chairman - Nomination &
Listed Companies Remuneration Committee
2. Glaxo SmithKline Consumer
Healthcare Ltd.
3. Transport Corporation of India
Name of the Directors Ms. Robin Abrams Dr. Sosale Shankara Sastry
Date of Birth (Age in years) 12-May-1951 (68) 15-May-1956 (63)
Date of Appointment 04-Dec-2014 04-Dec-2014
Qualifications Bachelor of Arts and a Juris DoctorB.Tech from Indian Institute of Technology, Bombay; M.S.
Degree from the University of EECS (1979),University of California, Berkeley; M.A.
Nebraska Mathematics (1980), University of California, Berkeley
and Ph.D. EECS, University of California, Berkeley
Experience and expertise in Strategic Planning and Management. Electronic Research, InformationTechnology Sector,
specific functional area Cybersecurity and Critical Infrastructure Protection.
Shareholding in HCL - -
Technologies Limited
Relationship with other None None
Directors / KMPs
Directorships / Committee - -
Membership and
Chairmanship held in other
listed companies
Notes:
1. The Directorship, Committee Membership and Chairmanships do not include positions in Foreign companies, unlisted
companies, private companies and Section 8 companies.
2. The proposal for re-appointment of Directors has been approved by the Board of Directors pursuant to the recommendation
of Nomination and Remuneration Committee considering their skills, experience and positive outcome of performance
evaluation.
3. Terms and conditions of re-appointment and remuneration are as per the Nomination and Remuneration Policy of the
Company.
4. Detailed profile of Directors, number of meetings of the Board of Directors attended by them during the financial year and
remuneration drawn are provided in the Corporate Governance Report which forms part of the Annual Report.
11

ROUTE MAP TO THE AGM VENUE
12

CORPORATE INFORMATION
Board of Directors
Mr. Shiv Nadar Chairman & Chief Strategy Officer

Ms. Roshni Nadar Malhotra Non-Executive Non-Independent Director
Mr. Deepak Kapoor Non-Executive & Independent Director
Mr. James Philip Adamczyk Non-Executive & Independent Director
Mr. S. Madhavan Non-Executive & Independent Director
Ms. Nishi Vasudeva Non-Executive & Independent Director
Ms. Robin Abrams Non-Executive & Independent Director
Dr. Sosale Shankara Sastry Non-Executive & Independent Director
Mr. R. Srinivasan Non-Executive & Independent Director
Mr. Thomas Sieber Non-Executive & Independent Director
Key Managerial Personnel
Mr. C. Vijayakumar President & Chief Executive Officer

Mr. Prateek Aggarwal Chief Financial Officer
Mr. Manish Anand Company Secretary
Registered Office Corporate Office
806, Siddharth 96, Nehru Place Plot No.: 3A, Sector 126,
New Delhi - 110019 Noida - 201 304
Telefax: +91-11-26436336 Telephone: +91 120 6125000
Bankers
Canara Bank Citibank N.A.

Deutsche Bank AG Standard Chartered Bank
State Bank of India BNP Paribas
The Hongkong and Shanghai Banking Bank of America N.A.
Corporation Limited
Annual Report 2018-19 1
Book 1.indb 1 04-Jul-19 8:47:34 PM

Contents
Management Discussion and Analysis 03
Directors’ Report 36
Corporate Governance Report 101
CEO & CFO Certificates 138
Business Responsibility Report 139
Standalone Financial Statements 160
Consolidated Financial Statements 221
Statement under Section 129 293
2 Contents
Book 1.indb 2 04-Jul-19 8:47:34 PM

MANAGEMENT DISCUSSION AND ANALYSIS
Investors are cautioned that this discussion contains forward-looking statements that involve risks and uncertainties. When words
like ‘anticipate,’ ‘believe,’ ‘estimate,’ ‘intend,’ ‘will,’ ‘expect’ and other similar expressions are used in this discussion, they relate
to the Company or its business and are intended to identify such forward-looking statements. The Company undertakes no
obligations to publicly update or revise any forward-looking statements, whether as a result of new information, future events,
or other factors. Actual results, performances or achievements could differ materially from those expressed or implied in such
statements. Factors that could cause or contribute to such differences include those described under the heading ‘Risk’ as well as
factors discussed elsewhere in this report. Readers are cautioned not to place undue reliance on the forward-looking statements
as they speak only as of their dates. The following discussion and analysis should be read in conjunction with the Company’s
financial statements included herein, and the notes thereto.
Book 1.indb 3 04-Jul-19 8:47:34 PM

INDEX
• The Changing Landscape
o Industry Overview
o HCL Strategy
• Mode 1: Core Services

o Applications Services
o Infrastructure Management Services
o Engineering and R&D Services
o Digital Process Operations (Business Services)
• Mode 2: NextGeneration Services

o Digital and Analytics Services
o Cloud Native Services
o IoTWoRKSTM
o Cyber Security & GRC
• Mode 3: Products & Platforms

o HCL Software
o DRYiCE
o Industry Platforms
• Talent Update
o Talent Composition
o Talent Acquisition & Development
o Diversity & Inclusion
o Recognition of HCL Culture & Engagement Practices
o Compliance at HCL
• Corporate Social Responsibility
• Risk Management
o Technology Adoption and Consumption Risk
o Political and Economic Risk
o Regulatory Compliance Risk
o Business Continuity Risk
o Information and Cyber Security Risk
o Privacy Risk
o Foreign Exchange Risk
o Acquisitions and Strategic Partnerships Risk
o HR Related Risk
o Tax Related Risk
• Performance trend
o Value Addition
• Financial Performance
• Consolidated Results
o Results of Operations
o Taxation
o Financial Position
o Cash Flows
o Key Financial Ratios
• Standalone Results
o Results of Operations
o Financial position
o Cash flows
o Key Financial Ratios
4 Management Discussion and Analysis
1. HCL Techno Ltd AR 1- 159 2018-19.indd 4 04-Jul-19 9:24:41 PM

Fast Track to the Future, Now to people’s lives, focusing on a human-centered, end-to-
end digital transformation. In doing so, these enterprises are
Industry Overview achieving new levels of growth, and in the process, redefining
the very role of the enterprise in our societies.
Technological innovations are reshaping the world we live
in. Exponential advances across technologies like cloud
HCL Strategy
computing, artificial intelligence (AI), machine learning,
robotics, IoT, augmented and virtual reality would continue While the demand for technologies continue to rise and
to transform every aspect of human life. We strongly believe organizations grapple with the disruption, HCL is accelerating
enterprises will continue to invest in these technologies to its evolution with the adoption of a unique road map for growth
transform every aspect of their businesses. Some of the key – the Mode 1-2-3 strategy.
trends on the technology spending by enterprises include
Our primary focus is to provide a comprehensive portfolio of
• While new technologies and digital transformation services and products, as part of our Mode 1-2-3 strategy to help
spends are growing at a healthy mid-teens CAGR, customers maximize innovation, drive business efficiency and
traditional products & services will grow at low single performance, and achieve success in the digital world. Clients
digits and is still four fifths of the enterprise IT spend. are looking beyond custom services designed as a reactive
As a result of this, we continue to see opportunities strategy to business problems, but for proactive solutions that
in both spend patterns for service providers who can build on readily available platforms with best practices and
possess a comprehensive suite of offerings. Many custom expertise on tap. In this context, HCL is executing a
transformational opportunities have the potential to strategy that leverages its core strength in product engineering
convert large traditional spend into new age technology services and IT services to build the next generation products
spend over the next few years. & services.
• There is a continuing shift in market buying patterns Our Mode 1 encompasses core services in the areas of
with “As a Service” Outsourcing growing thrice Applications, Infrastructure, Engineering and Research &
compared to traditional sourcing growing in high single Development Services (ERS) and Digital Process Operations
digits. (DPO) to transform clients’ businesses and Information
Technology (IT) landscape, making them ‘lean’ and ‘agile’.
• Since every business is becoming software defined The primary goal in this mode is to augment clients’ business
and technology led business models are emerging competencies through extreme automation and operational
in every vertical, the technology investment is more agility. We continue to see healthy demand for these services
than ever business outcome aligned and would be as mentioned earlier about the large market opportunities for
sustained through economic cycles. traditional services.
• Technology Infrastructure is becoming core to Digital We also see the strong emerging trend of integrated market
Transformation as Digital Foundation. Some of the opportunities by combining various traditional services
key components of this include Hybrid cloud, Platform and even new technologies into single client engagement.
centric approach and Digital Workplace shift from This demand allows for end to end ownership, agile service
device to users to experience. execution and business outcome led service delivery. Some of
We have started to see AI becoming core to business the strategic deals we won this year had our various services
transformation in 2019, especially smart machine learning offerings including Application Services, Infrastructure services
algorithms and advanced robotics. AI adoption will strengthen and Digital Process Operations.
further, with smart, autonomous machines leveraging the We also had other deal wins we had this year included our
new technology to perform tasks traditionally accomplished product engineering led business operations, Infrastructure,
by humans. Drones and autonomous cars will continue Applications combined with our Mode 2 Services coming
transforming supply chains and logistics. Enterprises that can together as a digital transformation proposition etc. As we look
optimally leverage the power of such disruptive technologies into the future, HCL is well positioned to win more integrated
will gain a competitive advantage across business functions. deals and execute them to the utmost satisfaction of our clients.
The growth of augmented analytics, expected to represent
the third major wave for data and analytics, will be a crucial Under Mode 2, we offer experience-centric and outcome-
determinant in this direction, with over 40% of data science based integrated offerings including Digital and Analytics,
tasks projected to be automated by 2020. IOTWoRKS™ (Internet of Things), Cloud Native, and Cyber-
Security. We have also built several innovation laboratories
Tomorrow’s organizations have already started moving beyond all over the world for Digital, Analytics, IoT Works, and Cloud
simply offering products and services. They are moving closer Native Services. Our scale digital programs that empower
Book 1.indb 5 04-Jul-19 8:47:34 PM

clients to take their digital projects to large scale roll outs Mode 1: Core Services
continues to see tremendous traction in the market.
Applications Services
Mode 3 is an ecosystem led strategy focused to design
and develop products and platforms for the “As a Service” The applications services market today is undergoing a
economy through organic and inorganic routes. This will help massive transformation. There is a continual shift from systems
us strengthen our position in the software products segment, of record to systems of innovation. While the overall spend on
enhance customer engagement and stay ahead of competition, traditional services has moderated, growth is being driven by
with risk mitigation through this flexible approach. Our Mode 3 new technologies like the cloud, application modernization,
strategy consists of three growth vectors analytics, IoT, and digitalization.
• HCL Software – A combination of organic IP, acquisitions HCL offers a full life cycle of consulting services and proven
and IP partnerships across segments like Data, DevOps, delivery capabilities aligned with the needs of specific
Automation, Mainframe, Collaboration and Marketing & industries and sectors and tailored for each client need. HCL’s
Commerce. applications business is structured around various integrated
horizontal capabilities, allowing us to offer a unified approach in
• DRYiCE – AI powered foundation for digital enterprise to
developing the right solutions for client business needs. During
transform & simplify IT, Business and Digital Operations.
the year, we have also successfully implemented our DRYiCE
• Industry focused IP Platforms – Outcome aligned AI led automation platform in various customer engagements.
platforms that aligns client interest with HCL’s business DRYiCE for Application Services help the organizations to
goals in high growth verticals like Telecom, Financial enhance their user experience, improve productivity, faster
Services, Healthcare, Manufacturing and Aerospace. GTM and cost reduction. Through this unique combination of
In each of these categories, we continue to invest in new AI led automation, extensive experience in industry verticals
propositions that have been well received by clients during the and people expertise, we provide powerful solutions to address
year. Additional information can be found in the detailed section our client needs.
on Mode 3. While traditional systems integration services remain critical
We leverage the power of employees’ ideas exemplified by with the shifting applications landscape, clients are now
the concept of IdeapreneurshipTM. It is a culture that fosters seeking partners that can also help them take advantage of
grassroots innovation based on the belief of inverting the emerging technologies and simplify their IT operations, while
organizational pyramid to engage, enable, and empower front- simultaneously reducing costs and investing in business growth.
line employees who are best placed to cater to customers’ Using end-to-end IT capabilities – from systems integration to
businesses. Thus, our ‘Relationships Beyond the Contract’ application maintenance and support – we deliver value-driven
(RBtC), powered by IdeapreneurshipTM, provides the solutions designed to help organizations maximize their return
opportunity to ideate, collaborate, and create unique ideas to on investment, enhance business productivity, and reduce the
solve customers’ business problems. By taking relationships total cost of technology ownership.
beyond the contract, HCL focuses on building long-term,
Building Partnerships
mutually beneficial associations with customers.
HCL identified client and technology partnerships at the core
At HCL, we are interested in how humanity’s relationship
of its growth strategy almost at inception. There is a plethora
with technology will evolve through the next decade of
of partnership led business opportunities available to the most
rapid innovation. HCL has launched HCL 2030 Platform in
innovative and flexible service provider. We recognize the
World Economic Forum this year as a part of the theme of
importance of investing in and developing strong intellectual
human-machine harmony with its ecosystem of partners
property and offerings in new and emerging technology areas.
and stakeholders. This will serve as a platform for in-depth
We continue to work with clients to drive business outcomes
discussions with future leaders and innovators to drive
through large IT program delivery, with leading enterprise
transformation across digital technologies.
application providers – SAP, Oracle, and Microsoft.
Our ‘Global to Local Campaign’, which was recently launched
In the SAP space, HCL is transforming our customers’
with the US 30 and followed with the Nordics 10 campaigns,
traditional SAP application landscape to post-modern ERP
is aligned with our 2030 Vision. Over the next year, HCL will
SAP business platform landscape with a focus on S/4HANA®,
continue these campaigns across all major geos, each with
C/4HANA, ARIBA and SAP Cloud Platform (SCP) as the core
its own distinct local flavor, yet tied to our global vision and
building blocks. An MOU was signed between HCL and SAP
fabric.
in 2018 for the program DIGITALignitionTM, which focuses the
two companies on delivering an Experience-centric Intelligent
Book 1.indb 6 04-Jul-19 8:47:34 PM

Enterprise using SAP digital platforms and services for our technical development and support to make sure our clients
customers. receive the ideal systems integration solutions at the right
price. With our offshore centers of excellence, we are able to
HCL has made both horizontal and industry IP investments
accelerate implementation, while reducing the risks and costs
in the SAP eco-system, including delivering DRYiCETM LUCY
associated with global deployment. Effective business and IT
and the COPA (Cognitive Orchestrated Process Automation)
transformation are a result of our unique capabilities in being
framework on SAP_Cloud Platform (SCP). And in January
able to merge our onsite and offshore capabilities seamlessly.
2018 HCL’s continued investment in industry solutions resulted
in HCL signing a global reseller agreement with SAP SE where Infrastructure Management Services (IMS)
SAP will resell the HCL’s iMRO® S/4HANA product. iMRO® is
a next-generation maintenance, repair, and overhaul solution Enterprises are looking at their Infrastructure Management
which will be sold under the brand name SAP® Enterprise Asset Service (IMS) providers to create their digital foundation
Management (SAP EAM), an add-on for Maintenance, Repair that would accelerate digital transformation and be the
& Overhaul (MRO) by HCL for SAP S/4HANA®. core of digital operations for years. This demands a flexible
architecture of hybrid cloud led deployments, microservices
With Microsoft, HCL has developed four strategic areas of led application design, AI / ML for IT Operations. Clients are
collaboration designed to enable our mutual customers’ digital looking at this digital foundation to manage the petabytes of
transformation. These include: machine led data generated by large IOT deployments. On the
• Azure/Azure stack and cloud-based computing. end user computing side, IMS providers need to be creative
and adaptive to support digital workplace that goes beyond
• Business applications utilizing Microsoft Dynamics/ managing devices to users to experience.
Dynamics 365.
HCL’s IMS practice caters to Global 2000 enterprises
• The data platform focused on Internet of Things, spread across a broad spectrum of industries ranging from
Artificial Intelligence and Machine Learning. manufacturing to financial services, automotive, telecom, hi-
tech, consumer goods, retail, banking, financial services and
• The Modern Workplace using the broad suite of
insurance, energy and utility, logistics, travel and tourism,
collaboration and productivity solutions from Microsoft.
media and entertainment, life sciences and independent
We also announced a new partnership with Microsoft whereby software vendors (ISVs). Our IMS practice currently manages
HCL will optimize and migrate third party Independent Software over 6 million globally distributed customer assets and devices
Vendor (ISV) applications to the Azure public cloud.In the Oracle in addition to over 20 million helpdesk contacts for ~2 million
space, HCL has reworked its proposition to help in reinventing business users in 30+ languages. We do this using a network
the core for Oracle applications on premise customers and of service delivery centers spread across the globe.
reframing the future with Oracle SaaS (Software as a service)
cloud apps. The service offerings are designed to take the HCL’s Key IT Infrastructure Services that enable Next
customers through the journey of building a digital enterprise Generation ITO
with Oracle cloud, and the necessary investments being made Next Generation Data Center and Cloud Services: While
in this direction. The go-to-market strategy for Oracle practice organizations are fast adopting DevOps and Automation to
is aligned with Oracle’s impetus on migrating customers to realize their digital vision, complexity, resource intensiveness,
SaaS and IaaS. costs and silos of legacy infrastructure are becoming major
As digital transformation and Agile DevOps initiatives gain hindrances in achieving that vision. Enterprises must make their
focus, there is a blurring of boundaries in the Application testing Data Centers digital ready with software-defined infrastructure
space across teams, which has led to an increase in demand and hybrid cloud powered by intelligent automation & catalog-
for integrated testing. To meet these objectives, HCL has been based consumption model with the ability to scale up and
helping customers transform their legacy organizations to more down. HCL believes in making the Data centers (DC) ready
agile collaborative Integrated Quality Engineering function that for Digital Transformation and supports the entire lifecycle from
is supported by an Automation First approach. DC transformation to modern data centers by enabling latest
technology & solutions like Software Defined Infrastructure,
HCL continues to invest in building digital assurance Hybrid Cloud architecture and Hyper Converged Infrastructure.
capabilities and offerings, strengthening its homegrown IPs HCL is also capable of running agile and lean DC operations
by including Artificial Intelligence and Machine Learning through application of advanced autonomics and service
components and delivering as-a-service models through orchestration leveraging Machine Learning, Artificial
HCL OneTest. Our delivery model integrates on-site business Intelligence & Cognitive solutions. HCL continues to invest
transformation consulting services with near and offshore in building industry-leading, differentiated tools for optimized
Book 1.indb 7 04-Jul-19 8:47:34 PM

cloud enablement, such as ElasticOps for Automated Hybrid Cloud Operations, HCL CART (Cloud Assessment Tool), HCL
DPrizm (Digital Prizm), and HCL MyCloud Portal for multi Cloud Orchestration, self-service and dynamic provisioning solutions,
and OpsML and iAutomate.
Digital Workplace Services: Our digital workplace services are designed to create a modern digital user experience and enhance
productivity on the go. The service leverages our SMART Workplace Model with its four pillars as shown in the picture below.
Smart IT Smart Users
focused on assessing and to leverage cognitive bots for

transforming the user contextual and omni-channel
experience at every touch access and self-service.
point and interaction.
Smart Machine Smart Spaces
that infuse self-diagnostic and meant to expand traditional

self-healing capacities in workplace boundaries by
workplace assets. leaving the power of
wearable and IoT.
We have gone a step further by shaping the Digital Workplace time to market and certified integration, ensuring an agnostic
Service for Gen-Y. For this, we use our automation platform ecosystem, end-to-end.
DRYiCETM that creates self-help and self-healing capabilities
DRYiCETM Autonomics and Orchestration: HCL DRYiCETM
to empower users with reliable, secure, personalized and any-
forms the Automation and Orchestration backbone of most
place-any-time-any-device access to the workplace. The key
of our services. With more than 40 integrated modules
goals are to maintain a data-driven, collaborative and engaging
featuring latest autonomics technologies such as Machine
environment.
Learning, Deep learning, Cognitive and Natural Language
Next Generation Network Services: These services enable Processing, Robotic Process Automation, Predictive Analytics
a secure, agile, automated, efficient, and optimized network and Artificial Intelligence – DRYiCETM enables the Enterprise
for organizations. Next Generation Network offerings are IT to be agile and efficient. It brings self-service, dynamic
differentiated by an IP and AI driven orchestration layer provisioning and proactive monitoring and management at
across network portfolio and services- Automating NetOps the core of data centers, enables employees and service desk
2.0 through ‘NetBot’, Cognitive network assessment through agents to be more productive and tackle higher order tasks,
‘NetAssess’ and redefining collaboration user experience and networks to be self-healing and optimized. With built-in
using Bots as Co-Worker through ‘Rendezvous’. Innovation service orchestration, actions can be triggered across complex
is and will continue to be central to network strategy. We processes and ecosystems to ensure that business reacts fast
continue to drive technology disruptions in areas such as SDN to changing conditions.
(Sensus) and Multi-Cloud network transformation, integrating
Enterprise Platform Services: HCL’s Enterprise Platform
programmability to the fabric of network infrastructure, making
Services (EPS) are designed to deliver comprehensive, full
it virtualized, automated and readily adaptable to changing
stack, pre-validated solutions to support adoption of digital and
workload needs and hybrid cloud ecosystem. Our positioning
cloud platforms including private and public PaaS & containers,
of ‘Network Service Integrator’ framework is a key driver for
Middleware, Database, SAP. Customers use our integrated
growth, catalyzing new market penetration and global reach,
end-to-end EPS solutions to build future-ready infrastructure,
adding value through partnerships, ensuring quality, faster
Book 1.indb 8 04-Jul-19 8:47:34 PM

modernize applications and streamline operations that, in turn HCL works with 65 of the top 100 R&D spenders in the world.
fuel agile, DevOps and microservices. Empowered by a deep engineering heritage, out-of-the-box
thinking, and a solid foundation of talent, processes, systems,
Business Services Management: This service is aimed
frameworks, and tools, HCL is a preferred engineering partner
at modernizing the management fabric for next-gen hybrid
for global companies with its ability to drive significant business
enterprises. It covers unified monitoring, IT automation, IT
impact and value through accelerated product launches,
operations analytics and unified reporting. Customers use our
improved engineering efficiencies, and adoption of new and
proven frameworks such as MTaaSTM(Management Tools as
disruptive technologies.
a Service), MyCloud, AUTOPS (Automated Operations), and
ITOPS (Analytics-based IT Operations) delivered as a hybrid Today, HCL is a thought leader in emerging technologies
SaaS (Software as a Service)-based platform for rapid value covering Internet of Things (IoT), digital platforms, product
optimization. intelligence, big data analytics, accessibility, social media
platforms, Artificial Reality/Virtual Reality (AR / VR), agile
Service Integration and Management (SIAM): HCL’s
product development, and more. HCL encourages bold
framework and solution accelerators help customers target,
thinking and disruptive approaches needed to help customers
design and build the right Service Integration and Management
outperform in a rapidly changing digital economy. HCL ERS
(SIAM) model. The framework unlocks greater supplier
engages technology enthusiasts through the CTO Straight
management synergy for applications, infrastructure and the
Talk platform, a one-of-its-kind publication that features peer-
cloud. At the core of this outcome is a process-driven service
to-peer knowledge and thought leadership, while providing a
integration platform powered by HCL’s Gold Blue Print (GBP)
stage for industry leaders to connect.
solution that modernizes the integration and orchestration of
multiple service providers and outsourcing services. HCL is constantly pushing the boundaries of technology in
defining new and differentiated ways of offering industrialized
Integrated Operations Services across Enterprise: HCL’s
delivery of engineering services. One such area is the
Integrated Operations Services are designed for the digital end
suite of solutions which packages HCL’s best practices,
to end IT operations of Global 2000 enterprises. The service
intellectual property, and accelerated frameworks into service
combines an agile development operations-oriented support
offerings such as HCL’s Platform for acceleration of NexGen
framework, a highly elastic and self-healing infrastructure,
Engineering Analytics, PANGEA (Platform for acceleration of
high levels of automation, cyber security practices and a
NexGen Engineering Analytics), and HCL’s analytics-driven
comprehensive performance management solution.
Autonomous Product Lifecycle service to name a few. These
solutions speed up product development and reduce life cycle
Engineering and R&D Services
maintenance costs for customers. ERS has a strong innovation
HCL’s Engineering and R&D Services (ERS) is the largest Indian culture, resulting in IP and strategic innovations, while
heritage Engineering Service Provider (ESP) and collaborates leveraging alliances, start-ups, and key academic research for
with some of the most innovative and successful organizations co-creation with customers.
in the world. With over four decades of experience of operating
HCL’s solutions cater to engineering needs across the product
under complex multi-vendor environments and customer value
development life cycle and helps customers address the
chains, HCL seamlessly integrates with, and complements
challenges of accelerated product development, improved
customers’ Research and Development (R&D) activities.
price-to-benefit ratio, and adoption of new technologies. HCL
We offer comprehensive engineering services and solutions in is heavily investing in developing solutions that can help clients
all aspects of product development and platform engineering, quickly influence the overall product ecosystem.
spanning hardware, embedded software, mechanical, Very
HCL has continued to display its leadership in terms of
Large Scale Integration (VLSI) design, Product Lifecycle
service capabilities and scale of operations over a wide
Management (PLM), and software engineering. Our clientele
spectrum of industries. We are recognized as a leader by
are leaders across several engineering industry segments such
analyst firms in diverse domains, including software product
as telecommunications, aerospace and defense, automotive,
engineering, automotive engineering services, embedded and
consumer electronics, industrial manufacturing, medical
semiconductor engineering services, aerospace engineering,
devices, office automation, semiconductor and Independent
Industry 4.0 services, Product Lifecycle Management (PLM)
Software Vendors (ISVs). We successfully collaborate
services, mobile application & testing services and product
with innovation partners, universities, industry bodies, and
engineering services. HCL’s investments in 80+ engineering labs
manufacturing partners.
(environmental compliance, certification, and benchmarking),
Over the past decade, HCL’s engineering services have helped 100+ client development centers and Centers of Excellence
more than 300 organizations develop and launch market- (in niche areas such as industrial design, high-performance
leading products across various market segments. Today, computing, automation, imaging, big data and analytics, etc.)
Book 1.indb 9 04-Jul-19 8:47:34 PM

have resulted in a complete ecosystem of comprehensive orchestration platforms likeToscana©, Datawave,
engineering services from concept to market for customer SCORP, Impress, Alps etc. for digital workflows &
products and platforms across domains. Digital platforms need multichannel integration.
engineering rigor for development and HCL ERS has created a
o Technology Architecture - Leveraging Technology
robust digital platform engineering business.
Landscape
Digital Process Operations (Business Services) By harnessing the power of autonomics, HCL DPO
HCL Digital Process Operations (DPO) has shifted the very helps organizations deploy bolt-on technology point
grounds of operations outsourcing from cost optimization to solutions like RPA, Artificial Intelligence (AI), Machine
Process-First, Technology-led Digital Operations, by adapting Learning (ML), Analytics, and Blockchain to drive
to the new paradigm led by digital forces. Our strategy business process digitalization. This will not only help
around digital operations helps organizations redefine their them efficiently utilize the enterprise platform and
traditional inverted operations pyramid to an upright three- underlying data but also maximize ROI.
stacked digital operations pyramid focusing on three broad  Robotic process automation – Our RPA solution
stacks – Process Architecture, Technology Architecture and creates an ecosystem for rapid and scalable
Experience Architecture. Process architecture sits in the middle enterprise-wide RPA implementations with
stack enabling process transformation using our proprietary low capex requirements. Our Robotic Process
Three Lever BPM (Business Process Management) process Automation (RPA) Centre of Excellence (CoE)
consulting and orchestration platforms for digital workflows powered by rich industry process blueprints
and multichannel integration. Bottom stack comprises of the coupled with RPA use case library, provides
technology architecture, better leveraging the underlying scalable plug and play toolkit for accelerated RPA
technology landscape enabled by autonomics. Top of the stack journey.
is the experience architecture, where domain-led knowledge
workers are enabled by technology to create a digital workforce  Cognitive automation – In continuation with
which amplifies customer experience. By leveraging these our digital journey, our patented cognitive AI-led
tenets, combined with our extensive domain expertise, we knowledge extraction solution, EXACTO has
successfully address the challenges of the enterprises in the provided us an edge by creating more efficient
digital age. processes across our customer’s enterprise
value chains. In the past few months, we have
HCL DPO provides technology-led digital business services to successfully demonstrated this capability by
more than 100 F500/ G2000 clients across industries. These executing multiple implementations with our key
services enable clients to improve organizational processes, customers across various industries.
reduce costs, manage risk, compliance and control, provide
sustained profitable growth and superior customer experience.  Analytics – HCL DPO provides expert services
With the state-of-the-art delivery centers across India, the US, that address the entire data life cycle from ingestion
Europe, Ireland, the UK, Latin America, and the Philippines, to insight. We have executed multiple projects in
HCL DPO leverages its IGDM (Integrated Global Delivery this area with our key customers covering voice
Model) to provide customers with best-in-class services. analytics, data analytics, text analytics and
The HCL DPO edge is a result of the following differentiating predictive analytics delivering transformational
factors. gains.
• Process-First, Technology-led Digital Operations  Blockchain – HCL DPO provides Blockchain

framework – This is a combination of the three factors enabled digital processes across industries. In
listed below the past few months, we have worked on multiple
Proof of Concept (PoCs) / implementations key
o Process Architecture - Transforming Business ones being SCM (Supply Chain Management)
Processes SAP Cloud Platform & Mortgage with others in
Our proprietary 3-Lever Business Process progress.
Management (BPM) approach helps organizations o Experience Architecture - Amplifying Customer
reduce waste through lean implementation, define risk Experience
and controls, and identify areas requiring intelligent
process automation. This is augmented by our We focus on creating the digital workforce by
domain-intensive repository of industry blueprints, enabling the domain-led knowledge workers with
Gold Standard Process Discovery Toolkit & proprietary the right technology and process architecture, which
Book 1.indb 10 04-Jul-19 8:47:34 PM

creates a value zone to amplify customer experience. Most of our customers have taken the next step this year
Technology and process intervention streamlines towards implementing complete operating model change in
existing processes through automation and de- their organizations, with HCL D&A being called upon to guide
skilling, venturing a niche top of the pyramid stack and be the digital partner of choice to drive this change. We
to be performed by digital workforce across our have introduced and enhanced several industry/domain
various vertical and horizontal service offerings to specific capabilities this year, including
create a more predictable and sustainable next-gen
• Cognitive procurement solutions for the retail industry.
enterprise.
• Data science model manager platform to ease and
• Innovative engagement constructs – HCL DPO has accelerate the adoption of data solutions.
demonstrated the ability to create and execute highly
• New competencies in Agile and Organization Change
customized constructs - ranging from joint venture, carve-
Management.
out, build-operate-transfer, assisted captive, hybrid and
co-sourcing models. Our collaborative and consultative • Machine Learning-driven Fraud Detection solutions for
engagement approach provides flexibility and helps to the Insurance Industry.
create a win-win scenario for our clients by putting skin in • Zero Touch KYC solutions for the Financial Services
the game and sharing in their risks. industry.
• Industry-specific offerings - Combining our extensive Scale Digital Centers

domain expertise across multiple industry verticals &
horizontals, and the ability to bring in the right technologies We launched the Scale Digital Center in India followed by the
and partners, HCL DPO has constructed various service development of similar centers in Frisco, Texas and Redmond
propositions that are targeted at specific business (USA), London and Amsterdam (Europe), and Melbourne
challenges faced by enterprises in the digital age. (Australia). These centers are cross-disciplinary hubs for our
teams of digital practitioners to work upon innovative solutions
• Collaborative models to co-create / co-innovate with for our strategic customers.
clients – HCL DPO is increasingly becoming strategic to its
customers by co-creating through a global network of HCL Our Scale Digital Service Offering has been a true differentiator
co-innovation labs. We have recently set up a joint robotics in driving digital transformation for some of our large customers.
development centre with one of our leading banking clients Some key client engagements are mentioned below to indicate
in India. The center will enable bank’s digital operations by the breadth and depth of our scale digital programs.
leveraging cutting-edge automation solutions leveraging AI
• We are driving large scale digital operating model change
/ ML technologies.
for a large, global European bank across their global
• Integrated Model - HCL’s proprietary EFaaS (Enterprise locations in the Mediterranean and in Australia.
Function as a Service) model offers an on-cloud solution to
• Our Scale Digital Service Proposition continues to drive
reduce the cost of enterprise functions. By re-engineering
business growth at a large Telecom company in the
business processes, standardization of application
U.S. where we are now driving Customer Experience
platforms & creation of shared service centres, EFaaS
transformation by re-designing and modernizing their
transforms clients’ enterprise functions and reduces high
Digital Payments platform.
onetime setup cost by leveraging per-use, per-transaction
& per-subscriber payment model. • We are designing a composable, digital platform for a large
Oil and Gas company to solve one of the more complex
Mode 2: Next Generation Services problems around acquisition and analysis of geological &
geophysical data.
Digital and Analytics Services • A large restaurant chain is benefitting by re-imagining
HCL’s Digital & Analytics (D&A) services continues to build their Customer Experience value chain and are driving
on its leadership position in driving digital transformation innovation across the spectrum to create great Customer
through scale execution for our enterprise customers. This Experiences across physical and digital channels. This
year, D&A continued its growth across all industry verticals required revamping the company’s backbone and creating
and geographies. The growth is driven by the robust trend flexible and scalable digital platforms that personalize the
of enterprises across industries moving beyond digital customer experience, create new business models like
transformation proof of concepts (POCs), and by adopting curbside delivery, and create a unified experience across
scale digital for wider impact on their customer engagement all channels.
and operational efficiencies.
Book 1.indb 11 04-Jul-19 8:47:34 PM

We continue to look at acquisitions to build and expand help our customers drive business transformation by creating
capabilities in strategic growth areas. This year, we announced efficient processes, new revenue streams and effective models
the acquisition of Strong-Bridge Envision in the United that deliver measurable outcomes.
States. This enhances our digital transformation consulting
At HCL we believe that the transformative impact of IoT is
capabilities in digital strategy development, agile program
realized by IoT-izing the dark ‘things’, connecting the assets to
management, business transformation and organizational
a ‘data’ platform, and then using the data to derive actionable
change management.
business ‘insights’. This is followed by business decisions that
Digital Partner eco-system ultimately lead to a change in enterprise’s ‘processes and
people practices’.
Our strategic partner eco-system continued to evolve and
expand this year with fantastic traction and recognition from IoTWoRKSTM provides end-to-end IoT services for organizations
longstanding partners including Amazon Web Services (AWS), across three phases, Define-Build-Run by helping organizations
Microsoft, Salesforce (including Mulesoft), Adobe, Pega, design enterprise IoT strategy, develop and run the IoT systems
Appian, Denodo, Tableau and others. We also deepened for realizing real business value.
our relationship with the Silicon Valley ecosystem through our
IoT COLLABTM and Solutions Portfolio:
investment in Morado Ventures, an early stage venture fund
focused on Artificial Intelligence, Machine Learning, and data IoT COLLABTM is HCL’s next-gen innovation space to co-create
technology start-ups. an IoT-led transformation roadmap with our customers. The
dual location IoT innovation centres, located in Seattle, USA,
2018 was also a banner year for D&A within HCL as we
and Noida, India are the preferred destination for businesses
successfully geared up the internal organization through
to arrive with a unique set of challenges and leave with a
a focused reskilling and up skilling program to equip our
customised IoT roadmap. This co-creation happens because of
practitioners with the skills necessary to participate in and drive
the presence of a complete stakeholder ecosystem comprising
next-gen digital transformation programs.
of partners, hardware and software specialists, Subject Matter
IoTWoRKS™ Experts and finance specialists.
IoTWoRKSTM, the dedicated Internet of Things (IoT) business Each roadmap is custom-created to solve a business
unit of HCL Technologies, enables organizations to maximize challenge, and results in key business outcomes like increased
effectiveness, and returns on their asset investments by co- productivity, minimized inefficiencies, creation of new revenue
creating best-in-class IoT driven solutions. These solutions streams and innovative business models.
New solution launches:

HCL launched OEE analytics solution in Oct ‘18 which gives manufacturing plants an insight into a key
metric— OEE. This solution gives the visibility of downtime analysis & enables the plant to quickly
analyze the causes for variation in availability, performance, and quality. It also offers the ability to
suggest corrective measures in case of a deviation from the set target using various predictive and
prescriptive methods of action-driven analytics. The solution replaces the manual effort spent by our
Overall customers to track OEE using spreadsheets, relying instead on tribal knowledge.
Equipment
Effectiveness
(OEE) Analytics
HCL globally launched its Smart Clinical Trial solution which helps
accelerate the discovery-to-market journey for a drug. This loT-led Active Grid
solution aims to save time, effort, and capital for pharmaceutical Management
companies by leveraging our futuristic patient
engagement platform and framework. Solution
HCL, in partnership with Indra, launched its Active Grid Management solution
Smart for the North American market, aiming to help create the next generation of dis-
Clinical tribution grids. This solution leverages loT to create situational awareness for
electric distribution grids, hence helping to improve efficiency, drive revenue,
Trial Solution and transform the way grids operate.
IT Asset Tracking
and Management
HCL has launched a Radio Frequency Identification (RFID)-led IT Asset Tracking and Solution
Management solution with the aim to enhance asset onboarding, transform inventory
auditing processes, and improve asset visibility through location monitoring of IT
assets.
The plug and play solution harnesses the power of loT and enables enterprises to
locate critical Information Technology assets in real time along with curbing potential
losses incurred due to asset theft and misplacement. By leveraging systems integra-
tion along with asset tracking technology, the solution helps enhance automate asset
security and manage workflows/processes, resulting in improved operational
efficiency and productivity.
Book 1.indb 12 04-Jul-19 8:47:34 PM

HCL IoTWoRKS™ has been selected by Microsoft as an Azure HCL Intellectual Properties and solutions from the existing
IoT Elite Partner for FY’19. We are one of the 3 GSI’s (Global portfolio of HCL were made co-sell ready on the Microsoft One
Service Integrators) selected for this partnership category. Our Commercial Partner portal.
sizable number of Azure IoT-based customer engagements
Amazon Web Services (AWS): HCL is a premier AWS
was a testimony to our current engagement and relationship
consulting partner, which makes us one of the top APN (AWS
with Microsoft. The selection as an Elite partner allows us to
Partner Network) consulting partners providing technical
leverage the industry-leading technologies of Azure IoT, Cloud
solutions spanning design, architect, build, migrate and manage
and Security.
workloads and applications on AWS. HCL was recertified by
Cloud Native Services AWS as a Managed Services Partner. This stellar achievement
validates our capabilities in the AWS cloud infrastructure and
As businesses realize the potential of cloud, acquiring a ‘Cloud application migration space. HCL was among the early partners
State of Mind’ is the top item on the agenda of every ambitious to enroll in the AWS Solution Provider Program and is among
enterprise. It starts with an open mind to identify the ideal the early adopters of Enterprise Contract for AWS Marketplace.
workloads for the cloud – public or private while retaining the
right workloads on premises or in traditional data centers. Pivotal: HCL is a Strategic Global System Integrator (GSI)
partner of Pivotal offering a full spectrum of Pivotal services.
The Cloud State of Mind Enterprises use these services to drive their innovation
programs and accelerate their digital transformation journey. The
The cloud state of mind enables enterprises to view every partnership aims to help enterprises create a new generation
initiative they take, every business plan they implement, of cloud-native applications for Pivotal Cloud Foundry® (PCF),
every product and service they launch, and every technology the cloud-native application platform, running on advanced
investment made through the lens of cloud. This means they digital infrastructure helping enterprises to accelerate business
can go digital on a strong foundation of cloud, scale effortlessly, transformation. Along with Pivotal offerings HCL aimed at
introduce innovation into development, be well prepared for enabling the workforce with immersive training experience
a world of serverless computing, stay agile and adopt new to learn PCF, micro services architectures, and continuous
business models and change the way they compete. For integration and delivery practices.
organizations adopting a cloud state of mind, cloud is not the
end but a start of a new way of executing business objectives. Google Cloud Platform (GCP): HCL is a recognized as a
Google Premier Partner across various product lines. HCL
Service Capabilities enrolled into the Google Account Acceleration Program to
accelerate account interlock for target accounts and drive joint
HCL Cloud Services is a part of our strategically important
Google and HCL initiatives.
Mode 2 initiative, the Cloud Service works in collaboration with
all HCL service lines and verticals. At this intersection of HCL IBM: The HCL partnership with IBM is designed to help advance
capabilities, customers can accelerate innovation and create a hybrid journeys of organizations worldwide. HCL will offer re-
more responsive IT organization. platforming and refactoring services that enable enterprises
to build and migrate applications to IBM Cloud Private from
Key Cloud Partnership Highlights within the company’s HCL Cloud Native Labs. The services are
Microsoft Azure: HCL is an Expert Managed Services Partner available now in HCL’s Cloud Native Labs in London and will be
(MSP) and Gold Certified Partner for Azure and amongst the subsequently rolled out in New York and Noida later this year.
fastest revenue growth partners of Microsoft Azure. The focus HCL and IBM will also assist clients in building joint solutions
on this successful partnership ensures we can deliver highly that include IBM AI capabilities.
complex cloud implementations without compromising the
SaaS Partnerships
strategic vision of our customer’s cloud pursuits.
Enterprise clients are looking to leveraging out of the box SaaS
HCL has been amongst the early ones to be recognized and
offerings in areas like HRM, CRM and Service management
elevated as an Azure Expert MSP. Through this distinction
that can provide agility with stability and move the spend from
Microsoft recognizes the ability of HCL to manage the large and
capex to opex. In this context, our strategy is to partner with
complex cloud transformation journeys for Microsoft customers.
select service providers whose offerings can co-exist and
HCL and Microsoft jointly launched Independent Software be integrated to the rest of the enterprise platforms through
Vendor (ISV) Migration Factory at the recent Microsoft Global microservices / API driven architecture. Our growth strategy
partner event Microsoft Inspire. This joint initiative aims at lies in our continued investments on SaaS partnerships in
accelerating the Software as a Service (SaaS) journey for areas such as HRM, CRM, service management, subscription
ISVs while adopting Azure as the cloud platform. Multiple management, product configuration management etc. Each of
Book 1.indb 13 04-Jul-19 8:47:34 PM

these areas favors good growth in the foreseeable future for We also help our customers develop an evolving posture
HCL. across all domains of security including
HCL Cloud Native Labs: The HCL Cloud Native Labs enable  Infrastructure and cloud security
Cloud Native transformation by accelerating adoption. The  Application security
HCL Cloud Native Labs are the only set of facilities in the
 Identity and access management
world that can demonstrate a global hybrid, multi-region,
production environment based on VMware, DELL and Pivotal.  Governance, risk, and compliance
The labs will also provide immersive training to help large  Data security
enterprises undertake the cultural transformation necessary  Disaster recovery and business continuity planning
to successfully adopt modern cloud-native approaches to
software development. With over 3,500 dedicated security professionals,
6 Cybersecurity Fusion Centers (CSFC) spread across the
Cybersecurity & GRC globe which have cognitive and global threat intelligence
built into them, and 40+ global delivery locations, HCL’s
In today’s dynamic business landscape, it is important for
Cybersecurity and GRC Services protect some of the world’s
organizations to focus on protecting their vital Information
largest companies across industry verticals and geographies.
Technology (IT) resources, whilst strengthening internal control
From strategy, architecture, and consulting services to system
and corporate governance. To do this, companies require an
integration and managed security services, HCL as a partner
effective mechanism that will help them achieve security and
can help clients build a future-ready and secure enterprise.
trust in their business transactions driven by IT systems, while
meeting regulatory compliance and managing stakeholder Mode 3: Products and Platforms
demand. With our dynamic cybersecurity framework, firms can
integrate and orchestrate key processes, increase reliability Our products and platforms strategy involve a combination of
and reputation, and capture opportunities while mitigating organic and inorganic IPs, along with partnership led innovations.
uncertainty. We continue to see client needs for product and platforms that
automate operations & drive agility, solve business challenges
Cybersecurity & Governance, Risk and Compliance end to end through flexible investment models, create value
(GRC), which is an integral part of HCL’s Mode 2 strategy out of data and protect technology investments. HCL continues
helps organizations embrace a dynamic cybersecurity posture to look out for opportunities to grow this portfolio to create a
and mitigate uncertainty by neutralizing threats. The rapid complete suite of offerings in the chosen areas.
changes in technology have exposed organizations to an
increased threat of security breaches. An enterprise’s need The large-scale deployments of these products provide us with
for Cybersecurity & GRC, and an effective business continuity a great opportunity to reach and serve thousands of global
capability have become even more critical with the advent of enterprises across a wide range of industries and markets.
new age technologies such as cloud, digital and analytics, Products and Platforms continues connecting the dots between
Internet of Things (IoT) etc. Organizations need an experienced the existing strengths while looking beyond tomorrow and
and mature cybersecurity partner who drives business growth aligning with the trends shaping the future. We are building a
while helping ensure compliance with business and regulatory world-class software products business, committed to bringing
requirements. speed, insights, and innovations to create enduring value for
our customers. As mentioned earlier, we have three broad
The HCL Cybersecurity & GRC business helps organizations segments in Mode 3 – HCL Software, DRYiCE and Industry
manage the industry shifts that are changing the way Platforms. The details are mentioned below.
businesses operate. We provide the full spectrum of services
required to meet the threats and vulnerabilities across all HCL Software
verticals and protect the 360-degree landscape of a customer
across IT and cyber-connected systems. Our Dynamic This critical part of our Mode 3 offerings has evolved through
Cybersecurity framework helps our customers move from a our IP Partnerships, acquisitions and subsequent organic
‘static’ to a ‘dynamic’ posture to deal with an ever-escalating investments. Our software offerings are organized in the
threat landscape, offering a full spectrum of services covering: following structure
Strategy and architecture  Data – Data platforms, data integration and data
analytics.
Transformation and integration
 Mainframes – Application modernization and
Managed services
mainframe tools.
Book 1.indb 14 04-Jul-19 8:47:34 PM

 DevOps – Development operations and security tools. Actian – Hybrid Data Platform
 Automation – Workload automation and edge During the financial year, HCL acquired Palo Alto based
management. Actian, a leading vendor of hybrid data management and
 Marketing & Commerce – Platforms that support analytics products. Actian will play a critical role in enhancing
marketing campaigns and eCommerce activities HCL’s Mode 3 offerings in data management products and
platforms. Actian’s products when combined with HCL’s Mode
 Collaboration – Collaboration workflow and productivity
2 solution offerings like Cloud Native, Digital and Analytics, and
applications.
DRYiCE™, will be a powerful proposition to harness the power
The software products in scope represent a total addressable of hybrid data.
market of more than $50 billion and include:
DRYiCE
 Appscan for secure application development,
DRYiCE is the organic IP software unit of HCL Technologies,
 BigFix for secure device management,
which focuses on building industry-leading software products
 Unica (on premise) for marketing automation, to simplify and transform IT and business operations leveraging
 Commerce (on premise) for omnichannel e-commerce, AI and cloud. DRYiCE’s mission is to become the Enterprise
 Portal (on premise) for digital experience, AI Foundation. DRYiCE software products act as a key
differentiator by bringing in automation for Mode 1 and 2
 Notes and Domino for e-mail and low-code rapid
services. The DRYiCE portfolio focuses on three core areas
application development,
– AIOPS, XaaS Service Orchestration, and Business Flow
 Connections for workstream collaboration, and Intelligence. DRYiCE is quickly becoming recognized as the AI
 Actian for Hybrid data management foundation of our clients’ enterprise solutions and offers end-to-
end automation across IT services and business operations. A
These platforms embrace the real-world complexity of multi- brief description of the DRYiCE products and platforms follows:
mode IT that ranges from mainframe to the cloud and everything
in between. We believe in working with partners, creating high- AIOPS Portfolio:
value business models that integrate software and services,
and finding new ways to innovate (big and small) to delight our 1. DRYiCE iAutomate is an automated remediation
customers. engine that brings in the power of AI for smart runbook
automation in tandem with orchestration engines.
We are intensely customer-focused in our product roadmaps,
lab advocacy, transparent development processes, high- 2. DRYiCE LUCY is an AI-powered cognitive assistant
velocity releases, and consultative field operations teams. Since that automates industry-wide use cases through smart
September 2016, we have produced more than 340 partner conversations.
releases and over 90 HCL releases. Each of these releases 3. DRYiCE MyCloud is a proactive multi-cloud lifecycle
is essentially a response to the strong demand we have been management product that combines data exploration
seeing from our clients who are active users of these platforms. and data visualization to enable effective analysis and
Here are some of the major releases: actionable insights for IaaS/PaaS/SaaS.
 UrbanCode Deploy v7.0 (major release after five 4. DRYiCE MyXalytics is an intelligent reporting and
years) AI-based predictive analytics solution that provides a
 Unica v11.0 (major release after two years) custom-tailored view of operations.
 Collaboration Suite v10 (major release after five years)
5. DRYiCE MTaaS is a private cloud-based enterprise
 Test Suite v9.x (Eight major releases since September management platform for delivery of IT management
2016) tools.
 Mainframe: PCOMM v13, HOD v13, HATS v9.6, HACP
6. DRYiCE iAssure is an integrated AI-led service
EE v1.0, FA v14.1, FM v14.1, CICS IA v5.5, CICS DA
assurance platform, with the vision of simplifying and
v5.3
transforming enterprise IT operations.
 LEAP v9.0 in (major release after four years)
XaaS Service Orchestration Portfolio:
New (v1.0) Releases
1. DRYiCE SX is a cloud-native catalog aggregation and
 Design Room Live!
fulfillment orchestration platform for various services
 UrbanCode Velocity from multiple suppliers in an e-commerce style service
marketplace.
Book 1.indb 15 04-Jul-19 8:47:34 PM

2. DRYiCE XSM is a solution designed to manage the  EAM – Enterprise Asset Management
lifecycle of XaaS (“Anything” as a Service) delivery  EFaaS – Enterprise Function as a Service
models.
 EPS – Enterprise Platform Services
3. DRYiCE GBP (Gold Blueprint) is the process ecosystem  ERP – Enterprise Resource Planning
of HCL best practice processes; designed, used, and
 ERS – Engineering and R&D Services
maintained for SIAM and ITSM with preconfigured
best practices.  ESP – Engineering Service Provider
 GBP – Gold Blue Print
4. DRYiCE ROAR is a resource unit billing and
 GCP – Google Cloud Platform
reconciliation engine, which allows enterprises and
service providers to reconcile across different billing  GRC – Governance Risk and Compliance
and charging units in a multi-provider ecosystem.  GSI – Global Service Integrator
 HCLF – HCL Foundation
Business Flow Monitoring Product
 IaaS - Infrastructure as a Service
1. DRYiCE iControl is an end-to-end intelligent and  ICDA – Integrated Community Development Approach
predictive Business Process Flow monitoring solution,
 IMS – Infrastructure Management Service
giving real-time performance and impact.
 IoT – Internet of Things
Industry Platforms  IP – Intellectual Property
Over the last few years, HCL has leveraged its core strength  ISV – Independent Software Vendor
in product engineering services to acquire or build Intellectual  IT – Information Technology
properties in various segments like Aerospace, Finance,
 ITSM – Information Technology Services Management
Healthcare and Telecom. We continue to see tremendous
 ML – Machine Learning
opportunities to invest and partner with the clients in this arena
as we see rapid growth in technologies like 5G, IOT and AR/ M&A – Mergers and Acquisitions

VR. We are pursuing innovative business models that create  MSP – Managed Services Partner
variable pricing models that are well aligned with our client  NGO – Non Governmental Organizations
interests. This should help us to address our client business
PaaS - Platform as a Service

problems without the need to risk significant costs upfront.
 PANGEA – Platform for Acceleration of NexGen
In summary, we continue to execute our Mode 1-2-3 strategy Engineering Analytics
very well during this financial year as it is visible both in the
 PLM – Product Lifecycle Management
business growth and the positive response from our clients and
industry analysts.  PoC – Proof of Concept
 R&D – Research and Development
List of abbreviations  R&R – Rewards and Recognition
 AI – Artificial Intelligence  RBtC– Relationships Beyond the Contract
 AI Ops – Artificial Intelligence Driven Technology  RFP – Request for Proposal
Operations  RPA – Robotic Process Automation
 APN – AWS Partner Network  SaaS - Software as a Service
 AR – Augmented Reality  SCP – SAP Cloud Platform
 AWS – Amazon Web Service  SCM – Supply Chain Management
 BPM – Business Process Management  SDN – Software Defined Networks
 COPA – Cognitive Orchestrated Process Automation  SIAM – Service Integration and Management
 CPG – Consumer Packaged Goods  TTT – Train The Teacher
 CTO – Chief Technology Officer  UPSRLM - Uttar Pradesh State Rural Livelihood Mission
 DC – Data Center  VLSI – Very Large-Scale Integration
 D&A – Digital and Analytics  VMs – Virtual Machines
 DPO – Digital Business Operations VR – Virtual Reality

 DPrizm – Digital Prizm XaaS – Anything as a Service

Book 1.indb 16 04-Jul-19 8:47:34 PM

Talent Update and “botification” have been enabled across multiple tools to
enhance the quality and experience of work place interactions.
1. Talent composition
Talent Acquisition
As we close out another successful year, HCL Technologies
continues to grow globally reflected in our increased employee Given our hiring in tens of thousands across the globe, we
strength of 1,37,965 to support the business strategy of Mode leveraged artificial intelligence & data science to hire the
1-2-3. right talent at the right time. We deployed “Intelligent Neural
Network” engine that searches through the database of a
Our strategy and strong commitment to talent localization for
million+ candidate records to power our talent acquisition with
more than a decade confers us a competitive advantage in a
prescriptive insights.
tightening regulatory environment with respect to workforce
mobility. Some of the key milestones achieved during the With this level of automation, reliance on digital platforms and
financial year include sourcing intelligence, our dependence on partners to find talent
for us in the Indian market is possibly the lowest among the
 We celebrated 30 years of our presence in the United
top players in the industry. This strategy of achieving sourcing
States of America.
independence for regular and full-time employees makes us
 We celebrated 10 years of presence in the NORDICS more resilient and self-sufficient while at the same time allowing
during the financial year. us to open these channels when required.
 In the United States alone, we now have approximately
Talent Development & Career Progression
17,000 employees with 67% localization.
 We established a new delivery center in Adelaide, Talent Development offers integrated and comprehensive
Australia. learning ecosystem focusing on development of HCL
ideapreneurs in alignment to HCL’s Mode 1-2-3 strategy. It
Our focus on tapping the unique advantages of smaller cities offers a robust and nurturing learning framework to empower
in India continues. These cities enable higher operational HCLites with the relevant skills in the digital economy.
resilience, stability and scalability. The employee strength
in our new vista locations of Madurai, Lucknow, Nagpur, In the last financial year, we used demand, fulfilment and
Vijayawada and Coimbatore is up nearly 60% from last year. learning analytics to create a governance framework that
Our employee strength crossed into 5 digits and is currently at constantly align the demand and learning systems to identify
10,500+ employees. focused skills for the next 2 years and build them at scale.
Structured Learning journeys have been curated and learning
We strive to enhance the employee experience and equip our solutions have been designed in partnership with globally
workforce with tools and platforms to help accelerate their benchmarked learning partners offering world class content. An
professional growth in the organization. Over the past year, entire gamut of Leadership and Behavioral learning journeys
there has been organizational wide increase of focus towards have also been customized, covering all aspects of defined
these common goals. competencies.
In line with HCL’s core belief of employee centricity, we place These learning programs act as touch-points during employee
significant emphasis on the respect and dignity of every life-cycle, which positively impacts current performance and
employee. HCL is committed to providing its employees a productivity in their respective roles and prepares them to be
conducive work environment that is free from any kind of future ready.
discrimination or harassment. All our policies, programs,
processes and practices aim at providing an equitable, safe Our training approach at client and business line level has
and inclusive work environment, and to ensure the same, we helped our employees to proactively identify training needs and
have a multi-layered grievance redressal framework to enable deepen their skills in new technologies.
prompt and fair redressal in accordance to the policies of the
 Last year our employees invested more than three
organization.
million hours in training to enhance and learn new
skills resulting in training of a significant part of our
2. Talent Acquisition & Development
employee base
Through “Simplify HR”, a suite of tools has been revamped with  More than 30,000+ unique employees were trained on
simplified functionality to provide an improved user experience. digital skills
These tools have taken automation to the next level, by
leveraging the digital technologies across the entire employee Our prescriptive career recommendation platform, leveraging
life cycle including talent acquisition, talent integration, talent Artificial Intelligence and Big Data achieved further traction in
assessment and employee travel processes. Virtual assistance this financial year. 9,000 HCLites progressed in their career
Book 1.indb 17 04-Jul-19 8:47:34 PM

journeys during the financial year and thereby taking the launch where key learning element include mentoring by
to date count to 17,000. senior leaders, SME guided peer coaching, Leadership
connect session, Virtual learning enabled by LinkedIn
3. Diversity & Inclusion
and Harvard. This program has created very evident
As an organization, we believe diversity inspires creative impact in terms of retention and role change for women
thinking and leads to sustained innovation within the workplace. leaders who completed the program.
HCL prides itself on being an organization with an open,
 PRELUDE is relatively a new program launched
transparent, and inclusive culture. Our focus on creating an
with an objective to tap in to existing open positions
inclusive environment for employees with diverse backgrounds
and mapping with next level role of women leaders,
combined with concerted efforts from our leadership and
specifically in technical domains. This program has
employees has enabled the diversity ratio to improve at all
a blended learning approach which focusses on
levels. Our various programs on networking, advocacy, and
equipping women leaders with tools and skills to
professional development are helping to build an inclusive
perform their next level role effectively.
workforce which goes beyond demographic differences to
include gender, nationality, culture, ethnicity, age, and the  Senior Hire Integration is another feather in women
differing abilities of individuals. leadership development bouquet. This program helps
integration & assimilation of senior women hires into
HCL’s Diversity and Inclusion strategy focuses on Talent
HCL Ecosystem through upward and lateral coaching
Attraction, Talent Growth and Talent Retention. These 3
by senior leaders, Peer Buddies and Direct Reports.
strategies work in tandem to ensure a unified experience in
promoting gender diversity, cultural diversity and inclusivity  Networking & Advocacy: iMotivate, Feminspiration,
across the enterprise Women Connect, BlogHer are the platform wherein
successful women leaders address the aspiring young
Our leadership commitment ensures that senior leaders has
leaders, help HCLites gain insight into successful
certain number of women direct reports. The focused efforts by
leadership as well as understand perspectives on
leaders have enabled to achieve this goal to a large extent. We
gender matters. We have enabled more than 150 such
now have ~40% more women in senior leadership roles directly
platforms
reporting to our corporate leaders.
 iBelieve is a program for women who wish to RESTART
We ensure fair representation of diverse candidates in the
careers in IT. Eligible candidates enrolling into this
hiring process to attract top talent and consider the cognitive
program gets skilled for job opportunities in HCL and
diversity while hiring a candidate for the position.
post the successful completion of the training, they
To position HCL as Employer of Choice, we leverage internal are employed with HCL. Through iBelieve we offer
and external social media channels for maximum impact. customized skilling pathways as per the candidate’s
Our employee friendly policies, processes and enabling previous experience and education qualification. The
environment attracts top & diverse pool of talent across the program has received overwhelming response and
globe and industry. With representation of 140 nationalities and has helped us to hire talented and motivated women
operation in 44 countries, we are truly a global company. employees, while demonstrating corporate social
responsibility.
We have recently set up a Women’s Leadership Centre in
North Carolina, US, that would offer STEM training, leadership Talent Retention
development, and mentorship opportunities to women. With the
We are making conscious efforts to create an environment
aim of enabling strong career development for women, HCL
which is more amenable and friendly to our employees. We
has launched focused programs for women employees at all
are committed to create a culture that considers their special
levels with a special focus on increasing the representation of
needs, and an environment that allows them to grow and
women leaders in the leadership.
thrive as professionals and while not hampering their work life
 Stepping Stones is the program for mid-level women balance. Some of our key initiatives include:
managers to pace up their growth to leadership
 Facilitating work life balance and flexible work
positions. The women have opportunity to connect
arrangement policies like Telecommute and Day Care.
with leadership and experience learning from globally
acclaimed vendors.  Quarterly lunch meet of Senior Women leaders with
Board Members.
 ASCEND Program is for women in functional roles and  Pre & Post maternity counselling for managers and
focusses on career progression towards their aspired new mothers.
role. This program has blended learning approach
Book 1.indb 18 04-Jul-19 8:47:34 PM

 Workshop focusing on Inclusion & Unconscious o Silver award for the Best inclusion & Diversity
Biases, Inclusion Assessments & Labs. strategy where we showcased our workplace
 Women connect group in each geo to promote gender strategy for inclusion and diversity which supports
diversity. HCL vision and create positive organizational
outcomes.
4. Recognition of HCL Culture & Engagement Practices o Gold award for the coaching & mentoring program.
To reinforce alignment of core beliefs, and actions, HCL HCL has outstanding mentoring & knowledge
Technologies continues to transform its policies, processes sharing programs at an enterprise level.
and practices. This has further enabled and empowered the o Silver award for Best Advance in Employee
employees, a fact that has been well recognized by various Engagement programmes showcasing our
industry forums and leading associations. engagement practices globally to measure,
manage, and improve employee engagement.
 HCL was recognized as the Top Employer in the
United Kingdom for the thirteenth consecutive o Silver award for Best Advance in Career
year in recognition of its best-in-class employee management & succession planning at workplace.
engagement and people practices o Bronze award in best in wellness & benefits
o Since 2007, HCL has been consistently recognized program where we showcased our wellness & well
among UK’s best employers. HCL’s unique being initiatives.
IdeapreneurshipTM culture fosters grass-root 5. Compliance at HCL
innovation, providing an opportunity to 135,000+
ideapreneurs to ideate, collaborate and create At HCL, compliance is core to its activities and the company
everyday innovative ideas to solve customer’s employs multiple mechanisms including periodic internal/
business problems. It is based on the fundamental external audits and a constant review of its policies in
belief of inverting the organizational pyramid and response to changing political/legal climate in the countries
engaging, enabling & empowering the front-line that it operates in. A strong governance framework driven by
employees who are best placed to appreciate & a centralised compliance team ensures that the risk of non-
understand the customers’ business and shape compliance is minimized.
the roadmap to enhance the ‘value zone’ created
Corporate Social Responsibility - HCL Foundation
in every interaction they have
 The people capital index (PCI) study 2019 announced HCL Foundation (HCLF), the CSR arm of HCL Technologies,
HCL in the top 50 companies for developing their continues to contribute towards national and international
people capital organized by Jombay. The PCI is development goals through long term sustainable programs.
inspired by the World Economic Forum’s Human The foundation aims to alleviate poverty and achieve inclusive
Capital Index. PCI is an indicator of employee and growth and development in active engagement with the
market perception on how well the organization is communities. Its vision of “creating a source code for socio-
developing their people capital. economic development,” is materialized through its flagship
programs - HCL Samuday, HCL Grant, HCL Uday and Power
 At the Brandon Hall group in the USA, HCL was
of 1. Through concentrated efforts under its key flagship
recognized for its practice that sets new benchmarks
programs, HCL Foundation has been able to reach out to
across industry segment. The details of the recognition
people who were living in extreme poverty ridden conditions, in
are captured below:
rural and urban areas.
o Silver award for the Best advance in leadership
KEY HIGHLIGHTS 2018-19
development for our flagship leadership
development program Top Gun. Top Gun program  HCL Samuday: HCL Samuday has been working
helps to build talent pipeline for Leadership roles towards upliftment of rural community with a reach of
& critical positions by identifying talent gaps 6 lakhs people residing across 765 villages of Uttar
proactively including future business investments. Pradesh. The program is bringing about all-round
development in agriculture, education, infrastructure,
o Silver award for the Best advance in leadership
health, livelihood, and WASH, in the target villages.
development strategy for our leadership and
Over 20,000 farmers have profited from various
professional development strategy which helps
interventions under agriculture; Nutritional food
to bridge the gap between business strategy and
security attained by 2,500+ households; around
business performance.
13,000 children in Class 1 & 2 are receiving ICT-based
Book 1.indb 19 04-Jul-19 8:47:34 PM

education in 300 govt. primary schools; 18,500+ neo- Power of One Volunteer Rewards and Recognition
literates and 2,000+ women are learning to become (R&R) Program – Over 13, 000 HCLites across 8
literate; 40,480+ patients have been treated through locations have been recognized and felicitated through
Mobile Health Clinics, 950 children with severe a unique R&R program across HCL Foundation
acute malnutrition treated and over 4,700 deliveries locations in Noida, Bangalore, Chennai, Madurai and
facilitated through Institutional Delivery points; around Hyderabad in December-January.
424 kWp of solar energy infrastructure installed, and
 HCL Uday: With a vision of clean, green healthy
125 Govt. Schools supported through rooftop solar
communities, the HCL Foundation is working to break
installation; over more than 9,500 women facilitated
the cycle of urban poverty through its integrated urban
for financial linkages and economically empowered
development program – Uday. The program reached
and 18,000+ households have improved sources of
out to 3,48,929 people across 11 cities of India where
income through various agri-allied and entrepreneurial
HCL has a presence through interventions across
activities; 142 villages made Open Defecation Free.
thematic areas of Education, Health, Livelihood
32,000+ households practicing safe sanitation with
and Environment using an Integrated Community
41,000+ individuals impacted by behavior change
Development Approach (ICDA). In FY 2018-19,
activities related to practice safe sanitation.
1,16,011 people have benefited through the education
 HCL Grant: The HCL Grant aims to achieve initiatives of HCL Foundation that focus on early
sustainable rural development by supporting NGOs childhood care and development of children below
doing path-breaking work in India in thematic 6 years, bridge and remediation support to out of
categories of Environment, Education and Health. school children, comprehensive technology-based
Wildlife Trust of India (Environment), She Hope quality enhancement of government schools, adult
Society for Women Entrepreneurs (Health) and literacy and life skill based gender transformative
Srijan Foundation (Education) are the three NGOs programs for youth and adolescents. Through skilling
that received ` 5 crore (US$0.71 Million each) in the initiatives, 19,195 youth were trained in various trades
4th edition of HCL Grant. The other finalists received like mechanical, ITES/CRM, Fashion designing
` 25 Lakhs (US$0.04 Million) each. So far, the HCL and nursing. 1,55,442 people benefited through the
Grant has already committed ` 51.5 crore (~US$7.36 health, nutrition and WASH interventions that include
Million) towards high impact projects. Through this monthly health camps, weekly check–ups, community
commitment, the HCL Grant supported projects aim to healthcare programs, mass sanitation and cleanliness
cover 10,17,033 people in 7,577 villages in 43 districts drives. Additionally, 46,520 trees were planted in
across 15 states of India, through 16 HCL Grant NGO schools, residential spaces, public spaces and at the
Partners. 4,64,088 lives in most remote rural areas Sorkha Uday Upvan. 73,445 people were supported
have already been impacted and 12,000 hectares of in the areas affected by floods in Assam, Kerala and
common land & forest land brought under community Gaja cyclone in TN.
governance, through these projects, operational in  Community Initiatives beyond India: We also
the states of Andhra Pradesh, Bihar, Gujarat, Jammu reached out to our local communities in different
& Kashmir, Jharkhand, Karnataka, Madhya Pradesh, geographies:
Maharashtra, Meghalaya, Nagaland, Odisha,
Rajasthan, Tamil Nadu, Uttar Pradesh & West Bengal. o The United States: HCLA is supporting SOS
Children’s Villages which is reaching out to 290,000
 Power of One: Under the ‘Power of One’ program, vulnerable children and families by providing
36,517 employees, on an average, continued to donate medical and nutrition services, educational
INR 1/2/5 per day towards the social and economic programs (STEM programming) and emergency
upliftment of vulnerable communities. In 2018, HCL relief efforts. HCLA’s sponsorship of Code the
Foundation supported over 172 academically bright Dream, an initiative by Uniting NC, is supporting
students from low income families across India with free coding education classes for 40 youth
education scholarships, and 30 students received from socially and economically compromised
sports scholarships (in addition to the existing 21 backgrounds. NPower Technologies (NGO) –
sports scholars). This initiative is exclusively funded by promotion of employability by developing the skills
‘Power of One’ donations by HCLites. In FY 2018-19, of youth and war veterans via trainings, internships
14,610 volunteers engaged in Po1 community service and job placements. In addition, HCLites also
activities, clocking 1,08,093 hours. contributed to the local community by taking part
in Autism & Breast Cancer Awareness Walks,
Book 1.indb 20 04-Jul-19 8:47:34 PM

Food Packaging events, building houses through implementing, monitoring, reviewing and continually improving
Habitat for Humanity, blood donation drives as risk management throughout the organization. The design
well as food and toy drives. of the HCL’s ERM framework is based on the internationally
recognized standard “Enterprise Risk Management Integrating
o The United Kingdom: HCL UK has been working
with Strategy and Performance” (COSO ERM Framework
with The Prince’s Trust for the past 5 years by
2017), developed by the Treadway Commission. This
helping disadvantaged young people to get trained
framework follows a “top-down” system, where objectives are
in technology, life skills and career skills. In 2018,
to distill insights and provide clarity on the KEY RISKS shaping
54 young people were trained and 12 customer
company performance, support risk-informed decisions at the
organizations engaged through Get Started with
Board of Directors, Functional Directors and Executive Director
Technology series. World of Work Day event
levels, ensure a risk dialogue among the management team,
helped 20 young people get exposure into the
and enable proper risk oversight by the Board.
world of technology, thus helping them secure
jobs. HCLites raised over GBP 2,000 through 1. Technology Adoption and Consumption Risk
Palace to Palace and GBP 4,060 through Future
Steps – both in support of disadvantaged youth. Risk
o South Africa: HCL has invested over R 1.3M IT services are getting aligned more towards business outcomes
to promote a high quality technology-enabled and digital business-enablement, as enterprises are changing
environment for students at the University of through digital business transformation, which includes
Johannesburg (UJ), and inaugurated an Electrical connected platforms and new industry revenue streams.
Engineering Computer Lab, to which it has
Increased adoption of cloud/SaaS products through
donated 64 computers. HCL is also supporting
widespread adoption of hardware virtualization, Service
bursaries to the tune of R 780000 to 15 students
oriented architecture, and autonomic and utility computing
studying Computer Science. HCL is supporting
has led to growth in cloud computing. The increased adoption
Nelson Mandela Foundation by sponsoring the
of cloud allows to have technology solutions up and running
Mandela Day Library Project as part of Literacy
faster, with improved manageability and less maintenance.
program in local schools.
SaaS (Software as a Service), in which the application serves
 HCL Foundation Academy - As part of its outreach, multiple businesses and users, has resulted in changes in the
HCLFA and IIM Bangalore-CCGC are hosting a way software is licensed and services are delivered.
series of CSR and SDG Roundtables, Dialogues
Additionally, risk management has become central to
and Conversations, with relevant stakeholders. The
technology planning and implementation as stakeholders have
Roundtable Series 1: Role of Responsible Business
become much more concerned about risk. Technology product
for achieving SDGs with focus on “Livelihood
and service providers will have to demonstrate to their clients
Enhancement” was held at the Management
about a holistic, coordinated, and integrated process to address
Development Centre at IIM Bangalore in March
these concerns and manage risk throughout the organization.
in the presence of NGOs & various stakeholders
working in the development sector. The first such HCL Strategy
initiative explores how corporates can align their CSR
initiatives with SDGs in the area of livelihood and Among the top IT service providers, HCL has a unique
entrepreneurship. proposition that encompasses a combination of Intellectual
Properties and comprehensive integrated services portfolio as
Award - HCLF recognised as Top 10 Responsible Businesses part of its Mode 1-2-3 strategy. This strategy has been proven
in India at Social and Business Enterprise Responsible Awards successful in this financial year through strategic large wins
2018 (SABERA). Ms. Nidhi Pundhir, Director – HCL Foundation, and record bookings through the year more than once.
was felicitated under the ‘101 Most Impactful CSR Leaders’
Talent Listing by World CSR Day in February 2019. HCL helps global enterprises re-imagine and transform
their businesses through digital technology transformation.
Risk Management Through Mode 1, HCL delivers core services in the areas of
applications, infrastructure, BPO, and Engineering & R&D,
With the vision to integrate risk management with the overall
leveraging DRYiCE autonomics and orchestration to transform
strategic and operational practices, HCL has established
clients’ business and IT landscapes, making them “lean”
an Enterprise Risk Management Policy and Framework,
and “agile”. Mode 2 focuses on the experience-centric and
as a comprehensive set of components that provide the
outcome-oriented integrated offerings of Digital & Analytics,
foundations and organizational arrangements for designing,
Book 1.indb 21 04-Jul-19 8:47:35 PM

IoTWoRKS™, Cloud Native Services and Cyber-security HCL Strategy
& GRC services. Finally, through Mode 3, HCL continues to
HCL has been expanding its business across various countries
explore and enter into innovative IP-based partnerships,
to minimize dependence on a particular country for service
targeting specific next-generation opportunities.
delivery. HCL has also implemented strategy of hiring local
In case of cloud computing, HCL has picked out the trend of talent to avoid adverse impact on business due to various
hybrid cloud earlier than most in the industry. During the year, restrictions on free mobility of technical staff. Over the last
we saw market validation of our early call with enterprises decade or two, HCL has been leading localization of work force
moving towards a flexible model where the workload will remain through a variety of measures including diversity programs
well distributed between on premises, private cloud and public and fresher hiring. The 30-year celebrations in US is a visible
cloud. Clients will take advantage of this deployment model demonstration of this in this financial year. We continue to
depending on the business requirements of each application. believe in the most flexible work force model of onsite, onshore,
This trend augurs well for our businesses as we have clear near shore and offshore not only to address these concerns but
offerings across our Mode 1-2-3 including Infrastructure more importantly to get the best people to solve client business
Services, Cloud Native and Data management platforms to challenges.
address client requirements in every scenario.
3. Regulatory Compliance Risk
Going forward, HCL will focus on increasing our digital
innovation pace and scale through a variety of initiatives that Risk
support client digital transformation. We continue to believe
As HCL is operating in several countries and is continuously
there is a tremendous opportunity to create new propositions
adding new geographies, there is an increased risk of non-
with the emergence of XaaS, Blockchain, AR, AI, human digital
compliance with regulatory requirements that are relevant to
interfaces etc. If we look beyond 2030 through our HCL 2030
its business.
platform, the technology spend of Global 2000 enterprises
as a percentage of revenue would increase significantly from HCL Strategy
the low single digits today to mid to high single digits. Service
providers with the most comprehensive and rapidly evolving IP HCL has put in place a comprehensive global regulatory
led offerings who can solve client’s business problems would compliance framework with defined process owners for various
gain the most as this transformation continues through the compliance related activities relevant to each function within
entire ‘20s. HCL. To strengthen this further, quarterly compliance certificate
are presented to the Board of Directors by the respective
In addition to HCL’s comprehensive service offerings, the functions with responsibility for such compliances. These
company is committed to ensuring that the risks associated with certifications are audited periodically by HCL’s internal audit
expansion and digital transformation are addressed and treated team and by external law firms, before reviewed with the Board.
through an enterprise-wide approach to risk management, The global regulatory compliance function helps in creating
enabling the organisation to consider the potential impact of awareness around the regulatory framework, and helps each
all types of risks on all processes, activities, stakeholders, team focus on various local compliance - related aspects being
products and services. faced by business entities in respective countries.
2. Political and Economic Risk In addition, HCL has established a comprehensive Risk
& Compliance organization that provides global analysis,
Risk assessment, policy, and governance for risks related to
The company derives ~60% of its revenues from America and information security, privacy, business continuity, third party
~25% from Europe. If the economy in Americas or Europe engagements and operational activities. HCL’s compliance
continues to be volatile or deteriorate, this can have adverse program is not only designed to avoid violation of laws and
impact on the discretionary spend by our customers in these regulations, but also to protect the Company’s reputation,
countries. employees, and customers. Program effectiveness is
periodically reviewed and audited by HCL’s internal audit team
In last few years, several countries, particularly United States and reported to the audit committee.
of America have been discouraging outsourcing of services
through various protectionary measures like restricting free 4. Business Continuity Risk
mobility of technical work staff etc. Such practices may cause
adverse impact on the revenues of the Company or may result Risk
in higher costs. With the technological, geopolitical, societal, economic, and
environmental risks all coming together to create an intrinsically
complex and fast-changing global risk landscape, our reputation
Book 1.indb 22 04-Jul-19 8:47:35 PM

as a 21st Century Enterprise is often measured by our resilience coupled with the dynamic and stringent regulatory landscape,
to threats, and how efficiently we respond to disruptive events. presents an increased risk of non-compliance with privacy and
HCL needs to adapt and ensure the sustainability of its data protection laws and regulations. This further creates a
continuity planning by linking it to operational resiliency across risk of damage to brand reputation and relationships between
key clients, delivery locations, and core enabling functions. HCL and its customers. The European General Data Protection
Regulation (GDPR) along with a multitude of new regulations
HCL Strategy in the Americas and APAC regions, require a robust privacy
and data protection program to enable HCL to demonstrate
An effective Business Continuity and Resilience program is a
compliance to both clients and regulators. Several countries
key risk management strategy for HCL. The firm has revamped
have begun imposing stringent regulatory requirements that
its Business Continuity Management (BCM) framework to
affect the way in which HCL handles personal data across
ensure that it meets safety, continuity, and recovery best
those jurisdictions – notably, China, the Philippines, Singapore,
practices for employees, assets, and business services in the
Argentina and Brazil, among others. The landscape continues
event of a disruption. In the last fiscal year, HCL has been
to evolve, and many more regulatory developments are
certified for ISO 22301:2012, which demonstrates our alignment
expected in the coming year.
to global standards in our path to improve the resiliency posture
of the organization. The HCL BCM framework incorporates HCL Strategy
emergency response, crisis management, disaster recovery,
and business continuity, and is designed to adapt and respond HCL has created an enterprise wide Privacy & Data
to the rapidly changing global environment. Protection Framework which includes governance, policies
and procedures, training and awareness programs, privacy
5. Information and Cyber Security Risk impact assessments, privacy by design, data mapping, third
party contractual oversight, incident management, and a
Risk mechanism for monitoring regulatory compliance for every
geography. The implementation of this framework is enabled
As cyber security threats continue to increase, becoming
through a phased strategy: Assess, Design, Implement and
more severe and widespread, globalized risk of compromise
Monitor. This approach ensures the continued development of
to confidentiality, integrity, and availability of HCL corporate
the Framework to meet new international regulatory challenges
and client data has the potential to significantly impact HCL’s
and developments proactively and efficiently, in addition to
success, sustainability, and reputation in the industry.
addressing evolving customer expectations. This dynamic,
HCL Strategy modular, risk-based privacy framework, bolstered further by
industry-recognized certifications and accreditations, enables
HCL continues to improve and evolve its Cyber and Information HCL to ensure compliance with applicable regulations and
security posture with respect to protecting our own and our established privacy standards and best practices. It allows the
clients’ technology and data. HCL has rolled out a comprehensive company to have a competitive advantage in the market, with
Information Security and Cyber Security program across the privacy as a business enabler.
global enterprise, which helps reduce cyber threat exposure by
proactively detecting threats, preventing attacks, and identifying, 7. Forex Exchange Risk
responding, and recovering critical information infrastructure.
Cybersecurity incidents are appropriately investigated with Risk
time bound resolution and being tracked and reviewed by HCL derives majority of its revenues from clients based outside
senior management at regular intervals. The program also India and accordingly over 97%of its revenues are realized in
ensures that HCL employees are provided with continuous foreign currencies. Its delivery teams are also based across
training to increase awareness regarding cybersecurity threats various countries and accordingly, over 75%of its costs are
and mitigation. Additionally, the Information Security and denominated in foreign currencies. This exposes the Company
Cyber Security teams work continuously with other Risk & to any adverse movement in exchange rates of foreign
Compliance domains and corporate functions, to ensure there currencies.
are strong synergies between groups in the event of an incident
that impacts multiple functions. HCL Strategy
6. Privacy Risk The Company uses foreign exchange forward contracts and
options to mitigate the risk of movements in foreign exchange
Risk rates associated with receivables and forecast transactions
in certain foreign currencies. This is governed by policy and
The access to internal/employee data and to customer-owned
processes determine by the Board which defines the period of
data which occurs because of certain outsourced relationships,
hedges and % of risk to be covered.
1. HCL Techno Ltd AR 1- 159 2018-19.indd 23 04-Jul-19 9:26:16 PM

8. Acquisitions and Strategic Partnership Risk HCL Strategy
Risk HCL is focused on deploying a robust training strategy to cater

to the development needs of employees across leadership
From time to time HCL has acquired certain businesses and levels. This includes professional, functional, technical and
have entered into strategic partnership with other companies. leadership development learning solutions. To ensure business
Success of these acquisition/partnership depends upon several continuity and focus on driving the organization strategy, the
factors including proper integration of acquired employees leadership planning include succession planning and short-
with the rest of the Company, optimum usage of synergies term backups at all times. Talent Management in partnership
between acquired business and the Company. This exposes with Business and HR leaders carry out a half yearly activity to
the Company to risk of impairment of goodwill and other assess the current Criticality, Capability and Risk index of the
intangibles. senior leaders. This acts as the cornerstone for determining
and implementing the succession planning approach for
HCL Strategy maintaining a healthy leadership pipeline.
HCL has pioneered a unique inorganic growth model that HCL has defined a five step process which articulates the
identifies value assets that can be enhanced through creative succession planning approach i.e. assessment of the key
synergies. Since inception, HCL has executed several industry positions basis the organization’s operational activities and
first models that have become industry standard subsequently. strategic imperatives, identification of Critical to Success
We are confident that some of the recent pursuits in this capabilities for each key position, objective assessment to
arena will bear fruits in the next few years. To ensure this, we identify current capability metrics for the potential successors,
have established an ongoing Integration and Performance a structured development journey of identified successors,
Management program to enable acquired businesses positioning for growth based on their demonstrated ability to
and HCL get the maximum returns on these investments. take on senior/enlarged roles.
To complete this program, performance of such acquired
business is periodically reviewed by Board committees and 10. Tax Related Risk
corrective action taken from time to time. Impairment of goodwill
and other intangibles are evaluated at least once at the end of Risk
the year.
HCL is subject to taxes in numerous jurisdictions worldwide and
9. HR Related Risk enjoys tax benefits in India on its Software exports under Special
Economic Zone scheme of Govt. of India. Any changes in tax
Risk: laws in India and other countries where HCL has significant
presence can have adverse impact on effective tax rate of the
As HCL continues its growth journey, one of the key areas of Company. As HCL operates in several jurisdictions, transfer
focus is talent availability and readiness of our leadership to pricing arrangements among legal entities in these jurisdictions
lead and execute the organizational strategy. The presence are always subject of review by various tax authorities.
and demonstration of required competencies and skills across
levels continues to play a key role in defining the success HCL Strategy
trajectory of the organization. It’s the right and able people who
bring the business strategy to life, a reality that HCL is deeply HCL specialized tax teams keep themselves abreast of latest
cognizant of. tax developments in various jurisdictions and implements
appropriate tax planning strategies based on changes in tax
laws in various countries. HCL also gets into advance transfer
pricing arrangement in several countries and get the transfer
pricing arrangements reviewed by external consultants
periodically.
Book 1.indb 24 04-Jul-19 8:47:35 PM

PERFORMANCE TREND
Value Addition
Revenue has increased from ` 36,701 crores in fiscal 2015 to ` Market capitalization has increased from ` 129,315 crores in
60,427 crores in fiscal 2019, with a compounded annual growth fiscal 2015 to ` 147,489 crores in fiscal 2019.
rate (CAGR) of 12.7% over the last two years.
*Market Capitalization based on market rate as on last date of the respective

financial year.
*FY 15-16 numbers are for nine months period as the Company has changed the
financial year to align with the Companies Act requirement
Profit for the year has increased from ` 7,317 crores in fiscal The net worth of the Company has increased from ` 24,367
2015 to ` 10,120 crores in fiscal 2019. crores to ` 41,366 crores in fiscal 2019.
*FY 15-16 numbers are for nine months period as the Company has changed the
financial year to align with the Companies Act requirement
Book 1.indb 25 04-Jul-19 8:47:35 PM

FINANCIAL PERFORMANCE
Consolidated results
This part of the Management Discussion and Analysis refers to the consolidated financial statements of HCL (“the Company”
or “the Parent Company”) and its subsidiaries referred to as “the Group”. The discussion should be read in conjunction with
the financial statements and related notes to the consolidated accounts of HCL for the year ended 31 March 2019 prepared in
accordance with the Indian Accounting Standard (referred to as “Ind AS”), prescribed under Section 133 of the Companies Act,
2013, read with the Companies (Indian Accounting Standard) rules as amended from time to time.
Results of Operations (Consolidated):

(` in Crores)
Year Ended
Particulars 31 March 2019 31 March 2018 Growth
Amount % Revenue Amount % Revenue % Increase
Revenues from operations 60,427 100.0% 50,569 100.0% 19.5%
Purchase of stock-in-trade 1,615 2.7% 1,251 2.5% 29.1%
Changes in inventories of stock-in-trade 81 0.1% 104 0.2% -22.1%
Employee benefit expense 29,283 48.5% 24,729 49.0% 18.4%
Outsourcing costs 9,761 16.2% 8,620 17.0% 13.2%
Other expenses 5,761 9.5% 4,619 9.1% 24.7%
Depreciation and amortisation expense 2,073 3.4% 1,383 2.7% 49.9%
Total Expenditure 48,574 80.4% 40,706 80.5% 19.3%
Profit before finance cost, other income & tax 11,853 19.6% 9,863 19.5% 20.2%
Finance costs 174 0.3% 69 0.1% 154.0%
Other income 943 1.6% 1,217 2.4% -22.5%
Profit before tax 12,622 20.9% 11,011 21.8% 14.6%
Provision for tax 2,502 4.1% 2,302 4.6% 8.7%
Share of profit of associates - - 13 0.0% -
Non-controlling interest - - (1) 0.0% -
Profit for the year 10,120 16.8% 8,721 17.2% 16.0%
Comments:
Revenue from operations increased to ` 60,427 crores in FY 2019 as compared to ` 50,569 crores in FY 2018 resulting in
a growth of 19.5%.
Profit before tax (PBT) increased to ` 12,622 crores in FY 2019 as compared to ` 11,011 crores in FY 2018 resulting in a
growth of 14.6%.
Profit for the year (PAT) increased to ` 10,120 crores in FY 2019 as compared to ` 8,721 crores in FY 2018 resulting a
growth of 16.0%.
Revenues
The Group derives its revenue from three segments viz Software services, IT Infrastructure services and Business Process
Outsourcing services.
Segment wise details are given below:

(` in Crores)
Year Ended
Particulars 31 March 2019 31 March 2018
Amount % of total Amount % of total % Increase
Software Services 34,911 57.8% 29,611 58.5% 17.9%
Infrastructure Services 22,476 37.2% 19,095 37.8% 17.7%
Business Process Outsourcing Services 3,040 5.0% 1,863 3.7% 63.2%
Total Revenue 60,427 100.0% 50,569 100.0% 19.5%
Book 1.indb 26 04-Jul-19 8:47:35 PM

Geography wise breakup of revenues
The Group also reviews its business on a geographic basis. The following table classifies total revenue by geographic areas:
(` in Crores)
Year Ended
Amount % of total Amount % of total % Increase
America 35,972 59.6% 29,463 58.4% 22.1%
Europe 16,136 26.7% 13,843 27.4% 16.6%
India * 2,118 3.5% 1,995 3.9% 6.1%
Rest of the world 6,201 10.2% 5,268 10.3% 17.7%
Total Service Revenue 60,427 100.0% 50,569 100.0% 19.5%
* includes revenue billed to India based captive of global customers.
US geography has grown by 22.1%, Europe by 16.6% and Rest of the world by 17.7% in Fiscal 2019.
Employee benefits expense and outsourcing costs

(` in Crores)
Year Ended
Salaries, wages and bonus 25,649 42.5% 21,506 42.6% 19.3%
Contribution to provident fund and other employee
3,511 5.8% 3,115 6.2% 12.7%
benefits
Staff welfare expenses 123 0.2% 108 0.2% 13.9%
Subtotal (A) 29,283 48.5% 24,729 49.0% 18.4%
Outsourcing costs (B) 9,761 16.2% 8,620 17.0% 13.2%
Total (A+B) 39,044 64.7% 33,349 66.0% 17.1%
Employee benefit expense includes salaries which have fixed and variable component, contributions to retirement and pension
schemes. It also includes expenses incurred on staff welfare.
Outsourcing costs include a) outsourcing of several customers related activities e.g. hosting services, facilities management,
disaster recovery, maintenance, break fix services etc. and b) hiring of third party consultants from time to time to supplement the
in house teams.
Employee benefits expense has increased by ` 4,554 crores compared to previous year. The increase in employee cost is
primarily on account of increase in number of employees (137,965 in fiscal 2019 as compared to 120,081 in fiscal 2018) and an
increase in the average cost per employee due to normal salary revisions.
The employee benefits expense and outsourcing costs as a % of revenue has reduced from 66.0% to 64.7% in current year.
Other expenses
(` in Crores)
Year Ended
Rent 761 1.3% 566 1.1% 34.5%
Power & Fuel 336 0.6% 313 0.6% 7.3%
Travel and conveyance 1,815 3.0% 1,461 2.9% 24.2%
Communication costs 306 0.5% 285 0.6% 7.4%
Repairs and maintenance 592 1.0% 445 0.9% 33.0%
Software license fee 509 0.8% 323 0.6% 57.6%
Others 1,442 2.4% 1,226 2.4% 17.6%
Total 5,761 9.5% 4,619 9.1% 24.7%
Other expenses as a % of revenue has increased from 9.1% in previous year to 9.5% in current year.
Book 1.indb 27 04-Jul-19 8:47:35 PM

Depreciation and amortisation expense
Depreciation and amortization expense as % of revenue has increased from 2.7% in the previous year to 3.4 % in current year
mainly on account of increase in depreciation of computers by ` 194 crores, amortisation of licensed IPRs by ` 348 crores and
other intangibles by ` 113 crores.
Other Income
The details of Other Income are as follows:

(` in Crores)
Year Ended
Particulars
31 March 2019 31 March 2018 Growth
Interest Income on deposits 447 457 -2.3%
Income on investments in mutual funds and bonds 249 163 53.2%
Exchange Differences 182 581 -68.7%
Others 65 16 317.0%
Total 943 1,217 -22.5%
Exchange differences
The Group derives over 97% of its revenues in foreign currencies and over 75% of its costs are incurred in foreign currencies. This
exposes the Group to risks of adverse variations in foreign currency exchange rates.
Exchange rates for major currencies with respect to INR are given below:-
Average Rate USD GBP EURO AUD
For the Year Ended March 31,2019 69.75 91.67 80.58 50.87
For the Year Ended March 31,2018 64.52 85.32 74.94 49.96
Depreciation/(appreciation) (%) 8.1% 7.4% 7.5% 1.8%
Period Ended USD GBP EURO AUD

As at March 31,2019 69.11 90.62 77.68 49.01
As at March 31,2018 65.18 91.60 80.81 50.16
Depreciation/(appreciation) (%) 6.0% -1.1% -3.9% -2.3%
The Group uses foreign exchange forward contracts and options to mitigate the risk of movements in foreign exchange rates
associated with receivables and forecast transactions in certain foreign currencies. During the current fiscal year, the Group had
an exchange gain of ` 182 crores (previous year ` 581 crores). These exchange differences are a) on account of restatement
of foreign currency assets and liabilities, b) exchange gain (loss) incurred on forward covers/ options on occurrence of hedge
transactions for which cash flow hedge accounting is being followed, and c) mark to market impact of other hedges.
The Group follows cash flow hedge accounting in respect of forward covers and options to hedge the foreign exchange risks
related to the forecast revenues. Exchange gain (loss) arising on such forward covers, where a hedged transaction has occurred
during the year, has been included under ‘exchange difference’ and changes in the fair value of derivatives (net of tax), that are
designated and effective as hedges of future cash flows as on the balance sheet date, are recognized directly in the hedging
reserve account under ‘Shareholders Funds’. The total unrealized exchange (loss) gain (net of tax) recognized in the hedging
reserve account as at 31 March, 2019 is ` 171 crores (previous year ` 137 crores).
Taxation
Tax expense as a percentage of profit before tax has decreased from 20.9% in the previous year to 19.8% in fiscal 2019. Tax
expenses percentage in current year is lower on account of reversal of tax provision carried in certain jurisdiction.
Book 1.indb 28 04-Jul-19 8:47:35 PM

FINANCIAL POSITION
(` in Crores)
31 March 2019 31 March 2018
ASSETS
(a) Property, plant and equipment 5,293 4,560
(b) Capital work in progress 235 320
(c) Goodwill 9,061 6,799
(d) Other intangible assets 8,534 7,394
(e) Other non-current assets 5,730 4,392
(f) Current assets
Investments 2,220 2,357
Trade receivables 11,706 9,639
Cash and bank balances 7,872 4,018
Loans 1,312 3,410
Other current assets 6,612 5,134
TOTAL ASSETS 58,575 48,023
EQUITY
(a) Equity share capital 271 278
(b) Other equity 41,198 36,108
TOTAL EQUITY 41,469 36,386
LIABILITIES
(a) Non - current liabilities 4,807 1,530
(b) Current liabilities 12,299 10,107
TOTAL EQUITY AND LIABILITIES 58,575 48,023
Property, plant and equipment and capital work in progress
The Group has made addition to gross block by ` 1,898 crores (previous year ` 1,298 crores) in property, plant & equipment during
fiscal 2019, which mainly comprises computers and networking equipment, plant and equipment’s and investment in facilities.
Capital work - in- progress stood at ` 235 crores (previous year ` 320 crores).
Goodwill and intangibles
The Group has made addition to goodwill by ` 2,095 crores (previous year ` 45 crores) for acquisitions consummated during the
year [ for details refer note no 2 to consolidated financial statement].
The Group has also made addition to intangibles by ` 2,357 crores (previous year ` 3,477 crores) mainly for purchase of licensed
IPRs.
Treasury Investments
The guiding principles of the Group’s treasury investments are safety, liquidity and return. The Group has efficiently managed its
surplus funds through careful treasury operations.
The Group deploys its surplus funds in fixed deposits with banks, inter-corporate deposits and investments in debt mutual funds
and bonds, with a limit on investments with any individual bank/fund.
Book 1.indb 29 04-Jul-19 8:47:35 PM

Breakup of treasury investments is given below
(` in Crores)
Debt Mutual Funds 994 2,357
Bonds 1,226 260
Fixed Deposits with Banks 3,885 2,522
Inter-corporate deposits 1,664 3,643
Total 7,769 8,782
Current and non-current Assets
Current and non-current assets, excluding treasury assets increased by ` 7,515 crores (` 20,168 crores in fiscal 2018 to
` 27,683 crores in fiscal 2019); the increase is mainly on account of increase in balance with banks in current accounts by ` 2,576
crores (mainly due to increase in balance with EEFC account by ` 2,610 crores in fiscal 2019), trade receivables by ` 2,067 crores,
deferred tax assets (net) by ` 618 crores, deferred contract cost (previously classified as deferred cost ) by ` 529 crores, finance
lease receivables by ` 548 crores, prepaid expenses by ` 434 crores, unrealized gain on derivatives financials instruments by
` 114 crores and contract assets (previously classified as unbilled revenue) by ` 436 crores , classification of unbilled revenue has
been changed to contract assets on account of adoption of Ind AS 115 w.e.f 1 April 2018.
Shareholder’s Fund
(a) The Company has an authorized share capital of ` 300 crores, divided into 1,500,000,000 equity shares of ` 2 each. During
the year, employees exercised their options for 396,120 equity shares under the employee’s stock option plans 2004.
(b) During the year, the Company has carried out the share buyback of 36,363,636 fully paid-up equity shares of face value of
` 2/- each at a price of ` 1,100/- per share paid in cash for an aggregate consideration of ` 4,000 crores. The same has been
recorded as reduction of Equity Share Capital by ` 7 crores and Other Equity by ` 3,993 crores.
(c) The Consolidated Shareholder’s Fund of the Group stood at ` 41,469 crores as at 31 March 2019 (previous year ` 36,386
crores).
Borrowings
The Group had outstanding non-current borrowings of ` 2,977 crores and current borrowings of ` 1,218 crores as at 31 March
2019 (previous year non-current borrowings of ` 338 crores and current borrowings of ` 219 crores). The Group had taken
borrowings to fund the acquisitions consummated during the year and to meet the working capital requirements.
Current and non-current Liabilities
Current and non-current liabilities, excluding borrowings, increased by ` 1,831 crores (` 11,080 crores in fiscal 2018 to ` 12,911
crores in fiscal 2019); the increase is mainly on account of increase in accrued salaries and benefits by ` 490 crores, contract
liabilities (previously classified as revenue received in advance) by ` 416 crores, trade payables by ` 387 crores and liabilities
towards non- controlling interest by ` 378 crores in the form of compound financial instrument (financial liability) recorded as part
of joint venture agreement in case of acquisition consummated during the year.
CASH FLOWS
A summary of the cash flow statement is given below:
(` in Crores)
Year Ended
31 March 2019 31 March 2018
Cash and cash equivalents at the beginning of the year 1,699 1,321
Net cash generated from operating activities 8,971 8,328
Net cash used in investing activities (3,073) (2,283)
Cash flows used in financing activities (1,462) (5,714)
Effect of exchange differences on cash and cash equivalents held in foreign currency (201) 47
Cash and cash equivalents at the end of the year 5,934 1,699
Book 1.indb 30 04-Jul-19 8:47:35 PM

Cash flow from operations
The Group generated net cash from operating activities of ` 8,971 crores in FY 2019 (` 8,328 crores in FY 2018)
(` in crores)
Year Ended
31 March 2019 31 March 2018
Operating profit before working capital changes 14,058 11,918
Effect of working capital changes (2,466) (1,234)
Cash generated from operations 11,592 10,684
Tax payments made (2,621) (2,356)
Cash flow from investing activities

(` in crores)
Year Ended
31 March 2019 31 March 2018
Purchase of property, plant and equipment and intangibles, including capital work in
(3,434) (5,321)
progress and capital advances, net
(Purchase)/ sale of investments 2,502 (2,459)
Payments for business acquisitions, net of cash acquired (2,828) (107)
Redemption / maturity of bank deposits (net) having maturity over three months 380 5,403
Net cash in subsidiaries being disposed of - (144)
Interest income 511 500
Taxes paid (200) (153)
Others (4) (2)
Net cash used in investing activities (3,073) (2,283)
In fiscal 2019 the Group used ` 3,073 crores for investing activities (` 2,283 crores in fiscal 2018). The significant items of investing
activities were:-
 The Group used ` 3,434 crores for purchase of property, plant and equipment and intangible assets in fiscal 2019 (` 5,321
crores in fiscal 2018).
 During the current fiscal, the Group has made payment of ` 2,828 crores (net of cash acquired) as purchase consideration
(Previous year ` 107 crores), for acquisitions consummated during the year [for details refer note no 2 to consolidated
financial statements].
 Fixed deposits with banks (net) of ` 380 crores have been matured in fiscal 2019 (matured ` 5,403 crores in fiscal 2018).
 Interest on deposits received in fiscal 2019 of ` 511 crores (` 500 crores in fiscal 2018.)
Cash flow from financing activities

(` in crores)
Year Ended
31 March 2019 31 March 2018
Buyback of equity shares (4,000) (3,500)
Expenses on buyback of equity shares (12) (14)
Dividend paid (including taxes) (1,321) (2,031)
Proceeds/Repayment of borrowings (net) 3,623 (148)
Interest paid (71) (14)
Capital contribution from non-controlling interests 292 -
Payments for deferred consideration on business acquisitions (26) (16)
Principal payment for finance lease obligations 53 9
Net cash used in financing activities (1,462) (5,714)
Book 1.indb 31 04-Jul-19 8:47:35 PM

In fiscal 2019 the Group used ` 1,462 crores in financing activities (` 5,714 crores in fiscal 2018). The significant items of financing
activities are:-
 Payment of dividends including taxes of ` 1,321 crores (` 2,031 crores in fiscal 2018).
 During the year, the Company has carried share buyback of 36,363,636 fully paid-up equity shares of face value of ` 2/- each
at a price of ` 1,100/- per share paid in cash for an aggregate consideration of ` 4000 crores.
 The company had net borrowing of ` 3,623 crores during the fiscal 2019.
Key financial ratio

(` in crores)
Year Ended
Units 31 March 2019 31 March 2018
Profitability Ratios
Operating Profit Margin % 19.6 19.5
Net Profit Margin % 16.8 17.2
Return on Net Worth % 24.5 24.0
Liquidity Ratio
Current Ratio Times 2.4 2.4
Management Efficiency Ratio
Debtors Turnover Ratio Times 5.7 5.5
Inventory Turnover Ratio Times 12.9 6.0
Leverage Ratio
Interest Coverage Ratio - Borrowings Times 141.2 787.6
Debt Equity Ratio Times 0.1 0.0
Inventory Turnover Ratio
Inventory turnover ratio has changed by 112.9% as compared to previous year mainly on account of decrease in average inventory.
Interest coverage & debt equity ratio
Interest coverage ratio and debt equity ratio have changed by 82.1% and 562.9% respectively as compared to previous year
mainly on account of increase in borrowing to ` 4,195 crores from ` 557 crores as compared to previous year alongwith related
interest cost on borrowing.
Return on net worth
The Group return on net worth has increased to 24.5% from 24.0% during the year mainly on account of profit earned by the Group
` 10,120 crores during the year.
Standalone results
Standalone results of HCL excludes the performance of its subsidiaries.
The discussion in the paragraphs which follow should be read in conjunction with the financial statements and related notes
relevant to the standalone results of HCL Technologies Limited (herein referred to as “HCL” or “the Company”) for the year ended
31 March 2019 prepared in accordance with the Indian Accounting Standard (referred to as “Ind AS”), prescribed under Section
133 of the Companies Act, 2013, read with the Companies (Indian Accounting Standard) rules as amended from time to time.
Book 1.indb 32 04-Jul-19 8:47:35 PM

Results of Operations (Standalone)
(` in Crores)
Year Ended
Particulars 31 March 2019 31 March 2018 Growth
Amount % Revenue Amount % Revenue %
Revenue from operations 26,012 100.0% 22,073 100.0% 17.8%
Purchase of stock-in-trade 142 0.5% 138 0.6% 3.1%
Change in inventories of stock-in-trade 22 0.1% 50 0.2% -55.4%
Employee benefit expense 8,079 31.1% 7,365 33.4% 9.7%
Outsourcing costs 4,901 18.8% 2,918 13.2% 67.9%
Other expenses 2,450 9.4% 2,263 10.3% 8.3%
Depreciation and amortisation expense 1,276 4.9% 893 4.0% 42.8%
Total Expenditure 16,870 64.8% 13,627 61.7% 23.8%
Profit before finance cost ,other income & tax 9,142 35.2% 8,446 38.3% 8.2%
Finance cost 16 0.1% 23 0.1% -27.3%
Other income 805 3.1% 702 3.2% 14.7%
Profit before tax 9,931 38.2% 9,125 41.4% 8.8%
Provision for tax 1,746 6.7% 1,763 8.0% -1.0%
Profit for the year 8,185 31.5% 7,362 33.4% 11.2%
Comments:
 Revenue from operations increased to ` 26,012 crores in FY 2019 as compared to ` 22,073 crores in FY 2018 resulting in
a growth of 17.8%.
 Profit before tax (PBT) increased to ` 9,931 crores in FY 2019 as compared to ` 9,125 crores in FY 2018 resulting in a
growth of 8.8%.
 Profit for the year (PAT) increased to ` 8,185 crores in FY 2019 as compared to ` 7,362 crores in FY 2018 resulting in a
growth of 11.2%.
FINANCIAL POSITION (Standalone)

(` in Crores)
31 March 2019 31 March 2018
ASSETS
(a) Property, plant and equipment 3,507 3,293
(c) Goodwill 550 550
(d) Other intangible assets 7,178 6,585
(e) Other non-current assets 7,302 6,644
(f) Current assets
Investments 2,002 2,130
Trade receivables 6,245 5,427
Cash and bank balances 6,273 2,325
Loans 1,244 3,438
Other current assets 2,943 2,128
EQUITY
(a) Equity share capital 271 278
LIABILITIES
(a) Non - current liabilities 638 562
(b) Current liabilities 6,379 4,693
Book 1.indb 33 04-Jul-19 8:47:35 PM

Comments:
Current and non-current Assets
Current and non – current assets, excluding treasury assets increased by ` 4,948 crores (` 13,944 crores in fiscal 2018 to
` 18,892 crores in fiscal 2019); the increase is mainly on account of increase in balance with banks in current accounts by ` 2,606
crores(mainly due to increase in balance with EEFC account by ` 2,610 crores in fiscal 2019), trade receivables by ` 818 crores,
deferred tax assets by ` 601 crores, unbilled receivable (previously classified as unbilled revenue) by ` 470 crores and deferred
contract cost (previously classified as deferred cost) by 171 crores.
Current and non-current Liabilities
Current and non-current liabilities, excluding borrowings, increased by ` 1,760 crores (` 5,207 crores in fiscal 2018 to ` 6,967
crores in fiscal 2019); the increased is mainly on account of increase in trade payable by ` 1,823 crores, contract liabilities
(previously classified as revenue received in advance) by ` 224 crores and decrease in liabilities for expenses by ` 306 crores.
CASH FLOWS
A summary of the cash flow statement is given below:
(` in crores)
Year Ended
31 March 2019 31 March 2018
Cash and cash equivalents at the beginning of the year 210 352
Net cash generated from / (used) in investing activities 995 (973)
Cash flows used in financing activities (5,335) (5,547)
Net increase / (decrease) in cash and cash equivalents 4,336 (181)
Cash and cash equivalents at the end of the year 4,523 210
Cash flow from operations
The Company generated net cash from operating activities of ` 8,676 crores in FY 2019 (6,339 crores in FY 2018)
(` in crores)
Year Ended
31 March 2019 31 March 2018
Effect of working capital changes 231 (1,468)
Tax payments made (2,078) (1,725)
Cash flow from investing activities

(` in crores)
Year Ended
31 March 2019 31 March 2018
Purchase of property, plant and equipment and intangibles, including capital work in
(2,312) (4,339)
progress and capital advances, net
(Purchase) / sale of investments 2,583 (2,477)
Redemption / maturity of bank deposits (net) having maturity over three months 365 5,498
Proceeds from equity instruments of subsidiary - 2
Proceeds from loan extended to group company 21 -
Interest and dividend income 485 492
Net cash generated from / used in investing activities 995 (973)
Book 1.indb 34 04-Jul-19 8:47:35 PM

In fiscal 2019 the Company generated net cash ` 995 crores from investing activities (net cash used ` 973 crores in fiscal 2018).
The significant items of investing activities: -
 The Company used ` 2,312 crores for purchase of property, plant and equipment and intangible assets (` 4,339 crores in
fiscal 2018).
 Fixed deposits with banks (net) of ` 365 crores have been realized during the year (` 5,498 crores in fiscal 2018).
 Interest on deposits and dividends from subsidiary company received in fiscal 2019 of ` 485 crores (` 492 crores in
fiscal 2018).
Cash flow from financing activities

(` in crores)
Year Ended
31 March 2019 31 March 2018
Dividend paid (including taxes) (1,321) (2,031)
Proceeds from borrowings (net) 2 3
Net cash used in financing activities (5,335) (5,547)
In fiscal 2019 the Company used ` 5,335 crores in financing activities (` 5,547 crores in fiscal 2018). The significant items of
financing activities are:-
 Payment of dividends including taxes ` 1,321 crores (` 2,031 crores in fiscal 2018).
 During the year, the Company has carried share buyback of 36,363,636 fully paid-up equity shares of face value of ` 2/- each
at a price of ` 1,100/- per share paid in cash for an aggregate consideration of ` 4,000 crores.
Key financial ratio

(` in crores)
Year Ended
Units 31 March 2019 31 March 2018
Profitability Ratios
Operating Profit Margin % 35.2 38.3
Net Profit Margin % 31.5 33.4
Return on Net Worth % 26.9 26.7
Liquidity Ratio
Current Ratio Times 2.9 3.3
Management Efficiency Ratio
Debtors Turnover Ratio Times 4.5 4.5
Inventory Turnover Ratio Times 5.7 2.9
Leverage Ratio
Interest Coverage Ratio - Borrowings Times 2,222.2 1,917.8
Debt Equity Ratio Times 0.0 0.0
Inventory Turnover Ratio
Inventory turnover ratio has changed 49.4% as compared to previous year mainly on account of decrease in average inventory.
Return on net worth
The Company return on net worth has increased to 26.9% from 26.7% during the year mainly on account of profit earned by the
Company ` 8,185 crores during the year.
Book 1.indb 35 04-Jul-19 8:47:35 PM

DIRECTORS’ REPORT
Dear Shareholders,
Your Directors have immense pleasure in presenting the Twenty Seventh Annual Report of HCL Technologies Limited (“HCL” or
the “Company”) together with the audited financial statements for the financial year ended March 31, 2019.
1. FINANCIAL RESULTS
Key highlights of the financial results of your Company prepared as per the Indian Accounting Standards (Ind AS)
for the financial year ended March 31, 2019 are as under:
(` in crore)
Consolidated Standalone
Particulars Year ended Year ended
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Revenue from operations 60,427 50,569 26,012 22,073

Other income 943 1,217 805 702
Total Income 61,370 51,786 26,817 22,775
Total Expenditure 48,748 40,775 16,886 13,650
Profit before tax 12,622 11,024 9,931 9,125
Tax Expense 2,502 2,302 1,746 1,763
Profit for the year 10,120 8,722 8,185 7,362
Other comprehensive income / (loss) 190 260 24 (226)

Total comprehensive income / 10,310 8,982 8,209 7,136
(loss) for the year
Earnings per share of ` 2 each

Basic (in `) 73.58 62.23 59.69 52.54
Diluted (in `) 73.55 62.19 59.66 52.50
2. BUSINESS OVERVIEW AND STATE OF AFFAIRS The Company leverages its global network of integrated
co-innovation labs and global delivery capabilities to
The Company is a leading global IT services company that
provide holistic multi–service delivery in key industry
helps global enterprises re–imagine and transform their
verticals including Financial Services, Manufacturing,
businesses through Digital technology transformation. The
Telecommunications, Media, Publishing, Entertainment,
Company focuses on providing an integrated portfolio of
Retail & CPG, Life Sciences & Healthcare, Oil & Gas,
services underlined by its Mode 1–2–3 growth strategy.
Energy & Utilities, Travel, Transportation & Logistics and
Mode 1 encompasses the core services in the areas
Government.
of Applications, Infrastructure, BPO and Engineering
and R&D services, leveraging DRYiCETM Autonomics to During the financial year 2018-19, the Company achieved
transform clients’ business and IT landscape, making them a revenue from operations of ` 26,012 crore on standalone
‘lean’ and ‘agile’. Mode 2 focuses on experience–centric basis and ` 60,427 crore on consolidated basis, as
and outcome–oriented integrated offerings of Digital & compared to ` 22,073 crore on standalone basis and
Analytics, IoT WoRKS™, Cloud Native Services and ` 50,569 crore on consolidated basis for the financial year
Cyber security & GRC services to drive business outcomes 2017-18.
and enable enterprise digitalization. Mode 3 strategy is
ecosystem–driven, creating innovative IP–partnerships to During the financial year 2018-19, profit for the year was
build products and platforms business. ` 8,185 crore on standalone basis and ` 10,120 crore on
36 Directors’ Report
Book 1.indb 36 04-Jul-19 8:47:35 PM

consolidated basis, as compared to ` 7,362 crore on standalone basis and ` 8,722 crore on consolidated basis for the
financial year 2017-18.
The state of affairs of the Company is presented as part of the Management Discussion and Analysis Report forming part of
the Annual Report.
3. DIVIDEND
During the financial year ended March 31, 2019, your Directors had declared and paid four interim dividends as per
the details given below:
Dividend
Interim dividend Rate of Dividend Amount of
Distribution Total
paid during Date of per share Dividend
S. No. Tax paid by the Outflow
financial year ended Declaration (face value of paid
Company
March 31, 2019 ` 2 each)
(` in crore)
1 1st Interim Dividend May 2, 2018 2.00 278.46 57.08 335.54
2 2nd Interim Dividend July 27, 2018 2.00 278.48 57.08 335.56
3 3rd Interim Dividend October 23, 2018 2.00 271.23 52.11 323.34
4 4th Interim Dividend January 29, 2019 2.00 271.25 55.55 326.80
Total 1,099.42 221.82 1,321.24
The Board of Directors in its meeting held on May 9, 2019 Telerx Marketing, Inc.
declared an interim dividend of ` 2 per equity share of face
value of ` 2 each fully paid-up, for the financial year 2019- The Company, through its step-down wholly-owned
20. The Board of Directors did not recommend any final subsidiary HCL America Inc., acquired Telerx Marketing,
dividend for the financial year ended March 31, 2019. Inc. (doing business as C3i Solutions), a Delaware
company. C3i Solutions is a leader in multi-channel
4. TRANSFER TO GENERAL RESERVES customer engagement services for life sciences and
No amount was transferred to the General Reserves consumer packaged goods industries.
for the financial year ended March 31, 2019. Pursuant to this acquisition, Telerx Marketing, Inc. and
5. SHARE CAPITAL all its subsidiaries have become the wholly-owned step-
down subsidiaries of the Company with effect from
During the financial year under review, the Company April 06, 2018, being the date of completion of the
issued and allotted 3,96,120 fully paid-up equity shares of acquisition.
` 2 each under its Employees Stock Option Plan.
Actian Corporation
Also, the Company, on October 11, 2018, extinguished /
physically destroyed its 3,63,63,636 fully paid-up equity The Company, through its step-down wholly-owned
shares of ` 2 each consequent to the Buy-back offer of the subsidiary HCL America Inc., entered into a Joint Venture
Company. agreement dated April 12, 2018 with Sumeru Equity
Partners, a technology and growth-focused private
Consequently, the issued, subscribed and paid-up share
capital of the Company as on March 31, 2019, was equity firm. The purpose of the JV arrangement was to
` 2,71,25,57,736/- divided into 1,35,62,78,868 equity acquire Actian Corporation, a Delaware company. Actian
shares of face value of ` 2 each. Corporation is a leader in hybrid data management, cloud
integration and analytics solutions–powers insight-driven
6. MANAGEMENT DISCUSSION AND ANALYSIS enterprises around the globe.
The Management Discussion and Analysis Report, in In terms of the said JV agreement, 80% of the shareholding
terms of Regulation 34(3) of SEBI (Listing Obligations in the JV company named HCL Technologies SEP
and Disclosure Requirements) Regulations, 2015 (the Holdings Inc., is held by HCL America Inc., 19.50% is
“Listing Regulations”), is attached and forms a part of this
held by Sumeru Equity Partners and the balance 0.5% is
Report.
held by the CEO of Actian Corporation. The JV Company
7. ACQUISITIONS had a wholly-owned subsidiary, Octavian Acquisition
Corp., which ultimately acquired 100% stake in Actian
Acquisitions consummated during the financial year Corporation.
2018-19 are summarized as below –
Book 1.indb 37 04-Jul-19 8:47:35 PM

Pursuant to this acquisition, Actian Corporation and its all joint ventures in Form AOC-1 forms part of this Annual
subsidiaries have become the step-down subsidiaries of Report.
the Company with effect from July 17, 2018, being the date
In accordance with the provisions of Section 136 of the
of completion of the acquisition.
Act and Regulation 46 of the Listing Regulations, the
Honigsberg & Duvel Datentechnik GmbH standalone and consolidated financial statements of the
Company along with relevant documents and the financial
The Company, through its step-down wholly-owned statements in respect of the subsidiaries, are available on
subsidiary HCL Technologies Germany GmbH, acquired the website of the Company. The Company would provide
Honigsberg & Duvel Datentechnik GmbH, an IT and the financial statements of the subsidiaries and the related
engineering service provider headquartered in Wolfsburg, detailed information to the shareholders on specific request
Germany. made in this regard by the shareholders.
Pursuant to this acquisition, Honigsberg & Duvel Subsidiaries incorporated during the year –
Datentechnik GmbH and all its subsidiaries have become
the wholly-owned step-down subsidiaries of the Company  HCL Technologies Vietnam Company Limited, a
with effect from October 2, 2018 being the date of private limited company, was incorporated under the
completion of acquisition. laws of Vietnam.
IBM Software Products  HCL Guatemala, Sociedad Anónima, a private

limited company, was incorporated under the laws of
The Company entered into a definitive agreement with IBM Guatemala.
Corporation, USA, for the asset purchase of IBM’s seven
software products for an aggregate amount of USD 1.8 Subsidiaries closed during the year –
billion, across three portfolios - Security – AppScan and  Pursuant to the Merger Agreement dated April 12,
BigFix; Marketing – Commerce Software, Unica and DX 2018, Octavian Acquisition Corp. was merged with and
Software and Collaboration Solutions – Notes/Domino and into its wholly-owned subsidiary Actian Corporation,
Connections. upon the successful completion of the acquisition of
Actian Corporation.
The transaction is expected to close by mid-2019, subject
to the completion of applicable regulatory approvals.  HCL Mortgage Holdings, LLC, a Delaware company,
was incorporated by the Company as its step-down
Acquisitions after the close of the financial year:
wholly-owned subsidiary, solely for the purposes of
Strong-Bridge Holdings, Inc. acquisition of Urban Fulfillment Services LLC. Since
the acquisition was successfully completed during the
The Company, through its step-down wholly-owned previous financial year, HCL Mortgage Holdings, LLC
subsidiary HCL America Inc., acquired Strong-Bridge was voluntarily dissolved during the year.
Holdings, Inc. (doing business as Strong-Bridge Envision
or SBE), a Delaware company. SBE is a provider of digital  Ingres Canada Corporation, a subsidiary of Actian
transformation strategy consulting, digital / agile program Corporation, became the step-down wholly-owned
management and organizational change management. subsidiary of the Company pursuant to the acquisition
of Actian Corporation. However, it was not in operation
Pursuant to this acquisition, Strong-Bridge Holdings, Inc. and was therefore voluntarily dissolved during the year.
and its subsidiaries have become the wholly-owned step-
Other restructurings during the year –
down subsidiaries of the Company with effect from April 1,
2019 being the date of completion of acquisition.  Pursuant to the stock transfer agreement(s) executed
between HCL America Inc. and HCL Technologies UK
8. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
Limited, wholly-owned step-down subsidiaries of the
As on March 31, 2019, the Company has 133 subsidiaries Company, the entire shareholding of HCL Italy SRL
and 8 associate companies within the meaning of Sections and HCL Great Britain Limited was transferred from
2(87) and 2(6) of the Companies Act, 2013 (the “Act”) HCL America Inc. to HCL Technologies UK Limited.
respectively. There has been no material change in the
 HCL had entered into a joint venture agreement with
nature of business of the subsidiaries.
DXC Technology (DXC) in July 2015 pursuant to
As per the provisions of Section 129(3) of the Act, a which a joint venture company namely CeleritiFinTech
statement containing the salient features of the financial Limited was formed, in which the Company held 51%
statements of the Company’s subsidiaries, associates and stake through HCL Technologies UK Limited, a wholly-
Book 1.indb 38 04-Jul-19 8:47:35 PM

owned step-down subsidiary of the Company and the shareholders of the Company, the re-appointment of
balance stake was held by DXC. CeleritiFinTech Italy Mr. R. Srinivasan, Ms. Robin Ann Abrams, Dr. Sosale
S.r.l was incorporated as a wholly-owned subsidiary of Shankara Sastry and Mr. S. Madhavan as Independent
CeleritiFinTech Limited. Directors for a second term of five consecutive years
from the conclusion of the Twenty Seventh AGM of the
With a view to leveraging the capabilities of the Company Company scheduled to be held in the year 2019 till the
and DXC, the joint venture arrangement was discontinued conclusion of the Thirty Second AGM to be held in the
w.e.f. September 30, 2017 and the Company entered into
year 2024.
a new arrangement (IP Partnership) with DXC. Pursuant to
the termination of the JV agreement, the 51% stake held by The Independent Directors have furnished the certificate
HCL Technologies UK Limited in CeleritiFinTech Italy S.r.l of independence stating that they meet the criteria of
was transferred to DXC. independence as mentioned under Section 149 (6) of the
Act and Regulation 16 (1)(b) of the Listing Regulations.
9. DIRECTORS AND KEY MANAGERIAL PERSONNEL
Based on the disclosures received from all Independent
The composition of the Board of Directors is in accordance Directors and also in the opinion of the Board, the
with the provisions of Section 149 of the Act and Regulation Independent Directors fulfill the conditions as specified in
17 of the Listing Regulations, with an optimum combination the Act and the Listing Regulations and are independent of
of Executive, Non-Executive and Independent Directors. the Management.
BOARD OF DIRECTORS Retirement by Rotation
As on the date of this Annual Report, the Board of Directors In accordance with the provisions of Section 152 of the
of the Company consists of ten members, of which three Act and the Articles of Association of the Company,
are Women Directors. The Board consists of one Whole- Mr. Shiv Nadar was re-appointed as the Managing Director
time Director and nine Non-Executive Directors of whom of the Company in the category of Non-Retiring Director in
eight are Independent Directors. The Whole-time Director the AGM held on September 21, 2017 for a period of five
is the Promoter Director who is designated as the Chairman years. However, pursuant to the Articles of Association of
& Chief Strategy Officer of the Company. the Company, if at any time, the number of Directors liable
to retire by rotation fall below one-third of the total number
Appointment(s) / Re-appointment(s)
of Directors (excluding Independent Directors), the term
The Board of Directors of your Company appointed / of Mr. Shiv Nadar as a Director shall be liable to retire by
re-appointed the following Directors during the financial rotation for the time such number is below one-third.
year:
Currently, the number of Directors liable to retire by rotation
a. Mr. James Philip Adamczyk (DIN - 08151025) was has fallen below one-third. Accordingly, Mr. Shiv Nadar shall
appointed as an Additional Director in the capacity of retire by rotation at the ensuing AGM and being eligible,
Independent Director by the Board of Directors of the has offered himself for re-appointment as Director of the
Company w.e.f. July 26, 2018. Subsequently, at the Company. However, his term as the Managing Director
Twenty Sixth Annual General Meeting (‘AGM’) of the of the Company would continue uninterrupted post his
Company held on September 18, 2018, Mr. James re-appointment as Director.
Philip Adamczyk was appointed as an Independent
Director of the Company in terms of Section 149 of the Necessary resolutions in respect of re-appointment of
Act, to hold office for a period of five years. Directors mentioned above are included in the Notice
convening the ensuing AGM. Your Board recommends
b. At the Twenty Second AGM of the Company held the re-appointments of Mr. Shiv Nadar, Mr. R. Srinivasan,
on December 4, 2014, Mr. R. Srinivasan, Ms. Robin Ms. Robin Ann Abrams, Dr. Sosale Shankara Sastry and
Ann Abrams, Dr. Sosale Shankara Sastry and Mr. S. Mr. S. Madhavan. The particulars in respect of these
Madhavan were appointed as Independent Directors Directors as required under Regulation 36(3) of the Listing
of the Company for a period of five consecutive years
Regulations, are mentioned elsewhere in the Notice of
and therefore, their first term of appointment shall
AGM.
end at the conclusion of the ensuing Twenty Seventh
AGM of the Company to be held in the year 2019. Resignations
Considering their immense contributions towards the
Company and pursuant to the recommendations of the Mr. Sudhindar Krishan Khanna (DIN - 01529178), who was
Nomination & Remuneration Committee, the Board in a Non-Executive Non-Independent Director of the
its meeting held on May 9, 2019 recommended to the Company, resigned from the Board of the Company w.e.f.
April 8, 2019.
Book 1.indb 39 04-Jul-19 8:47:35 PM

The Board placed on record its sincere appreciation and
S. Name of the
gratitude for Mr. Khanna’s valuable services, guidance Composition
No. Committee
and contribution to the Company during his tenure as a
member of the Board and its Committees. 3 Nomination & Mr. R. Srinivasan (Chairman)
Remuneration Mr. Shiv Nadar
KEY MANAGERIAL PERSONNEL Committee Ms. Robin Ann Abrams
Ms. Roshni Nadar Malhotra
During the financial year under review, Mr. Prateek
Aggarwal was appointed as the Chief Financial Officer 4 Finance Mr. S. Madhavan (Chairman)
of the Company on October 1, 2018, in place of Mr. Anil Committee Mr. Shiv Nadar
Kumar Chanana, who stepped down from the position of
Mr. R. Srinivasan
Chief Financial Officer.
Mr. Sudhindar Krishan Khanna*
The Board placed on record its sincere appreciation and 5 Stakeholders’ Mr. S. Madhavan (Chairman)
gratitude for Mr. Chanana’s valuable services, guidance Relationship Mr. Shiv Nadar
and contribution to the Company during his tenure as the Committee Ms. Roshni Nadar Malhotra
Key Managerial Person of the Company. 6 Employee Stock Mr. Shiv Nadar
Options Allotment Mr. S. Madhavan
10. NUMBER OF MEETINGS OF THE BOARD
Committee Mr. Prateek Aggarwal
During the year, nine meetings of the Board of Directors 7 Risk Mr. S. Madhavan (Chairman)
were held. The details of the meetings are provided in the Management Mr. Deepak Kapoor
Corporate Governance Report which forms part of this Committee Ms. Nishi Vasudeva
Annual Report. Ms. Robin Ann Abrams
8 Diversity Ms. Robin Ann Abrams
11. BOARD COMMITTEES Committee (Chairperson)
The following 8 (eight) Committees have been constituted Ms. Roshni Nadar Malhotra
Mr. Shiv Nadar
by the Board of Directors of the Company:
*Mr. Sudhindhar Krishan Khanna resigned as a Director of the
i) Audit Committee Company w.e.f. April 8, 2019.
ii) Corporate Social Responsibility Committee The number of meetings held and other requisite details
of the Board Committees are set out in the Corporate
iii) Nomination & Remuneration Committee
Governance Report which forms part of this Annual Report.
iv) Finance Committee
12. FAMILIARIZATION PROGRAMME
v) Stakeholders’ Relationship Committee
The details of the familiarization programme have been
vi) Employee Stock Options Allotment Committee provided under the Corporate Governance Report which
forms part of this Annual Report.
vii) Risk Management Committee
13. BOARD EVALUATION
viii) Diversity Committee.
Pursuant to the provisions of the Act and Listing
The composition of Committees as on March 31, 2019 was Regulations, an Annual Performance Evaluation of the
as under: Board, its Committees and the individual Directors is to
be carried out either by the Board or by the Nomination
S. Name of the and Remuneration Committee or by an independent
Composition
No. Committee external agency and the Board is required to review its
implementation and compliance.
1 Audit Committee Mr. S. Madhavan (Chairman)
Mr. Deepak Kapoor In view of the above, the Annual Performance Evaluation
Ms. Nishi Vasudeva was undertaken by the Board. The framework and criteria
Ms. Robin Ann Abrams of evaluation has been approved by the Nomination &
2 Corporate Social Ms. Roshni Nadar Malhotra Remuneration Committee of the Company. The process
and criteria of evaluation is explained in the Corporate
Responsibility (Chairperson)
Governance Report, which forms part of this Annual
Committee Mr. Shiv Nadar
Report.
Mr. S. Madhavan
Book 1.indb 40 04-Jul-19 8:47:35 PM

14. STATUTORY AUDITORS AND STATUTORY AUDITORS’ 18. POLICY ON DIRECTORS’ APPOINTMENT AND
REPORT REMUNERATION
Pursuant to Section 139 of the Act, and the rules The Nomination & Remuneration Committee of the
made thereunder, it is mandatory to rotate the Statutory Company formulates the criteria for determining the
Auditors of the Company on the completion of two terms qualifications, positive attributes and independence of
of five consecutive years, as permitted under the said Directors in terms of its charter. In evaluating the suitability
Section. of individual Board members, the Committee takes into
account factors such as educational and professional
M/s. S.R. Batliboi& Co. LLP, Chartered Accountants, have
background, general understanding of the Company’s
been the Statutory Auditors of your Company since the
business dynamics, standing in the profession, personal
year 2009-10. Their first term of appointment ended at the
and professional ethics, integrity and values, willingness
AGM held on December 4, 2014, at which, they were re-
to devote sufficient time and energy in carrying out their
appointed as the Statutory Auditors for a second term of
duties and responsibilities effectively.
five consecutive years. Accordingly, their second term of
appointment shall be concluding at the ensuing Twenty The Committee also assesses the independence of
Seventh AGM of the Company to be held in the year 2019 Directors at the time of their appointment / re-appointment
and the new Statutory Auditors of the Company will be as per the criteria prescribed under the provisions of
appointed at the said AGM. the Act and the rules made thereunder and the Listing
Regulations.
Statutory Auditors’ Report
The Remuneration Policy for Directors, Key Managerial
There are no qualifications, reservations, adverse remarks Personnel and other employees is provided in
or disclaimer made by M/s. S.R. Batliboi & Co. LLP, the Corporate Governance Report forming part of this
Statutory Auditors in their report for the financial year Report.
ended March 31, 2019. The Statutory Auditors have not
reported any incident of fraud to the Audit Committee of the 19. RISK MANAGEMENT POLICY
Company for the financial year under review.
The Board of Directors of the Company have formed
15. SECRETARIAL AUDITOR AND SECRETARIAL AUDIT a Risk Management Committee to inter-alia assist the
REPORT Board in overseeing the responsibilities with regard to
identification, evaluation and mitigation of operational,
In terms of Section 204 of the Act, M/s. Chandrasekaran strategic and external environmental risks. In addition, the
Associates, Practicing Company Secretaries were Audit Committee is also empowered to oversee the areas
appointed as the Secretarial Auditor of the Company for of risks and controls.
the financial year ended March 31, 2019. The report of
the Secretarial Auditor is enclosed as Annexure 1 to this The Company has developed and implemented a Risk
Report. The report is self-explanatory and does not call Management Policy that ensures appropriate management
of risks in line with its internal systems and culture.
for any further comments. There are no qualifications,
reservations, adverse remarks or disclaimer made by the 20. INTERNAL FINANCIAL CONTROL SYSTEMS AND
Secretarial Auditor in its report for the financial year ended THEIR ADEQUACY
March 31, 2019.
The Company’s internal financial control systems are
16. MAINTAINENCE OF COST RECORDS commensurate with its size and the nature of its operations.
The controls are adequate for ensuring orderly and
The Central Government has not prescribed the
efficient conduct of the business and these controls are
maintenance of cost records under sub-section (1) of
working effectively. These controls have been designed to
section 148 of the Act, and accordingly, such cost accounts
provide reasonable assurance with regard to recording and
and records are not maintained by the Company.
providing reliable financial and operational information,
17. EXTRACT OF ANNUAL RETURN adherence to the Company’s policies, safeguarding of
assets from unauthorized use and prevention and detection
Pursuant to Section 134(3)(a) and Section 92(3) of the of frauds and errors.
Act, the extract of the Annual Return in Form MGT-9, for
the financial year ended March 31, 2019, is enclosed as 21. SIGNIFICANT AND MATERIAL ORDERS
Annexure 2 to this Report.
There are no significant and material orders passed by
the regulators or courts or tribunals impacting the going
concern status and Company’s operations in future.
Book 1.indb 41 04-Jul-19 8:47:35 PM

22. PARTICULARS OF LOANS, GUARANTEES AND IEPF in the subsequent years are given in the Corporate
INVESTMENTS Governance Report, annexed with this the Annual Report.
The particulars of loans, guarantees and investments have Further, according to the IEPF Authority (Accounting, Audit,
been disclosed in the financial statements which forms part Transfer and Refund) Rules, 2016 (the “IEPF Rules”), the
of this Annual Report. shares in respect of which dividends have not been paid or
claimed by the shareholders for seven consecutive years
23. TRANSACTIONS WITH RELATED PARTIES
or more are also required to be transferred to the demat
The particulars of transactions entered into with the related account created by the IEPF Authority. Accordingly, during
parties referred to in Section 188(1) and applicable rules the year, the Company transferred 5,945 equity shares to
of the Act, have been given in Annexure 3 in Form AOC-2 the demat account of the IEPF Authority. The details of
which forms part of this Annual Report. The Company also such shares are available on the website of the Company
has in place a ‘Related Party Policy’, which is available on at https://www.hcltech.com/investors/iepf-details.
the website of the Company at https://www.hcltech.com/
27. DEPOSITS
investors/governance-policies.
The Company has not accepted any deposits from the
24. CORPORATE SOCIAL RESPONSIBILITY
public.
The Corporate Social Responsibility (‘CSR’) committee
28. CORPORATE GOVERNANCE
comprises of three members, namely Ms. Roshni Nadar
Malhotra, Mr. Shiv Nadar and Mr. S. Madhavan. The The Corporate Governance Report in terms of Regulation
Committee is inter-alia responsible for formulating and 34(3) of the Listing Regulations, along with the Statutory
monitoring the CSR Policy of the Company. A brief outline Auditors’ certificate is attached and forms part of this
of the CSR Policy of the Company and the initiatives Annual Report.
undertaken by the Company on CSR activities during the
29. BUSINESS RESPONSIBILITY REPORT
year are set out in Annexure 4 of this Report in the form
as prescribed under the Companies (Corporate Social The Listing Regulations mandates the inclusion of
Responsibility Policy) Rules, 2014. The CSR Policy is Business Responsibility Report (‘BRR’) as part of the
available on the website of the Company at https://www. Annual Report for top 500 listed companies based on
hcltech.com/investors/governance-policies. market capitalization. In Compliance with this regulation,
the Company has prepared a BRR for the financial year
25. DIVIDEND DISTRIBUTION POLICY
2018-19 which describes the initiatives taken by the
The Company has formulated and published a Dividend Company from an environmental, social and governance
Distribution Policy which provides for the circumstances perspective and the same forms part of this Annual Report.
under which the shareholders may / may not expect
30. INSIDER TRADING REGULATIONS
dividend, the financial parameters, internal and external
factors, utilization of retained earnings, parameters with Pursuant to the provisions of SEBI (Prohibition of Insider
regard to different classes of shares etc. The provisions Trading) Regulations, 2015 (as amended from time to
of this Policy are in line with Regulation 43A of the time), the Company has formulated a Code of Conduct on
Listing Regulations, and the Policy is available on the Prohibition of Insider Trading (‘Insider Trading Code’) and
website of the Company at https://www.hcltech.com/ a Code of Practices and Procedures for fair disclosure of
investors/governance-policies. The details of the Dividend Unpublished Price Sensitive Information (‘Fair Disclosure
Distribution Policy forms part of the Corporate Governance Code’) which are in force. The Fair Disclosure Code is
Report annexed with this Annual Report. available on the website of the Company at https://www.
hcltech.com/investors/governance-policies.
26. UNCLAIMED DIVIDENDS AND TRANSFER TO IEPF
31. AWARDS AND RECOGNITIONS
Pursuant to the provisions of Section 124 of the Act,
those dividend amounts which have remained unpaid or Your Company relentlessly pursues excellence and is
unclaimed for a period of seven consecutive years from delighted to receive phenomenal share of recognitions and
the date of declaration have been transferred by the awards this year, not only from the media, but also from
Company to the Investor Education and Protection Fund analysts, governing bodies, academic institutions, partners
(‘IEPF’) established by the Central Government pursuant and even customers. Some of the key honors received by
to Section 125 of the Act. The details of the unpaid / the Company during the year include:
unclaimed dividend amounts which will be transferred to
Book 1.indb 42 04-Jul-19 8:47:35 PM

Awards – 11. The Company was positioned as a ‘Leader’ in ISG
Provider Lens SIAM / ITSM: Service Design and
1. The Company was awarded with Outstanding
Transition / Service Information Management.
Achievement Award in Automation Implementation
at the Asia Outsourcing Leadership Awards 2019 for 12. The Company was positioned as a ‘Leader’ in ISG
EXACTO™, which harnesses the latest innovations in Provider Lens Next-Gen Application Development &
AI, Machine Learning and Computer Vision techniques Maintenance (ADM) Services – Next Gen ADM, Agile
that integrate seamlessly with Robotic Process Services and Continuous Testing 2019.
Automation to create differentiated solutions.
13. The Company was positioned as a ‘Leader’ and ‘Star
2. The Company was awarded the America’s Partner of Performer’ in Everest’s Application Services in Global
the Year award by Dell and was also included in the Banking PEAK Matrix 2018 Assessment.
Dell’s President’s Circle.
14. The Company was positioned as a ‘Leader’ in the
3. The Company was awarded the Cisco 2018 Award for
Forrester WaveTM: Global IoT Services Wave for
Excellence in Software and Cloud.
Connected Business Operations, Q4 2018.
4. The Company’s solution DRYiCE™ XSM was
15. The Company was positioned as a ‘Leader’ in IDC
conferred the ‘Award of Distinction’ at the Open Group
Market Scape Worldwide DevOps Service, 2018.
Awards for Innovation and Excellence in Kochi in
February 2019. 16. The Company was positioned as a ‘Leader’ in ISG
5. The Company was awarded the NASSCOM BPM Provider LensTM Research Quadrant for Digital
Customer Excellence Award 2018 in co-creation Business Transformation 2019.
category for helping its customer, a leading 17. The Company was positioned as a ‘Leader’ in ISG
multinational bank and a Financial Services company
Provider LensTM Research Quadrant for Cyber Security
to bring in customer-centricity with an innovative digital
Solutions & Services.
transformation of its Asset Management business
and NASSCOM Artificial Intelligence Game Changer 18. The Company was positioned as a ‘Leader’ in Everest
Award 2018 for Best 50 Innovative Applications of IT Infrastructure Services Automation PEAK, 2018.
Artificial Intelligence Solution.
32. SUSTAINABILITY
6. HCL Foundation, a CSR arm of the Company,
was positioned amongst the top 10 Responsible The Company believes in a better tomorrow and based
Businesses in India at the Social and Business on this strong belief has embarked on a sustainability
Enterprise Responsible Awards 2018 (SABERA). This programme. The Company’s continuous focus on improving
award is an acknowledgement for the work being done all aspects of sustainability demonstrates its commitment
to create a positive and inclusive environment. to a sustainable tomorrow without compromising on the
well-being of its employees today. To do this, the Company
7. The Company was awarded the SAP Pinnacle Award
partners with multiple stakeholders to form an inclusive
2018 as the ‘GSSP SAP Business Transformation
working group to create policies, processes and other
Partner of the Year’.
organizational measures. Today, the sustainability function
8. The Company won Silver Award by Brandon Hall runs a vital program to drive the sustainability vision within
group for the Best inclusion & Diversity strategy, Gold the organization.
Award for the Coaching & Mentoring Program, Silver
Award for Best Advance in Employee Engagement The ongoing success of the programme depends on a
Programmes, Bronze Award in Wellness & Benefits consistent and sustainable vision, ease and flexibility
Program where we showcased our wellness & of implementation and most importantly employee
wellbeing initiative. engagement. At HCL, sustainability actions are a part
of everyday operations. It believes that responsible
Recognitions – investments in sustainability will generate long term value
9. The Company was positioned as a ‘Leader’ in Gartner for all the stakeholders by improving competitiveness and
MQ for Managed Workplace Services, North America reducing risk.
and Europe. Sustainability can be created when we are able to integrate
10. The Company was positioned as a ‘Leader’ in Gartner broader societal concerns into business strategy and
MQ for DCO & Hybrid Infrastructure Managed performance as part of the Company’s business model.
Services, North America and Europe. This common sense of ownership can be realized by
Book 1.indb 43 04-Jul-19 8:47:36 PM

incorporating the interests of all those with whom the ideapreneurs and driving key business outcomes in
Company has mutually dependent relationships. alignment to the Company’s Mode 1-2-3 strategy. It offers
a robust and nurturing learning framework to empower
33. ORGANIZATION EFFECTIVENESS
the employees with the relevant skill sets and to become
Employee Strength and Expansion 21st century leaders.
As we close out another successful year, the Company has In the past financial year, the Company used demand,
reached impressive employee additions and an employee fulfilment and learning analytics to create a governance
strength of 1,37,965 and continues to build and support the framework that constantly align the demand and learning
business strategy of “Mode 1, 2 and 3”. systems to identify focused skills for the next 2 years and
build them at scale. Structured learning journeys have
The emphasis and commitment to talent localization been curated and learning solutions have been designed
continues as can be seen in our employee expansion and in partnership with globally benchmarked learning partners
tenure milestones in the course of the last financial year. The offering world class content. An entire gamut of leadership
Company believes that this strategy confers competitive and behavioral learning journeys have also been
advantages in a tightening regulatory environment with customized, covering all aspects of defined competencies.
respect to workforce mobility. The Company continues to These learning programs act as touch-points during an
focus on tapping the unique advantages of tier 2 cities in employee’s life-cycle, which positively impacts current
India. These cities enable higher operational resilience, performance and productivity in their respective roles and
stability and scalability. prepares them to be future ready.
Employee Experience Initiatives The training approach at client and business line level has
helped the employees to proactively identify training needs
The Company strives to enhance employee experience
and deepen their skills in new technologies.
and equip the workforce with tools and platforms to help
accelerate their professional growth. Through “Simplify In the commitment to engage employees from diverse
HR”, a suite of tools has been revamped with simplified backgrounds meaningfully, the Company actively supports
functionality to provide an improved user experience. and fosters a number of Employee Resource Groups
The tools have been simplified and enhanced to automate (‘ERGs’). These ERGs are led and driven by employees
the talent acquisition, talent integration, talent assessment themselves and act as platforms for employees to anchor
and employee travel processes. Virtual assistance organizational change and development. The Company
and “botification” have been enabled across multiple also undertakes various employee welfare initiatives that
tools. extend to the families of the employees. Details of such
initiatives have been given in the Business Responsibility
Talent Acquisition, Talent Development and Career
Report, forming part of this Annual Report.
Management
Career Management
The talent acquisition and talent management practices of
the Company are aligned to its Mode 1-2-3 strategy. The The Company’s prescriptive career recommendation
Company has leveraged digital technologies to enhance platform, leveraging Artificial Intelligence and Big Data
the quality and experience of talent acquisition, talent achieved further traction during the financial year.
development and career management programs.
9,000 employees progressed to their destinations in their
Talent Acquisition career journeys during the financial year taking the launch
to date count to 17,000.
With an impressive gross hiring of about 51,680+
professionals across the globe, the Company leveraged Diversity and Inclusion
artificial intelligence and data science to hire the right talent
As an organization, the Company believes that diversity
at the right time. “Intelligent Neural Network” engine was
inspires creative thinking and leads to sustained innovation
deployed that searches through the database of a million+
within the workplace. The Company prides itself on being
candidate records and supports our talent acquisition along
an organization with an open, transparent, and inclusive
with prescriptive insights.
culture. Our focus is to create an inclusive environment
Talent Development and Career Progression for employees with diverse backgrounds combined with
concerted efforts from our leaders. It has enabled to
Talent development offers integrated and comprehensive improve the diversity ratio at all levels. Our overall gender
learning ecosystem focusing on development of HCL diversity rate is currently at 24.90%. Our various programs
Book 1.indb 44 04-Jul-19 8:47:36 PM

on networking, advocacy and professional development gain insight into successful leadership as well as
are helping to build an inclusive workforce which goes understand perspectives on gender matters.
beyond demographic differences to include gender,
nationality, culture, ethnicity, age and the differing abilities The Company is making conscious efforts to create an
of individuals. The Company now has 39% more women in environment which is more and more amenable and friendly
senior leadership roles directly aligned with business heads to our employees. Some of our key initiatives include:
and gender ratio at senior leadership has just doubled.  Facilitating work life balance and flexible work
The Company ensures fair representation of diverse arrangement through policies like Telecommute and
candidates in the hiring process to attract top talent and Day Care;
consider the cognitive diversity while hiring a candidate for
the position.  Quarterly lunch meet of senior women leaders with the
Board Members;
The Company’s Diversity and Inclusion strategy focuses on
talent attraction, talent growth and talent retention. These 3  Pre and post maternity counselling for managers and
strategies work in tandem to ensure a unified experience in new mothers;
promoting gender diversity, cultural diversity and inclusivity
across the enterprise.  Workshop focusing on inclusion and unconscious
biases, inclusion assessments and labs; and
With the aim of enabling strong career development for
women, the Company has launched focused programs  Women connect group in each geo to promote gender
for women employees at all levels with a special focus diversity.
on increasing the representation of women leaders in the Recognition of HCL Culture and Engagement Practices
leadership. These include - across the world
 Stepping Stones - enabling mid-level women To reinforce alignment of core beliefs and actions, the
managers to connect with leadership and experience Company continues to transform its policies, processes
learning from globally acclaimed vendors.
and practices. This has further enabled and empowered
 ASCEND Program - provides a platform to women the employees, a fact that has been well recognized by
leaders for their career development through range various industry forums and leading associations.
of experiential learning, powering up the network
 The Company was recognized as the Top Employer in
and creating visibility in the leadership forums. The
the United Kingdom for the thirteenth consecutive
program’s key elements include mentoring by senior
year in recognition of its best-in-class employee
leaders, SME guided peer coaching, leadership
engagement and people practices.
connect session, virtual learnings enabled by LinkedIn
and Harvard.  The People Capital Index (PCI) study 2019 announced
the Company in the top 50 companies for developing
 PRELUDE - a relatively new program launched
their people capital organized by Jombay.
with an objective to tap in to existing open positions
and mapping with next level role of women leaders  In continued recognition of its innovative HR best
specifically in technical domains. practices, the Company was felicitated with various
Brandon Hall Group Excellence Awards under
 Senior Hire Integration - helps integration and
various categories including ‘Best Advance in
assimilation of senior women hiring into the Company’s
ecosystem through upwards and lateral coaching by Coaching & Mentoring Program’, ‘Best Advance in
senior leaders, peer buddies and direct reports. Leadership Development Strategy’, ‘Best Inclusion
& Diversity Strategy’, ‘Best Advance in Employee
 iBelieve - a program for women who wish to start or Engagement Programmes’, ‘Best Advance in Career
restart careers in IT. Eligible candidates enrolling into Management & Succession Planning at Workplace’
this program get trained for skilled job opportunities and ‘Best in Wellness & Benefits Program’.
and post the successful completion of the training,
they are employed with the Company. The program 34. CONSERVATION OF ENERGY, RESEARCH AND
has received an overwhelming response. DEVELOPMENT, TECHNOLOGY ABSORPTION,
FOREIGN EXCHANGE EARNINGS AND OUTGO
 Networking and Advocacy - iMotivate,
Feminspiration, Women Connect, BlogHer are the Disclosures of particulars as required under Section 134(3)
platforms wherein successful women leaders address (m) of the Act, read with the Companies (Accounts) Rules,
the aspiring young leaders, help the employees 2014 to the extent applicable to the Company, are set out
in Annexure 5 to this Annual Report.
Book 1.indb 45 04-Jul-19 8:47:36 PM

35. DIRECTORS’ RESPONSIBILITY STATEMENT b. The percentage increase in remuneration of each
Director, Chief Executive Officer, Chief Financial
A statement of responsibility of the Directors relating to
Officer, Company Secretary in the financial year:
compliance with the financial accounting and reporting
requirements in respect of the financial statements, as % increase in
specified under Section 134(3)(c) of the Act, is annexed as Sl. remuneration in
Annexure 6 to this Annual Report. Name of Director / KMP
No. the financial
36. STOCK OPTIONS PLANS year
Director(s)
1999 Stock Option Plan / 2000 Stock Option Plan / 2004 1. Mr. Shiv Nadar(1) (2.64)
Stock Option Plan
2. Mr. Deepak Kapoor(2) -
The details of these plans have been annexed as 3. Mr. James Philip Adamczyk(3) -
Annexure 7 to this Annual Report. 4. Mr. Keki Mistry(4) -
5. Mr. S. Madhavan 4.25
37. PARTICULARS OF EMPLOYEES
6. Ms. Nishi Vasudeva (0.31)
The information required pursuant to Section 197(12) of 7. Ms. Robin Ann Abrams 4.04
the Act read with Rule 5(1) of the Companies (Appointment 8. Ms. Roshni Nadar Malhotra 1.04
and Remuneration of Managerial Personnel) Rules, 2014 9. Dr. Sosale Shankara Sastry 4.98
are given below:
10. Mr. R. Srinivasan 3.77
a. The ratio of remuneration of each director to the 11. Mr. Sudhindar Krishan Khanna (5) 0.34
median remuneration of the employees of the 12. Mr. Thomas Sieber 13.37
Company for the financial year: Key Managerial Personnel
13. Mr. C. Vijayakumar (President (15.67)
Ratio to
& Chief Executive Officer)
Sl. median
Name of Director 14. Mr. Prateek Aggarwal (Chief -
No. remuneration
Financial Officer) (6)
of employees
Executive Director(s) 15. Mr. Anil Kumar Chanana -
1. Mr. Shiv Nadar(1) 52.52 (Chief Financial Officer) (6)
Non-Executive Director(s) 16. Mr. Manish Anand (Company 20.73
2. Mr. Deepak Kapoor 7.00 Secretary)
3. Mr. James Philip Adamczyk(2) -
The remuneration of Non-Executive Directors also includes
4. Mr. Keki Mistry(3) - sitting fees paid during the year.
5. Mr. S. Madhavan 9.01
6. Ms. Nishi Vasudeva 6.94 (1) The % has been calculated after taking into account the
7. Ms. Robin Ann Abrams 13.12 remuneration drawn from the Company as well as the
8. Ms. Roshni Nadar Malhotra 8.38 subsidiaries and the change is on account of exchange
rate difference.
9. Dr. Sosale Shankara Sastry 10.29
10. Mr. R. Srinivasan 12.26 (2) Mr. Deepak Kapoor was appointed as a Director of
11. Mr. Sudhindar Krishan Khanna(4) 6.44 the Company w.e.f. July 26, 2017. Hence, the said
12. Mr. Thomas Sieber 10.29 information is incomparable and not provided.
The remuneration of Non-Executive Directors also includes (3) Mr. James Philip Adamczyk was appointed as a Director
sitting fees paid during the year. of the Company w.e.f. July 26, 2018. Hence, the said
information is incomparable and not provided.
(1) The ratio has been calculated after taking into account
the remuneration drawn from the Company as well as the (4) Mr. Keki Mistry resigned as a Director of the Company
subsidiaries. w.e.f. April 30, 2018. Hence, the said information is
incomparable and not provided.
(2) Mr. James Philip Adamczyk was appointed as a Director of
the Company w.e.f. July 26, 2018. Hence, the said information (5) Mr. Sudhindhar Krishan Khanna resigned as a Director
is incomparable and not provided. of the Company w.e.f. April 8, 2019.
(3) Mr. Keki Mistry resigned as a Director of the Company w.e.f. (6) Mr. Prateek Aggarwal was appointed as the CFO of the
April 30, 2018. Hence, the said information is incomparable Company w.e.f. October 1, 2018 in place of Mr. Anil
and not provided. Kumar Chanana who stepped down from the position of
CFO. Accordingly, the said information is incomparable
(4) Mr. Sudhindhar Krishan Khanna resigned as a Director of the
and not provided.
Company w.e.f. April 8, 2019.
Book 1.indb 46 04-Jul-19 8:47:36 PM

c. The percentage increase in the median 39. VIGIL MECHANISM / WHISTLEBLOWER POLICY
remuneration of employees in the financial year:
The Company has formulated and published a
6.4% Whistleblower Policy to provide Vigil Mechanism for
employees including the Directors of the Company to report
d. The number of permanent employees on the rolls
genuine concerns and to ensure strict compliance with ethical
of Company:
and legal standards across the Company. The provisions
There were 69,853 permanent employees on the rolls of this Policy are in line with the provisions of the Section
of the Company. In addition, the Company had 68,112 177(9) of the Act and the Listing Regulations and is available
employees on the rolls of its subsidiaries. on the website of the Company at https://www.hcltech.
com/investors/governance-policies. The details of the
e. Average percentile increase already made Whistleblower Policy form part of the Corporate Governance
in the salaries of employees other than the Report annexed with this Annual Report.
managerial personnel in the last financial year
and its comparison with the percentile increase 40. DISCLOSURE UNDER SEXUAL HARASSMENT
in the managerial remuneration and justification OF WOMEN AT WORKPLACE (PREVENTION,
thereof and point out if there are any exceptional PROHIBITION AND REDRESSAL) ACT, 2013
circumstances for increase in the managerial
The Company has in place a Prevention and Redressal
remuneration:
of Sexual Harassment at Work Place Policy in line with
The average percentile increase made in the salaries the requirements of Sexual Harassment of Women at
of employees other than the managerial personnel in Workplace (Prevention, Prohibition and Redressal) Act,
the last financial year was 4.2%. 2013. The Company has constituted an Internal Committee
for the redressal of all sexual harassment complaints.
Mr. Shiv Nadar, being the Managing Director is the These matters are also being reported to the Audit
managerial person of the Company. There has been Committee. The details of the Policy and the complaints
no change in the overall remuneration of Mr. Shiv are given under Corporate Governance Report and the
Nadar. Mr. Shiv Nadar receives remuneration from Business Responsibility Report respectively, annexed with
the overseas subsidiaries of the Company, hence, the this Annual Report.
difference in the remuneration as appearing above of
-2.64% is on account of exchange rate difference. 41. ACKNOWLEDGEMENTS
f. Affirmation that the remuneration is as per the The Board wishes to place on record its appreciation of
remuneration policy of the Company: the significant contributions made by the employees of
the Company and its subsidiaries during the year under
The Company affirms that the remuneration is as per review. The Company has achieved impressive growth
the Remuneration Policy of the Company. through competence, hard work, solidarity, cooperation and
support of employees at all levels. Your Directors thank the
38. STATEMENT OF EMPLOYEES PURSUANT TO
customers, vendors and other business associates for their
RULE 5(2) THE COMPANIES (APPOINTMENT AND
continued support in the Company’s growth. Your Directors
REMUNERATION OF MANAGERIAL PERSONNEL)
also wish to thank the government authorities, banks
RULES, 2014
and shareholders for their cooperation and assistance
A list containing the top ten employees in terms of the extended to the Company.
remuneration drawn in the financial year 2018-19 and a
statement containing the names of the employees employed
throughout the financial year and in receipt of remuneration For and on behalf of the Board of Directors
of ` 1.02 crore or more and employees employed for part
of the year and in receipt of ` 8.50 lacs or more per month,
pursuant to Rule 5(2) of the Companies (Appointment and SHIV NADAR
Remuneration of Managerial Personnel) Rules, 2014 is Chairman & Chief Strategy Officer
provided as Annexure 8 to this Annual Report.
Place: Noida (U.P.), India
Date: May 9, 2019
Book 1.indb 47 04-Jul-19 8:47:36 PM

Annexure 1 to the Directors’ Report
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED MARCH 31, 2019
The Members,
HCL Technologies Limited
806, Siddharth
96, Nehru Place
New Delhi-110019
We have conducted the secretarial audit of the compliance a) The Securities and Exchange Board of India
of applicable statutory provisions and the adherence to good (Substantial Acquisition of Shares and Takeovers)
corporate practices by HCL Technologies Limited (hereinafter Regulations, 2011;
called the company). Secretarial Audit was conducted in a
b) The Securities and Exchange Board of India
manner that provided us a reasonable basis for evaluating the
(Prohibition of Insider Trading) Regulations, 2015
corporate conducts/statutory compliances and expressing our
opinion thereon. c) The Securities and Exchange Board of India (Issue of
Capital and Disclosure Requirements) Regulations,
Based on our verification of the Company’s books, papers,
2018;
minute books, forms and returns filed and other records
maintained by the company and also the information d) The Securities and Exchange Board of India (Share
provided by the Company, its officers, agents and authorized Based Employee Benefits) Regulations, 2014;
representatives during the conduct of secretarial audit, We
hereby report that in our opinion, the company has, during the e) The Securities and Exchange Board of India (Issue
audit period covering the financial year ended on March 31, and Listing of Debt Securities) Regulations, 2008; Not
2019 complied with the statutory provisions listed hereunder Applicable
and also that the Company has proper Board-processes and f) The Securities and Exchange Board of India
compliance-mechanism in place to the extent, in the manner (Registrars to an Issue and Share Transfer Agents)
and subject to the reporting made hereinafter: Regulations, 1993 regarding the Companies Act and
We have examined the books, papers, minute books, forms dealing with client to the extent of securities issued;
and returns filed and other records maintained by the Company g) The Securities and Exchange Board of India (Delisting
for the financial year ended on March 31, 2019 according to the of Equity Shares) Regulations, 2009; Not Applicable,
provisions of: and
(i) The Companies Act, 2013 (the Act) and the rules made h) The Securities and Exchange Board of India (Buyback
thereunder; of Securities) Regulations, 2018;
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) (vi) As confirmed and certified by the management specifically
and the rules made thereunder; applicable to the Company based on their sector/ industry
(iii) The Depositories Act, 1996 and the Regulations and are:
Bye-laws framed thereunder to the Regulation 76 of (a) The Special Economic Zone Act, 2005
Securities and Exchange Board of India (Depositories and
Participants) Regulations, 2018; (b) Policy relating to Software Technology Parks of India
and its regulations
(iv) Foreign Exchange Management Act, 1999 and the rules
and regulations made thereunder to the extent of Foreign (c) The Indian Copyright Act, 1957
Direct Investment, Overseas Direct Investment and
(d) The Patents Act, 1970
External Commercial Borrowings;
(e) The Trade Marks Act, 1999
(v) The following Regulations and Guidelines prescribed
under the Securities and Exchange Board of India Act, (f) The Indian Telegraph Act, 1885
1992 (‘SEBI Act’):-
(g) The Indian Wireless Telegraphy Act, 1933
Book 1.indb 48 04-Jul-19 8:47:36 PM

We have also examined compliance with the applicable clauses All decisions at Board Meetings and Committee Meetings are
of the following: carried out unanimously as recorded in the minutes of the
meetings of the Board of Directors or Committee of the Board,
(i) Secretarial Standards issued by The Institute of Company
as the case may be.
Secretaries of India and notified by Ministry of Corporate
Affairs. We further report that there are adequate systems and
processes in the company commensurate with the size and
(ii) SEBI (Listing Obligations and Disclosure Requirements)
operations of the company to monitor and ensure compliance
Regulations, 2015.
with applicable laws, rules, regulations and guidelines.
During the period under review the Company has generally
We further report that during the audit period the Company
complied with the provisions of the Act, Rules, Regulations,
had made a Buy Back of 3,63,63,636 equity shares of the
Guidelines, Standards, etc. mentioned above.
Company and the said event deemed to have major bearing on
We further report that: the company’s affairs in pursuance of the above referred laws,
rules, regulations, guidelines, standards, etc.
The Board of Directors of the Company is duly constituted with
proper balance of Executive Directors, Non-Executive Directors
Chandrasekaran Associates
and Independent Directors. The changes in the composition of
Company Secretaries
the Board of Directors that took place during the period under
review were carried out in compliance with the provisions of
Dr. S. Chandrasekaran
the Act.
Senior Partner
Adequate notice is given to all directors to schedule the Board Membership No. FCS No.: 1644
Meetings, agenda and detailed notes on agenda were sent at Certificate of Practice No.: 715
least seven days in advance (except in cases where meetings
were convened at a shorter notice for which necessary Date: 09.05.2019
approvals obtained as per applicable provisions), and a Place: Delhi
system exists for seeking and obtaining further information and
clarifications on the agenda items before the meeting and for Note: This report is to be read with our letter of even date which
meaningful participation at the meeting. is annexed as Annexure-A and form an integral part of this
report.
Book 1.indb 49 04-Jul-19 8:47:36 PM

Annexure - A to the Secretarial Audit Report
The Members
806, Siddharth
96, Nehru Place
New Delhi-110019
1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an
opinion on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness
of the contents of the secretarial records. The verification was done on the random test basis to ensure that correct facts are
reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our
opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
4. Where ever required, we have obtained the Management representation about the compliance of laws, rules and regulations
and happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of
management. Our examination was limited to the verification of procedures on the random test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness
with which the management has conducted the affairs of the Company.
Chandrasekaran Associates
Company Secretaries
Dr. S. Chandrasekaran
Senior Partner
Membership No. FCS No.: 1644
Certificate of Practice No.: 715
Date: 09.05.2019
Place: Delhi
Book 1.indb 50 04-Jul-19 8:47:36 PM

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN
As on financial year ended on 31.03.2019
(Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management &
Administration) Rules, 2014)
I. REGISTRATION & OTHER DETAILS:
1. CIN L74140DL1991PLC046369
2. Registration Date 12 November 1991
3. Name of the Company HCL Technologies Limited
4. Category / Sub-category of the Company Public Company Limited by Shares
5. Address of the Registered Office and contact 806, Siddharth, 96, Nehru Place, New Delhi - 110019
details Telefax: +91-11-26436336
6. Whether listed company Yes
7. Name, address and contact details of the Registrar Alankit Assignments Limited
& Transfer Agent, if any 205-208, Anarkali Market,
Jhandewalan Extension,
New Delhi - 110055, India
Tel.: +91-11-42541234, 23541234
Fax: +91-11-42541967
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (All the business activities contributing 10% or more of the total
turnover of the company shall be stated):
S. Name and Description of main NIC Code of the % to total turnover of the
No. products / services product / service company
Computer Programming, Consultancy and Related
1 620 100
Activities
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES:
Holding / % of
S. Applicable
Name and Address of the Company CIN / GLN Subsidiary / shares
No. Section
Associate held
1 HCL Comnet Systems and U74899DL1993PLC056665 Subsidiary 100 2(87)
Services Ltd.
806, Siddharth, 96, Nehru Place,
New Delhi-110019
2 HCL Comnet Ltd. U74899DL2001PLC111951 Subsidiary 100 2(87)
New Delhi-110019
3 HCL Global Processing Services Ltd. U72300DL1995PLC069891 Subsidiary 100 2(87)
New Delhi-110019
4 HCL Eagle Limited U72200DL2011PLC225052 Subsidiary 100 2(87)
New Delhi-110019
5 HCL Foundation U85100DL2014NPL274786 Subsidiary 100 2(87)
New Delhi-110019
Book 1.indb 51 04-Jul-19 8:47:36 PM

Holding / % of
S. Applicable
No. Section
Associate held
6 HCL Bermuda Ltd. Not Applicable Subsidiary 100 2(87)
Canon’s Court 22, Victoria Street,
Hamilton HM 12, Bermuda
7 HCL Great Britain Ltd. Not Applicable Subsidiary 100 2(87)
Axon Centre, Church Road, Egham,
Surrey TW20 9QB, UK
8 HCL (Netherlands) BV Not Applicable Subsidiary 100 2(87)
Prinses Beatrixlaan 532, unit C06.01,
2595 BM ‘s-Gravenhage, The
Netherlands
9 HCL GmbH Not Applicable Subsidiary 100 2(87)
Frankfurter Strasse 63-69, D-65760
ESCHBORN, Germany
10 HCL Belgium NV Not Applicable Subsidiary 100 2(87)
Lozenberg 22 Bus 3, B-1932,
Zaventem, Belgium
11 HCL Sweden AB Not Applicable Subsidiary 100 2(87)
Sveavagen 21-23, 5 tr, 111 34
Stockholm, Sweden
12 HCL Italy SRL Not Applicable Subsidiary 100 2(87)
Vimodrone (MI) via Luigi Cadorna n. 73,
CAP 20090, Italy
13 HCL Australia Services Pty. Ltd. Not Applicable Subsidiary 100 2(87)
C/0- Mitchell & Partners Suite 3, Level
2, 66 Clarence Street, Sydney NSW
2000, Australia
14 HCL (New Zealand) Ltd. Not Applicable Subsidiary 100 2(87)
C/o ilumin Ltd,1st Floor, 79 Taranaki
Street, Wellington 6011, New Zealand
15 HCL Hong Kong SAR Ltd. Not Applicable Subsidiary 100 2(87)
803A, Allied Kajima Building, No 138
Gloucester Road, Wanchai , Hong Kong
16 HCL Japan Ltd. Not Applicable Subsidiary 100 2(87)
19F, NBF Hibiya Building, 1-1-7,
Uchisiwal-cho Chiyoda-Ku, Tokyo,
Postal Code-100-0011, Japan
17 HCL America Inc. Not Applicable Subsidiary 100 2(87)
330, Potrero Ave, Sunnyvale,
California 94085, USA
18 HCL Technologies Austria GmbH Not Applicable Subsidiary 100 2(87)
Karlsplatz 3/19, 1010 Wien, Austria
19 HCL Singapore Pte. Ltd. Not Applicable Subsidiary 100 2(87)
8, Shenton Way, 33-03,
AXA Tower, Singapore 068811
20 HCL Technologies Solutions Ltd. U72900KA1999PLC026077 Subsidiary 100 2(87)
501-503, Fourth Floor, Oxford House,
No. 15, Rustam Bagh, Main Road, off.
Airport Road (old), Behind Manipal
Hospital, Bangalore-560017
21 HCL Poland sp. z o.o Not Applicable Subsidiary 100 2(87)
Zabierzów 32-080,
Krakowska 280 Street, Poland
Book 1.indb 52 04-Jul-19 8:47:36 PM

Holding / % of
S. Applicable
No. Section
Associate held
22 HCL Technologies (Shanghai) Limited Not Applicable Subsidiary 100 2(87)
Suites 301, Floor 3, Building No. 2,
Lane 399, Shengxia Road, Zhangjiang
Hi tech park, Free Trade Zone,
Shanghai
23 HCL EAS Ltd. Not Applicable Subsidiary 100 2(87)
Surrey, TW20 9QB, England
24 Axon Group Ltd. Not Applicable Subsidiary 100 2(87)
25 HCL Axon Technologies Inc. Not Applicable Subsidiary 100 2(87)
55 City Centre Drive, Unit# 303
Mississauga Ontario
L5B 1M3, Canada
26 HCL Technologies Solutions Gmbh Not Applicable Subsidiary 100 2(87)
Kirchgasse 24 8001 Zurich Switzerland
27 Axon Solutions Pty. Limited Not Applicable Subsidiary 100 2(87)
Mitchell & Partners, Suite 3, Level 2, 66
Clarence Street, Sydney, NSW 2000,
Australia
28 Axon Solutions Limited Not Applicable Subsidiary 100 2(87)
29 HCL Axon Malaysia Sdn. Bhd. Not Applicable Subsidiary 100 2(87)
L5E-1B Enterprise 4, Technology Park
Malaysia, Lebuhraya Puchong Sg.
Besi, Bukit Jalil, 57000 Kuala Lumpur,
Malaysia
30 Axon Solutions Singapore Pte. Ltd. Not Applicable Subsidiary 100 2(87)
519, Balestier Road, #03 - 01 Le
Shantier
Singapore 329852
31 Axon Solutions (Shanghai) Co. Ltd. Not Applicable Subsidiary 100 2(87)
Suites 401, Floor 4, Building No.2, Lane
399, Shengxia Road, Zhangjiang Hi
tech park, Free Trade Zone, Shanghai
32 HCL Axon (Proprietary) Ltd. Not Applicable Subsidiary 100 2(87)
GMI House, Harlequins Office Park,
164, Totius Street, Groenkloof, Pretoria,
0027, South Africa
33 HCL Insurance BPO Services Limited Not Applicable Subsidiary 100 2(87)
HCL House, 28-36 Eastern Road,
Romford, Essex, RM1 3PJ.
34 HCL Argentina s.a. Not Applicable Subsidiary 100 2(87)
25 de Mayo 489, 3rd Floor,
Buernos Aires, Argentina
35 HCL Mexico S. de R.L. Not Applicable Subsidiary 100 2(87)
Avenida Empresarios 135 Piso 2 COL.
Puerta De Hierro Guadalajara Jalisco
CP.45116, Mexico
36 HCL Technologies Romania s.r.l. Not Applicable Subsidiary 100 2(87)
Office 2, Room 5, Semi-basement,
15-17 Helesteului street, 1st District,
Bucharest, Romania
Book 1.indb 53 04-Jul-19 8:47:36 PM

Holding / % of
S. Applicable
No. Section
Associate held
37 HCL Hungary kft Not Applicable Subsidiary 100 2(87)
H-1143 Budapest, Stefánia u. 101-103.
Hungary
38 HCL Latin America Holding LLC Not Applicable Subsidiary 100 2(87)
1209, Orange Street, Wilmington,
Delaware 19808, USA
39 HCL (Brazil) Technologia da informacao Not Applicable Subsidiary 100 2(87)
EIRELI
Rua das Olimpíadas, Nº 205, Conjunto
12 - Edificio Continental Square,Bairro
Vila Olímpia
São Paulo, São Paulo - Brasil
CEP 04551-000
40 HCL Technologies Denmark Aps Not Applicable Subsidiary 100 2(87)
Tuborg Boulevard 12, 3, 2900 Hellerup,
Denmark
41 HCL Technologies Norway AS Not Applicable Subsidiary 100 2(87)
Dronning Eufemias Gate 6, 0191
Oslo, Norway
42 PT HCL Technologies Indonesia Not Applicable Subsidiary 100 2(87)
GD One Pacific Place, LT 15 SCBD JL,
Jend Sudirman KAV 52-53, Senayan,
Kebayoran Baru, Jakarta, Selatan , DKI
Jakarta 12190, Indonesia
43 HCL Technologies South Africa Not Applicable Subsidiary 100 2(87)
(Proprietary) Limited
164, Toitus Street, Groenkloof, Pretoria
0027, South Africa
44 HCL Arabia LLC Not Applicable Subsidiary 100 2(87)
AL Olaya Street, Al Aqariya Plaza,
Office NO.203, Riyadh-12244, Kingdom
of Saudi Arabia
45 HCL Technologies Philippines, Inc. Not Applicable Subsidiary 100 2(87)
Net Cube Center, 3rd Avenue Corner,
30th Street, E-Square Zone, Bonifacio
Global City, Taguig City, Metro, Manila
1634 Philippines
46 HCL Technologies France Not Applicable Subsidiary 100 2(87)
22 rue de Caumartin 75009 Paris,
France
47 Filial Espanola De HCL Technoloiges S.L. Not Applicable Subsidiary 100 2(87)
Paseo de la Castellana, 35, 2 Planta
28046
Madrid, Spain
48 Anzospan Investments Pty. Ltd Not Applicable Subsidiary 100 2(87)
164, Toitus Street, Groenkloof, Pretoria
0027, South Africa
49 HCL Investments (UK) Ltd. Not Applicable Subsidiary 100 2(87)
50 HCL America Solutions Inc. Not Applicable Subsidiary 100 2(87)
330, Potrero Ave, Sunnyvale,
California 94085, USA
Book 1.indb 54 04-Jul-19 8:47:36 PM

Holding / % of
S. Applicable
No. Section
Associate held
51 HCL Technologies Chile SPA Not Applicable Subsidiary 100 2(87)
EL Golf 40 Piso, Las Condes, Santigo,
CP 755-0107, Chile
52 HCL Technologies UK Ltd. Not Applicable Subsidiary 100 2(87)
53 HCL Technologies B.V. Not Applicable Subsidiary 100 2(87)
Prinses Beatrixlaan 532, unit C06.01,
2595 BM ‘s-Gravenhage,
The Netherlands
54 HCL Technologies Germany GmbH Not Applicable Subsidiary 100 2(87)
Frankfurter Strasse 63-69, 65760
ESCHBORN, Germany
55 HCL (Ireland Information) Systems Ltd. Not Applicable Subsidiary 100 2(87)
Telephone House, 43-46, Marlbourigh
Street, Dublin 1, Ireland
56 HCL Technologies Finland Oy Not Applicable Subsidiary 100 2(87)
Keilaranta 6 02150 Espoo, Finland
57 HCL Technologies Belgium BVBA Not Applicable Subsidiary 100 2(87)
Lozenberg 22 Bus 3, B-1932,
Zaventem, Belgium
58 HCL Technologies Sweden AB Not Applicable Subsidiary 100 2(87)
Sveavagen 21-23, 5 tr, 111 34
Stockholm, Sweden
59 HCL Technologies Italy S.P.A. Not Applicable Subsidiary 100 2(87)
Vimodrone (MI) via Luigi Cadorna n. 73,
CAP 20090, Italy
60 HCL Technologies Columbia S.A.S. Not Applicable Subsidiary 100 2(87)
CR 7 NO. 71 - 52 TO A OF 706),
Bogotá – Colombia
61 HCL Technologies Middle East FZ-LLC, Not Applicable Subsidiary 100 2(87)
215, Floor 2, Building 15, Dubai Internet
City, Dubai, UAE
62 HCL Technologies Greece Single Not Applicable Subsidiary 100 2(87)
Member P.C.
62 Kifissias Avenue, 15125 Maroussi,
Athens, Greece
63 HCL Istanbul Bilisim Teknolojileri Not Applicable Subsidiary 100 2(87)
Limited Sirketi
Maslak Meydan District No:3 Veko
Giz Plaza 13th Floor Apartment no:43
Room no:1302 Sariyer/Istanbul
64 HCL Technologies Egypt Ltd. Not Applicable Subsidiary 100 2(87)
Unit No. 01 – 2237, North Tower,
Nile City Towers, 22nd Floor, Ramelt
Beaulac – Corniche el – Nile – Cairo,
Egypt
65 HCL Technologies S.A. Not Applicable Subsidiary 100 2(87)
Eddificio Atrium, Piso 3, Av. Venezuela,
El Rosal, Caracus, Venezuela
66 HCL Technologies Luxembourg SARL Not Applicable Subsidiary 100 2(87)
42-44, Avenue de la Gare, L-1610
Grand Duchy of Luxembourg
Book 1.indb 55 04-Jul-19 8:47:36 PM

Holding / % of
S. Applicable
No. Section
Associate held
67 HCL Technologies Beijing Co. Ltd. Not Applicable Subsidiary 100 2(87)
10F Building A, Qiming International
Building, No.101 Wangjing Lize
Zhongyuan, Chao Yang District, Beijing
68 HCL Technologies (Thailand) Limited Not Applicable Subsidiary 100 2(87)
89, AIA Capital Center, 20/F, Room
2005-2007, Ratchadapisek Road,
Kwaeng Dindaeng, Khet Dindaeng,
Bangkok 10400, Thailand
69 HCL Technologies Estonia OU Not Applicable Subsidiary 100 2(87)
Väike-Karja 3/Sauna 2, Tallinn,
Harju county-10140, Estonia
70 HCL Technologies Czech Republic Not Applicable Subsidiary 100 2(87)
S.R.O.
Praha 2 – Nové Město, Kateřinská
466/40, 120 00, Czech Republic
71 CeleritiFintech Limited Not Applicable Subsidiary 51 2 (87)
Axon Centre, Chruch Road, Egham,
72 CeleritiFinTech Australia Pty. Limited Not Applicable Subsidiary 51 2 (87)
Mitchell & Partners Suite 3, Level 2, 66
Clarence Street, Sydney, NSW, 2000,
Australia
73 CeleritiFinTech USA Inc. Not Applicable Subsidiary 51 2 (87)
1209 Orange Street, Wilmington,
Delaware 19801,
New Castle County, USA
74 PowerTeam LLC Not Applicable Subsidiary 100 2(87)
718,Washington Avenue, N. Suite,
Minneapolis, Minnesota, 55401, USA
75 Concept2Silicon Systems Private U72200KA2009PTC050240 Subsidiary 100 2(87)
Limited
501-503, 4th Floor, Oxford House No.
15, Rustam Bagh, Behind Manipal
Hospital, Main Road,
Bangalore 560017
76 HCL Training & Staffing Services U74140DL2015PTC281555 Subsidiary 100 2(87)
Private Limited
New Delhi-110019
77 HCL Muscat Technologies LLC Not Applicable Subsidiary 100 2(87)
PO Box 29 PC 135, KOM,
Sultanate of Oman
78 CeleritiFinTech Germany GmbH Not Applicable Subsidiary 51 2(87)
ESCHBORN, Germany
79 Point to Point Limited Not Applicable Subsidiary 100 2(87)
80 Point to Point Products Limited Not Applicable Subsidiary 100 2(87)
Book 1.indb 56 04-Jul-19 8:47:36 PM

Holding / % of
S. Applicable
No. Section
Associate held
81 HCL Technologies Lithuania UAB Not Applicable Subsidiary 100 2(87)
Vilnius City Municipality, Vilnius City,
Jogailos 9, Lithuania
82 HCL Technologies (Taiwan) Ltd. Not Applicable Subsidiary 100 2(87)
(110) 18F., No. 460, Sec. 4, Xinyi,
Road, Xinyi, Dist., Taipei, Taiwan
83 Geometric Americas, Inc. Not Applicable Subsidiary 100 2(87)
50 Kirts Blvd., Suite A, Troy, MI 48084
USA
84 Butler America Aerospace LLC Not Applicable Subsidiary 100 2(87)
330, Potrero Ave, Sunnyvale, California
94085, USA
85 Geometric Asia Pacific Pte. Ltd. Not Applicable Subsidiary 100 2(87)
8 Shenton Way, #21-07 AXA Tower,
Singapore 06881
86 Geometric Europe GmbH Not Applicable Subsidiary 100 2(87)
Frankfurter Ring 17, 80807 Munich,
Germany
87 Geometric China Inc. Not Applicable Subsidiary 100 2(87)
Room 302, No 2 Building, Lane 399,
Sheng Xia Road, Zhangjiang High-Tech
Park, Pu Dong District, Shanghai PRC
88 Geometric SRL Not Applicable Subsidiary 100 2(87)
Parcul Mic 19-21, bl.2 sc.A Mezzanine,
Brasov, 500386, Romania
89 Geometric SAS Not Applicable Subsidiary 100 2(87)
17, Avenue Didier Daurat, Bâtiment
Socrate, First Floor, 31702 Blagnac
Cedex, Toulouse, France
90 HCL Technologies Corporate Services Not Applicable Subsidiary 100 2(87)
Limited
United Kingdom, TW20 9QB
91 Urban Fulfilment Services, LLC Not Applicable Subsidiary 100 2(87)
51 Little Falls Drive, Wilmington,
Delaware, 19808, USA
Principal Office: 8744 Lucent Blvd.,
Second Floor, Highlands Ranch,
CO, 80129, USA
92 Datawave (An HCL Technologies Not Applicable Subsidiary 100 2(87)
Company) Limited
Caledonian Exchange, 19a Canning
Street, Edinburgh, Scotland, EH3 8HE.
93 Telerx Marketing Inc. Not Applicable Subsidiary 100 2(87)
723 Dresher Road, Horsham, PA
19044-0 Montgomery, USA
94 C3i Europe Eood Not Applicable Subsidiary 100 2(87)
1766, Business Park Sofia, Building 7,
entr. B, 1st floor, Republic of Bulgaria
95 C3i Services &Technologies (Dalian) Not Applicable Subsidiary 100 2(87)
Co., Ltd
Unit #01-08, No.7 Hui Xian Yuan,
Dalian Hi-tech Industrial Zone,
Dalian 116025, China
Book 1.indb 57 04-Jul-19 8:47:36 PM

Holding / % of
S. Applicable
No. Section
Associate held
96 C3i Japan GK Not Applicable Subsidiary 100 2(87)
19F, Hibiya U-1, Building 1-1-7,
Uchisiwal-cho Chiyoda-Ku, Tokyo,
Postal Code-100-0011, Japan
97 C3i UK Limited Not Applicable Subsidiary 100 2(87)
C/o Penningtons Manches LLP
125 Wood Street
London EC2V 7AN
United Kingdom
98 C3i Support Services Pvt Ltd. U72200TG2003PTC041797 Subsidiary 100 2(87)
2nd Floor, Orion Block, VITP, Software
Units Layout, Madhapur,
Hyderabad - 500 081
99 HCL Technologies Vietnam Company Not Applicable Subsidiary 100 2(87)
Limited
Regus Saigon Tower Tang 16, Saigon
tower, 29 Lê Duẩn, Quận 1, Hồ Chí
Minh, Vietnam
100 HCL Technologies SEP Holdings Inc. Not Applicable Subsidiary 80 2(87)
251 Little Falls Drive ,Wilmington ,New
Castle DE 19808, USA
101 Actian Corporation. Not Applicable Subsidiary 80 2(87)
The Corporation Trust Company, 1209
Orange Street, Wilmington, DE 19801,
New Castle County
102 Pervasive Software, Inc. Not Applicable Subsidiary 80 2(87)
New Castle County
103 Actian Netherlands Holding B.V. Not Applicable Subsidiary 80 2(87)
Atrium Building, 8th floor, Strawinskylaan
3127, 1077 ZX, Amsterdam, the
Netherlands
104 Actian Netherlands B.V. Not Applicable Subsidiary 80 2(87)
Atrium Building, 8th floor, Strawinskylaan
3127, 1077 ZX, Amsterdam, the
Netherlands
105 Actian International, Inc. Not Applicable Subsidiary 80 2(87)
New Castle County
106 Actian Technology Private Limited U72400KA2005PTC037200 Subsidiary 80 2(87)
1st Floor, Fazal Manor No. 89,
Richmond Road Bangalore,
Karnataka - 560025
107 Actian Australia Pty. Limited Not Applicable Subsidiary 80 2(87)
Suite 108, 460 Pacific Hwy St Leonards,
NSW Australia 2065
108 Actian Europe Limited Not Applicable Subsidiary 80 2(87)
Cannon Place, 78 Cannon Street,
London, EC4N 6AF, UK
109 Actian Germany GmbH Not Applicable Subsidiary 80 2(87)
Halenreie 42, 22359 Hamburg Germany
Book 1.indb 58 04-Jul-19 8:47:36 PM

Holding / % of
S. Applicable
No. Section
Associate held
110 ParAccel LLC Not Applicable Subsidiary 80 2(87)
New Castle County
111 Actian France Not Applicable Subsidiary 80 2(87)
27 avenue de l’Opéra – 75001 Paris,
France
112 Versant Software LLC Not Applicable Subsidiary 80 2(87)
2300 Geng Road, Ste. 150, Palo Alto,
California 94303
113 POET Holdings, Inc. Not Applicable Subsidiary 80 2(87)
New Castle County
114 Versant GmbH Not Applicable Subsidiary 80 2(87)
Halenreie 42, 22359 Hamburg Germany
115 Versant India Private Limited U13102PN1998PTC013101 Subsidiary 80 2(87)
5 Ankur Society, Bhandarkar Road,
Pune 411004, Maharashtra India
116 Hönigsberg & Düvel Datentechnik Not Applicable Subsidiary 100 2(87)
GmbH
John-F.-Kennedy Allee 62
38444 Wolfsburg, Germany
117 H&D IT Solutions GmbH Not Applicable Subsidiary 100 2(87)
118 H&D Business Services GmbH Not Applicable Subsidiary 100 2(87)
119 H&D Training and Consulting GmbH Not Applicable Subsidiary 100 2(87)
120 H&D IT Professional Services GmbH Not Applicable Subsidiary 100 2(87)
121 H&D IT Automotive Services GmbH Not Applicable Subsidiary 100 2(87)
122 qmo-it GmbH Not Applicable Subsidiary 100 2(87)
August-Horch-Str. 1
38518 Gifhorn, Germany
123 H&D Services for Engineering GmbH Not Applicable Subsidiary 100 2(87)
124 H&D International GmbH Not Applicable Subsidiary 100 2(87)
125 Hönigsberg & Düvel Corporation Not Applicable Subsidiary 100 2(87)
8 East 7th Street
37402 Chattanooga, Tennessee, USA
126 Hönigsberg & Düvel Datentechnik Not Applicable Subsidiary 100 2(87)
Czech s.r.o.
Českobratrské náměstí 1321
29301 Mladá Boleslav, Czech
Book 1.indb 59 04-Jul-19 8:47:36 PM

Holding / % of
S. Applicable
No. Section
Associate held
127 CATIS GmbH Not Applicable Subsidiary 100 2(87)
128 H&D ITAS Application Services GmbH Not Applicable Subsidiary 100 2(87)
129 H&D ITAS Client Services GmbH Not Applicable Subsidiary 100 2(87)
130 H&D ITAS Süd GmbH Not Applicable Subsidiary 100 2(87)
Friedrich-Ebert-Str.78
85055 Ingolstadt, Germany
131 H&D ITAS Infrastructure Services GmbH Not Applicable Subsidiary 100 2(87)
132 CA Management Services GmbH Not Applicable Subsidiary 100 2(87)
133 HCL Guatemala, Sociedad Anónima Not Applicable Subsidiary 100 2(87)
Diagonal 6 10-50 Zona 10, Edificio
Interamericas World Financial Center,
Torre Norte, 8 nivel, Oficina 803, Ciudad
de Guatemala, Guatemala
134 StateStreet HCL Services (India) U72900DL2012FTC229698 Associate 49 2(6)
Pvt. Limited
New Delhi - 110019
135 State Street HCL Holdings (UK) Ltd. Not Applicable Associate 49 2(6)
136 State Street HCL Services (Philippines) Not Applicable Associate 49 2(6)
Inc.
Science Hub, Tower 3,
Campus Avenue Corner Milano St,
Mckinley Hill Cyberpark,
Fort Bonifacio Taguig City, Philippines
137 CeleritiFintech Services Limited Not Applicable Associate 49 2 (6)
New Kings Court, Tollgate, Chandler’s
Ford, Eastleigh, Hampshire,
SO53 3LG, UK
138 CeleritiFinTech Services USA Inc. Not Applicable Associate 49 2 (6)
1209 Orange Street, Wilmington,
Delaware 19801, County of New Castle,
USA
139 CeleritiFinTech Services Australia Pty. Not Applicable Associate 49 2 (6)
Limited
Mitchell & Partners, Suite 3, Level 2, 66
Clarence Street, Sydney, NSW 2000,
Australia
140 CeleritiFintech Services Germany, Not Applicable Associate 49 2(6)
GmbH
ESCHBORN, Germany
141 CeleritiFintech Services India Pvt. Ltd U72200DL2016FTC289201 Associate 49 2(6)
806, Siddharth, 96, Nehru Place, New
Delhi-110019, India
Book 1.indb 60 04-Jul-19 8:47:36 PM

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
i) Category-wise Share Holding

No. of Shares held at the beginning of the year No. of Shares held at the end of the year %
[As on 01-April-2018] [As on 31-March-2019] Change
Category & Name of the Shareholders (I)
during
Demat Physical Total Shareholding % Demat Physical Total Shareholding %
the year
A. Promoters
(1) Indian
(a) Individuals / Hindu Undivided 788 0 788 0.00% 788 0 788 0.00% 0.00%
Family
(b) Central Government / State - - - - - - - - -
Government(s)
(c) Financial Institutions / Banks - - - - - - - - -
(d) Any Other (specify)
(i) Body Corporates 60,39,92,011 0 60,39,92,011 43.38% 59,04,85,858 0 59,04,85,858 43.54% 0.16%
(ii) Trust - - - - - - - - -
Sub-Total (A)(1) 60,39,92,799 0 60,39,92,799 43.38% 59,04,86,646 0 59,04,86,646 43.54% 0.16%
(2) Foreign
(a) Individuals (Non-Resident - - - - - - - - -
Individuals / Foreign Individuals)
(b) Government - - - - - - - - -
(c) Institutions - - - - - - - - -
(d) Foreign Portfolio Investor - - - - - - - - -
(e) Any Other (specify)
(i) Bodies Corporate 23,38,87,811 0 23,38,87,811 16.80% 22,33,31,016 0 22,33,31,016 16.46% -0.34%
Sub-Total (A)(2) 23,38,87,811 0 23,38,87,811 16.80% 22,33,31,016 0 22,33,31,016 16.46% -0.34%
Total Shareholding of Promoter and 83,78,80,610 0 83,78,80,610 60.18% 81,38,17,662 0 81,38,17,662 60.00% -0.18%
Promoter Group (A) = (A)(1)+(A)(2)
B. Public Shareholding
(1) Institutions -
(a) Mutual Funds 7,35,21,935 972 7,35,22,907 5.28% 6,09,83,468 950 6,09,84,418 4.50% -0.78%
(b) Venture Capital Funds - - - - - - - - -
(c) Alternate Investment Funds - - - - 1,67,480 0 1,67,480 0.01% 0.01%
(d) Foreign Venture Capital Investors - - - - - - - - -
(e) Foreign Portfolio Investors 36,94,85,367 400 36,94,85,767 26.54% 38,98,11,787 400 38,98,12,187 28.74% 2.20%
(f) Financial Institutions / Banks 7,38,285 620 7,38,905 0.05% 2,04,121 620 2,04,741 0.02% -0.03%
(g) Insurance Companies 6,19,50,391 0 6,19,50,391 4.45% 4,26,29,526 0 4,26,29,526 3.14% -1.31%
(h) Provident Funds / Pension Funds - - - - - - - - -
(i) Any Other (specify)
Foreign Banks 14,800 22 14,822 0.00% 14,800 22 14,822 0.00% 0.00%
Sub-Total (B)(1) 50,57,10,778 2,014 50,57,12,792 36.32% 49,38,11,182 1,992 49,38,13,174 36.41% 0.09%
(2) Central Government / State 78,973 0 78,973 0.01% 84,918 0 84,918 0.01% 0.00%
Government(s) / President of
India
Sub-Total (B)(2) 78,973 0 78,973 0.01% 84,918 0 84,918 0.01% 0.00%
(3) Non-institutions
(a) Individuals -
i. Individual shareholders holding 3,04,38,041 5,55,592 3,09,93,633 2.23% 2,84,79,224 4,95,521 2,89,74,745 2.14% -0.09%
nominal share capital up to
` 2 lacs
ii. Individual shareholders holding 21,09,790 0 21,09,790 0.15% 14,16,486 0 14,16,486 0.10% -0.05%
nominal share capital in excess
of ` 2 lacs
(b) NBFCs registered with RBI 1,32,523 0 1,32,523 0.01% 1,09,395 0 1,09,395 0.01% 0.00%
(c) Employee Trusts - - - - - - - - -
(d) Overseas Depositories - - - - - - - - -
(holding DRs) (balancing figure)
(e) Any Other (specify)
(i) Bodies Corporate 40,93,748 6,028 40,99,776 0.29% 36,64,400 5,962 36,70,362 0.27% -0.02%
(ii) Trusts 37,68,441 0 37,68,441 0.27% 51,43,261 0 51,43,261 0.38% 0.11%
(iii) Foreign Nationals 76,080 0 76,080 0.01% 74,148 0 74,148 0.01% 0.00%
(iv) Non-Resident Indians 61,44,923 8,496 61,53,419 0.44% 61,79,995 7,996 61,87,991 0.46% 0.02%
(v) Overseas Corporate Bodies 17,244 440 17,684 0.00% 17,244 440 17,684 0.00% 0.00%
(vi) Clearing Members 8,03,701 0 8,03,701 0.06% 25,65,288 0 25,65,288 0.18% 0.12%
(vii) Hindu Undivided Families 4,18,962 0 4,18,962 0.03% 4,03,754 0 4,03,754 0.03% 0.00%
Sub-Total (B)(3) 4,80,03,453 5,70,556 4,85,74,009 3.49% 4,80,53,195 5,09,919 4,85,63,114 3.58% 0.09%
Total Public Shareholding (B) = (B) 55,37,93,204 5,72,570 55,43,65,774 39.82% 54,19,49,295 5,11,911 54,24,61,206 40.00% 0.18%
(1)+(B)(2)+(B)(3)
Grand Total (A)+(B) 1,39,16,73,814 5,72,570 1,39,22,46,384 100.00% 1,35,57,66,957 5,11,911 1,35,62,78,868 100.00% 0.00%
Book 1.indb 61 04-Jul-19 8:47:36 PM

(ii) Shareholding of Promoter-
Shareholding at the beginning of the Shareholding at the end of the year

%
year (01-April-2018) (31-March-2019)
change
%of Shares % of Shares
S. % of total % of total in share-
Shareholder’s Name pledged / pledged /
No. Shares Shares holding
No. of Shares encumbered No. of Shares encumbered
of the of the during
to total to total
company company the year
shares shares
1 Mr. Shiv Nadar 368 0.00% - 368 0.00% - NIL
2 Ms. Kiran Nadar 72 0.00% - 72 0.00% - NIL
3 Ms. Roshni Nadar Malhotra 348 0.00% - 348 0.00% - NIL
Vama Sundari Investments
4 58,76,47,744 42.21% - 58,18,55,849 42.90% - 0.69%
(Delhi) Pvt. Ltd.
HCL Corporation Private
5 90,02,985 0.65% - 45,89,052 0.34% - -0.31%
Limited*
HCL Holdings Private
6 23,38,87,811 16.80% - 22,33,31,016 16.46% - -0.34%
Limited
7 HCL Avitas Pvt. Ltd. 73,41,282 0.53% - 40,40,957 0.30% - -0.23%
Total 83,78,80,610 60.18% - 81,38,17,662 60.00% - -0.18%
* This is an Overseas Corporate Body.
(iii) Change in Promoters’ Shareholding (please specify, if there is no change)
Cumulative Shareholding
Shareholding
during the year
Date Shareholder’s Name % of total % of total
No. of
Shares of No. of Shares Shares of the
Shares
the company company
Vama Sundari Investments (Delhi) Pvt. Ltd.
01-Apr-18 At the beginning of the year 58,76,47,744 42.21% 58,76,47,744 42.21%
Shares purchased under block deal through
05-Jun-18 stock exchange (Promoters’ inter-se transfer 75,00,000 0.54% 59,51,47,744 42.74%
through stock exchange)
09-Oct-18 Buy-back of shares by the Company (1,44,17,895) 1.04% 58,07,29,849 42.82%
30-Oct-18 Market purchase 5,45,000 0.04% 58,12,74,849 42.86%
02-Nov-18 Market purchase 5,70,000 0.04% 58,18,44,849 42.90%
07-Nov-18 Market purchase 11,000 0.00% 58,18,55,849 42.90%
31-Mar-19 At the end of the year 58,18,55,849 0.34% 58,18,55,849 0.34%
HCL Corporation Private Limited

01-Apr-18 At the beginning of the year 90,02,985 0.65% 90,02,985 0.65%
Shares sold under block deal through stock
05-Jun-18 exchange (Promoters’ inter-se transfer (43,00,000) 0.31% 47,02,985 0.34%
09-Oct-18 Buy-back of shares by the Company (1,13,933) 0.01% 45,89,052 0.34%
31-Mar-19 At the end of the year 45,89,052 0.34% 45,89,052 0.34%
HCL Holdings Private Limited

01-Apr-18 At the beginning of the year 23,38,87,811 16.80% 23,38,87,811 16.80%
09-Oct-18 Buy-back of shares by the Company (1,05,56,795) 0.76% 22,33,31,016 16.47%
31-Mar-19 At the end of the year 22,33,31,016 16.46% 22,33,31,016 16.46%
Mr. Shiv Nadar

01-Apr-18 At the beginning of the year 368 0.00% 368 0.00%
31-Mar-19 At the end of the year 368 0.00% 368 0.00%
Book 1.indb 62 04-Jul-19 8:47:37 PM

Cumulative Shareholding
Shareholding
during the year
Date Shareholder’s Name % of total % of total
No. of
Shares of No. of Shares Shares of the
Shares
the company company
Ms. Kiran Nadar
HCL Avitas Private Ltd.
Shares sold under block deal through stock
05-Jun-18 exchange (Promoters’ inter-se transfer (32,00,000) 0.23% 41,41,282 0.30%
09-Oct-18 Buy-back of shares by the Company (1,00,325) 0.01% 40,40,957 0.30%
(iv) Shareholding Pattern of top ten Shareholders (Other than Directors, Promoters and Holders of GDRs and ADRs):
Shareholding at the beginning of Cumulative Shareholding during

S. the year the year
For each of the Top 10 Shareholders
No. % of total shares % of total shares
No. of shares No. of shares
of the company of the company
1. At the beginning of the year
2. Date wise increase / decrease in
shareholding during the year specifying
the reasons for increase / decrease
(e.g. allotment / transfer / bonus / sweat Refer Annexure 2A
equity etc.):
3. At the end of the year (or on the date
of separation, if separated during the
year)
(v) Shareholding of Directors and Key Managerial Personnel:

the year the year
Dates Shareholder’s Name
% of total Shares % of total Shares
No. of Shares No. of Shares
Mr. Shiv Nadar, Managing Director

Mr. C. Vijayakumar, President &CEO

20-Mar-19 Market Purchase 39,000 0.00% 1,79,849 0.01%
22-Mar-19 Market Purchase 2,030 0.00% 1,81,879 0.01%
Book 1.indb 63 04-Jul-19 8:47:37 PM

the year the year
Dates Shareholder’s Name
% of total Shares % of total Shares
No. of Shares No. of Shares
Mr. Prateek Aggarwal, CFO *
01-Oct-18 At the beginning of the term NIL 0.00% NIL 0.00%
as CFO
31-Mar-19 At the end of the year NIL 0.00% NIL 0.00%
Mr. Anil Chanana, CFO *

01-Apr-18 At the beginning of the year 90,389 0.01% 90,389 0.01%
14-Aug-18 Market Sale (20,000) 0.00% 70,389 0.01%
16-Aug-18 Market Sale (20,000) 0.00% 50,389 0.00%
20-Aug-18 Market Sale (3,730) 0.00% 46,659 0.00%
21-Aug-18 Market Sale (20,000) 0.00% 26,659 0.00%
01-Oct-18 At the end of the term as CFO 26,659 0.00% 26,659 0.00%
Mr. S. Madhavan, Director

31-Mar-19 At the end of the year 2,500 0.00% 2,500 0.00%
Manish Anand, CS
31-Mar-19 At the end of the year 18,446 0.00% 18,446 0.00%
* Mr. Prateek Aggarwal was appointed as the CFO of the Company w.e.f. October 1, 2018 in place of Mr. Anil Kumar Chanana
who stepped down from the position of CFO.
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding / accrued but not due for payment
(` in crore)
Secured Loans Unsecured Total
Deposits
excluding deposits Loans Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount 48 - - 48
ii) Interest due but not paid - - - -
iii) Interest accrued but not due - - - -
Total (i+ii+iii) 48 - - 48
Change in Indebtedness during the financial year
* Addition 18 - - 18
* Reduction (16) - - (16)
Net Change 2 - - 2
Indebtedness at the end of the financial year
i) Principal Amount 50 - - 50
ii) Interest due but not paid - - - -
iii) Interest accrued but not due
Total (i+ii+iii) 50 - - 50
Note: The Company has availed term loans of ` 50 crore (previous year ` 48 crore) secured by hypothecation of gross block
of vehicles.
Book 1.indb 64 04-Jul-19 8:47:37 PM

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
A. Remuneration to Managing Director, Whole-time Director and/or Manager:

(` in crore)
Name of MD/WTD / Manager Total Amount
S. No. Particulars of Remuneration
Mr. Shiv Nadar
1 Gross salary
(a) Salary as per provisions contained in section 17(1) of the - -
Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 1.09 1.09
(c) Profits in lieu of salary under section 17(3) Income- tax - -
Act, 1961
2 Stock Option - -
3 Sweat Equity - -
4 Commission
- as % of profit - -
- others, specify…
5 Others, please specify
- Provident Fund - -
- Medical 0.02 0.02
- Gratuity 0.10 0.10
- Misc. Reimbursement 0.07 0.07
Total (A) 1.28 1.28
Ceiling as per the Act (5% of net profits of the Company calculated under section 198 of the 478.97
Companies Act, 2013)
Note: In addition, Mr. Shiv Nadar received salary and perquisites equivalent to `3.58 crore from a subsidiary of the Company.
B. REMUNERATION TO OTHER DIRECTORS

(` in crore)
Sitting Fee for
S. Others, please Total
Particulars of Remuneration attending board / Commission
No. specify Amount
committee meetings
1 Independent Directors
Mr. Deepak Kapoor 0.03 0.62 - 0.65
Mr. James Philip Adamczyk(1) 0.01 0.66 - 0.67
Mr. Keki Mistry(2) 0.00 0.00 - 0.00
Mr. S. Madhavan 0.03 0.80 - 0.83
Ms. Nishi Vasudeva 0.02 0.62 - 0.64
Ms. Robin Ann Abrams 0.02 1.19 - 1.21
Dr. Sosale Shankara Sastry 0.01 0.94 - 0.95
Mr. R. Srinivasan 0.01 1.12 - 1.13
Mr. Thomas Sieber 0.01 0.94 - 0.95
Total (1) 0.14 6.89 - 7.03
2 Other Non-Executive Directors
Ms. Roshni Nadar Malhotra 0.03 0.75 - 0.78
Mr. Sudhindar Krishan Khanna(3) 0.02 0.58 - 0.60
Total (2) 0.05 1.33 - 1.38
Total (B)=(1+2) 0.19 8.22 - 8.41
Overall Ceiling as per the Act (1% of net 95.79
profits of the Company calculated under
Section 198 of the Companies Act, 2013)
Total Managerial Remuneration(A+B) 9.69
(1) Mr. James Philip Adamczyk was appointed as a Director of the Company w.e.f. July 26, 2018.
(2) Mr. Keki Mistry resigned as a Director of the Company w.e.f. April 30, 2018.
(3) Mr. Sudhindhar Krishan Khanna resigned as a Director of the Company w.e.f. April 8, 2019.
Book 1.indb 65 04-Jul-19 8:47:37 PM

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD / MANAGER / WTD
(` in crore)
Key Managerial Personnel
Mr. C Mr. Anil Mr. Prateek
Mr. Manish
S. Vijayakumar, Chanana, Aggarwal,
Particulars of Remuneration Anand,
No. Chief Chief Chief Total
Company
Executive Financial Financial
Secretary
Officer * Officer ** Officer
1 Gross salary -
(a) Salary as per provisions contained in - 2.01 1.30 0.87 4.18
section 17(1) of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax - 0.01 - 0.00 0.01
Act, 1961
(c) Profits in lieu of salary under section 17(3) - - - - -
Income-tax Act, 1961
2 Stock Option - - - - -
3 Sweat Equity - - - - -
4 Commission
- as % of profit
- others, specify… - - - - -
5 Others, please specify - - - - -
Total - 2.02 1.30 0.87 4.19
Notes:
Mr. Prateek Aggarwal was appointed as the CFO of the Company w.e.f. October 1, 2018 in place of Mr. Anil Kumar
Chanana who stepped down from the position of CFO.
*Mr. C Vijayakumar is not getting any remuneration from the Company, however, he has received ` 27.94 crore as
remuneration from a subsidiary of the Company.
**Mr. Anil Chanana, apart from receiving remuneration from the Company, also received `1.97 crore as remuneration
from a subsidiary of the Company.
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:
Section Details of Penalty Appeal

Authority
of the Brief / Punishment / made, if
Type [RD / NCLT
Companies Description Compounding fees any (give
/ COURT]
Act imposed Details)
A. COMPANY
Penalty
Punishment NIL
Compounding
B. DIRECTORS
Penalty
Punishment NIL
Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
Punishment NIL
Compounding
For and on behalf of the Board of Directors
SHIV NADAR
Chairman & Chief Strategy Officer
Date: May 9, 2019
Book 1.indb 66 04-Jul-19 8:47:37 PM

Annexure - 2A to the Directors’ Report
Shareholding Pattern of top ten Shareholders (Other than Directors, Promoters and Holders of GDRs and ADRs)
Cumulative Shareholding during
Shareholding
the year
Date Sale / Purchase
% of total shares % of total shares
of the Company of the Company
ICICI PRUDENTIAL MUTUAL FUND
01-Apr-18 Opening 2,10,11,582 1.51
06-Apr-18 Sale (11,10,820) (0.08) 1,99,00,762 1.43
13-Apr-18 Sale (11,35,467) (0.08) 1,87,65,295 1.35
20-Apr-18 Sale (3,19,119) (0.02) 1,84,46,176 1.32
27-Apr-18 Sale (12,81,290) (0.09) 1,71,64,886 1.23
04-May-18 Sale (579) 0.00 1,71,64,307 1.23
10-May-18 Purchase 18,14,245 0.13 1,89,78,552 1.36
11-May-18 Purchase 80,179 0.01 1,90,58,731 1.37
18-May-18 Purchase 34,63,603 0.25 2,25,22,334 1.62
22-May-18 Purchase 2,54,291 0.02 2,27,76,625 1.64
23-May-18 Purchase 4,02,946 0.03 2,31,79,571 1.66
24-May-18 Purchase 1,304 0.00 2,31,80,875 1.66
25-May-18 Purchase 3,162 0.00 2,31,84,037 1.67
28-May-18 Purchase 225 0.00 2,31,84,262 1.67
29-May-18 Purchase 139 0.00 2,31,84,401 1.67
30-May-18 Purchase 1,38,330 0.01 2,33,22,731 1.68
31-May-18 Sale (522) 0.00 2,33,22,209 1.67
01-Jun-18 Purchase 3,10,047 0.02 2,36,32,256 1.70
04-Jun-18 Purchase 97,915 0.01 2,37,30,171 1.70
06-Jun-18 Purchase 923 0.00 2,37,31,094 1.70
07-Jun-18 Sale (31,563) 0.00 2,36,99,531 1.70
08-Jun-18 Sale (12,551) 0.00 2,36,86,980 1.70
11-Jun-18 Sale (49,660) 0.00 2,36,37,320 1.70
12-Jun-18 Sale (10,239) 0.00 2,36,27,081 1.70
14-Jun-18 Purchase 219 0.00 2,36,27,300 1.70
15-Jun-18 Purchase 651 0.00 2,36,27,951 1.70
18-Jun-18 Purchase 1,54,692 0.01 2,37,82,643 1.71
19-Jun-18 Purchase 88,649 0.01 2,38,71,292 1.71
20-Jun-18 Purchase 2,64,937 0.02 2,41,36,229 1.73
21-Jun-18 Purchase 99 0.00 2,41,36,328 1.73
22-Jun-18 Purchase 92,198 0.01 2,42,28,526 1.74
26-Jun-18 Purchase 219 0.00 2,42,28,745 1.74
27-Jun-18 Purchase 1,32,145 0.01 2,43,60,890 1.75
28-Jun-18 Purchase 53,995 0.00 2,44,14,885 1.75
29-Jun-18 Sale (3,102) 0.00 2,44,11,783 1.75
02-Jul-18 Sale (61,519) 0.00 2,43,50,264 1.75
03-Jul-18 Purchase 35,630 0.00 2,43,85,894 1.75
04-Jul-18 Purchase 354 0.00 2,43,86,248 1.75
06-Jul-18 Purchase 144 0.00 2,43,86,392 1.75
11-Jul-18 Sale (5,27,857) (0.04) 2,38,58,535 1.71
12-Jul-18 Sale (12,49,356) (0.09) 2,26,09,179 1.62
13-Jul-18 Sale (11,63,832) (0.08) 2,14,45,347 1.54
17-Jul-18 Sale (18,681) 0.00 2,14,26,666 1.54
18-Jul-18 Sale (95,726) (0.01) 2,13,30,940 1.53
19-Jul-18 Sale (1,54,452) (0.01) 2,11,76,488 1.52
20-Jul-18 Sale (1,493) 0.00 2,11,74,995 1.52
23-Jul-18 Sale (69,912) (0.01) 2,11,05,083 1.52
Book 1.indb 67 04-Jul-19 8:47:37 PM

Shareholding
the year
24-Jul-18 Sale (89,834) (0.01) 2,10,15,249 1.51
25-Jul-18 Sale (28,497) 0.00 2,09,86,752 1.51
26-Jul-18 Purchase 73 0.00 2,09,86,825 1.51
27-Jul-18 Sale (5,49,091) (0.04) 2,04,37,734 1.47
31-Jul-18 Purchase 146 0.00 2,04,37,880 1.47
01-Aug-18 Sale (2,04,37,880) (1.47) - -
02-Aug-18 Purchase 2,03,83,594 1.46 2,03,83,594 1.46
06-Aug-18 Purchase 1,85,484 0.01 2,05,69,078 1.48
08-Aug-18 Sale (73) 0.00 2,05,69,005 1.48
09-Aug-18 Sale (2,482) 0.00 2,05,66,523 1.48
10-Aug-18 Purchase 45,681 0.00 2,06,12,204 1.48
14-Aug-18 Sale (10,275) 0.00 2,06,01,929 1.48
16-Aug-18 Sale (3,110) 0.00 2,05,98,819 1.48
20-Aug-18 Sale (16,694) 0.00 2,05,82,125 1.48
21-Aug-18 Sale (2,891) 0.00 2,05,79,234 1.48
23-Aug-18 Sale (2,53,539) (0.02) 2,03,25,695 1.46
24-Aug-18 Sale (2,77,523) (0.02) 2,00,48,172 1.44
27-Aug-18 Sale (6,044) 0.00 2,00,42,128 1.44
31-Aug-18 Purchase 6,410 0.00 2,00,48,538 1.44
04-Sep-18 Purchase 272 0.00 2,00,48,810 1.44
05-Sep-18 Purchase 164 0.00 2,00,48,974 1.44
06-Sep-18 Purchase 22 0.00 2,00,48,996 1.44
07-Sep-18 Sale (1,04,369) (0.01) 1,99,44,627 1.43
10-Sep-18 Purchase 61 0.00 1,99,44,688 1.43
11-Sep-18 Sale (1,726) 0.00 1,99,42,962 1.43
12-Sep-18 Purchase 60,374 0.00 2,00,03,336 1.44
14-Sep-18 Purchase 1,534 0.00 2,00,04,870 1.44
17-Sep-18 Purchase 3,504 0.00 2,00,08,374 1.44
18-Sep-18 Purchase 276 0.00 2,00,08,650 1.44
19-Sep-18 Sale (1,96,616) (0.01) 1,98,12,034 1.42
25-Sep-18 Sale (3,17,867) (0.02) 1,94,94,167 1.40
26-Sep-18 Purchase 202 0.00 1,94,94,369 1.40
27-Sep-18 Purchase 139 0.00 1,94,94,508 1.40
28-Sep-18 Sale (8,95,906) (0.06) 1,85,98,602 1.34
05-Oct-18 Sale (22,103) 0.00 1,85,76,499 1.33
12-Oct-18 Purchase 4,26,835 0.03 1,90,03,334 1.40
19-Oct-18 Purchase 10,28,776 0.08 2,00,32,110 1.48
26-Oct-18 Purchase 1,13,224 0.01 2,01,45,334 1.49
31-Oct-18 Purchase 689 0.00 2,01,46,023 1.49
02-Nov-18 Purchase 716 0.00 2,01,46,739 1.49
09-Nov-18 Sale (1,26,376) (0.01) 2,00,20,363 1.48
16-Nov-18 Sale (4,31,330) (0.03) 1,95,89,033 1.44
20-Nov-18 Sale (1,84,415) (0.01) 1,94,04,618 1.43
21-Nov-18 Sale (77,088) (0.01) 1,93,27,530 1.43
22-Nov-18 Sale (40,008) 0.00 1,92,87,522 1.42
26-Nov-18 Purchase 62,555 0.00 1,93,50,077 1.43
27-Nov-18 Sale (381) 0.00 1,93,49,696 1.43
28-Nov-18 Purchase 282 0.00 1,93,49,978 1.43
29-Nov-18 Sale (67,227) 0.00 1,92,82,751 1.42
30-Nov-18 Purchase 41 0.00 1,92,82,792 1.42
04-Dec-18 Purchase 337 0.00 1,92,83,129 1.42
Book 1.indb 68 04-Jul-19 8:47:37 PM

Shareholding
the year
05-Dec-18 Sale (3,66,006) (0.03) 1,89,17,123 1.39
06-Dec-18 Sale (95,602) (0.01) 1,88,21,521 1.39
11-Dec-18 Purchase 3,34,483 0.02 1,91,56,004 1.41
12-Dec-18 Purchase 6,372 0.00 1,91,62,376 1.41
13-Dec-18 Sale (13,265) 0.00 1,91,49,111 1.41
14-Dec-18 Purchase 717 0.00 1,91,49,828 1.41
17-Dec-18 Purchase 113 0.00 1,91,49,941 1.41
18-Dec-18 Purchase 10,516 0.00 1,91,60,457 1.41
20-Dec-18 Purchase 854 0.00 1,91,61,311 1.41
21-Dec-18 Purchase 17,012 0.00 1,91,78,323 1.41
24-Dec-18 Purchase 45,571 0.00 1,92,23,894 1.42
26-Dec-18 Purchase 4,43,682 0.03 1,96,67,576 1.45
27-Dec-18 Sale (1,394) 0.00 1,96,66,182 1.45
28-Dec-18 Sale (67,734) 0.00 1,95,98,448 1.45
31-Dec-18 Purchase 578 0.00 1,95,99,026 1.45
01-Jan-19 Purchase 557 0.00 1,95,99,583 1.45
02-Jan-19 Sale (1,03,826) (0.01) 1,94,95,757 1.44
03-Jan-19 Sale (1,40,295) (0.01) 1,93,55,462 1.43
04-Jan-19 Sale (2,17,616) (0.02) 1,91,37,846 1.41
07-Jan-19 Sale (439) 0.00 1,91,37,407 1.41
08-Jan-19 Purchase 95,090 0.01 1,92,32,497 1.42
09-Jan-19 Purchase 72 0.00 1,92,32,569 1.42
10-Jan-19 Sale (73,760) (0.01) 1,91,58,809 1.41
11-Jan-19 Sale (1,950) 0.00 1,91,56,859 1.41
14-Jan-19 Sale (3,61,120) (0.03) 1,87,95,739 1.39
15-Jan-19 Sale (8,434) 0.00 1,87,87,305 1.39
16-Jan-19 Purchase 14,456 0.00 1,88,01,761 1.39
18-Jan-19 Sale (36,609) 0.00 1,87,65,152 1.38
25-Jan-19 Sale (7,68,504) (0.06) 1,79,96,648 1.33
01-Feb-19 Sale (12,90,153) (0.10) 1,67,06,495 1.23
06-Feb-19 Sale (7,86,514) (0.06) 1,59,19,981 1.17
08-Feb-19 Sale (4,80,102) (0.04) 1,54,39,879 1.14
15-Feb-19 Sale (3,83,548) (0.03) 1,50,56,331 1.11
22-Feb-19 Sale (66,080) 0.00 1,49,90,251 1.11
01-Mar-19 Sale (12,57,696) (0.09) 1,37,32,555 1.01
08-Mar-19 Sale (56,176) 0.00 1,36,76,379 1.01
15-Mar-19 Sale (6,19,551) (0.05) 1,30,56,828 0.96
22-Mar-19 Sale (135) 0.00 1,30,56,693 0.96
29-Mar-19 Purchase 7,72,160 0.06 1,38,28,853 1.02
31-Mar-19 Closing 1,38,28,853 1.02
NOMURA INDIA INVESTMENT FUND MOTHER FUND

01-Apr-18 Opening 1,12,66,798 0.81
20-Apr-18 Sale (4,24,647) (0.03) 1,08,42,151 0.78
18-May-18 Sale (12,41,967) (0.09) 96,00,184 0.69
01-Aug-18 Sale (96,00,184) (0.69) - -
02-Aug-18 Purchase 96,00,184 0.69 96,00,184 0.69
02-Nov-18 Sale (2,50,000) (0.02) 93,50,184 0.69
20-Dec-18 Sale (49,000) 0.00 93,01,184 0.69
24-Dec-18 Sale (6,50,000) (0.05) 86,51,184 0.64
31-Mar-19 Closing 86,51,184 0.64
Book 1.indb 69 04-Jul-19 8:47:37 PM

Shareholding
the year
ICICI PRUDENTIAL LIFE INSURANCE
01-Apr-18 Opening 1,99,63,309 1.43
06-Apr-18 Purchase 8,59,387 0.06 2,08,22,696 1.50
13-Apr-18 Purchase 40,945 0.00 2,08,63,641 1.50
20-Apr-18 Purchase 4,68,997 0.03 2,13,32,638 1.53
27-Apr-18 Sale (9,49,171) (0.07) 2,03,83,467 1.46
04-May-18 Sale (44,42,271) (0.32) 1,59,41,196 1.14
10-May-18 Sale (1,07,310) (0.01) 1,58,33,886 1.14
18-May-18 Sale (2,32,969) (0.02) 1,56,00,917 1.12
21-May-18 Sale (17,655) 0.00 1,55,83,262 1.12
22-May-18 Sale (30,045) 0.00 1,55,53,217 1.12
23-May-18 Sale (35,391) 0.00 1,55,17,826 1.11
24-May-18 Sale (26,204) 0.00 1,54,91,622 1.11
29-May-18 Purchase 2,534 0.00 1,54,94,156 1.11
30-May-18 Purchase 32,254 0.00 1,55,26,410 1.12
31-May-18 Purchase 36,037 0.00 1,55,62,447 1.12
04-Jun-18 Purchase 417 0.00 1,55,62,864 1.12
06-Jun-18 Sale (36,072) 0.00 1,55,26,792 1.12
07-Jun-18 Purchase 419 0.00 1,55,27,211 1.12
11-Jun-18 Purchase 5,187 0.00 1,55,32,398 1.12
12-Jun-18 Purchase 2,220 0.00 1,55,34,618 1.12
13-Jun-18 Purchase 27,092 0.00 1,55,61,710 1.12
14-Jun-18 Purchase 2,552 0.00 1,55,64,262 1.12
15-Jun-18 Sale (11,523) 0.00 1,55,52,739 1.12
18-Jun-18 Sale (1,10,943) (0.01) 1,54,41,796 1.11
19-Jun-18 Purchase 17,089 0.00 1,54,58,885 1.11
20-Jun-18 Sale (14,624) 0.00 1,54,44,261 1.11
21-Jun-18 Sale (1,860) 0.00 1,54,42,401 1.11
22-Jun-18 Sale (30,452) 0.00 1,54,11,949 1.11
25-Jun-18 Sale (33,355) 0.00 1,53,78,594 1.10
26-Jun-18 Purchase 5,212 0.00 1,53,83,806 1.10
27-Jun-18 Purchase 1,811 0.00 1,53,85,617 1.10
28-Jun-18 Sale (2,07,467) (0.01) 1,51,78,150 1.09
29-Jun-18 Sale (15,239) 0.00 1,51,62,911 1.09
03-Jul-18 Purchase 1,68,150 0.01 1,53,31,061 1.10
05-Jul-18 Purchase 13,415 0.00 1,53,44,476 1.10
06-Jul-18 Purchase 2,672 0.00 1,53,47,148 1.10
11-Jul-18 Purchase 1,67,582 0.01 1,55,14,730 1.11
12-Jul-18 Purchase 14,422 0.00 1,55,29,152 1.12
13-Jul-18 Purchase 33,326 0.00 1,55,62,478 1.12
16-Jul-18 Purchase 37,054 0.00 1,55,99,532 1.12
17-Jul-18 Sale (66,835) 0.00 1,55,32,697 1.12
18-Jul-18 Sale (1,17,074) (0.01) 1,54,15,623 1.11
23-Jul-18 Sale (26,055) 0.00 1,53,89,568 1.11
24-Jul-18 Sale (1,29,657) (0.01) 1,52,59,911 1.10
25-Jul-18 Sale (56,463) 0.00 1,52,03,448 1.09
26-Jul-18 Sale (2,80,176) (0.02) 1,49,23,272 1.07
27-Jul-18 Sale (1,71,521) (0.01) 1,47,51,751 1.06
30-Jul-18 Sale (1,34,569) (0.01) 1,46,17,182 1.05
31-Jul-18 Sale (114) 0.00 1,46,17,068 1.05
Book 1.indb 70 04-Jul-19 8:47:37 PM

Shareholding
the year
01-Aug-18 Sale (1,46,17,068) (1.05) - -
02-Aug-18 Purchase 1,42,84,502 1.03 1,42,84,502 1.03
03-Aug-18 Purchase 5,673 0.00 1,42,90,175 1.03
06-Aug-18 Sale (177) 0.00 1,42,89,998 1.03
07-Aug-18 Sale (60,812) 0.00 1,42,29,186 1.02
08-Aug-18 Sale (1,15,418) (0.01) 1,41,13,768 1.01
09-Aug-18 Sale (88,978) (0.01) 1,40,24,790 1.01
10-Aug-18 Sale (81,267) (0.01) 1,39,43,523 1.00
14-Aug-18 Sale (1,20,793) (0.01) 1,38,22,730 0.99
16-Aug-18 Sale (42,629) 0.00 1,37,80,101 0.99
20-Aug-18 Purchase 2,012 0.00 1,37,82,113 0.99
21-Aug-18 Sale (2,54,120) (0.02) 1,35,27,993 0.97
23-Aug-18 Sale (3,52,073) (0.03) 1,31,75,920 0.95
24-Aug-18 Sale (1,57,790) (0.01) 1,30,18,130 0.93
31-Aug-18 Sale (2,81,034) (0.02) 1,27,37,096 0.91
03-Sep-18 Sale (8,42,762) (0.06) 1,18,94,334 0.85
04-Sep-18 Sale (5,01,902) (0.04) 1,13,92,432 0.82
05-Sep-18 Sale (4,103) 0.00 1,13,88,329 0.82
06-Sep-18 Sale (1,25,031) (0.01) 1,12,63,298 0.81
10-Sep-18 Sale (25,575) 0.00 1,12,37,723 0.81
11-Sep-18 Sale (17,025) 0.00 1,12,20,698 0.81
12-Sep-18 Sale (2,27,209) (0.02) 1,09,93,489 0.79
14-Sep-18 Sale (22,891) 0.00 1,09,70,598 0.79
17-Sep-18 Sale (7,09,141) (0.05) 1,02,61,457 0.74
18-Sep-18 Sale (33,867) 0.00 1,02,27,590 0.73
21-Sep-18 Sale (4,85,735) (0.03) 97,41,855 0.70
25-Sep-18 Purchase 8,788 0.00 97,50,643 0.70
26-Sep-18 Sale (2,85,404) (0.02) 94,65,239 0.68
27-Sep-18 Purchase 79,045 0.01 95,44,284 0.69
28-Sep-18 Sale (601) 0.00 95,43,683 0.69
05-Oct-18 Sale (1,92,677) (0.01) 93,51,006 0.67
12-Oct-18 Purchase 69,960 0.01 94,20,966 0.69
19-Oct-18 Purchase 1,04,769 0.01 95,25,735 0.70
26-Oct-18 Sale (7,42,904) (0.05) 87,82,831 0.65
31-Oct-18 Purchase 36,659 0.00 88,19,490 0.65
02-Nov-18 Purchase 2,23,377 0.02 90,42,867 0.67
09-Nov-18 Sale (81,792) (0.01) 89,61,075 0.66
16-Nov-18 Sale (20,63,694) (0.15) 68,97,381 0.51
22-Nov-18 Sale (57,940) 0.00 68,39,441 0.50
26-Nov-18 Sale (1,43,178) (0.01) 66,96,263 0.49
27-Nov-18 Sale (1,66,678) (0.01) 65,29,585 0.48
29-Nov-18 Sale (5,752) 0.00 65,23,833 0.48
30-Nov-18 Sale (1,10,408) (0.01) 64,13,425 0.47
03-Dec-18 Sale (15,193) 0.00 63,98,232 0.47
04-Dec-18 Purchase 1,634 0.00 63,99,866 0.47
05-Dec-18 Purchase 9,246 0.00 64,09,112 0.47
07-Dec-18 Sale (93,908) (0.01) 63,15,204 0.47
10-Dec-18 Sale (15,291) 0.00 62,99,913 0.46
11-Dec-18 Purchase 93,709 0.01 63,93,622 0.47
12-Dec-18 Sale (770) 0.00 63,92,852 0.47
Book 1.indb 71 04-Jul-19 8:47:37 PM

Shareholding
the year
13-Dec-18 Sale (33,226) 0.00 63,59,626 0.47
14-Dec-18 Sale (956) 0.00 63,58,670 0.47
17-Dec-18 Sale (66,050) 0.00 62,92,620 0.46
18-Dec-18 Sale (108) 0.00 62,92,512 0.46
19-Dec-18 Sale (1,584) 0.00 62,90,928 0.46
20-Dec-18 Sale (36,744) 0.00 62,54,184 0.46
21-Dec-18 Purchase 932 0.00 62,55,116 0.46
24-Dec-18 Sale (42,300) 0.00 62,12,816 0.46
27-Dec-18 Sale (16,766) 0.00 61,96,050 0.46
28-Dec-18 Purchase 8 0.00 61,96,058 0.46
31-Dec-18 Purchase 4,074 0.00 62,00,132 0.46
01-Jan-19 Sale (31,052) 0.00 61,69,080 0.45
02-Jan-19 Purchase 3,298 0.00 61,72,378 0.46
04-Jan-19 Sale (32,825) 0.00 61,39,553 0.45
07-Jan-19 Purchase 2,04,164 0.02 63,43,717 0.47
08-Jan-19 Sale (544) 0.00 63,43,173 0.47
09-Jan-19 Purchase 66,160 0.00 64,09,333 0.47
10-Jan-19 Purchase 42 0.00 64,09,375 0.47
11-Jan-19 Sale (136) 0.00 64,09,239 0.47
15-Jan-19 Purchase 1,127 0.00 64,10,366 0.47
25-Jan-19 Purchase 98,609 0.01 65,08,975 0.48
01-Feb-19 Purchase 8,08,381 0.06 73,17,356 0.54
06-Feb-19 Purchase 2,69,258 0.02 75,86,614 0.56
08-Feb-19 Purchase 61,503 0.00 76,48,117 0.56
15-Feb-19 Sale (38,664) 0.00 76,09,453 0.56
22-Feb-19 Sale (3,152) 0.00 76,06,301 0.56
01-Mar-19 Purchase 3,36,918 0.02 79,43,219 0.59
08-Mar-19 Purchase 3,52,965 0.03 82,96,184 0.61
15-Mar-19 Purchase 14,505 0.00 83,10,689 0.61
22-Mar-19 Purchase 3,75,490 0.03 86,86,179 0.64
29-Mar-19 Purchase 5,35,111 0.04 92,21,290 0.68
31-Mar-19 Closing 92,21,290 0.68
LIFE INSURANCE CORPORATION OF INDIA

01-Apr-18 Opening 1,85,35,147 1.33
01-Aug-18 Sale (1,85,35,147) (1.33) 0 -
02-Aug-18 Purchase 1,85,35,147 1.33 1,85,35,147 1.33
08-Mar-19 Sale (3,03,826) (0.02) 1,82,31,321 1.34
15-Mar-19 Sale (10,28,178) (0.08) 1,72,03,143 1.27
22-Mar-19 Sale (8,12,958) (0.06) 1,63,90,185 1.21
29-Mar-19 Sale (12,66,460) (0.09) 1,51,23,725 1.12
31-Mar-19 Closing 1,51,23,725 1.12
GOVERNMENT OF SINGAPORE
01-Apr-18 Opening 60,98,920 0.44
06-Apr-18 Purchase 6,303 - 61,05,223 0.44
20-Apr-18 Purchase 6,27,512 0.05 67,32,735 0.48
27-Apr-18 Purchase 13,25,137 0.10 80,57,872 0.58
04-May-18 Sale (5,749) 0.00 80,52,123 0.58
10-May-18 Sale (5,592) 0.00 80,46,531 0.58
Book 1.indb 72 04-Jul-19 8:47:37 PM

Shareholding
the year
18-May-18 Sale (5,51,787) (0.04) 74,94,744 0.54
21-May-18 Sale (3,152) 0.00 74,91,592 0.54
28-May-18 Purchase 18,236 0.00 75,09,828 0.54
29-May-18 Sale (3,66,164) (0.03) 71,43,664 0.51
31-May-18 Purchase 70,422 0.01 72,14,086 0.52
01-Jun-18 Purchase 47,817 0.00 72,61,903 0.52
05-Jun-18 Purchase 80,815 0.01 73,42,718 0.53
06-Jun-18 Purchase 80,069 0.01 74,22,787 0.53
07-Jun-18 Purchase 74,103 0.01 74,96,890 0.54
08-Jun-18 Purchase 75,539 0.01 75,72,429 0.54
11-Jun-18 Purchase 76,603 0.01 76,49,032 0.55
12-Jun-18 Purchase 60,013 0.00 77,09,045 0.55
13-Jun-18 Purchase 60,400 0.00 77,69,445 0.56
14-Jun-18 Purchase 22,303 0.00 77,91,748 0.56
21-Jun-18 Purchase 51,691 0.00 78,43,439 0.56
29-Jun-18 Sale (1,60,270) (0.01) 76,83,169 0.55
11-Jul-18 Sale (12,646) 0.00 76,70,523 0.55
17-Jul-18 Purchase 64,273 0.00 77,34,796 0.56
18-Jul-18 Sale (2,437) 0.00 77,32,359 0.56
27-Jul-18 Sale (4,411) 0.00 77,27,948 0.56
30-Jul-18 Sale (2,62,310) (0.02) 74,65,638 0.54
01-Aug-18 Sale (74,65,638) (0.54) - -
02-Aug-18 Purchase 74,60,004 0.54 74,60,004 0.54
07-Aug-18 Sale (22,655) 0.00 74,37,349 0.53
08-Aug-18 Sale (22,677) 0.00 74,14,672 0.53
09-Aug-18 Sale (9,268) 0.00 74,05,404 0.53
10-Aug-18 Sale (4,533) 0.00 74,00,871 0.53
21-Aug-18 Purchase 69,107 0.00 74,69,978 0.54
23-Aug-18 Sale (4,39,727) (0.03) 70,30,251 0.50
27-Aug-18 Purchase 1,02,517 0.01 71,32,768 0.51
31-Aug-18 Purchase 2,21,983 0.02 73,54,751 0.53
03-Sep-18 Purchase 36,040 0.00 73,90,791 0.53
04-Sep-18 Purchase 35,222 0.00 74,26,013 0.53
06-Sep-18 Purchase 3,25,907 0.02 77,51,920 0.56
07-Sep-18 Purchase 2,45,936 0.02 79,97,856 0.57
10-Sep-18 Purchase 2,84,613 0.02 82,82,469 0.59
11-Sep-18 Purchase 4,05,633 0.03 86,88,102 0.62
12-Sep-18 Purchase 6,20,491 0.04 93,08,593 0.67
14-Sep-18 Purchase 7,56,901 0.05 1,00,65,494 0.72
17-Sep-18 Purchase 77,078 0.01 1,01,42,572 0.73
18-Sep-18 Purchase 3,04,812 0.02 1,04,47,384 0.75
19-Sep-18 Purchase 1,24,838 0.01 1,05,72,222 0.76
21-Sep-18 Purchase 1,56,907 0.01 1,07,29,129 0.77
25-Sep-18 Purchase 3,44,089 0.02 1,10,73,218 0.80
26-Sep-18 Purchase 80,760 0.01 1,11,53,978 0.80
12-Oct-18 Sale (12,13,935) (0.09) 99,40,043 0.73
19-Oct-18 Purchase 29,204 0.00 99,69,247 0.74
26-Oct-18 Sale (1,62,669) (0.01) 98,06,578 0.72
02-Nov-18 Purchase 18,816 0.00 98,25,394 0.72
09-Nov-18 Sale (41,391) 0.00 97,84,003 0.72
Book 1.indb 73 04-Jul-19 8:47:37 PM

Shareholding
the year
16-Nov-18 Purchase 19,120 0.00 98,03,123 0.72
20-Nov-18 Sale (88,332) (0.01) 97,14,791 0.72
22-Nov-18 Purchase 65,547 0.00 97,80,338 0.72
26-Nov-18 Purchase 69,390 0.01 98,49,728 0.73
28-Nov-18 Purchase 46,061 0.00 98,95,789 0.73
29-Nov-18 Purchase 1,38,603 0.01 1,00,34,392 0.74
30-Nov-18 Purchase 69,265 0.01 1,01,03,657 0.74
03-Dec-18 Sale (46,203) 0.00 1,00,57,454 0.74
07-Dec-18 Purchase 31,504 0.00 1,00,88,958 0.74
12-Dec-18 Sale (76,363) (0.01) 1,00,12,595 0.74
14-Dec-18 Purchase 23,599 0.00 1,00,36,194 0.74
18-Dec-18 Purchase 90,863 0.01 1,01,27,057 0.75
20-Dec-18 Sale (1,30,594) (0.01) 99,96,463 0.74
27-Dec-18 Sale (4,773) 0.00 99,91,690 0.74
01-Jan-19 Purchase 55,993 0.00 1,00,47,683 0.74
14-Jan-19 Purchase 23,823 0.00 1,00,71,506 0.74
25-Jan-19 Sale (1,08,412) (0.01) 99,63,094 0.73
06-Feb-19 Purchase 1,67,336 0.01 1,01,30,430 0.75
08-Feb-19 Sale (44,740) 0.00 1,00,85,690 0.74
22-Feb-19 Purchase 21,173 0.00 1,01,06,863 0.75
01-Mar-19 Sale (2,59,200) (0.02) 98,47,663 0.73
08-Mar-19 Sale (3,63,492) (0.03) 94,84,171 0.70
22-Mar-19 Purchase 52,742 0.00 95,36,913 0.70
29-Mar-19 Sale (2,18,365) (0.02) 93,18,548 0.69
31-Mar-19 Closing 93,18,548 0.69
BIRLA SUNLIFE TRUSTEE COMPANY

01-Apr-18 Opening 86,84,513 0.62
06-Apr-18 Sale (1,40,965) (0.01) 85,43,548 0.61
13-Apr-18 Sale (4,084) 0.00 85,39,464 0.61
20-Apr-18 Sale (751) 0.00 85,38,713 0.61
27-Apr-18 Sale (10,000) 0.00 85,28,713 0.61
04-May-18 Purchase 8,29,370 0.06 93,58,083 0.67
11-May-18 Purchase 20,000 0.00 93,78,083 0.67
18-May-18 Purchase 2,12,000 0.02 95,90,083 0.69
22-May-18 Purchase 65,080 0.00 96,55,163 0.69
23-May-18 Purchase 45,000 0.00 97,00,163 0.70
24-May-18 Purchase 3,64,640 0.03 1,00,64,803 0.72
25-May-18 Purchase 3,05,000 0.02 1,03,69,803 0.74
28-May-18 Purchase 10,00,000 0.07 1,13,69,803 0.82
29-May-18 Purchase 23,400 0.00 1,13,93,203 0.82
30-May-18 Purchase 15,000 0.00 1,14,08,203 0.82
01-Jun-18 Purchase 46,542 0.00 1,14,54,745 0.82
04-Jun-18 Purchase 1,58,419 0.01 1,16,13,164 0.83
11-Jun-18 Purchase 50,000 0.00 1,16,63,164 0.84
14-Jun-18 Purchase 15,000 0.00 1,16,78,164 0.84
27-Jun-18 Purchase 20,000 0.00 1,16,98,164 0.84
28-Jun-18 Purchase 8,000 0.00 1,17,06,164 0.84
29-Jun-18 Purchase 7,75,000 0.06 1,24,81,164 0.90
11-Jul-18 Purchase 7,51,000 0.05 1,32,32,164 0.95
12-Jul-18 Purchase 2,00,000 0.01 1,34,32,164 0.96
Book 1.indb 74 04-Jul-19 8:47:38 PM

Shareholding
the year
13-Jul-18 Purchase 5,00,000 0.04 1,39,32,164 1.00
25-Jul-18 Sale (10,000) 0.00 1,39,22,164 1.00
26-Jul-18 Sale (6,01,300) (0.04) 1,33,20,864 0.96
27-Jul-18 Sale (5,01,000) (0.04) 1,28,19,864 0.92
31-Jul-18 Sale (92,000) (0.01) 1,27,27,864 0.91
01-Aug-18 Sale (1,27,27,864) (0.91) - -
02-Aug-18 Purchase 1,27,08,864 0.91 1,27,08,864 0.91
08-Aug-18 Sale (680) 0.00 1,27,08,184 0.91
16-Aug-18 Purchase 237 0.00 1,27,08,421 0.91
20-Aug-18 Purchase 8,000 0.00 1,27,16,421 0.91
21-Aug-18 Purchase 1,00,000 0.01 1,28,16,421 0.92
23-Aug-18 Purchase 80 0.00 1,28,16,501 0.92
06-Sep-18 Purchase 24,000 0.00 1,28,40,501 0.92
12-Sep-18 Sale (3,00,000) (0.02) 1,25,40,501 0.90
19-Sep-18 Sale (30,000) 0.00 1,25,10,501 0.90
27-Sep-18 Purchase 1,50,000 0.01 1,26,60,501 0.91
05-Oct-18 Purchase 1,46,400 0.01 1,28,06,901 0.92
12-Oct-18 Sale (2,66,700) (0.02) 1,25,40,201 0.92
19-Oct-18 Sale (1,22,300) (0.01) 1,24,17,901 0.92
26-Oct-18 Purchase 160 0.00 1,24,18,061 0.92
02-Nov-18 Sale (57,500) 0.00 1,23,60,561 0.91
09-Nov-18 Sale (1,45,000) (0.01) 1,22,15,561 0.90
16-Nov-18 Sale (4,01,475) (0.03) 1,18,14,086 0.87
21-Nov-18 Sale (5,10,000) (0.04) 1,13,04,086 0.83
22-Nov-18 Sale (1,00,000) (0.01) 1,12,04,086 0.83
26-Nov-18 Purchase 46,200 0.00 1,12,50,286 0.83
27-Nov-18 Sale (1,00,000) (0.01) 1,11,50,286 0.82
28-Nov-18 Purchase 92,900 0.01 1,12,43,186 0.83
06-Dec-18 Sale (2,50,300) (0.02) 1,09,92,886 0.81
07-Dec-18 Sale (1,06,200) (0.01) 1,08,86,686 0.80
10-Dec-18 Sale (18,900) 0.00 1,08,67,786 0.80
20-Dec-18 Sale (1,33,000) (0.01) 1,07,34,786 0.79
24-Dec-18 Sale (6,300) 0.00 1,07,28,486 0.79
26-Dec-18 Sale (20,579) 0.00 1,07,07,907 0.79
28-Dec-18 Sale (3,59,290) (0.03) 1,03,48,617 0.76
31-Dec-18 Purchase 1,222 0.00 1,03,49,839 0.76
18-Jan-19 Purchase 25,000 0.00 1,03,74,839 0.76
25-Jan-19 Purchase 3,87,900 0.03 1,07,62,739 0.79
01-Feb-19 Purchase 1,65,100 0.01 1,09,27,839 0.81
06-Feb-19 Purchase 2,29,700 0.02 1,11,57,539 0.82
08-Feb-19 Sale (30,000) 0.00 1,11,27,539 0.82
22-Feb-19 Sale (18,000) 0.00 1,11,09,539 0.82
15-Mar-19 Purchase 10,500 0.00 1,11,20,039 0.82
22-Mar-19 Purchase 7,984 0.00 1,11,28,023 0.82
29-Mar-19 Sale (2,22,011) (0.02) 1,09,06,012 0.80
31-Mar-19 Closing 1,09,06,012 0.80
VIRTUS VONTOBEL EMERGING MARKETS OPPORTUNITIES FUND

01-Apr-18 Opening 57,65,039 0.41
22-Jun-18 Sale (1,47,843) (0.01) 56,17,196 0.40
Book 1.indb 75 04-Jul-19 8:47:38 PM

Shareholding
the year
27-Jun-18 Purchase 2,30,724 0.02 58,47,920 0.42
28-Jun-18 Purchase 15,10,413 0.11 73,58,333 0.53
11-Jul-18 Purchase 6,75,706 0.05 80,34,039 0.58
12-Jul-18 Purchase 7,54,340 0.05 87,88,379 0.63
13-Jul-18 Purchase 5,29,219 0.04 93,17,598 0.67
16-Jul-18 Purchase 5,75,519 0.04 98,93,117 0.71
17-Jul-18 Purchase 6,27,876 0.05 1,05,20,993 0.76
18-Jul-18 Purchase 1,17,776 0.01 1,06,38,769 0.76
19-Jul-18 Purchase 1,86,951 0.01 1,08,25,720 0.78
20-Jul-18 Purchase 2,35,018 0.02 1,10,60,738 0.79
01-Aug-18 Sale (1,10,60,738) (0.79) - -
02-Aug-18 Purchase 1,10,60,738 0.79 1,10,60,738 0.79
21-Aug-18 Sale (2,19,985) (0.02) 1,08,40,753 0.78
23-Aug-18 Sale (40,529) 0.00 1,08,00,224 0.78
17-Sep-18 Sale (88,411) (0.01) 1,07,11,813 0.77
19-Oct-18 Sale (1,07,850) (0.01) 1,06,03,963 0.78
02-Nov-18 Sale (1,48,078) (0.01) 1,04,55,885 0.77
16-Nov-18 Purchase 11,27,997 0.08 1,15,83,882 0.85
10-Dec-18 Sale (64,607) 0.00 1,15,19,275 0.85
11-Dec-18 Sale (74,284) (0.01) 1,14,44,991 0.84
12-Dec-18 Sale (2,73,898) (0.02) 1,11,71,093 0.82
17-Dec-18 Sale (1,12,361) (0.01) 1,10,58,732 0.82
18-Dec-18 Sale (88,087) (0.01) 1,09,70,645 0.81
19-Dec-18 Sale (1,05,564) (0.01) 1,08,65,081 0.80
20-Dec-18 Sale (79,808) (0.01) 1,07,85,273 0.80
31-Dec-18 Sale (1,19,304) (0.01) 1,06,65,969 0.79
04-Jan-19 Sale (1,05,053) (0.01) 1,05,60,916 0.78
31-Mar-19 Closing 1,05,60,916 0.78
SBI MUTUAL FUND

01-Apr-18 Opening 1,46,44,444 1.05
06-Apr-18 Sale (8,013) 0.00 1,46,36,431 1.05
13-Apr-18 Purchase 11,149 0.00 1,46,47,580 1.05
20-Apr-18 Sale (2,30,276) (0.02) 1,44,17,304 1.04
27-Apr-18 Purchase 2,131 0.00 1,44,19,435 1.04
04-May-18 Sale (3,28,149) (0.02) 1,40,91,286 1.01
10-May-18 Sale (1,59,360) (0.01) 1,39,31,926 1.00
11-May-18 Purchase 10,574 0.00 1,39,42,500 1.00
18-May-18 Purchase 37,901 0.00 1,39,80,401 1.00
21-May-18 Purchase 10,052 0.00 1,39,90,453 1.00
22-May-18 Sale (13,869) 0.00 1,39,76,584 1.00
23-May-18 Purchase 10,477 0.00 1,39,87,061 1.00
24-May-18 Purchase 6,177 0.00 1,39,93,238 1.00
25-May-18 Purchase 8,591 0.00 1,40,01,829 1.01
28-May-18 Purchase 5,486 0.00 1,40,07,315 1.01
29-May-18 Purchase 8,101 0.00 1,40,15,416 1.01
30-May-18 Purchase 7,224 0.00 1,40,22,640 1.01
31-May-18 Purchase 5,263 0.00 1,40,27,903 1.01
01-Jun-18 Purchase 4,866 0.00 1,40,32,769 1.01
04-Jun-18 Purchase 5,040 0.00 1,40,37,809 1.01
Book 1.indb 76 04-Jul-19 8:47:38 PM

Shareholding
the year
05-Jun-18 Purchase 9,012 0.00 1,40,46,821 1.01
06-Jun-18 Purchase 5,254 0.00 1,40,52,075 1.01
07-Jun-18 Purchase 6,295 0.00 1,40,58,370 1.01
08-Jun-18 Purchase 3,479 0.00 1,40,61,849 1.01
11-Jun-18 Purchase 5,112 0.00 1,40,66,961 1.01
12-Jun-18 Purchase 8,165 0.00 1,40,75,126 1.01
13-Jun-18 Purchase 4,473 0.00 1,40,79,599 1.01
14-Jun-18 Purchase 2,472 0.00 1,40,82,071 1.01
15-Jun-18 Purchase 6,299 0.00 1,40,88,370 1.01
18-Jun-18 Purchase 4,327 0.00 1,40,92,697 1.01
19-Jun-18 Sale (1,68,606) (0.01) 1,39,24,091 1.00
20-Jun-18 Purchase 5,822 0.00 1,39,29,913 1.00
21-Jun-18 Purchase 3,087 0.00 1,39,33,000 1.00
22-Jun-18 Purchase 5,325 0.00 1,39,38,325 1.00
25-Jun-18 Purchase 5,041 0.00 1,39,43,366 1.00
26-Jun-18 Purchase 266 0.00 1,39,43,632 1.00
27-Jun-18 Purchase 4,970 0.00 1,39,48,602 1.00
28-Jun-18 Sale (4,02,793) (0.03) 1,35,45,809 0.97
29-Jun-18 Sale (1,15,488) (0.01) 1,34,30,321 0.96
02-Jul-18 Sale (2,46,383) (0.02) 1,31,83,938 0.95
03-Jul-18 Purchase 14,226 0.00 1,31,98,164 0.95
04-Jul-18 Sale (68,312) 0.00 1,31,29,852 0.94
05-Jul-18 Sale (1,27,857) (0.01) 1,30,01,995 0.93
06-Jul-18 Sale (2,62,645) (0.02) 1,27,39,350 0.91
11-Jul-18 Sale (14,60,013) (0.10) 1,12,79,337 0.81
12-Jul-18 Sale (2,46,701) (0.02) 1,10,32,636 0.79
13-Jul-18 Sale (97,657) (0.01) 1,09,34,979 0.79
16-Jul-18 Sale (4,91,764) (0.04) 1,04,43,215 0.75
17-Jul-18 Purchase 4,240 0.00 1,04,47,455 0.75
18-Jul-18 Purchase 6,248 0.00 1,04,53,703 0.75
19-Jul-18 Purchase 4,963 0.00 1,04,58,666 0.75
20-Jul-18 Purchase 4,686 0.00 1,04,63,352 0.75
23-Jul-18 Purchase 5,112 0.00 1,04,68,464 0.75
24-Jul-18 Purchase 4,899 0.00 1,04,73,363 0.75
25-Jul-18 Purchase 4,921 0.00 1,04,78,284 0.75
26-Jul-18 Purchase 7,739 0.00 1,04,86,023 0.75
27-Jul-18 Purchase 3,381 0.00 1,04,89,404 0.75
30-Jul-18 Purchase 568 0.00 1,04,89,972 0.75
31-Jul-18 Purchase 4,92,830 0.04 1,09,82,802 0.79
01-Aug-18 Sale (1,09,82,802) (0.79) - -
02-Aug-18 Purchase 1,09,98,422 0.79 1,09,98,422 0.79
03-Aug-18 Purchase 4,118 0.00 1,10,02,540 0.79
06-Aug-18 Purchase 819 0.00 1,10,03,359 0.79
07-Aug-18 Purchase 12,249 0.00 1,10,15,608 0.79
08-Aug-18 Purchase 12,422 0.00 1,10,28,030 0.79
09-Aug-18 Purchase 3,695 0.00 1,10,31,725 0.79
10-Aug-18 Purchase 13,773 0.00 1,10,45,498 0.79
13-Aug-18 Purchase 4,118 0.00 1,10,49,616 0.79
14-Aug-18 Purchase 4,263 0.00 1,10,53,879 0.79
16-Aug-18 Purchase 5,147 0.00 1,10,59,026 0.79
Book 1.indb 77 04-Jul-19 8:47:38 PM

Shareholding
the year
20-Aug-18 Purchase 4,260 0.00 1,10,63,286 0.79
21-Aug-18 Purchase 5,013 0.00 1,10,68,299 0.79
23-Aug-18 Purchase 10,650 0.00 1,10,78,949 0.80
24-Aug-18 Purchase 15,397 0.00 1,10,94,346 0.80
27-Aug-18 Purchase 6,248 0.00 1,11,00,594 0.80
31-Aug-18 Sale (75,983) (0.01) 1,10,24,611 0.79
03-Sep-18 Purchase 11,859 0.00 1,10,36,470 0.79
04-Sep-18 Purchase 5,39,659 0.04 1,15,76,129 0.83
05-Sep-18 Purchase 4,42,053 0.03 1,20,18,182 0.86
06-Sep-18 Purchase 13,632 0.00 1,20,31,814 0.86
07-Sep-18 Purchase 13,885 0.00 1,20,45,699 0.87
10-Sep-18 Purchase 9,159 0.00 1,20,54,858 0.87
11-Sep-18 Purchase 16,005 0.00 1,20,70,863 0.87
12-Sep-18 Purchase 12,783 0.00 1,20,83,646 0.87
14-Sep-18 Sale (1,35,374) (0.01) 1,19,48,272 0.86
17-Sep-18 Purchase 13,229 0.00 1,19,61,501 0.86
18-Sep-18 Purchase 12,212 0.00 1,19,73,713 0.86
19-Sep-18 Purchase 9,647 0.00 1,19,83,360 0.86
21-Sep-18 Purchase 4,361 0.00 1,19,87,721 0.86
25-Sep-18 Purchase 12,969 0.00 1,20,00,690 0.86
26-Sep-18 Purchase 10,770 0.00 1,20,11,460 0.86
27-Sep-18 Purchase 6,958 0.00 1,20,18,418 0.86
28-Sep-18 Sale (43,713) 0.00 1,19,74,705 0.86
05-Oct-18 Purchase 31,561 0.00 1,20,06,266 0.86
12-Oct-18 Purchase 49,844 0.00 1,20,56,110 0.89
19-Oct-18 Purchase 19,330 0.00 1,20,75,440 0.89
26-Oct-18 Purchase 7,77,044 0.06 1,28,52,484 0.95
31-Oct-18 Purchase 31,595 0.00 1,28,84,079 0.95
02-Nov-18 Purchase 20,855 0.00 1,29,04,934 0.95
09-Nov-18 Purchase 29,141 0.00 1,29,34,075 0.95
16-Nov-18 Purchase 1,45,883 0.01 1,30,79,958 0.96
20-Nov-18 Purchase 7,556 0.00 1,30,87,514 0.97
21-Nov-18 Purchase 7,350 0.00 1,30,94,864 0.97
22-Nov-18 Purchase 9,380 0.00 1,31,04,244 0.97
26-Nov-18 Purchase 23,598 0.00 1,31,27,842 0.97
27-Nov-18 Purchase 486 0.00 1,31,28,328 0.97
28-Nov-18 Purchase 8,120 0.00 1,31,36,448 0.97
29-Nov-18 Purchase 1,466 0.00 1,31,37,914 0.97
30-Nov-18 Purchase 350 0.00 1,31,38,264 0.97
03-Dec-18 Purchase 60,270 0.00 1,31,98,534 0.97
04-Dec-18 Sale (2,327) 0.00 1,31,96,207 0.97
05-Dec-18 Purchase 280 0.00 1,31,96,487 0.97
06-Dec-18 Purchase 1,070 0.00 1,31,97,557 0.97
07-Dec-18 Sale (7,148) 0.00 1,31,90,409 0.97
10-Dec-18 Sale (11,647) 0.00 1,31,78,762 0.97
11-Dec-18 Sale (11,851) 0.00 1,31,66,911 0.97
12-Dec-18 Purchase 461 0.00 1,31,67,372 0.97
13-Dec-18 Sale (2,804) 0.00 1,31,64,568 0.97
14-Dec-18 Purchase 1,303 0.00 1,31,65,871 0.97
17-Dec-18 Purchase 908 0.00 1,31,66,779 0.97
Book 1.indb 78 04-Jul-19 8:47:38 PM

Shareholding
the year
18-Dec-18 Purchase 5,670 0.00 1,31,72,449 0.97
19-Dec-18 Purchase 12,415 0.00 1,31,84,864 0.97
20-Dec-18 Purchase 5,314 0.00 1,31,90,178 0.97
21-Dec-18 Purchase 2,710 0.00 1,31,92,888 0.97
24-Dec-18 Sale (12,07,367) (0.09) 1,19,85,521 0.88
26-Dec-18 Purchase 20,70,067 0.15 1,40,55,588 1.04
27-Dec-18 Sale (1,359) 0.00 1,40,54,229 1.04
28-Dec-18 Sale (1,04,908) (0.01) 1,39,49,321 1.03
31-Dec-18 Purchase 13,618 0.00 1,39,62,939 1.03
01-Jan-19 Purchase 18,692 0.00 1,39,81,631 1.03
02-Jan-19 Purchase 16,855 0.00 1,39,98,486 1.03
03-Jan-19 Purchase 28,622 0.00 1,40,27,108 1.03
04-Jan-19 Purchase 17,596 0.00 1,40,44,704 1.04
07-Jan-19 Purchase 19,054 0.00 1,40,63,758 1.04
08-Jan-19 Purchase 35,337 0.00 1,40,99,095 1.04
09-Jan-19 Purchase 18,058 0.00 1,41,17,153 1.04
10-Jan-19 Purchase 17,072 0.00 1,41,34,225 1.04
11-Jan-19 Purchase 16,143 0.00 1,41,50,368 1.04
14-Jan-19 Purchase 15,633 0.00 1,41,66,001 1.04
15-Jan-19 Purchase 13,932 0.00 1,41,79,933 1.05
16-Jan-19 Purchase 8,290 0.00 1,41,88,223 1.05
18-Jan-19 Purchase 33,947 0.00 1,42,22,170 1.05
25-Jan-19 Purchase 78,684 0.01 1,43,00,854 1.05
01-Feb-19 Purchase 83,757 0.01 1,43,84,611 1.06
06-Feb-19 Purchase 62,061 0.00 1,44,46,672 1.07
08-Feb-19 Purchase 28,383 0.00 1,44,75,055 1.07
15-Feb-19 Purchase 46,529 0.00 1,45,21,584 1.07
22-Feb-19 Purchase 45,536 0.00 1,45,67,120 1.07
01-Mar-19 Purchase 86,396 0.01 1,46,53,516 1.08
08-Mar-19 Purchase 77,923 0.01 1,47,31,439 1.09
15-Mar-19 Purchase 6,00,366 0.04 1,53,31,805 1.13
22-Mar-19 Purchase 34,073 0.00 1,53,65,878 1.13
29-Mar-19 Sale (1,09,587) (0.01) 1,52,56,291 1.12
31-Mar-19 Closing 1,52,56,291 1.12
ARTISAN INTERNATIONAL VALUE FUND

01-Apr-18 Opening 2,06,00,398 1.48
27-Apr-18 Sale (3,66,774) (0.03) 2,02,33,624 1.45
01-Aug-18 Sale (2,02,33,624) (1.45) - -
02-Aug-18 Purchase 2,02,33,624 1.45 2,02,33,624 1.45
26-Oct-18 Sale (2,14,173) (0.02) 2,00,19,451 1.48
09-Nov-18 Sale (1,57,145) (0.01) 1,98,62,306 1.46
20-Dec-18 Purchase 2,52,179 0.02 2,01,14,485 1.48
21-Dec-18 Purchase 4,62,387 0.03 2,05,76,872 1.52
24-Dec-18 Purchase 1,94,580 0.01 2,07,71,452 1.53
29-Mar-19 Sale (1,53,664) (0.01) 2,06,17,788 1.52
31-Mar-19 2,06,17,788 1.52
STICHTING DEPOSITARY APG EMERGING MARKETS EQUITY POOL

01-Apr-18 Opening 68,46,597 0.49
06-Apr-18 Purchase 1,95,410 0.01 70,42,007 0.51
Book 1.indb 79 04-Jul-19 8:47:38 PM

Shareholding
the year
13-Apr-18 Purchase 11,610 0.00 70,53,617 0.51
20-Apr-18 Purchase 61,096 0.00 71,14,713 0.51
04-May-18 Purchase 93,161 0.01 72,07,874 0.52
10-May-18 Sale (1,06,370) (0.01) 71,01,504 0.51
21-May-18 Purchase 3,250 0.00 71,04,754 0.51
22-May-18 Sale (4,24,000) (0.03) 66,80,754 0.48
25-May-18 Purchase 11,967 0.00 66,92,721 0.48
01-Jun-18 Purchase 9,508 0.00 67,02,229 0.48
21-Jun-18 Purchase 24,197 0.00 67,26,426 0.48
30-Jul-18 Purchase 10,972 0.00 67,37,398 0.48
01-Aug-18 Sale (67,37,398) (0.48) - -
02-Aug-18 Purchase 67,37,398 0.48 67,37,398 0.48
09-Aug-18 Purchase 41,320 0.00 67,78,718 0.49
13-Aug-18 Purchase 26,552 0.00 68,05,270 0.49
21-Aug-18 Purchase 31,691 0.00 68,36,961 0.49
24-Aug-18 Purchase 44,367 0.00 68,81,328 0.49
12-Sep-18 Purchase 6,01,731 0.04 74,83,059 0.54
14-Sep-18 Purchase 6,72,024 0.05 81,55,083 0.59
17-Sep-18 Purchase 2,24,102 0.02 83,79,185 0.60
18-Sep-18 Purchase 7,52,517 0.05 91,31,702 0.66
19-Sep-18 Purchase 4,05,497 0.03 95,37,199 0.68
21-Sep-18 Purchase 2,59,127 0.02 97,96,326 0.70
25-Sep-18 Purchase 10,50,496 0.08 1,08,46,822 0.78
26-Sep-18 Purchase 2,54,018 0.02 1,11,00,840 0.80
05-Oct-18 Purchase 34,271 0.00 1,11,35,111 0.80
12-Oct-18 Purchase 4,40,690 0.03 1,15,75,801 0.85
19-Oct-18 Sale (6,64,191) (0.05) 1,09,11,610 0.80
26-Oct-18 Purchase 1,45,422 0.01 1,10,57,032 0.82
31-Oct-18 Purchase 78,000 0.01 1,11,35,032 0.82
02-Nov-18 Purchase 2,27,159 0.02 1,13,62,191 0.84
21-Nov-18 Purchase 1,37,395 0.01 1,14,99,586 0.85
26-Nov-18 Purchase 3,250 0.00 1,15,02,836 0.85
29-Nov-18 Purchase 34,669 0.00 1,15,37,505 0.85
14-Dec-18 Sale (2,560) 0.00 1,15,34,945 0.85
20-Dec-18 Purchase 32,190 0.00 1,15,67,135 0.85
10-Jan-19 Sale (19,065) 0.00 1,15,48,070 0.85
15-Jan-19 Sale (1,46,428) (0.01) 1,14,01,642 0.84
16-Jan-19 Sale (74,439) (0.01) 1,13,27,203 0.84
18-Jan-19 Sale (22,557) 0.00 1,13,04,646 0.83
25-Jan-19 Sale (43,766) 0.00 1,12,60,880 0.83
01-Feb-19 Sale (2,37,758) (0.02) 1,10,23,122 0.81
06-Feb-19 Purchase 2,19,556 0.02 1,12,42,678 0.83
15-Feb-19 Sale (1,32,000) (0.01) 1,11,10,678 0.82
22-Feb-19 Purchase 1,96,800 0.01 1,13,07,478 0.83
01-Mar-19 Sale (5,13,720) (0.04) 1,07,93,758 0.80
08-Mar-19 Purchase 1,11,290 0.01 1,09,05,048 0.80
22-Mar-19 Sale (81,251) (0.01) 1,08,23,797 0.80
29-Mar-19 Sale (3,79,004) (0.03) 1,04,44,793 0.77
31-Mar-19 Closing 1,04,44,793 0.77
Book 1.indb 80 04-Jul-19 8:47:38 PM

FORM NO. AOC-2
(Pursuant to clause (h) of sub-section (3) of Section 134 of the Companies Act, 2013 and Rule 8(2) of the
Companies (Accounts) Rules, 2014
Form for disclosure of particulars of contracts / arrangements entered into by the Company with related parties referred
to in sub-section (1) of Section 188 of the Companies Act, 2013 including certain arm’s length transactions under third
proviso thereto.
1. Details of contracts or arrangements or transactions not at arm’s length basis
During the financial year ended March 31, 2019, HCL Technologies Limited (‘HCLT’) has not entered into any contract or
arrangement or transaction with its related parties which is not at arm’s length.
2. Details of material contracts or arrangement or transactions at arm’s length basis
a) Name(s) of the related party and nature of relationship
HCL America Inc. (‘HCLA’), a wholly-owned step-down subsidiary of the Company in the United States of America.
b) Nature of contracts / arrangements / transactions
Rendering / obtaining of services, product sales and other miscellaneous income.
c) Duration of the contracts / arrangements / transactions
Ongoing.
d) Salient terms of the contracts or arrangements or transactions including the value, if any:
HCLT shall (i) provide IT / ITES services to the existing and new clients of HCLA including various support and general
administrative services as may be required from time to time; (ii) HCLA shall provide IT / ITES services including
sales and marketing support services to HCLT; (iii) both the parties shall diligently perform their respective obligation
under the contracts in timely manner and provide services in accordance with the work order issued by the customer;
(iv) both the parties shall submit invoices on timely basis for the services provided for each project to each other as per the
terms of contract and promptly pay the same; (v) be responsible for all the expenses incurred in connection with providing
its services; and (vi) comply with the local, state and federal laws and regulations applicable while providing services.
The total value of transactions entered into with HCLA during the period from April 1, 2018 to March 31, 2019
is `6,493.20 crore.
e) Date(s) of approval by the Board, if any:
Not applicable, since the contract was entered into in the ordinary course of business and on arm’s length basis.
f) Amount paid as advances, if any:
Nil.
SHIV NADAR
Date: May 9, 2019
Book 1.indb 81 04-Jul-19 8:47:38 PM

Book 1.indb 82
ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES
1. A brief outline of the Company’s CSR policy, including overview of projects or programs proposed to be undertaken and a reference to the web-link
to the CSR policy and projects or programs.
The objective of the CSR policy (the “Policy”) of the Company is to lay down guidelines for proper execution of CSR activities of the Company so as to support
the sustainable development of the society. The Company has set up HCL Foundation to focus on the CSR activities of the Company. The CSR activities,
projects and programmes undertaken by the Company shall be those as approved by the CSR committee and are covered under the areas set out in Schedule
VII of the Companies Act, 2013. The Company is doing CSR expenditure in Education, Infrastructure, Women Development, Health, Environment Sustainability,
Benefit of Armed Forces, Promoting Gender Equality and Disaster Management. Details of the Policy are on the website of the Company at https://www.hcltech.
com/investors/governance-policies.
2. The composition of the CSR Committee.
CSR Committee comprises of Ms. Roshni Nadar Malhotra (Chairperson), Mr. Shiv Nadar and Mr. S.Madhavan.
3. Average net profit of the Company for last three financial years. ` 7,212.27 crore
4. Prescribed CSR Expenditure (two per cent of the amount as in item 3 above) ` 144.25 crore
5. Details of CSR spent during the financial year
(a) Total amount to be spent for the financial year: ` 144.25 crore
(b) Amount unspent, if any; ` 18.80 crore
(c) Manner in which the amount spent during the financial year is detailed below.
04-Jul-19 8:47:38 PM
Projects or
Book 1.indb 83
Amount spent
Programs
Amount on the projects Cumulative
(1) Local area or Amount spent
outlay or programs expenditure
other Direct or through
Sl. CSR Project - NGO Partner / Direct (budget) sub-heads upto the
Sector (2) specify the implementing
No Implementation project or (1) Direct reporting
state and district agency
program wise expenditure period
where projects or (` / crore)
(` / crore) (2) Overheads (` / crore)
programs
(` / crore)
was undertaken
1 Kochi Biennale Foundation Improving the arts Kochi 0.49 0.33 0.33 Through Implementing
and culture Agency
2 Ankur Yuva Chetna Shivir, Aram Foundation Improving the quality Lucknow, 19.35 19.35 19.35 Through Implementing
Charitable Trust, Bhumi, Bodh Shiksha Samiti, of education Coimbatore, Agency
Childhood Enhancement Through Training Chennai, Noida,
and Action, Community Aid and Sponsorship Hyderabad,
Programme, Divya Disha, Don Bosco AnbuIllam, Pali, Bihar,
Foundation for Education and Development, Uttar Pradesh,
Going to School, Hope Foundation, Jnana Jharkhand, Nagpur,
Prabodhini Sadashiv Path, Katha, Manavodaya, Kolkata, Bangalore,
Masoom, Mukti Rehabilitation Centre, Myrada, Madurai
Oferr-Organisation for Eelam Refugees-
Rehabilitation, Ramakrishna Vivekananda
Mission, Rasta, Reaching Hand, Rural
Development Council, Saksham Trust, Society for
Educational Improvement and Innovation, Society
for Educational Welfare and Economic (Seed),
Socio Economic Development Trust, Sparc-
India, Srijan Foundation, Study Hall Educational
Foundation, The Kutumb Foundation and United
Way of Delhi
3 Mamta Health Institute for Mother & Child, Improving the health Chennai, Noida and 2.73 2.73 2.73 Through Implementing
Agragami India care and education Lucknow Agency
4 Ramakrishna Mission Students Home, Aide Et Improving the Chennai, Noida, 11.16 9.46 9.46 Through Implementing
Action (India), After school coaching centers, Skill quality of education Delhi, Madurai and Agency and Through
Development Training, IT Labs, Health Care and and livelihood Bangalore HCL Foundation
sanitation enhancement
5 National Institute Of Women Child & Youth Livelihood Nagpur, Lucknow, 2.75 2.75 2.75 Through Implementing
Developme, Noida Deaf Society, Self Employed enhancement Noida, Hyderabad, Agency
Women’s Association, Society for Development Programme Delhi
Alternative, Society of Public Safety & Habitat
Management, Aroha Multipurpose Society, Bright
Light Society, Centum Foundation, EFRAH, India
Vision Foundation
6 Bro Siga Social Service Guild Providing Early Chennai and 0.66 0.66 0.66 Through Implementing
Childhood Care & Madurai Agency
Development (ECCD)
04-Jul-19 8:47:38 PM
Book 1.indb 84
Projects or
Amount spent
Programs
programs
(` / crore)
was undertaken
7 Pravah My scholar Noida and Chennai 0.50 0.50 0.50 Through Implementing
Agency
8 Brookings Institution India Center, Child In Need Health care and Noida, West 9.67 9.38 9.38 Through Implementing
Institute, Community Health Education Society, medical facilities Bengal, Chennai, Agency
Desire Society, Ekjut, Family Planning Association Hyderabad,
of India, George Institute for Global Health, Goyal Jharkhand,
Trust, Gramoday Samajik Sansthan, Institute Vijayawada, Tamil
of Health Management Research, Jaldhaara Nadu, Lucknow,
Foundation, M S Chellamuthu Trust, Mobile Bangalore, Nagpur,
Creches for Working Mothers Child, Pandit Madurai, Kashmir
Deendayal Upadhyay Institute Of Medical, Saint
Hardayal Educational And Orphans Welfare
Society, Save the Childeren, She Hope Society
for Women Enterpreneurs, SIP Memorial Trust,
Sneha Care Home, Society for Community Health
Awareness Research & Action, Sustainable
Healthcare Advancement Trust (Suham), The
Banyan, Vatsalya, Youth Health Mela and Cancer
Institute (Wia)
9 Vasavya Mahila Mandali Ensure Women Vijayawada 0.43 0.43 0.43 Through Implementing
Safety & Dignity Agency
10 Project Samuday - a rural development program, Rural Development Hardoi (Uttar 124.20 66.41 66.41 Through HCL
working across agriculture, education, health, Pradesh) Foundation
infrastructure, livelihood and water and sanitation
& hygiene (WASH); Currently implemented
in three blocks – Kachhauna, Behender and
Kothawan – in Uttar Pradesh HCL Samuday
is operational in 765 villages from 164 Gram
Panchayats, comprising of 90,000 households
and impacting around 600,000 people.
11 WASHI Water, sanitation and Noida, Chennai, 2.71 2.71 2.71 Through Implementing
Hygiene Madurai Agency
04-Jul-19 8:47:38 PM
Projects or
Book 1.indb 85
Amount spent
Programs
programs
(` / crore)
was undertaken
12 Blue Cross of India, Care Earth, Development of Environment Chennai, 6.67 6.29 6.29 Through Implementing
Humane Action Foundation (Dhan), Foundation for Protection Coimbatore, Agency
Ecological Security, Give Me Trees Trust, Indian Madurai, Gujarat,
National Trust of Art and Culture Haritage, Secmol Rajasthan,
University Wing, Siruthuli, Tarun Bharat Sangh and Karnataka, Noida,
United Way of Banglore Leh - Ladakh,
Jharkhand,
Bangalore
13 Keystone Foundation Enable a holistic Nilgiris 0.98 0.98 0.98 Through Implementing
landscape based Agency
approach to
conserve and
restore designated
landscapes of the
Nilgiri Biosphere
Reserve (NBR).
14 Care India Solutions for Sustainable Development, Disaster relief Kerala, Assam, 2.24 2.24 2.24 Through Implementing
Caritas India, Eleutheros Christian Society, Oxfam rehabilitation project Nagaland Agency
India and Wildlife Trust Of India
15 Grant Selection Process and Power of One Screening for 5.99 4.42 4.42 Through HCL
Grant Awardees Foundation
and Screening for
Scholarships
16 Overhead expenses Administration 0.40 0.26 0.26 Through HCL
expenses Foundation
17 Consultancy Expenses Consultancy 1.49 0.60 0.60 Through HCL
Expenses Foundation
Total Expenditure 192.41 129.50 129.50
Notes:
The Company undertakes CSR activities through HCL Foundation, a Trust established by the Company and through implementing agencies. During the year, the Company has
contributed ` 125.45 crore for CSR activities. The Trust, apart from Company’s contribution, also collected CSR contribution from other Group Companies to the extent of ` 2.28
crore, employee contribution (including Power of One) amounting ` 1.18 crore and earned interest of ` 0.19 crore on savings bank account. The total amount spent towards CSR
and other charitable activities during the year was ` 129.50 crore. The Cash balances as on April 1, 2018 and March 31, 2019 with HCL Foundation were ` 3.80 crore and ` 3.41
crore respectively.
04-Jul-19 8:47:38 PM
6. The reason for not spending the prescribed amount for CSR (two per cent of the average net profit of the last three financial years or any part thereof)
Book 1.indb 86
is:
The Company has primarily identified various critical segments in the domains of rural and urban development, such as education, health, livelihood, art
and culture and environment sustainability, including systemic reforms in agriculture and infrastructure development. The CSR agenda of the Company also
includes disaster response and rehabilitation. The Company undertakes its CSR activities through HCL Foundation which is a charitable trust established by the
Company. It is the intention of the Company that the stated objectives of its Policy are carried out in letter and spirit and for these reasons, the Company’s CSR
initiatives have been identified, funded and monitored with a view to create a long-term and sustainable impact.
HCL Foundation has rolled out three key flagship programs: HCL Samuday - a rural development program, working across agriculture, education, health,
infrastructure, livelihood and water and sanitation and hygiene (WASH); HCL Uday - an urban development program impacting underprivileged communities
including migrant workers and displaced people living in urban slums; and HCL Grant - a program which enables sustainable rural development by supporting
NGOs doing path-breaking work across India in the thematic categories of environment, education and health. The NGO partners work with HCL Uday and HCL
Grant on the respective thematic areas as mentioned in the table above.
HCL Foundation works very closely with the State Government in its development projects and also has MOU signed with the UP Government. Through its
joint efforts, it helps the Government to channelize its social and development schemes in chosen areas more effectively and efficiently which have a significant
positive impact on the outcome. Though this reduces the outlay by HCL Foundation to some extent but it is made sure that the funds are utilized in the most
diligent and productive manner.
Some of the capital projects undertaken by HCL Foundation have a long gestation period due to technical complexities, stringent procurement process,
requirement of land from the government and community participation issues. Accordingly, the Company has spent ` 125.45 crore on CSR activities during the
year, which is nearly 87% of the total amount which the Company was required to spend on CSR.
The CSR spending by your Company has been exponentially increasing year on year, through development models that bring about lasting change in the lives
of marginalized communities. To substantiate, the CSR spending in financial year 2016-17 increased by over 250% from financial year 2015-16 and further
increased in financial year 2017-18 by over 133% from financial year 2016-17. Even in the current financial year 2018-19, the spending has increased by over
35% from financial year 2017-18.
As a socially responsible company, your Company is committed to continuously look for avenues to spend that could have a social impact and the CSR spending
by the Company would further increase in the coming years.
7. A responsibility statement of the CSR Committee that the implementation and monitoring of CSR Policy, is in compliance with CSR objectives and
Policy of the Company.
We hereby declare that implementation and monitoring of the CSR policy are in compliance with CSR objectives and policy of the Company.
C. Vijayakumar Roshni Nadar Malhotra

President & Chief Executive Officer Chairperson, Corporate Social Responsibility Committee

Date: May 9, 2019
04-Jul-19 8:47:38 PM
ANNEXURE 5 TO THE DIRECTORS’ REPORT
Particulars pursuant to Section 134 (m) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014
a) CONSERVATION OF ENERGY AND WATER of absolute energy consumption during the year and
also helped to reduce 360 tCO2e* (Ton of Carbon
Renew Ecosystem
Emission) of carbon footprint.
As a responsible corporate, we believe that we have got
4. Effective Utilization of Lighting
accountability to the future and an imperative role to play
in addressing global energy challenges, climate change LED lights are being used in all areas including ODCs
and environmental sustainability. The Company has made and common areas as well as the basements in all
a commitment to conserve the environment by adopting major campuses. Motion sensors which is operated
the “Go Green Initiatives” and being responsible for energy based on occupancy and movement along with
management in its area of operations and perform energy daylight harvesting feature have also been installed in
efficiency by consuming energy in an efficient, economical these areas which result in optimum usage of lights
and environment friendly manner throughout all its and results in energy saving.
premises.
Energy savings accrued during the year towards
The initiatives and good practices as adopted by the “efficient lighting controls” led to the saving of 2,642
Company during the financial year 2018-19 are described MWh of absolute energy consumption which helped
below: to reduce carbon footprint of 2,167 tCO2e* (Ton of
Carbon Emission).
1. Renewable Power Purchase
5. Voltage Optimisation
In continuation with our commitment to reduce “carbon
footprint”, we have procured renewable power equal to The line voltage plays a major role on operating
18,969 MWh for our major campuses during the year. efficiency and power factor. The supply voltage is
The source of this power was Wind, Solar and Hydel adjusted with the help of tap position in the transformer
based electricity. This much of Green Power Purchase to optimize the power consumption in lightly loaded
has enabled the organisation to reduce carbon footprint electrical systems. This helped to save 131 MWh of
of 15,555 tCO2* (Ton of Carbon Emission) over the absolute energy consumption during the year in NCR
other available power resources like Grid and Captive. which reduced 107 tCO2e* (Ton of Carbon Emission)
of carbon footprint.
2. Chiller and AHU Operational Performance
Improvement 6. Lift Operations optimization
Effective operation of chillers and AHUs in all major Revised operating schedule of lifts during week
facilities helped the Company to save energy of 3,037 days and weekends in major campuses undertaken.
MWh during the year, and also helped to reduce carbon This helped to save 44 MWh of absolute energy
footprint of 2,490 tCO2* (Ton of Carbon Emission). consumption during the year and reduce 36 tCO2e*
(Ton of Carbon Emission) of carbon footprint.
Water cooled chillers are installed at most locations
which consume lesser power than air cooled chillers, 7. Solar Water Heating
only in water deficit areas air cooled chillers are
Solar Hot water system of 250 LPD capacity installed
installed. VFDs (variable frequency drives) are also
this year at one of the Madurai region facilities in the
being used in AHUs which result in lower power
month of Feb’19 and helped to conserve 425 kWh of
consumption by regulating the frequency of the motor
electric energy required from conventional heating
depending on the return air temperature which is an
(Electric Heater) to Heat water.
indicator of the occupancy and heat load.
8. Water Conservation
3. Effective Utilization of UPS
Rain water collection and usage and use of aerators
Effective utilization of our existing UPS systems
in hand wash taps led to the conservation of ground
by increasing their efficiency through shut down
water of 20,660 KL during the year.
of overcapacity UPSs at two major locations (i.e.
Bangalore and Chennai) led to saving of 438 MWh
Book 1.indb 87 04-Jul-19 8:47:38 PM

A summary of above mentioned operational efficiency related interventions is tabulated as below: -
Sl. FY18-19 Carbon Foot Water Saved

Intervention Particulars
No MWh / ML Print reduction (KL)
1 Renewable Power purchase 15,555
2 Chiller and AHU Operational Performance Improvement 3,037 2,490
3 Effective utilization of UPS 438 360
4 Effective utilization of lightings 2,642 2,167
5 Voltage optimization 131 107
6 Lift and STP Operations optimization 44 36
7 Solar water heater 0.40 0.33
8 Water conservation 20,660
Grand Total 6,292 20,715 20,660
b) TECHNOLOGY ABSORPTION, ADAPTATION AND has rolled out the Enterprise mobility + security suite
INNOVATION for our mobile workforce to securely utilize cloud based
productivity services. Employees now have more insights
The Company has made significant investments in Digital
on their work trends and collaboration patterns which helps
Transformation which is focused on building persona based
them in managing and optimizing their productivity.
Digital Solutions for Processes, Analytics and Workplace
of the future. The Company has built Digital Solutions to Improved Resilience and Security posture
bring operational efficiencies and reduce cycle time in the
area of talent management and development, talent supply Balance between managing industrial grade enterprise
chain Optimization and increase collaboration to foster security while providing consumer grade flexibility and user
innovation. experience to our millennial workforce is critical for our
operations, considering our scale, scope and diversity in
Key Platforms of Competitive Differentiation environment. With continued focus on IT baseline control
program and process adherence initiatives, the Company
An employee life cycles centric solution ‘emPower’ is
has further strengthened the security posture of complex
created for driving higher levels of engagement and
motivation among the employees. This is augmented by an heterogeneous business environment gearing towards
autobot ‘EVA’ to support the daily transaction requirements project level compliance adherence. This is also reflected
in a conversational mode. Earlier persona specific solutions in our improved scores (consistently in top 3 among peer
for sales, delivery and customer engagement were rolled group) as per the benchmarking done by independent
out and are being extensively used by employees. external security rating agencies.
Adoption of data visualization self-service solution has Security posture has been further improved with two
increased multifold and even senior leadership reviews pronged strategies. On one side, the Company has made
are now running out of this system as prediction and critical investments in next generation IT infrastructure
scenario building capabilities of the system have increased security initiatives like Network Access Control (NAC),
immensely. This solution was first rolled out last year for adaptive risk based authentication, Wireless IPS,
enabling actionable insights and decision support for senior Distributed Denial of Services (DDoS), deception and
management. Application landscape is being modernized has also worked towards higher availability of security
and moved towards an integrated modern infrastructure infrastructure. On another hand, the Company has worked
platform which will provide higher agility, load flexibility, on integrating the threat intelligence from various platforms
security and availability. to augment its capabilities in both proactive and reactive
deterrence. The Company has provided capabilities like
Digital Workplace for Future Privileged Access Management (PAM), enterprise mobility,
While the Company had adopted Office 365 productivity data classification and leak protection to empower our
suite as base stack for moving e-mail to cloud for all employees with improved delivery capabilities.
employee mailboxes with disaster recovery and archival c) RESEARCH AND DEVELOPMENT (“R&D”)
capabilities, new workloads / capabilities of Office 365 suite
for enhancing productivity and collaboration are rolled out (i) Specific areas in which R&D was carried out
with focused adoption strategy. Composite use cases were
a. Cochlear Implant Development
built around new gen collaboration capabilities of Microsoft
teams with features like teams BOT integration with service  The Cochlear Implant (CI) medical device is
desk and other applications. Additionally, the Company an advanced hearing aid which can restore
Book 1.indb 88 04-Jul-19 8:47:39 PM

hearing to patients where normal hearing aids ○ Helped global customers improve quality,
will not be effective. productivity and response times of their
internal autonomous driving programs.
 There are 360 Million people worldwide who
live with disabling hearing loss, of which 88 c. 5G Solutions
Million are in South Asia (India, Bangladesh,
 BluGenie – The Company’s framework
Nepal, Bhutan, Pakistan and Afghanistan).
Approximately 17 Million in South Asia could to manage architectural, functional and
benefit from CI. operational telco cloud requirements in a
unified way, solves business / automation
 This device consists of an external unit (that challenges of telecom operators and allied
goes behind the ear) and an internal unit industries for 5G core networks.
which is surgically implanted. It is expected
that this CI device will give significant benefits ○ Manages VNF lifecycle (develop, deliver,
to the hearing impaired at a highly affordable deploy, use, manage and retire), onboard
cost. VNFs on target NFVI and performs life
cycle automation.
 The key technologies used in this development
are digital signal processing techniques for ○ Creation and validation of network
sound processing, noise cancellation, stimuli services, handle multi-domain / hybrid
generation, RF power and data transfer, network services, adapters for various
low power technologies, and miniaturized orchestrator integration.
components – such as analog ASIC and RF ○ Micro-services based multi-tenant service
ASIC, electrodes and implant hardware. portal, TM Forum / MEF API northbound
b. Autonomous Vehicle Development for OSS / BSS integration, workflow
management.
 The aim of this initiative is to create solutions
and technologies for autonomous vehicles. A ○ Caters to both design and run-
gasoline sedan vehicle has been retrofitted time analytics use cases, cognitive
with automotive engineering technologies troubleshooting, experiential AI analytics
to make it a Level-3 autonomous vehicle. components for autonomic network
This vehicle is equipped with cameras and management.
sensors such as RADAR, LIDAR, satellite  Multi-Band mmWave Modems–
receivers from leading global technology
companies. ○ 5G multi-band modem combines E-band
high throughput with Microwave high
 The typical use cases implemented in this availability as flexibility is key to meet the
Level-3 vehicle demonstrators are: lane keep 5G Mobile transport requirements.
assist for curves and side lanes, vehicle and
obstacle detection, pedestrian detection, ○ Scalable to V-band, E-band and beyond.
traffic sign detection.
○ The multi-band modem supports
 Includes predefined path planning using high customization and integration of OEM
precision maps and high precision GPS. specific functions.
 Advanced sensor fusion algorithms have Benefits

been implemented to ensure that the car runs
in different environmental conditions. ○ Helped global customers launch solutions for
deploying 5G networks and solutions.
Benefits
Future Action Plan
○ Developed the Company’s solutions in
advanced platforms for autonomous vehicle ○ Continue to invest in technologies for
development. integrated 5G access points.
○ Helped global customers in faster development

of algorithms for different applications.
Book 1.indb 89 04-Jul-19 8:47:39 PM

d. Big Data Analytics Work bench  Test automation to generate automation test
scripts based on keywords for different types
 Analytics workbench to operationalize
of applications like web, desktop, mobile,
analytics faster.
embedded applications from test cases
 Includes methods to optimize different written using keywords.
lifecycle processes through data analytics
 OCR quality improvement and enhancement,
using machine learning, natural language
language additions.
processing, optimization, forecasting and
other data mining algorithms, includes video Benefits
analytics and log file analysis by tokenizing
and parsing, model monitoring post ○ Improved productivity, quality and initial
deployment and periodic redeployment. response time; usage of the company’s
IP to accelerate customer projects; cross
 Vertical specific analytic solutions built on top leveraged the company’s IPs to offer end to
of the Company’s analytical workbench. end solutions.
Future Action Plan ○ Provided single automation framework for
○ Work on new analytical use cases to geo-specific embedded application using
optimize product support / engineering such OCR.
as knowledge extraction, management and ○ A framework called ATSG has been
utilization, methods to identify defects early developed from extensive research which will:
in defect cycle, reduce troubleshooting time, increase productivity and reduce timelines in
utilizing knowledge available on different creating /modifying test automation scripts
languages, methods to help customers to in ongoing projects; provide value add in
solve their queries and issues via self-service. multiple customer propositions for competitive
○ R&D in prescriptive, cognitive analytics and advantage; enable testers without automation
federated learning. skills to develop automation scripts.
○ Automate more engineering activities Future Action Plan:

such as validating defect report, defect
○ To integrate the automation framework with
localization, process audit, etc. using
industry standard tools; enable ‘do-it-yourself’
cognitive technologies; prediction analytics
integration by exposing the APIS (application
on rotating equipment, fail safe systems; on-
program interface).
board edge analytics in analytics workbench
to operationalize edge analytics; service ○ Focus on non-functional testing by leveraging
enablement of analytics predictions; deep the Mode 3 products.
learning-based analytics.
○ Focus on test data generation to increase the
e. Automation for Hardware and Software accuracy of analytical insights and thereby
Testing, Sustenance and Support increase the scope of automation.
 Autonomous lifecycle platform based on e. Platforms Acceleration Suite (PAS)
analytics framework for test design, execution
and sustenance. BOT creation for Software  Platform Acceleration Suite (PAS) is a
Engineering Processes Automation (EPA) software platform that provides a robust
to optimize the core Software Development framework needed to build next-generation
Lifecycle (SDLC) activities with minimal skills software and services faster.
required.
 PAS brings together packaged application
 Distributed innovation in BOTS – Do-It- frameworks, re-usable software components,
Yourself cognitive and EPA BOTS; machine automation tools for developers and testers,
learning based knowledge BOTS; methods to architectural patterns and best practice
improve customer experience by automating templates that are required to accelerate
support processes via natural language software development.
BOTS, Q&A systems, multi-lingual knowledge
access.
Book 1.indb 90 04-Jul-19 8:47:39 PM

 PAS also enables remote device monitoring During the year, a substantial portion of the revenue of the
and control for medical devices. The PAS Company was derived from the exports.
cloud migration factory is used for cloud
The foreign exchange earned and spent by the Company
agnostic migration.
during the year under review is as follows:
Benefits (` in crore)
Year ended
○ Rapid application development in less time Particulars
which gives clients a competitive edge with March 31, 2019 March 31, 2018
significant margin improvements as well, Foreign exchange
22,892 19,275
especially in projects where IPs are leveraged. earnings
Foreign exchange
(iv) Expenditure on R&D for the years ended March 31, outgo
2019 and March 31, 2018 are as follows: - Expenditure in
4,470 2,012
(` in crore) foreign currency
Year ended - CIF value of
Particulars imports
March 31, 2019 March 31, 2018
Capital goods 1,561 2,952
Revenue
229 128 Others 325 203
expenditure
- Dividend remitted
Capital
- - in foreign 183 285
expenditure
currency
Total R&D 6,539 5,452
229 128
expenditure
R&D
expenditure as
0.88 0.60
a percentage
of revenues
d) FOREIGN EXCHANGE EARNINGS AND OUTGO
The Company is an export-oriented unit and the majority

of the Information Technology and Business Process SHIV NADAR
Outsourcing services by the Company are for clients Chairman & Chief Strategy Officer
outside India.
Activities relating to exports, initiatives taken to increase the
Date: May 9, 2019
exports, development of new export markets for products
and services and export plans.
Book 1.indb 91 04-Jul-19 8:47:39 PM

Directors’ Responsibility Statement as required under Section 134(3)(c) of the Companies Act, 2013:
a) The financial statements have been prepared in accordance with the accounting standards issued by the Institute of Chartered
Accountants of India and the requirements of the Companies Act, 2013 to the extent applicable to the Company. There have
been no material departures from prescribed accounting standards while preparing these financial statements;
b) The Board of Directors has selected the accounting policies described in the notes to the accounts, which have been
consistently applied, except where otherwise stated. The estimates and judgments relating to the financial statements have
been made on a prudent basis, in order that the financial statements reflect in a true and fair manner, the state of affairs of the
Company as at March 31, 2019 and the profit of the Company for the year ended on that date;
c) The Board of Directors has taken proper and sufficient care for the maintenance of adequate accounting records in accordance
with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting
fraud and other irregularities;
d) The annual accounts have been prepared on the historical cost convention, as a going concern and on the accrual basis;
e) The Board of Directors has laid down internal financial controls to be followed by the Company and that such internal financial
controls are adequate and are operating effectively; and
f) The Board of Directors has devised proper systems to ensure compliance with the provisions of all applicable laws and that
such systems are adequate and operating effectively.
SHIV NADAR

Date: May 9, 2019
Book 1.indb 92 04-Jul-19 8:47:39 PM

DETAILS ON STOCK OPTION PLANS
Pursuant to the approval of the shareholders, your Company had instituted the 1999 Stock Option Plan (“1999 Plan”), 2000 Stock
Option Plan (“2000 Plan”) and 2004 Stock Option Plan (“2004 Plan”) for all eligible employees of the Company and its subsidiaries.
The 1999 Plan, 2000 Plan and 2004 Plan are administered by the Nomination & Remuneration Committee (erstwhile Compensation
Committee) of the Board and provide for the issuance of 20,000,000; 15,000,000 and 20,000,000 options respectively.
The 1999 Plan and 2000 Plan were lapsed and 2004 Plan is active. The entitlement of the Stock Option holders under 2004 Plan
is 8 equity Shares of ` 2 each against each option exercised. The Company has formed a ‘HCL Technologies Stock Options Trust’
as per the SEBI (Share Based Employee Benefits) Regulations, 2014, to implement, manage, operate and/or administer the 2004
Stock Option Plan of the Company. The trustees of the trust are Mr. Vineet Vij, Mr. Mathew George and Mr. Subodh Jain as on the
date of this Report. However, since the Company has been allotting shares directly, the said trust mechanism has not been used.
The details of the options granted under the 1999, 2000 and 2004 Plans are given below:
S No Description 1999 Plan 2000 Plan 2004 Plan

1 Date of shareholders’ approval 13-Sep-1999 20-Oct-2000 17-Dec-2004
2 Total number of options granted (gross) 2,66,00,874 1,77,47,401 84,24,132
3 The pricing formula Market price / internal Market price Market price /
valuation price determined
by Nomination
& Remuneration
Committee (erstwhile
Compensation
Committee)
4 Number of options vested 1,75,29,862 1,04,66,138 58,20,927

5 Number of options exercised 1,39,57,786 74,70,809 56,42,959
6 Total number of shares arising as a result 11,16,62,288 5,97,66,472 4,51,43,672
of exercise of options
7 Number of options lapsed and forfeited 1,26,43,088 1,02,76,592 27,11,963
8 Variation in terms of options None None None

9 Money realized by exercise of options 516.19 434.43 14.31
(` in crore)
10 Total number of options in force as on - - 69,210
March 31, 2019
11 Grant to Senior Management
Number of Options 19,67,175 2,54,904 29,87,600
Source of Shares Combination Combination Primary
Vesting Period 110 Months 104 Months 96 Months
Vesting Requirements Service Period / Company’s performance on the basis of
consolidated financial statements
The diluted earnings per share were ` 59.66 and ` 52.50 for the financial years ended March 31, 2019 and March 31, 2018
respectively.
Book 1.indb 93 04-Jul-19 8:47:39 PM

Details of Stock Option Plans for the year ended March 31, 2019
Particulars 1999 Plan 2000 Plan 2004 Plan
Total number of options outstanding as on April 1, 2018 - - 1,23,645
Number of options granted during the year - - -
Pricing formula Market price / Market price Market price /
internal valuation price determined
by Nomination
& Remuneration
Committee
(erstwhile
Compensation
Committee)
Number of options vested during the year - - -
Number of options exercised during the year - - 49,515
Total number of shares arising as a result of exercise of options - - 3,96,120
during the year
Number of options lapsed and forfeited during the year - - 4,920
Variation in terms of options None None None
Money realised by exercise of options during the year - - 0.08
(` in crore) (includes issued through Trust)
Total number of options in force as on March 31, 2019 - - 69,210
Total number of options exercisable as on March 31, 2019 - - 69,210
Employees granted options equal to 5% or more of the total None None None
number of options granted during the year
Employees granted options equal to or exceeding 1% of the None None None
issued capital during the year
Fair value compensation cost for options granted (` in crore) N.A. N.A. N.A.
Weighted average exercise price of options granted above N.A. N.A. N.A.
market price
Weighted average fair value of options granted above market N.A. N.A. N.A.
price
Weighted average exercise price of options granted at market N.A. N.A. N.A.
price
Weighted average fair value of options granted at market price N.A. N.A. N.A.
Weighted average exercise price of options granted below N.A. N.A. N.A.
market price (`)
Weighted average fair value of options granted below market N.A. N.A. N.A.
price (`)
Method and significant assumptions used during the year to estimate the fair values of options
Method Black-Scholes Black-Scholes Black-Scholes
Significant assumptions
Risk free interest rate 7.80% 7.80% 7.80%
Expected life upto 56 months upto 56 months upto 56 months
Expected Volatility 30.80% 30.80% 30.80%
Expected Dividend 2.02% 2.02% 2.02%
The price of the underlying options in market at the time of grant (`) N.A. N.A. N.A.
Determination of expected Volatility The expected term of the ESOP is estimated based on the
vesting term and contractual term of the ESOP. Expected
volatility during the expected term of the ESOP is based
on historical volatility of the observed market prices of the
Company’s publically traded equity shares during a period
equivalent to the expected term of the ESOP.
Book 1.indb 94 04-Jul-19 8:47:39 PM

Pre IPO Details of Stock Option Plan
As on March 31, 2019
Particulars
ESOP 1999 Plan
Number of options granted pre IPO 1,42,23,832
Pricing formula Internal valuation
Number of options vested 1,16,48,957
Number of options exercised 1,02,34,702
Total number of shares arising as a result of exercise of options 4,09,38,808
Number of options lapsed 39,89,130
Variation in terms of options None
Money realised by exercise of options (` in crore) 259.41
Total number of options in force as on March 31, 2019 -
Fair value compensation cost for options granted (` in crore) 43.96
Weighted average exercise price of options granted (`) 255.00
Weighted average fair value of options granted (`) 36.65
Method used to estimate the fair values of options Black-Scholes Method
Risk free interest rate 10.00%
Expected life 12 to 110 months
Expected volatility -
Expected dividends 0.10%
Employee Compensation Cost based on fair value of the options

Year ended
Particulars
March 31, 2019
(` in crore)
Net income, as reported 8,185.00
Add: Stock-based employee compensation expense included in reported net income Nil
Deduct: Total stock-based employee compensation expense determined under fair value based Nil
method for all awards
Proforma net income 8,185.00
Earnings per share `
As reported - Basic 59.69
- Diluted 59.66
Adjusted pro forma - Basic 59.69
- Diluted 59.66
Method and significant assumptions used during the year estimate the fair values of options Black-Scholes Method
Dividend yield % 2.02%
Expected life upto 56 months
Risk free interest rates 7.80%
Volatility 30.80%
Book 1.indb 95 04-Jul-19 8:47:39 PM

Details of options granted to Senior Managerial Personnel of the Company during the year ended March 31, 2019
None
Details of options granted to employees amounting to 5% or more of the options granted during the year
ended March 31, 2019
None
Details of options granted to employees during the year ended March 31, 2019, amounting to 1% or more
of the issued capital of the company at the time of the grant
None
SHIV NADAR
Date: May 9, 2019
Book 1.indb 96 04-Jul-19 8:47:39 PM

Book 1.indb 97
Information as per Rule 5(2) of Chapter XIII of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
A. List of top ten employees in terms of remuneration received during financial year 2018-19
Remuneration Designation Previous

S. Educational Experience
Name Age Designation Received during Date of Joining Previous Employment held in previous employment
No. Qualification in Years
the year (`) employment held since
HCL Technologies Executive Vice
1 Anil Kumar Chanana* 61 Chief Financial Officer CA 5,53,74,675 October 1, 1998 38 December, 1985
America Inc. President
President - Systems Integration MBA - Accenture Services
2 Ajit Krishnan Kutty Kumar 55 2,63,07,441 July 1, 2013 31 Managing Director June, 1988
& Applications, Delivery Marketing Pvt. Ltd.
3 Prahlad Rai Bansal 62 Deputy Chief Financial Officer CA 2,60,49,494 August 30, 2000 40 HCL America Inc. Vice President November, 1997
Ascend Technologies Director / Center
4 Apparao V V 57 Chief Human Resources Officer B.Tech, M.Tech 2,57,03,890 March 10, 2003 35 August, 1996
Ltd. Head
President – Engg. and R&D B.Tech - HCL Hewlett Packard Senior Manager
5 Gade Hanumantha Rao 61 2,26,63,014 July 1, 1996 38 November, 1980
Services Electronics Ltd. - R&D
Executive Vice President - Samsung India Vice President -
6 Amit Roy 60 CA 1,95,57,740 July 16, 2007 35 September, 2006
Taxation Electronics Pvt. Ltd. Taxation
Hexaware Technologies Chief Financial
7 Prateek Aggarwal 52 Chief Financial Officer MBA - Finance 1,81,84,886 October 1, 2012 28 June, 2008
Ltd. Officer
Vineet Ved Prakash Executive Vice President - Tata Consultancy
8 52 CWA 1,62,16,098 November 25, 2010 28 Treasurer March, 2006
Sood Treasury Services Ltd.
Varanasi Guru Venkata Senior Vice President - Internal Vice President -
9 55 CWA 1,57,20,186 January 24, 2011 32 ATG Tires Pvt. Ltd. June, 2010
Subbaraya Sharma Audit & Risk Management Internal Audit
Executive Vice President - Cognizant Technology Director -
10 Mathew George 51 CA 1,43,05,787 May 2, 2013 25 October, 2011
Central Support Solutions India Pvt. Ltd. Consulting
04-Jul-19 8:47:39 PM
B. List of employees employed for full financial year and in receipt of remuneration more than Rupees One Crore and Two Lacs per annum
Book 1.indb 98
the year (`) appointment held since
President - Systems Integration Accenture Services
1 Ajit Krishnan Kutty Kumar 55 MBA - Marketing 2,63,07,441 July 1, 2013 31 Managing Director June, 1988
& Applications, Delivery Pvt. Ltd.
Executive Vice President - Samsung India Vice President -
2 Amit Roy 60 CA 1,95,57,740 July 16, 2007 35 September, 2006
Taxation Electronics Pvt. Ltd. Taxation
M Tech -
Executive Vice President - Tata Consultancy Sr. Consultant /
3 Amitava Sengupta 49 Computer 1,05,34,537 October 26, 2009 25 April, 1994
Digital & Analytics Services Ltd. IOU Head
Science
Corporate Vice President - M.Tech - HCL Hewlett Packard
4 Anup Dutta 60 1,17,18,580 July 1, 1996 38 Senior Manager July, 1987
Engg. & R&D Services Electrical Ltd.
Ascend Technologies Director / Center
5 Apparao V V 57 Chief Human Resources Officer B.Tech, M.Tech 2,57,03,890 March 10, 2003 35 August, 1996
Ltd. Head
President – Engg. and R&D B.Tech - HCL Hewlett Packard Senior Manager
6 Gade Hanumantha Rao 61 2,26,63,014 July 1, 1996 38 November, 1980
Services Electronics Ltd. - R&D
Executive Vice President - General Motors India General Manager -
7 Goutam Rungta 46 CA, CWA 1,35,73,730 March 1, 2007 23 July, 2003
Business Finance Pvt. Ltd. Finance
Corporate Vice President -
PGD - Marketing Major Account
8 Maninder Singh Narang 49 Cyber Security & Global Risk 1,30,55,572 August 21, 1995 29 Fujitsu ICIM Ltd. February, 1992
Management Manager
Compliance
Executive Vice President - Cognizant Technology Director -
9 Mathew George 51 CA 1,43,05,787 May 2, 2013 25 October, 2011
Central Support Solutions India Pvt. Ltd. Consulting
Senior Vice President - Corp. Pricewaterhouse
10 Nalin Mittal 47 CA, CWA 1,08,22,588 April 1, 1998 26 Article July, 1993
Administration Coopers
11 Prahlad Rai Bansal 62 Deputy Chief Financial Officer CA 2,60,49,494 August 30, 2000 40 HCL America Inc. Vice President November, 1997
Hexaware Technologies Chief Financial

12 Prateek Aggarwal 52 Chief Financial Officer MBA - Finance 1,81,84,886 October 1, 2012 28 June, 2008
Ltd. Officer
September 16, Ondot Couriers &
13 Rahul Mohta 42 Vice President - CEO Office CA 1,13,22,266 19 Strategic Investor August, 2012
2013 Cargo Ltd.
Vice President
14 Rajesh Gupta 59 Vice President - Taxation CA 1,20,82,522 March 17, 2010 33 JSL Limited May, 2009
-Taxation
Senior Vice President -
MBA - Business
15 Rajesh Kumar 51 Campus Infrastructure 1,42,82,162 August 1, 2017 25 DLF Limited Director - Technical August, 2002
Administration
Development
Executive Vice President
Rangarajan Satyam Computer
16 54 - Applications & Systems MA 1,09,49,425 May 22, 2009 32 Vice President May, 1999
Vijayaraghavan Services Ltd.
Integration, Delivery
Su-Kam
Executive Vice President, B.Tech - Customer Support
17 Sanjay Gupta 49 1,08,40,559 April 20, 1995 26 Communication Pvt. November, 1993
Program Director - New Vistas Electronics Engineer
Ltd.
04-Jul-19 8:47:39 PM
Book 1.indb 99
Executive Vice President, MBA - Business Senior Lead-
18 Srimathi Shivashankar 51 1,13,15,422 December 1, 2010 16 Infosys Ltd. January, 2003
Program Director - New Vistas Administration Diversity
Subramanian Executive Vice President - Satyam Computer Vice President -
19 52 CA, CS, CWA 1,39,97,440 December 9, 2010 29 June, 2005
Gopalakrishnan Business Finance Services Ltd. Finance
Varanasi Guru Venkata Senior Vice President - Internal Vice President -
20 55 CWA 1,57,20,186 January 24, 2011 32 ATG Tires Pvt Ltd. June, 2010
Subbaraya Sharma Audit & Risk Management Internal Audit
B.Tech -
Venkata Ramana Senior Vice President - Global Senior Vice
21 55 Electronics & 1,23,35,651 January 8, 2015 31 Genpact India February, 2000
Samudrala Information Technology President
Communications
Corporate Vice President - M.Sc (Computer
HCL Hewlett Packard
22 Vijay Anand Guntur 51 HNC Delivery, Engg. and R&D Science), MBA - 1,23,90,263 July 14, 1994 30 Deputy Manager June, 1989
Ltd.
Services Finance
Executive Vice President - Tata Consultancy
23 Vineet Vedprakash Sood 52 CWA 1,62,16,098 November 25, 2010 28 Treasurer March, 2006
Treasury Services Ltd.
04-Jul-19 8:47:39 PM
C. List of employees employed for part of the financial year and in receipt of remuneration more than Rupees Eight Lacs and Fifty Thousand per month
Book 1.indb 100

Name Age Designation received during Date of Joining Previous Employment held in previous employment
HCL Technologies Executive Vice
1 Anil Kumar Chanana* 61 Chief Financial Officer CA 5,53,74,675 October 1, 1998 38 December, 1985
America Inc. President

Vice President & Global
Capgemini Technology
2 Ajay Kumar Davessar 50 Head - Corporate BBA - General 95,68,652 May 12, 2009 27 Associate Director December, 2006
Services India Limited
Communications
General Manager -
MBA - Personnel,
Talent Management
3 Anand Rajaganesan 46 Senior Vice President - HR Human Relations & 74,32,542 February 1, 2010 21 Bharti Airtel Ltd. October, 1999
& Organisation
Industrial Relations
Effectiveness
Senior Vice President - MBA - Marketing Deputy General
4 Ashutosh Kaushik 56 43,10,261 October 1, 2005 35 HCL Comnet Ltd. March, 1994
Global Administration Management Management
Tata Hydro Electric
Vice President - Engg. and ME / M. Tech - Deputy Executive
5 Ramesh Ganesh 53 39,51,999 April 7, 1997 29 Power Supply September, 1990
R&D Services Electrical Engineer
Company Ltd.
Natesan Krishnamurthy Operations Director - CAIR DR & DO,
6 56 ME - Electronics 18,31,991 July 14, 1994 32 Scientist ‘C’ February, 1988
Angarai Engg. and R&D Services Bangalore
Notes applicable to tables A, B and C above:

1. None of the employees listed above is a relative of any director of the Company.
2. The nature of employment is contractual in all the above cases.
3. None of the employees listed above owns 2% or more of the paid-up equity share capital of the Company.
4. Mr. Anil Kumar Chanana, apart from the above remuneration from the Company, also received ` 2.98 crore as remuneration from a subsidiary of the
Company.
5. Particulars of employees posted and working in a country outside India not being directors or their relatives, drawing more than one crore and two lacs
rupees per annum or eight lacs and fifty thousand rupees per month, as the case may be, have not been included in the above statement.
SHIV NADAR

Date: May 9, 2019
04-Jul-19 8:47:39 PM
CORPORATE GOVERNANCE REPORT 2018-19
Good governance facilitates efficient, effective and Corporate Governance is an integral part of the philosophy of the
entrepreneurial management that can deliver stakeholder Company in its pursuit of excellence, growth and value creation.
value over the longer term. It is about commitment to values In addition to complying with the statutory requirements,
and ethical business conduct. It is a set of laws, regulations, effective governance systems and practices towards improving
processes and customs affecting the way a company is transparency, disclosures, internal control and promotion of
directed, administrated, controlled or managed. ethics at work place have been institutionalized. The Company
recognizes that good governance is a continuing exercise
Good Corporate Governance underpins the success and
and reiterates its commitment to pursue highest standards
integrity of the organizations, institutions and markets. It is one
of Corporate Governance in the overall interest of all its
of the essential pillars for building an efficient and sustainable
stakeholders.
environment.
Corporate Governance is based on the principles of integrity, BOARD OF DIRECTORS (“BOARD”)

fairness, equity, transparency, accountability and commitment The Board determines the purpose and values of the Company.
to values. Good governance practices stem from the culture The primary role of the Board is that of trusteeship so as to
and mind-set of the organization. The effectiveness of protect and enhance stakeholders’ value through the strategic
Corporate Governance in the company depends on regular supervision of the Company and its subsidiaries.
review, preferably regular independent review. The Company
considers fair and transparent Corporate Governance as one of The Company is headed by a Board that exercises leadership,
its most core management tenets. The Company has adopted a integrity and judgment in directing so as to achieve continuing
Code of Conduct for its directors, employees, consultants, prosperity and to act in the best interest of the Company. The
vendors and customers and has also adopted a Code of Board plays a critical role in overseeing how the management
Conduct to regulate, monitor and report trading by insiders serves the short and long term interests of shareholders
and also a Fair Disclosure Code. Some of the important best and other stakeholders. This is reflected in the Company’s
practices of Corporate Governance framework are timely and governance practices, through which it strives to maintain an
accurate disclosure of information regarding the financial active, informed and independent Board. The Board ensures
position, performance, ownership and governance of the that the Company complies with all relevant laws, regulations,
Company. governance practices, accounting and auditing standards. It
identifies key risk areas and key performance indicators of the
PHILOSOPHY ON CODE OF GOVERNANCE Company’s business and constantly monitor these factors.
The Board is entrusted with the ultimate responsibility of the
The Corporate Governance philosophy of the Company is
management, general affairs direction and performance of
based on the following principles:
the Company and has been vested with the requisite powers,
 Follow the spirit of the law and not just the letter of the law. authorities and duties.
Corporate Governance standards should go beyond the
law. BOARD SIZE AND COMPOSITION
 Be transparent and maintain high degree of disclosure The Board of Directors (“Board”) is at the core of the Company’s
levels. When in doubt, disclose it. Corporate Governance practices and oversees how the
management serves and protects the long term interests of all
 Make a clear distinction between personal convenience the stakeholders. The Company believes that an active, well
and corporate resources. informed and independent Board is necessary to ensure the
highest standards of Corporate Governance.
 Communicate externally, in a truthful manner, about how
the Company runs internally. The Board of the Company has an optimum combination of
Executive, Non-Executive and Independent Directors who have
 Have a simple and transparent corporate structure driven
an in-depth knowledge of business, in addition to the expertise
solely by business needs.
in their areas of specialization. During the year, majority of
 Comply with the laws in all the countries in which the the Board comprised of Independent Directors. Independent
Company operates. Directors play a critical role in imparting balance to the Board
processes by bringing independent judgments on issues of
 Management is the trustee of shareholders’ capital and not strategy, performance, resources, standards of the Company,
the owner. conduct etc.
Book 1.indb 101 04-Jul-19 8:47:39 PM

As on March 31, 2019, the Board consisted of 11 members, of which, one is the Promoter Director who is designated as the
Chairman & Chief Strategy Officer of the Company. The other 10 Directors are Non-Executive Directors, of which 8 are Independent
Non-Executive Directors. The Board also comprises of three Women Directors.
Resignation of Director(s)
Mr. Keki Mistry (DIN – 00008886) resigned as a Director of the Company w.e.f. April 30, 2018 before the expiry of his first term of
appointment in the Company. As confirmed by Mr. Keki Mistry vide his letter of resignation, the reason of his resignation was his
inability to devote sufficient time to the Company in view of his increased commitment to HDFC and its group companies and due
to travel constraints. There are no material reasons for his resignation, other than those stated herein.
Further, Mr. Sudhindhar Krishan Khanna (DIN - 01529178) resigned as a Director of the Company w.e.f. April 8, 2019. As confirmed
by Mr. Khanna in his letter of resignation, the reason of his resignation were health issues. There are no material reasons for his
resignation, other than those stated herein.
Appointment of Director(s)
During the financial year under review, Mr. James Philip Adamczyk (DIN - 08151025) was appointed as an Additional Director in
the capacity of Independent Director of the Company by the Board of Directors w.e.f. July 26, 2018. Subsequently, at the Twenty
Sixth Annual General Meeting (‘AGM’) of the Company held on September 18, 2018, Mr. James Philip Adamczyk was appointed
as an Independent Director of the Company in terms of Section 149 of the Companies Act, 2013 (the “Act”), to hold office for a
period of five years.
Re-appointment of Independent Director(s)
At the Twenty Second AGM of the Company held on December 4, 2014, Mr. R. Srinivasan, Ms. Robin Ann Abrams, Dr. Sosale
Shankara Sastry and Mr. S. Madhavan were appointed as Independent Directors of the Company for a period of five consecutive
years and therefore, their first term of appointment shall end at the conclusion of the ensuing Twenty Seventh AGM of the Company
to be held in the year 2019. Considering their immense contributions towards the Company and pursuant to the recommendations
of the Nomination & Remuneration Committee, the Board in its meeting held on May 9, 2019 recommended the re-appointment
of Mr. R. Srinivasan, Ms. Robin Ann Abrams, Dr. Sosale Shankara Sastry and Mr. S. Madhavan as Independent Directors for a
second term of five consecutive years from the conclusion of the Twenty Seventh AGM of the Company to be held in the year 2019
till the conclusion of the Thirty Second AGM to be held in the year 2024, for approval of shareholders of the Company.
Board composition as on date
As on the date of this Report, the Board consists of 10 members, of which, one is the Promoter Director who is designated as the
Chairman & Chief Strategy Officer of the Company. The other 9 Directors are Non-Executive Directors, of which 8 are Independent
Non-Executive Directors. The Board also comprises of three Women Directors.
Composition of the Board and number of Directorship(s) / Committee Membership(s) / Chairmanship(s) held as on March
31, 2019 in other entities is as follows:
No. of No. of Committee No. of Committee

No. of shares
Directorships in memberships in Chairmanships Other Listed
held of HCL
Position in the Public Limited Public Limited in Public Limited Companies where the Director is
Name of Director Technologies
Company Companies Companies (1)
Companies (1)
appointed as a Non-Executive -
Limited (of
(including HCL (including HCL (including HCL Independent Director
`2 each)
Technologies Ltd.) Technologies Ltd.) Technologies Ltd.)
Mr. Shiv Nadar Chairman & Chief 1 1 - 368 -
(DIN 00015850) Strategy Officer
Mr. Deepak Kapoor Independent Non- 3 5 3 Nil 1. TATA Steel Limited
(DIN 00162957) Executive Director
Mr. James Philip Independent Non- 1 - - Nil -
Adamczyk (2) Executive Director
(DIN - 08151025)
102 Corporate Governance Report
Book 1.indb 102 04-Jul-19 8:47:39 PM

No. of No. of Committee No. of Committee
No. of shares
Directorships in memberships in Chairmanships Other Listed
held of HCL
Position in the Public Limited Public Limited in Public Limited Companies where the Director is
Name of Director Technologies
Company Companies Companies (1) Companies (1) appointed as a Non-Executive -
Limited (of
(including HCL (including HCL (including HCL Independent Director
`2 each)
Technologies Ltd.) Technologies Ltd.) Technologies Ltd.)
Mr. S. Madhavan Independent, 5 5 3 2,500 1. UFO Moviez India Limited
(DIN 06451889) Non-Executive 2. GlaxoSmithKline
Director Consumer Healthcare
Limited
3. Transport Corporation of
India Limited
Ms. Nishi Vasudeva Independent, 5 6 1 Nil 1. L&T Infra Debt Fund
(DIN 03016991) Non-Executive Limited
Director 2. L&T Finance Holdings
Limited
Ms. Robin Ann Independent, 1 1 - Nil -
Abrams Non-Executive
(DIN 00030840) Director
Ms. Roshni Nadar Non-Independent, 1 1 - 348 -
Malhotra Non-Executive
Dr. Sosale Shankara Independent, 1 - - Nil -
Sastry Non-Executive
Mr. R. Srinivasan Independent, 2 - - Nil -
(DIN 00575854) Non-Executive
Director
Mr. Sudhindar Non-Independent, 4 1 - Nil 1. Peninsula Land Limited
Krishan Khanna (3) Non-Executive 2. Ashok Leyland Limited
Mr. Thomas Sieber Independent, 1 - - Nil -
(DIN 07311191) Non-Executive
Director
Note: Mr. Shiv Nadar and Ms. Roshni Nadar Malhotra are related as Father and Daughter respectively. No other Director is related to any other
Director on the Board.
(1) In accordance with Regulation 26 of the Listing Regulations, Membership(s) / Chairmanship(s) of only Audit Committees and Stakeholders’
Relationship Committees in all public limited companies have been considered.
BRIEF PROFILE OF THE BOARD MEMBERS: 2013, the AIMA Managing India Corporate Citizen Award, the
ICSI Lifetime Achievement Award for excellence in Corporate
Mr. Shiv Nadar Governance and the Golden Peacock Award for Social
Mr. Shiv Nadar, aged 74 years, is the Founder & Chairman Leadership in 2014. He has been named as the Philanthropist
of HCL Technologies Limited and Shiv Nadar Foundation. of the Year by the Economic Times Family Business Awards in
An Electrical Engineer from Coimbatore, South India, he 2018 and as the Outstanding Philanthropist of the Year in 2015
established HCL as a start-up in 1976. Acknowledged as a by Forbes. Mr. Nadar was also featured as the most generous
visionary by the IT industry and his peers, Mr. Shiv Nadar has Indian by the Hurun India Philanthropy List 2016. Determined to
often made daring forays based on his conviction of the future. give back to the society, Mr. Nadar has been quietly supporting
The University of Madras and IIT Kharagpur awarded him an several significant social causes through the Shiv Nadar
Honorary Doctorate Degree in Science for his outstanding Foundation. The Foundation has established the not-for-profit
contribution to IT in India. In recognition of his pioneering role SSN College of Engineering in Chennai, ranked among India’s
in business and philanthropy in India and across the globe, Mr. top ranked private engineering colleges. A young and a unique
Nadar has received several honours and accolades, notable research-led interdisciplinary Shiv Nadar University has been
being the Padma Bhushan from the President of India in 2008 identified as India’s first Ivy League institution. The Foundation
and the BNP Paribas Grand Prize for Individual Philanthropy in has also established VidyaGyan schools in Uttar Pradesh
Book 1.indb 103 04-Jul-19 8:47:39 PM

that provide free world-class education to rural toppers from Mr. S. Madhavan
economically disadvantaged backgrounds and the Shiv Nadar
Mr. S Madhavan, aged 62 years, is a fellow member of the
Schools, the iconic Kiran Nadar Museum of Art and Shiksha, an
Institute of Chartered Accountants of India and also holds a
innovative technology led intervention in education envisioned
to eradicate illiteracy from India. With a vision to provide Post Graduate Diploma in Business Management from the
innovative medical services, products and training to meet the Indian Institute of Management, Ahmedabad. He was a senior
growing demand for quality healthcare, Mr. Nadar diversified partner and Executive Director in PricewaterhouseCoopers
HCL’s business to set up HCL Healthcare, offering integrated for many years. He held several positions in that organization,
care across India. ranging from indirect taxes to client delivery and leadership
development. Mr. Madhavan started his career in Hindustan
Mr. Deepak Kapoor Unilever Ltd., India’s largest multinational, where he spent
several years in 1980s. He is currently the Co-Chairman of
Mr. Deepak Kapoor, aged 60 years, is the former Chairman & the GST Task Force in FICCI, has been the past President,
CEO of PwC India. He took retirement from PwC in March 2017 Northern Region, Indo American Chamber of Commerce and
after having been associated with it for 39 years. During his the past Co-Chairman of the Taxation Committee, Assocham.
illustrious career with PwC, he served in various leadership and Mr. Madhavan is on the board of several other listed companies
client service roles in India and overseas. He was also a member such as ICICI Bank, GSK Consumer Healthcare Ltd., UFO
of the PwC Global Strategy Council, led the Deals practice for Moviez Ltd. and Transport Corporation of India Ltd. and is a
PwC India and was also the leader of Telecom, Entertainment chairman/member of various board committees.
and Media practice. He has extensive experience / expertise
in areas relating to financial reporting, audit, mergers and Ms. Nishi Vasudeva
acquisitions, crisis management and corporate advisory work.
His experience in India and overseas encompasses multiple Ms. Nishi Vasudeva, aged 63 years, is the first woman to chair
sectors including Consumer products, Manufacturing, Telecom, an Oil & Gas company in India, and has extensive management
Technology, Healthcare and Entertainment and Media. He is and advisory experience. She is an MBA from the Indian
a Fellow member of the Institute of Chartered Accountants of Institute of Management, Calcutta, India and B.A. (Economics)
India, a Fellow member of the Institute of Company Secretaries from Lady Shri Ram College, University of Delhi, India. She
of India and a member of the Certified Fraud Examiners, USA. has expertise in the areas like Corporate Strategy, Enterprise
Resource Management, Retail & Marketing, Information
Mr. James Philip Adamczyk Systems, Business Transformation & Margin Management and
Regulatory Management. She is well known for her courage
Mr. James Philip Adamczyk, aged 60 years, has 36 years of
and dedication to making a difference, both at a company level
experience in information technology, software engineering and
and in the lives of employees and customers. Her awards
technology consulting. He has a degree of Bachelor of Science
and accomplishments include the prestigious Global ‘CEO of
in Civil Engineering from Purdue University, Master of Science
the Year’ award by Platts Global Energy Awards 2015, Award
in Civil Engineering from the Georgia Institute of Technology
for ‘Excellence & Outstanding contribution to Public Sector
and MS in Industrial-Organizational Psychology from Capella
Management’ under the Individual Leadership category by the
University as well as certificates in Accounting from Columbia
Standing Committee on Public Sector Enterprises (SCOPE),
University and a Certificate in Financial Markets and Trading
Government of India, for the year 2013-14, ‘Exceptional Woman
from the Illinois Institute of Technology. Mr. Adamczyk joined
Achiever Award’ from the Federation of Indian Chambers of
Accenture in 1982, became a partner in 1992 and later became
Commerce and Industry in 2014. She has also been ranked
a Senior Executive and Managing Director. In the late 1990’s, he
one of the top five ‘Most Powerful Women in Asia Pacific’ by
left Accenture to start a web-based food distribution business,
FORTUNE magazine in the year 2014.
which he sold in 2001 and returned to Accenture. In the
second part of his career at Accenture, he led the technology Ms. Robin Ann Abrams
architecture practice in the Financial Services consulting
vertical and spearheaded Accenture’s creation of a Business Ms. Robin Ann Abrams, aged 68 years, holds both a Bachelor
Process Management Automation consulting capability. He of Arts and a Juris Doctor degree from the University of
was appointed as the Chief Technology Officer of Accenture’s Nebraska. She was the interim CEO at ZiLOG. She had been
software business. Since leaving Accenture in 2014, he the President of Palm Computing and Senior Vice President at
served as an investor and adviser to a number of software and 3Com Corporation. She was formerly the President and CEO
technology consulting start-ups. Mr. Adamczyk has extensive at VeriFone and also held a variety of senior management
expertise in areas relating to software engineering for corporate positions with Apple Computer including Vice President and
systems, consulting and software company management, large General Manager of the Americas where she oversaw sales
scale systems integration, professional services company and channel management for U.S., Canada and Latin America.
management and mergers and acquisitions. Ms. Abrams spent eight years with Unisys in several senior
Book 1.indb 104 04-Jul-19 8:47:39 PM

level positions and served on several U.S. public company Bombay; M.S. EECS (1979), University of California, Berkeley;
Boards, the Anita Borg Institute Board and several academic M.A. Mathematics (1980), University of California, Berkeley
advisory committees. and Ph.D. EECS, University of California, Berkeley. His areas
of personal research are embedded control, cybersecurity,
Ms. Roshni Nadar Malhotra autonomous software for unmanned systems (especially
aerial vehicles), computer vision, nonlinear and adaptive
Ms. Roshni Nadar Malhotra, aged 37 years, is the CEO and
control, control of hybrid and embedded systems and network
Executive Director of HCL Corporation Pvt. Ltd. She brings a
global outlook, strategic vision and passion for business, social embedded systems and software. He has been concerned
enterprise and institution-building to her varied roles at HCL with cybersecurity and critical infrastructure protection. He has
Corporation and the Shiv Nadar Foundation. Ms. Roshni is co-authored over 500 technical papers and 9 books. During
a Trustee of the Shiv Nadar Foundation, which is committed his career, the positions held by him include Member, Scientific
to the process of nation building by driving transformational Advisory Board for Singapore National Research Foundation
leadership through education. Ms. Roshni is also the Founder and Member of Science and Technology Advisory Board for the
& Trustee of the Habitats Trust, a foundation working towards Thai Prime Minister.
protecting habitats and their indigenous species. Passionate
about wildlife and nature, Ms. Roshni founded the Trust with Mr. R. Srinivasan
the mission of creating and conserving sustainable ecosystems Mr. R. Srinivasan, aged 73 years, has an Electrical Engineering
through strategic partnerships and collaborations with all Degree from Madras University and MBA Degree from the IIM,
stakeholders at every level. Ahmedabad. He is the Founder of Redington (India) Limited,
Ms. Roshni is the driving force behind the VidyaGyan a Technology Products Supply Chain Solution Company
schools in Uttar Pradesh, a radical initiative of the Shiv Nadar operating in India, Middle East, Africa & Turkey, Sri Lanka,
Foundation to induct and transform meritorious rural children Bangladesh and CIS countries. He has served as the Managing
from economically underprivileged backgrounds and create Director from July 1, 2006 to October 17, 2014 and as the Non-
leaders of tomorrow. Under her leadership, VidyaGyan has Executive Vice Chairman from October 17, 2014 to February 2,
started showing excellence in various fields, creating spirals of 2017 of Redington (India) Limited. Prior to starting Redington
inspiration and delivering on the promise of creating catalytic in Singapore, he spent three years in Indonesia with a leading
leaders from rural India. As a representative of the Shiv Nadar Textile Company. His experience also includes a number of
Foundation, she was involved in a joint initiative with the Rajiv years with Readers Digest and the Coca-Cola Corporation in
Gandhi Foundation to promote the education of the Dalit and India. He has over 30 years of management experience across
Muslim girl child in some of the most backward districts in the the globe. He has been awarded the “Entrepreneur Award
State of Uttar Pradesh in India. Ms. Roshni is a part of the Forum 2007” by CII, Tamil Nadu and “Outstanding contribution to the
of Young Global Leaders (YGL), a unique and diverse community IT Channel Industry” by CRN in 2007.
of the world’s most outstanding, next-generation leaders, an
initiative of the World Economic Forum. She was conferred Mr. Thomas Sieber
the prestigious NDTV Young Philanthropist - Indian of the Year
Mr. Thomas Sieber, aged 57 years, has a Business
award in 2014. In 2015, she was felicitated with the World’s
Administration degree from the University of St. Gallen,
Most Innovative People Award for Philanthropic Innovation by
Switzerland. He is serving as the Chairman of Axpo Holding
the World Summit on Innovation & Entrepreneurship (WSIE), in
AG which is the largest national Energy provider in Switzerland.
partnership with the UN. In 2017, she was conferred with Lewis
Institute Community Changemaker Award by Babson College. He is also a member of Board of Directors at Sierra Wireless,
More recently, in September 2017, Vogue India felicitated the Global leader in IoT (“Internet of Things”) and at IT-
her with the ‘Philanthropist of the Year’ award. She has been services provider, Garaio AG. Former he was the CEO of
featured in The World’s 100 Most Powerful Women list compiled Orange Switzerland (now Salt Mobile SA) and later on became
and released by Forbes in 2017 and 2018. Ms. Roshni holds the Chairman of the Board of Directors. He has an expertise
an MBA from the Kellogg Graduate School of Management in Leadership, Strategic and International Business Management.
with a focus on Social Enterprise and Management & Strategy.
SUMMARY OF DIRECTOR SKILLS / EXPERTISE
At Kellogg, she received the Dean’s Distinguished Service
Award. In order to effectively discharge its duties, it is necessary that
collectively the Directors hold the appropriate balance of skills,
Dr. Sosale Shankara Sastry
experience and expertise. The Board seeks a complementary
Dr. Sosale Shankara Sastry, aged 63 years, is currently the diversity of skills and experience across its members, ensuring
Dean of Engineering at University of California, Berkeley. that the Board is in compliance with the highest standards of
Dr. Sastry is B. Tech from Indian Institute of Technology, corporate governance.
Book 1.indb 105 04-Jul-19 8:47:39 PM

The Board’s current Skills Matrix includes the following attributes:
Mr. James Ms. Robin Ms. Roshni Dr. Sosale

Mr. Shiv Mr. Deepak Mr. S. Ms. Nishi Mr. R. Mr. Thomas
Skill Description Philip Ann Nadar Shankara
Nadar Kapoor Madhavan Vasudeva Srinivasan Sieber
Adamczyk Abrams Malhotra Sastry
Leadership Y Y - Y Y Y Y Y Y Y
Innate leadership skills including the
ability to represent the organization and
set appropriate Board and organization
culture. Demonstrated strengths in talent
development, succession planning and
bringing change and long term future
growth.
Strategic Planning and Analysis Y Y - Y Y Y Y Y Y Y

Ability to critically identify and assess
strategic opportunities and threats and
develop effective strategies in the context of
long-term objectives and the organizations’
relevant policies and priorities.
Technology Y - Y - Y Y Y Y Y -
Reasonable knowledge and experience
in technology with an ability to foresee
technological trends and changes,
apply new technology and bring about
innovations in business strategies.
Governance Y Y - Y Y Y Y - Y -
Understanding of the various governance
and compliance requirements under
various applicable laws, supporting a
strong Board base and management
accountability, transparency, and protection
of shareholder interests.
Financial Y Y - Y Y Y Y - Y -
Wide ranging knowledge and financial
skills, oversight for risk management and
internal controls and proficiency in financial
management and financial reporting
processes.
Diversity Y - Y - Y Y Y Y Y Y
An appropriate mix of varied cultures,
ethnicity, geography, gender, age,
philosophies, life experiences and other
diversity perspectives that expand the
Board’s understanding of the needs of
diverse stakeholders and a better ability to
respond to changes.
Mergers & Acquisitions Y Y Y - Y Y Y Y Y -

Significant experience in mergers
and acquisitions and other business
combinations, with strong insight of
risks and opportunities, valuations and
diligence processes, structural impact on
the organization, and ability to leverage
integration planning.
Global Business Y - Y Y - Y Y Y Y Y
Understanding of diversified business
environments, economic, political, cultural
and regulatory framework across the
globe, and a broad perspective on global
market opportunities.
Marketing and Communications Y - - - Y Y Y - Y -

Ability to analyze the market and
technological impacts, developing
strategies for brand awareness and brand
building and enhancing market share.
Book 1.indb 106 04-Jul-19 8:47:39 PM

MEMBERSHIP ON OTHER BOARDS within the Company and vis-a-vis the competitors of
the Company, factors that determine the Company’s
Executive Directors are also allowed to serve on the Board /
success, results of operations and financial condition of
Committee of other Corporate(s) or Government bodies whose
the Company and the significant subsidiaries and business
interest are germane to the future of software business or on
segments.
the Board of key economic institutions of the nation or whose
primary objective is benefiting society. d) Establish effective systems: The directors are
responsible for determining that effective systems are in
Independent Directors are expected not to serve on the Board
place for periodic and timely reporting to the Board on
/ Committees of competing companies. Other than this, there
important matters concerning the Company including the
is no limitation on the Directorships / Committee memberships
following:
except those imposed by law and good Corporate Governance.
 Current business and financial performance, degree of
DIRECTORS’ RESPONSIBILITIES achievement of approved objectives and the need to
address forward-planning issues.
a) In addition to the duties and responsibilities entrusted
on the Directors of the Company as per the provisions  Compliance programs to assure the Company’s
of the Act, it is the elementary responsibility of the compliance with laws and corporate polices.
Board members to oversee the management of the
Company and in doing so, serve the best interests of the  Material litigation and governmental and regulatory
Company and its stakeholders. This responsibility inter-alia matters.
shall include:
BOARD MEETINGS - FUNCTIONING AND PROCEDURE
 Reviewing and approving fundamental operating,
Board Meeting - Calendar: The probable dates of the board
financial and other corporate plans, strategies and
meetings for the forthcoming year are decided in advance and
objectives.
published as part of the Annual Report.
 Evaluating whether the corporate resources are being
Board Meeting - Frequency: The Board meets at least once
used only for appropriate business purposes.
a quarter to review the quarterly results and other items of
 Establishing a corporate environment that promotes the agenda. Whenever necessary, additional meetings are
timely and effective disclosure (including robust and held. In case of business exigencies or urgency of matters,
appropriate controls, procedures and incentives), fiscal resolutions are passed by circulation. The Company effectively
responsibilty, high ethical standards and compliance uses teleconferencing facilities to enable the participation
with all applicable laws and regulations. of Directors who could not attend the meetings due to some
emergencies.
 Evaluating the performance of the Company and
its senior executives and taking appropriate action, Board Meeting - Location: The location of the Board meetings
including removal, where warranted. are informed well in advance to all the Directors. Each director
is expected to attend the Board meetings.
 Evaluating the overall effectiveness of the Board and
its Committees. Board Meeting - Matters: All divisions / departments of the
Company are advised to schedule their work plans in advance,
 To attend the Board, Committee and shareholders particularly with regard to matters requiring discussions /
meetings. approval / decision of the Board / Committee meetings. All
such matters are communicated to the Company Secretary in
b) Exercise business judgment: In discharging their
advance so that the same could be included in the Agenda for
fiduciary duties of care and loyalty, the directors are
the Board / Committee meetings.
expected to exercise their business judgment to act in what
they reasonably believe to be in the best interests of the Board material / Agenda distributed in advance: The
Company and its stakeholders. agenda for each board meeting is circulated in advance to
the Board members. All material information is incorporated in
c) Understand the Company and its business: The the agenda facilitating meaningful and focused discussions in
directors have an obligation to remain informed about the the meeting. Where it is not practicable to attach any document
Company and its business, including the principal in the agenda, the same is tabled before the meeting. Every
operational and financial objectives, strategies and plans of board member is free to suggest items for inclusion in the
the Company, relative standing of the business segments agenda.
Book 1.indb 107 04-Jul-19 8:47:39 PM

Presentations by management: The Board is given The following table gives the attendance record of the Board
presentations covering finance, sales, marketing, major Meetings and the last AGM:
business segments and operations of the Company, global
business environment including business opportunities, No. of
business strategy and risk management practices before taking Board No. of
Whether
on record the financial results of the Company. Meetings Board
Name of the Director last AGM
held Meetings
attended
Access to employees: The directors are provided free during attended
access to communicate with the officers and employees of the tenure
Company. Management is encouraged to invite the Company Mr. Shiv Nadar 9 9 (4) Yes
personnel to any Board Meeting at which their presence and Mr. Deepak Kapoor 9 8 Yes
expertise would help the Board to have a full understanding of
Mr. James Philip Adamczyk(1) 7 6 (5) No
the matters being considered.
Mr. Keki Mistry (2)
1 0 No
Availability of information to Board members: The Mr. S. Madhavan 9 9 (5) Yes
information placed before the Board includes annual operating Ms. Nishi Vasudeva 9 8 (5) No
plans and budgets including operating & capital expenditure
Ms. Robin Ann Abrams 9 9 (7) No
budgets, quarterly financial results of the Company both
Ms. Roshni Nadar Malhotra 9 9 Yes
consolidated and standalone basis, financials of each of the
subsidiaries and investments made by the subsidiaries, risk Dr. Sosale Shankara Sastry 9 8 (7) No
assessment and minimization procedures, update on the state Mr. R. Srinivasan 9 9 (8) No
of the market for the business as well as on the strategy, minutes Mr. Sudhindar Krishan 9 8 (6)
Yes
of subsidiaries, minutes of all the Board committees, related Khanna(3)
party transactions, details of the treasury investments, details Mr. Thomas Sieber 9 7 (6) No
of foreign exchange exposure, update on statutory compliance
(1) Mr. James Philip Adamczyk was appointed as a Director of the
report and reports of non-compliances, if any, information on
Company w.e.f. July 26, 2018.
recruitment / remuneration of senior officers, show cause /
(2) Mr. Keki Mistry resigned as a Director of the Company w.e.f. April
demand notices, if any, details of joint ventures or collaboration
30, 2018.
agreements, significant changes in the accounting policies,
(3) Mr. Sudhindhar Krishan Khanna resigned as a Director of the
sale of any material nature etc.
Post meeting follow-up mechanism: The guidelines for (4) Mr. Shiv Nadar attended one meeting through teleconference call.
Board and Committee(s) meetings facilitate an effective (5) Mr. James Philip Adamczyk, Mr. S. Madhavan and Ms. Nishi
post meeting follow up review and reporting process for the Vasudeva attended two meetings through teleconference call.
decisions taken by the Board and Committee(s) thereof. The (6) Mr. Sudhindar Krishan Khanna and Mr. Thomas Sieber attended
important decisions taken at the Board / Committee(s) meetings three meetings through teleconference call.
are promptly communicated to the concerned departments / (7) Ms. Robin Abrams and Dr. Sosale Shankara Sastry attended four
divisions. Action taken report on the decisions of the previous meetings through teleconference call.
meeting(s) is placed at the immediately succeeding meeting (8) Mr. R. Srinivasan attended five meetings through teleconference
of the Board / Committee(s) for information and review by the call.
Board / Committee(s). Further, during the year under review, one meeting of the Board
of Directors of the Company was held via teleconference call
NUMBER OF BOARD MEETINGS AND THE DATES ON
on June 4, 2018 and the decision was taken through resolution
WHICH THEY WERE HELD
by circulation.
Nine Board Meetings were held during the financial year
ended March 31, 2019. These were held on April 30 – May DECLARATION BY INDEPENDENT DIRECTORS
2, 2018, July 12, 2018, July 26-27, 2018, September 7, Every Independent Director, at the first meeting of the Board
2018, October 22-23, 2018, December 1, 2018, January in which he participates as a Director and thereafter at the first
12, 2019, January 28-29, 2019 and March 12, 2019. The meeting of the Board in every financial year, gives a declaration
necessary quorum was present for all the meetings. The that he meets the criteria of Independence as provided under
maximum interval between any two meetings did not exceed Section 149(6) of the Act and Regulation 16(1)(b) of the SEBI
120 days. (Listing Obligations and Disclosure Requirements) Regulations,
2015 (as amended from time to time) (“Listing Regulations”).
The Company has received necessary declarations from
Book 1.indb 108 04-Jul-19 8:47:39 PM

each Independent Director that he/she meets the criteria of The checklist for the evaluation of the performance of the
Independence in terms of the said provisions. Board, the Committees of the Board and the individual
Directors, including the Chairman of the Board was approved
Based on the disclosures received from all Independent
by the Nomination & Remuneration Committee (‘NRC’) of the
Directors and also in the opinion of the Board, the Independent
Company.
Directors fulfill the conditions as specified in the Act and the
Listing Regulations and are independent of the Management. The performance of the Board was evaluated by the Board after
seeking inputs from all the directors on the basis of the criteria
INDEPENDENT DIRECTORS’ MEETINGS such as the Board composition and structure, effectiveness of
board processes, information and functioning, etc.
In terms of the provisions of the Act and the Listing Regulations,
the Independent Directors of the Company shall meet at least The performance of the Board Committees was evaluated by
once in a year, without the presence of Executive Directors and the Board after seeking inputs from the committee members
members of Management. The Independent Directors met on on the basis of criteria such as the composition of committees,
January 29, 2019 and inter-alia discussed: effectiveness of committee meetings, etc.
 the performance of Non-Independent Directors and the The Board and the NRC reviewed the performance of the
Board as a whole; individual Directors on the basis of the criteria such as
the contribution of the individual Director to the Board and
 the performance of the Chairperson of the Company,
Committee meetings, preparedness on the issues to be
taking into account the views of the Executive Directors
discussed, meaningful and constructive contribution and inputs
and Non-Executive Directors; and
in meetings, etc. In addition, the Chairman was also evaluated
 the quality, quantity and timeliness of flow of information on the key aspects of his role.
between the Company Management and the Board that
In a separate meeting of the Independent Directors, the
is necessary for the Board to effectively and reasonably
performance of the Non-Independent Directors, performance
perform their duties. of the Board as a whole and performance of the Chairman was
evaluated. The same was discussed in the Board meeting that
FAMILIARISATION PROGRAMME FOR INDEPENDENT
followed the meeting of the Independent Directors, at which the
DIRECTORS
performance of the Board, its committees and the individual
The Directors are provided with necessary documents, directors was discussed.
reports and internal policies to enable them to familiarize with
the Company’s procedures and practices. Further, periodic BOARD DIVERSITY
presentations are made at the Board and Committee Meetings, The Company recognizes its obligation to maintain a Board
on business and performance updates of the Company, global with a diversity of Directors. The Company considers that the
business environment, business strategy and risks involved. concept of diversity incorporates a number of different aspects,
Quarterly updates on relevant statutory changes are provided such as professional experiences, business perspectives, skills,
to the Directors in the Board Meetings. knowledge, gender, age, cultural and educational background,
ethnicity and length of service.
Upon appointment, the Directors are issued a Letter of
Appointment setting out in detail the terms of employment The Company believes that Board diversity enhances decision
including their roles, function, responsibilities and their fiduciary making capability and a diverse Board is more effective in
duties as a Director of the Company. dealing with organizational changes and less likely to suffer
from group thinking. The Board has adopted the Policy on
The details of such familiarization programme for Independent
Board Diversity which sets out the approach for the diversity of
Directors are posted on the website of the Company
the Board of Directors.
and are available at https://www.hcltech.com/investors/
governancepolicies. BOARD COMMITTEES
BOARD EVALUATION The Board Committees play a crucial role in the governance
structure of the Company and are being set out to deal
The Board of Directors, pursuant to the provisions of the Act and
with specific areas / activities which concern the Company
Regulation 17(10) of the Listing Regulations has carried out an
and need a closer review. They are set up under the formal
Annual Evaluation of its own performance, performance of the
approval of the Board to carry out their clearly defined roles.
Board Committees and of the individual Directors (including the
The Board supervises the execution of its responsibilities by
Independent Directors and the Chairperson).
the committees and is responsible for their action.
Book 1.indb 109 04-Jul-19 8:47:39 PM

As on March 31, 2019, the Company had eight Board and responsibilities of the Committees. All observations,
Committees viz. Audit Committee, Nomination & Remuneration recommendations and decisions of the committees are placed
Committee, Finance Committee, Stakeholders’ Relationship before the Board for information or for approval.
Committee, Corporate Social Responsibility Committee,
All the recommendations made by the various Board
Employees’ Stock Options Allotment Committee, Risk
Committees during the financial year ended March 31, 2019
Management Committee and Diversity Committee.
were accepted by the Board.
During the year under review, a “Buy-back Committee” was
formed by the Board of Directors of the Company in its meeting FREQUENCY AND LENGTH OF MEETING OF THE
held on July 12, 2018, to consider and approve the various COMMITTEES OF THE BOARD AND AGENDA
operational matters in regard to the Buy-back offer of the
The Chairman of each Committee of the Board, in consultation
Company. The Committee ceased to exist post the completion
with the Chairman of the Board and appropriate members of
of Buy-back.
the management determine the frequency and length of the
Keeping in view the requirements of the Act as well as the meetings of the Committees and develop the Committees
Listing Regulations, the Board decides the terms of reference agenda. The agenda of the Committee meetings is shared with
of the various committees which set forth the purposes, goals all the members of the Committee.
CHAIRMANSHIP/ MEMBERSHIP OF DIRECTORS IN COMMITTEES OF THE BOARD OF DIRECTORS OF THE COMPANY

AS ON MARCH 31, 2019:
Corporate Employees’
Nomination & Stakeholders’ Risk
Audit Social Finance Stock Option Diversity
S. No. Director Remuneration Relationship Management
Committee Responsibility Committee Allotment Committee
Committee Committee Committee
Committee Committee
Executive Director(s)
1. Mr. Shiv Nadar N.A. Member Member Member Member Member N.A. Member
Non-Independent, Non-Executive Director(s)
2. Ms. Roshni Nadar Malhotra N.A. Member Member Chairperson Member N.A. N.A. Member
3. Mr. Sudhindar Krishan Khanna (1) N.A. N.A. N.A. N.A. Member N.A. N.A. N.A.
Independent, Non-Executive Director(s)
4. Mr. Deepak Kapoor Member N.A. N.A. N.A. N.A. N.A. Member N.A.
5. Mr. James Philip Adamczyk (2) N.A. N.A. N.A. N.A. N.A. N.A. N.A. N.A.
6. Mr. S. Madhavan (3) Chairman N.A. Chairman Member Chairman Member Chairman N.A.
7. Ms. Nishi Vasudeva Member N.A. N.A. N.A. N.A. N.A. Member N.A.
8. Ms. Robin Ann Abrams Member Member N.A. N.A. N.A. N.A. Member Chairperson
9. Dr. Sosale Shankara Sastry N.A. N.A. N.A. N.A. N.A. N.A. N.A. N.A.
10. Mr. R. Srinivasan N.A. Chairman N.A. N.A. Member N.A. N.A. N.A.
11. Mr. Thomas Sieber N.A. N.A. N.A. N.A. N.A. N.A. N.A. N.A.
(3) Mr. S. Madhavan was appointed as the Chairman of the Audit Committee and Risk Management Committee in place of Mr. Keki Mistry who
resigned from the Board of the Company w.e.f. April 30, 2018.
1. Audit Committee
As on March 31, 2019, the Audit Committee comprised of four Independent Directors namely:
a) Mr. S. Madhavan (Chairman)
b) Mr. Deepak Kapoor
c) Ms. Nishi Vasudeva
d) Ms. Robin Ann Abrams
The Company Secretary acts as a Secretary to the Committee.
During the year under review, Mr. S. Madhavan was appointed as the Chairman of the Committee in place of Mr. Keki Mistry
who resigned from the Board of the Company w.e.f. April 30, 2018.
Book 1.indb 110 04-Jul-19 8:47:39 PM

Terms of Reference d) Conduct of Audit
The terms of reference of Audit Committee are as under: Discuss with the statutory auditors the matters required
to be discussed for the conduct of the audit.
a) Statutory Auditors
e) Review and examination of Audit Results
Recommend to the Board the appointment,
re-appointment and if required, the replacement or Review and examination with the statutory auditors
removal of the statutory auditors, including filing of a the proposed report on the annual audit, areas of
casual vacancy, fixation of audit fee / remuneration, concern, the accompanying management letter, if any,
terms of appointment and also provide prior approval of the reports of their reviews of the Company’s interim
the appointment of and the fees for any other services financial statements and the reports of the results of
rendered by the statutory auditors. Provided that the such other examinations outside of the course of the
statutory auditors shall not render services prohibited statutory auditors’ normal audit procedures that they
to them by Section 144 of the Companies Act, 2013 or may from time to time undertake.
by professional regulations.
f) Review and examination of Financial Statements
The Committee shall take into consideration the
qualifications and experience of the Firm proposed to Review and examination of the Company’s financial
be considered for appointment as auditors as specified reporting process and the disclosure of its financial
under Section 141 of the Companies Act, 2013 and information to ensure that the financial statements
whether these are commensurate with the size, nature are accurate, sufficient and credible and evaluation
of business and requirements of the Company and of internal financial controls and risk management
also consider any completed and pending proceedings systems, to obtain reasonable assurance based on
against the proposed firm of Auditors before the evidence regarding processes followed and their
Institute of Chartered Accountants of India or any appropriate testing that such systems are adequate
competent authority or any Court. and comprehensive and are working effectively.
The Audit Committee shall review with appropriate
The Committee shall recommend to the Board, the officers of the Company and the statutory auditors,
name of the audit firm who may replace the incumbent the annual financial statements of the Company prior
auditor on the expiry of their term. to submission to the Board or public release thereof,
focusing primarily on:
b) Review and monitor independence and
performance of Statutory Auditors and 1) Matters required to be included in the Directors’
Effectiveness of Audit Process. Responsibility Statement to be included in the
Board’s Report in terms of Section 134(5) of the
In connection with recommending the firm to be
Companies Act, 2013;
retained as the Company’s statutory auditors,
review and monitor the information provided by the 2) Any changes in accounting policies and practices
management relating to the independence of such firm and reasons for the same;
and performance and effectiveness of audit process,
including, among other things, information relating to 3) Major accounting entries based on exercise of
the non-audit services provided and expected to be judgment by management;
provided by the statutory auditors. 4) Qualifications in draft audit report;
The Committee is also responsible for: 5) Significant adjustments made in the financial
1) Actively engaging in dialogue with the statutory statements arising out of audit;
auditors with respect to any disclosed relationship 6) The going concern assumption;
or services that may impact the objectivity and
independence of the statutory auditors; and 7) Compliance with accounting standards;
2) Recommending that the Board takes appropriate 8) Compliance with stock exchange and legal
action in response to the statutory auditors’ Report requirements concerning financial statements;
to satisfy itself of their independence.
9) Any related party transactions i.e. transactions of
c) Review audit plan the Company with its subsidiaries, promoters or
the management, or their relatives, etc. that may
Review with the statutory auditors their plans for, and have conflict with the interest of the Company at
the scope of, their annual audit and other examinations. large;
Book 1.indb 111 04-Jul-19 8:47:39 PM

10) Contingent liabilities; 9) Ensure the implementation of and compliance with
the objectives set out in the Risk Management
11) Status of litigations by or against the Company;
Policy.
and
10) Advise the Board on acceptable levels of risk
12) Claims against the Company and their effect on
appetite, tolerance and strategy appropriate to the
the accounts.
size and nature of business and the complexity and
The definition of the term “Financial Statement” shall geographic spread of the Company’s operations.
be the same as under Section 2(40) of the Companies
11) Review and reassess the adequacy of this charter
Act, 2013.
periodically and recommend any proposed
g) Review Quarterly Financial Statements changes to the Board for approval from time to
time.
Reviewing with the management, the quarterly /
interim financial statements before submission to the 12) The Committee shall have access to any internal
Board for approval. information necessary to fulfill its oversight role.
As and when required the Committee may assign
h) The Audit Committee shall perform the following
Risk Management Functions: tasks to the Internal Auditor, the Company’s
internal Risk management team and any external
1) Assist the Board in overseeing the responsibilities expert advisors considered necessary for any
with regard to the identification, evaluation and task and they will provide their findings to the
mitigation of operational, strategic and external Committee.
environmental risks.
i) Review the performance of the Internal and
2) Review and approve the Risk Management External Auditors
Policy and associated framework, processes and
practices. Review with the management the performance of
the statutory and internal auditors and the existence,
3) Assist the Board in taking appropriate measures to adequacy and effective functioning of the internal
achieve a prudent balance between risk and reward control systems including internal control system
in both ongoing and new business activities.
over financial reporting, based on appropriate and
4) Evaluate significant risk exposures including effective evidence and such other matters as may be
business continuity planning and disaster recovery required.
planning.
j) Oversight Role
5) Assess management’s actions in mitigating the
Oversight of the Company’s financial reporting process
risk exposures in a timely manner.
and the disclosure of its financial information to ensure
6) Promote Enterprise-wide Risk Management the financial statements are correct, sufficient and
and obtain comfort based on adequate and credible.
appropriate evidence that the Management of
the Company ensures the implementation and k) Review Internal Audit Function
effective functioning of the entire risk management Review the adequacy of the internal audit function,
process and embedding of a comprehensive risk including the structure of the internal audit department,
management culture in the Company at every adequate staffing and the qualifications, experience,
stage of its operations.
authority and autonomy of the person heading the
7) Assist the Board in maintenance and development department, the reporting structure, coverage and
of a supportive culture, in relation to the frequency of internal audit.
management of risk, appropriately embedded
l) Review Internal Audit Plans
through procedures, training and leadership
actions so that all employees are alert to the wider Review with the senior internal audit executive and
impact on the whole organization of their actions appropriate members of the staff of the internal
and decisions. auditing department the plans for and the scope
8) Maintaining an aggregated view on the risk profile of their ongoing audit activities and also review and
of the Company / Industry in addition to the profile approve the periodicity and programme for conducting
of individual risks. the internal audit.
Book 1.indb 112 04-Jul-19 8:47:39 PM

m) Review Internal Audit Reports p) Review other matters
Review with the senior internal auditing executive Review such other matters in relation to the accounting,
and appropriate members of the staff of the internal auditing and financial reporting practices and
auditing department the periodic reports of the findings procedures of the Company as the Committee may, in
of the audit and reports and the necessary follow up its own discretion, deem desirable in connection with
and implementation of correction of errors and other the review functions described above.
necessary actions required. The Audit Committee shall
q) Reporting to Board
also review the findings of any internal investigations
by the internal auditors into the matters where there Report its activities to the Board in such manner and at
is suspected fraud or irregularity or a failure of the such times, as it deems appropriate.
internal control system of a material nature and
ensure that proper corrective action is taken. Any such r) Investigation
matters shall be reported to the Board if necessary and The Audit Committee has the authority to investigate
appropriate. any matter in relation to the items specified in Section
n) Review systems of Internal Financial Controls 177 of the Companies Act, 2013 or referred to it by the
Board and for this purpose. It shall have full access
Review with the statutory auditors, and the senior to the information contained in the records of the
internal auditor to the extent deemed appropriate by Company. It may also investigate any activity within its
the Chairman of the Committee, the adequacy of the term of reference. It has the authority to look into the
Company’s internal financial controls as defined in reasons for substantial defaults in the payment to the
Section 134 of the Companies Act, 2013. depositors, debentureholders, shareholders (for non-
payment of declared dividends) and creditors, if any
o) Review and ensure the existence, adequacy
and any other instance of a failure of legal compliance.
and effective functioning of a Vigil Mechanism
/ Whistleblower Policy appropriate to the size, s) Seek Information / Advice
complexity and geographic spread of the Company
and its operations The Audit Committee may seek information from any
employee and may obtain from external independent
The vigil mechanism / Whistleblower Policy shall sources any legal or other professional advice it
provide for adequate safeguards against victimization considers necessary in the performance of its duties.
of all persons referring any matter under the mechanism It may also secure attendance of independent
and shall also provide for direct access to the Chairman professional persons with suitable qualifications and
of the Audit Committee in appropriate or exceptional relevant experience in specific matters, if it considers
cases. Matters referred and the action taken shall be this necessary.
regularly reported to the Committee once a quarter or
more frequently. The mechanism and policy shall cover t) Approval for appointment of Chief Financial Officer
whistleblower and complaint references of all kinds, The Committee shall approve the appointment of the
including alleged fraud by or against the Company, CFO (the whole-time Finance Director or any other
abuse of authority, misbehaviour and ill treatment and person heading the finance function) after assessing
unfair treatment of all kinds including all allegations and the qualifications, experience and background etc. of
charges of harassment, sexual or otherwise, whether the candidate.
made by a named complainant or anonymously.
Complaints which are prima facie frivolous in the view u) Review and monitor the Statement of Uses and
of the Ethics Committee Ombudsperson Function Application of Funds
or the Whistleblower Committee of the Company or
Review and monitor, with the management, the
other Committee or group of individuals responsible
statement of uses / application of funds raised through
for investigating complaints and taking suitable action
an issue (public, rights, preferential issue etc.), the
may be closed with appropriate reasons recorded.
statement of funds utilized for purposes other than
If any of the members of the Committee have a
those stated in the offer document / prospectus /
conflict of interest in a given case, they should recuse
notice and the report submitted by the monitoring
themselves and the others on the Committee would
agency monitoring the utilization of proceeds of the
deal with the matter on hand.
public issue or rights issue and make appropriate
recommendations to the Board.
Book 1.indb 113 04-Jul-19 8:47:40 PM

v) Review of other Information length principle, with suitable explanations for
any departures, the Committee shall periodically
The Audit Committee shall mandatorily review the
approve the related party transactions.
following information:
Explanation:
1) Management discussion and analysis of financial
condition and results of operation. a) “Related Party Transaction” means a transaction
envisaged as a related party transaction
2) Statement of related party transaction submitted
defined under the Companies Act, 2013 or
by the Management.
under SEBI (Listing Obligations and Disclosure
3) Management letters / letters of internal control Requirements), Regulation, 2015 (including any
weaknesses issued by the statutory auditors. amendments thereof).
4) Internal audit reports relating to internal control b) “Related Party” means a related party as defined
weaknesses. under the Companies Act, 2013, rules made
thereunder and under applicable accounting
5) The appointment, removal and terms of standards and SEBI (Listing Obligations and
remuneration of the Chief Internal Auditor. Disclosure Requirements) Regulations, 2015
6) Inter-corporate loans and investments including (including any amendments thereof).
review of utilization of loans and/or advances x) To attend Annual General Meeting
from / investment by the Company in any of its
subsidiary exceeding the prescribed limit of the The Chairman of the Audit Committee shall attend the
asset size of the subsidiary as provided in SEBI Annual General Meetings of the Company to provide
(Listing Obligations & Disclosure Requirements), any clarification on matters relating to its scope sought
Regulations, 2015. by the members of the Company.
7) Valuation of undertakings and assets of the The statutory auditors of the Company shall be special
Company whenever necessary. invitees to the Audit Committee meetings and they
shall participate in discussions related to the audit and
8) Internal control system in regard to prevention of reviews of the financial statements of the Company
insider trading. and any other matter that in the opinion of the statutory
w) Basis of Related Party Transactions auditors needs to be brought to the notice of the
Committee or any matter in which they are invited by
1) The statement in summary form of transactions the Committee to participate.
with related parties in the ordinary course of
business shall be placed periodically before the y) Subsidiary Companies
Audit Committee. The Audit Committee of the holding company shall
2) Details of individual transactions with related also review the financial statements, in particular the
parties, which are not in the normal course inter-corporate loans and investments made by or in
of business, shall be placed before the Audit the subsidiary companies.
Committee. z) Reporting of Fraud by the Auditors
3) Details of individual transactions with related In case the auditor has sufficient reason to believe
parties or others, which are not on an arm’s length that an offence involving fraud is being or has been
basis shall be placed before the Audit Committee committed against the Company by officers or
together with the management’s is justification for employees of the Company or by the Company the
the selection of the related party and the price and Auditor shall forward his report to the Committee and
other terms agreed. the Committee shall send its reply or observations to
4) Approval or any subsequent modification of ALL the Auditor and such matters shall be reported to the
transactions of the Company with related parties. Board by the Committee.
5) On satisfying itself adequately regarding the aa) Cost Auditor

reasons for the related party transactions If the Company is required by the Companies Act,
undertaken and the terms and conditions agreed 2013 or other legal provision to appoint a Cost Auditor
including price and the observation of the arms’ to have a cost audit conducted, the Committee
Book 1.indb 114 04-Jul-19 8:47:40 PM

shall take into consideration the qualifications and 2. Corporate Social Responsibility Committee
experience of the person proposed for appointment as
As on March 31, 2019, the Corporate Social Responsibility
the cost auditor and recommend such appointment to
(‘CSR’) Committee comprised of three members including
the Board, together with the remuneration to be paid
one Independent Director namely:
to the cost auditor.
a) Ms. Roshni Nadar Malhotra (Chairperson)
ab) Review of the Terms of Reference of the Audit
Committee b) Mr. Shiv Nadar
The Committee shall review and reassess the c) Mr. S. Madhavan
adequacy of the terms of reference of the Audit
Committee on a periodical basis and where necessary Terms of Reference
obtain the assistance of the Management the Group’s The Terms of Reference of the CSR Committee are as
external auditors and external legal counsel. under:
ac) Registered Valuer 1. Formulate and recommend to the Board, a CSR Policy.
The Audit Committee shall prescribe the terms and 2. Recommend the amount of expenditure to be incurred
conditions and the appointment of a registered valuer on CSR activities.
having the requisite qualifications and experience.
3. Institute a transparent monitoring mechanism for
Six meetings of the Audit Committee were held during implementation of CSR projects or programs or
the financial year under review. These were held on activities undertaken by the Company.
April 27, 2018, July 25-26, 2018, October 18-22, 2018,
October 23, 2018, January 11, 2019 and January 29, 4. Monitor CSR policy from time to time.
2019. The necessary quorum was present for all the
During the financial year ended March 31, 2019, the CSR
meetings.
Committee met two times on April 19, 2018 and October
Attendance details of each member at the Audit 17, 2018. The necessary quorum was present for both the
Committee meetings held during the financial year meetings.
ended March 31, 2019 are as follows: 3. Nomination & Remuneration Committee
No. of As on March 31, 2019, the Nomination & Remuneration
Number
Name of the Meetings Committee (‘NRC’) comprised of four members, with two of
of
Committee Position held its members as Independent Directors, namely:
Meetings
Member during
attended
tenure a) Mr. R. Srinivasan (Chairman)
Mr. S. Madhavan (1)
Chairman 6 6 b) Mr. Shiv Nadar
Mr. Deepak Kapoor Member 6 6
c) Ms. Robin Ann Abrams
Mr. Keki Mistry (1) Member 1 0
Ms. Nishi Vasudeva Member 6 5 d) Ms. Roshni Nadar Malhotra
Ms. Robin Ann Member 6 6(2) Terms of Reference

Abrams
The Terms of Reference of the Nomination & Remuneration
(1) Mr. S. Madhavan was appointed as the Chairman of the Committee are as under:
Committee in place of Mr. Keki Mistry who resigned from
the Board of the Company w.e.f. April 30, 2018.
a) Succession planning for certain key positions in the
Company viz. Directors, Chief Executive Officer (CEO),
(2) Ms. Robin Abrams attended one meeting through Chief Operating Officer (COO), Chief Financial Officer
teleconference call. (CFO) and Senior Management. The Committee
to identify, screen and review candidates, inside or
Further, during the year under review, one meeting
outside the Company and provide its recommendations
of the Board of Directors of the Company was held to the Board.
via teleconference call on March 29, 2019 and the
decision was taken through resolution by circulation. b) Review and recommend to the Board the appointment
and removal of Directors / Key Managerial Personnel
and persons in Senior Management.
Book 1.indb 115 04-Jul-19 8:47:40 PM

“Senior Management” shall mean corporate officers of During the financial year ended March 31, 2019, NRC met
the Company. five times on April 27, 2018, July 24, 2018, July 26, 2018,
October 22, 2018 and January 28, 2019. The necessary
c) Carry out the performance evaluation of the Board as
quorum was present for all the meetings.
a whole and individual Directors.
Attendance details of each member at NRC, during the
d) Recommend to the Board a policy relating to
year ended March 31, 2019 are as follows:
remuneration of Directors, Key Managerial Personnel
and other employees.
Number
The Nomination & Remuneration Committee while of Number
formulating the aforesaid policy shall ensure that – Name of the Meetings of
Position
Committee Member held Meetings
1. The level and composition of remuneration is during attended
reasonable and sufficient to attract, retain and motivate tenure
Directors of the quality required to run the company
successfully; Mr. R. Srinivasan Chairman 5 5(1)
2. Relationship of remuneration to performance is clear Mr. Shiv Nadar Member 5 5

and meets appropriate performance benchmarks; Ms. Robin Ann
Member 5 5
3. Remuneration to Directors, Key Managerial Personnel Abrams
and Senior Management involves a balance between Ms. Roshni Nadar
fixed and incentive pay reflecting short and long-term Member 5 5
Malhotra
performance objectives appropriate to the working of
(1) Mr. R. Srinivasan attended two meetings through
the company and its goals;
teleconference call.
e) Formulate the criteria for determining the qualifications,
positive attributes and independence of Directors; Further, during the year under review, two meetings of the
NRC were held via teleconference call on November 19,
f) Devise a Policy on Board Diversity; 2018 and February 25, 2019 and the decisions were taken
through resolution by circulation.
g) Review and approve / recommend the remuneration
for the Corporate Officers / Whole-Time Directors of Remuneration Policy and criteria of making payments
the Company; to Executive and Non-Executive Directors
h) Approve inclusion of senior officers of the Company as The Remuneration Policy of the Company is aimed at
Corporate Officers; rewarding performance, based on a review of achievements
on a regular basis and is in consonance with existing
i) Approve promotions within the Corporate Officers;
industry practices.
j) Regularly review the Human Resource function of the
The criteria for making payments to Executive and
Company;
Non-Executive Directors of the Company are as under:
k) Approve grant of stock options to the employees and
Executive Directors:
/ or Directors (excluding Independent Directors and
Promoter Directors) of the Company and subsidiary The remuneration of the Executive Directors is
companies and perform such other functions and recommended by the Nomination & Remuneration
take such decisions as are required under the various Committee to the Board and after approval by the Board
Employees Stock Option Plans of the Company; the same is put up for shareholders’ approval. Executive
Directors do not receive any sitting fees for attending the
l) Discharge such other function(s) or exercise such
Board and Committee meetings.
power(s) as may be delegated to the Committee by
the Board from time to time; During the year, the Board comprised of one Executive
Director viz. Mr. Shiv Nadar. There are no separate
m) Make reports to the Board as appropriate; and
provisions for the service of notice period and payment
n) Review and reassess the adequacy of this charter of severance fee by the Executive Directors at the time of
periodically and recommend any proposed changes to their termination.
the Board for approval from time to time.
Book 1.indb 116 04-Jul-19 8:47:40 PM

The remuneration paid to Mr. Shiv Nadar for the year (1) Mr. James Philip Adamczyk was appointed as a Director of
ended March 31, 2019 from the Company / subsidiaries the Company w.e.f. July 26, 2018.
is as under: (2) Mr. Sudhindhar Krishan Khanna resigned as a Director of the
Particulars ` in crore
Salary - There were no other pecuniary relationships or transactions
Perquisites 1.09 of the Non-Executive Directors vis-à-vis the Company.
Others:
- Medical 0.02 The Remuneration Policy is provided herewith pursuant to
- Gratuity 0.10 Section 178(4) of the Act and Regulation 19 of the Listing
- Misc. reimbursement 0.07 Regulations.
Contribution to Provident Fund -
Remuneration Policy for Directors, Key Managerial
Total 1.28
Personnel and other employees
In addition, Mr. Shiv Nadar received salary and perquisites
equivalent to `3.58 crore from a subsidiary of the Company. The I. Scope of the Policy
overall compensation is in accordance with the approval given by
The Remuneration Policy (“Policy”) applies to the
the Board and Shareholders of the Company.
Directors and Key Managerial Personnel of the
Non-Executive Directors: Company and other employees of the Company and
its subsidiaries.
During the year, the Company paid sitting fees to its Non-
Executive Directors for attending the meetings of the Board II. Background
of Directors, Audit Committee and Finance Committee of
A transparent, fair and reasonable process for
the Company. The Company also paid commission to its
determining the appropriate remuneration at all
Non-Executive Directors as approved by the Board within
career levels and roles as prevalent in the Company
the limits approved by the shareholders of the Company.
is required to ensure that the shareholders remain
The amount of such commission, taken together for all
informed and confident about the management of the
Non-Executive Directors, does not exceed 1% of the
Company.
net profits of the Company in a financial year. The said
commission is decided each year by the Board of Directors III. Objective
and distributed amongst the Non-Executive Directors
based on their attendance and contribution at the Board The objectives of this Policy are:
and certain Committee meetings, as well as the time spent
a) To create a transparent system of determining the
on operational matters other than at meetings.
appropriate level of remuneration throughout all
The sitting fees and commission paid / payable to the Non- career levels and roles of the Company.
Executive Directors for the year ended March 31, 2019 are
b) Motivate the Directors, Key Managerial Personnel
as under:
and other employees, to perform to their maximum
Sitting potential.
Commission
Fees
for FY c) To reward performance and meritocracy, based on
Name of the Director for FY
2018-19 review of achievements on a regular basis and is
2018-19
(` in crore) in consonance and benchmarked with the existing
(` in crore)
industry practices.
Mr. Deepak Kapoor 0.03 0.62
Mr. James Philip Adamczyk(1) 0.01 0.66 d) Allow the Company to compete in each relevant
Mr. S. Madhavan 0.03 0.80 employment market.
Ms. Nishi Vasudeva 0.02 0.62
Ms. Robin Ann Abrams 0.02 1.19 e) Provide consistency in remuneration and benefits
Ms. Roshni Nadar Malhotra 0.03 0.75 throughout the Company.
Dr. Sosale Shankara Sastry 0.01 0.94
f) Align the performance of the business with the
Mr. R. Srinivasan 0.01 1.12
performance of key individuals and teams within
Mr. Sudhindar Krishan Khanna(2) 0.02 0.58
the Company.
Mr. Thomas Sieber 0.01 0.94
Note: Mr. Keki Mistry resigned as a Director of the Company w.e.f.
April 30, 2018.
Book 1.indb 117 04-Jul-19 8:47:40 PM

IV. Remuneration Policy for Directors places as may be required by the Act and Rules
framed thereunder, Equity Listing Agreement entered
(a) Executive Directors
into with the Stock Exchanges (including any statutory
The remuneration of the Executive Directors will be modification(s) or re-enactment thereof) and such
recommended by the Nomination & Remuneration other laws for the time being in force.
Committee (“Committee”) to the Board of Directors
VII. Implementation
(“Board”) and after approval by the Board the
same will be put up for the shareholder’s approval. This Policy has been approved and adopted by
the Board of the Company after the recommendation
(b) Non-Executive Directors
of the Committee of the Company. Any revisions to
Non-Executive Directors will be paid commission the Policy will be submitted to the Board for
as approved by the Board within the limits consideration and approval upon recommendation by
approved by the shareholders of the Company. the Committee.
The amount of such commission, taken together
4. Finance Committee
for all Non-Executive Directors, will not exceed
1% of the net profits of the Company in a financial As on March 31, 2019, the Finance Committee comprised
year calculated as per the requirements of Section of the following members:
198 of the Companies Act, 2013 (the “Act”). The
said commission shall be decided each year by a) Mr. S. Madhavan (Chairman)
the Board of Directors and distributed amongst b) Mr. Shiv Nadar
the Non-Executive Directors based on their c) Ms. Roshni Nadar Malhotra
attendance, contribution at the Board and certain d) Mr. R. Srinivasan
Committee meetings and the time spent on e) Mr. Sudhindar Krishan Khanna
operational matters other than at meetings.
Note: Mr. Sudhindhar Krishan Khanna resigned as a
The Company shall reimburse the travelling, hotel
Director of the Company w.e.f. April 8, 2019. Accordingly,
and other out-of-pocket expenses incurred by the
as on the date of this Report, the Finance Committee
Directors for attending the meetings and for other
comprises of the following members:
work on behalf of the Company.
V. Remuneration Policy for Key Managerial Personnel
b) Mr. Shiv Nadar
The Company’s Remuneration Policy of Key c) Ms. Roshni Nadar Malhotra
Managerial Personnel (other than Executive Directors d) Mr. R. Srinivasan
covered above) and other employees is driven by
their success and performance of the Company. Terms of Reference
Through its compensation programme, the Company
The Terms of Reference of the Finance Committee are as
endeavors to attract, retain, develop and motivate a
under:
high performance workforce. The Company follows a
compensation mix of fixed pay, performance based a. To review and approve the capital structure plans and
variable pay, benefits and perquisites, long term specific equity and debt financings and recommend
cash incentive plans and equity based reward plans. the same for approval to the Board.
The Company may grant loans to the employees as
per its Employees’ Personal Loan Policy. Individual b. To review and approve the annual budgets and other
performance pay is determined by business financial estimates and provide its recommendations
performance and the performance of the individuals to the Board.
measured through periodic appraisal process. The c. To review the actual performance of the Company
Company will ensure that level and composition of
against the budgets.
remuneration is reasonable and sufficient to attract,
retain and motivate all employees to contribute to their d. To review and approve the capital expenditure plans
potential and in turn run the Company successfully. and specific capital projects and recommends the
same to the Board for approval.
VI. Disclosure
e. To evaluate the performance of and returns on
The Remuneration Policy shall be disclosed in the
approved capital expenditure.
Directors’ Report, Annual Report and such other
Book 1.indb 118 04-Jul-19 8:47:40 PM

f. To consider and approve the proposal which involves 5. Stakeholders’ Relationship Committee
funding assets on operating and/or financial lease in
As on March 31, 2019, the Stakeholders’ Relationship
the normal course of business.
Committee comprised of the following members:
g. To review and approve the proposals for mergers,
acquisitions and divestitures and provide its
b) Mr. Shiv Nadar
c) Ms. Roshni Nadar Malhotra
h. To evaluate the performance of acquisitions.
The Chairman of the Committee, Mr. S. Madhavan is an
i. To consider and approve the proposals for fresh Independent, Non-Executive Director on the Board of the
investments by way of infusion of capital and/or Company.
providing of loan and any further investments (by
Terms of Reference
capital / loan) in wholly-owned subsidiaries / Branches
and providing any guarantees for funding the same. The Stakeholders’ Relationship Committee has been
formed to undertake the following activities:
j. To evaluate the performance of subsidiaries / JVs /
Branches. a. To review and take all necessary actions for redressal
of grievances and complaints of securityholders as
k. To plan and prepare strategies for managing the foreign may be required in the interests of the securityholders.
exchange exposure – The Committee to approve the
hedging policy and monitor its performance. b. To approve requests of re-materialisation of shares
/ securities, issuance of split and duplicate shares /
l. To approve the investment policy and review the security certificates.
performance thereof.
During the year under review, the Committee met eleven
m. To recommend dividend policy to the Board. times on May 16, 2018, July 25, 2018, August 17, 2018,
September 7, 2018, October 30, 2018, November 23, 2018,
n. To review and approve the insurance coverage and
December 13, 2018, January 23, 2019, February 5, 2019,
program for the Company. February 28, 2019 and March 29, 2019. The necessary
o. To consider and approve the guarantees / bonds quorum was present for all the meetings.
provided by the Company either directly or through Name, Designation and Address of Compliance Officer
banks in connection with the Company’s business. Mr. Manish Anand
p. To approve opening / closing of bank accounts of the Sr. Vice President & Company Secretary
Company and change in signatories for operating the HCL Technologies Limited
Plot No.: 3A, Sector 126, Noida-201 304, UP, India
bank accounts.
Telephone: +91-120-6125000
q. To perform any other activities or responsibilities E-mail: [email protected]
assigned to the Committee by the Board of Directors
Investors’ Grievances
from time to time.
The following table shows the Shareholders’ complaints
r. To delegate authorities from time to time to the
received during the financial year ended March 31, 2019:
Executives / Authorised persons to implement
the decisions of the Committee within the powers Source of Complaint Received Resolved Pending
authorised above. Directly from the 24 24 0
Investors
During the financial year ended March 31, 2019, the Through SEBI, 5 5 0
Committee met four times on April 24, 2018, October 17, Stock Exchanges, etc.
2018, January 28, 2019 and March 5, 2019. The necessary Total 29 29 0
quorum was present for all the meetings.
6. Employees’ Stock Option Allotment Committee
Further, during the year under review, three meetings of
As on March 31, 2019, the Employees’ Stock Option
the Finance Committee were held via teleconference
Allotment Committee comprised of the following members:
call on July 6, 2018, November 30, 2018 and March 14,
2019 and the decisions were taken through resolution by a) Mr. Shiv Nadar
circulation. b) Mr. S. Madhavan
c) Mr. Prateek Aggarwal
Book 1.indb 119 04-Jul-19 8:47:40 PM

Mr. Prateek Aggarwal was appointed as a member of 7. To assist the Board in maintenance and development
the Committee in place of Mr. Anil Kumar Chanana w.e.f. of a supportive culture, in relation to the management
October 1, 2018. of risk, appropriately embedded through procedures,
training and leadership actions so that all employees
This Committee has been formed to allot shares to the
are alert to the wider impact on the whole organization
employees who have exercised their stock options under
of their actions and decisions.
the Stock Option Plans of the Company.
8. To maintain an aggregated view on the risk profile of
During the financial year under review, the Committee met
the Company / Industry in addition to the profile of
seven times on April 24, 2018, May 16, 2018, June 20,
individual risks.
2018, August 14, 2018, November 23, 2018, February 15,
2019 and March 18, 2019. The necessary quorum was 9. To ensure the implementation of and compliance with
present for all the meetings. the objectives set out in the Risk Management Policy.
7. Risk Management Committee 10. To advise the Board on acceptable levels of risk
appetite, tolerance and strategy appropriate to the
As on March 31, 2019, the Risk Management Committee
size and nature of business and the complexity and
comprised of the following members:
geographic spread of the Company’s operations.
11. To review and reassess the adequacy of this charter
b) Mr. Deepak Kapoor periodically and recommend any proposed changes to
c) Ms. Nishi Vasudeva the Board for approval from time to time.
d) Ms. Robin Ann Abrams
12. The Committee shall have access to any internal
During the year under review, Mr. S. Madhavan was information necessary to fulfill its oversight role. As
appointed as the Chairman of the Committee in place of Mr. and when required, the Committee may assign tasks
Keki Mistry who resigned from the Board of the Company to the Internal Auditor the Company’s internal Risk
w.e.f. April 30, 2018. management team and any external expert advisors
considered necessary for any task and they will
Terms of Reference
provide their findings to the Committee.
1. To assist the Board of Directors (“Board”) in overseeing
During the year under review, the Committee met once on
the responsibilities with regard to the identification,
January 11, 2019. The necessary quorum was present for
evaluation and mitigation of operational, strategic and
the meeting.
external environmental risks including cyber security
risks. Further, a meeting of the Risk Management Committee
was held via teleconference call on November 2, 2018
2. To assist the Board in taking appropriate measures to
and the decisions were taken through resolutions by
achieve a prudent balance between risk and reward in
circulation.
both ongoing and new business activities.
8. Diversity Committee
3. To review and approve the Risk Management Policy
and associated framework, processes and practices. During the year under review, in order to affirm, guide and
support the commitment of the Company to drive gender
4. To evaluate significant risk exposures including
diversity, the Board of Directors formed a Committee of the
business continuity planning and disaster recovery
Board of Directors named as Diversity Committee.
planning.
As on March 31, 2019, the Diversity Committee comprised
5. To assess management’s actions in mitigating the risk
of the following members:
exposures in a timely manner.
a) Ms. Robin Ann Abrams (Chairperson)
6. To promote Enterprise-wide Risk Management and
b) Ms. Roshni Nadar Malhotra
obtain comfort based on adequate and appropriate
evidence that the Management of the Company c) Mr. Shiv Nadar
ensures the implementation and effective functioning Terms of Reference
of the entire risk management process and embedding
of a comprehensive risk management culture in the 1. To serve in an advisory capacity to provide management
Company at every stage of its operations. with appropriate guidance on gender diversity.
Book 1.indb 120 04-Jul-19 8:47:40 PM

2. To review and evaluate the efforts of HR and other relatives, except for those disclosed in the financial statements
departments with respect to the initiatives relating to for the financial year 2018-19. Detailed information on
gender diversity and provide oversight with respect to materially significant related party transactions is enclosed in
matters of strategy and progress in this regard. Annexure 2 to the Directors’ Report. A Policy on Related Party
Transactions formulated pursuant to the provisions of the Act
3. To address specific issues or problems relating to
and the Listing Regulations entered into by the Company with
diversity or inclusion that may arise with the objective
the Stock Exchanges and approved by the Board is available
of identifying which procedures or policies to be
on the website of the Company at https://www.hcltech.com/
enhanced, changed or discarded and to ensure that
investors/governance-policies.
senior management has a timely and reasonable
action plan to promote gender diversity. CODE OF BUSINESS ETHICS AND CONDUCT
4. To monitor and oversee the development and The Board has prescribed a Code of Business Ethics and
implementation of diversity policies, programs and Conduct (COBEC) that provides for transparency, ethical
actions and procedures so as to ensure that they conduct, a gender friendly workplace, legal compliance and
are appropriate to, and assist in the fulfilment of, the protection of Company’s property and information. COBEC is
Company’s duties and responsibilities to provide equal a set of guiding principles and covers all directors, employees,
opportunities to female candidates / employees. third party vendors, consultants and customers across the
world. COBEC also includes the duties of Independent Directors
5. To provide periodic reports to the Board.
as mentioned in Schedule IV of the Act. COBEC is periodically
During the year under review, the Committee met four reviewed taking into account the prevailing business and
times on April 27, 2018, July 25, 2018, October 16, 2018 ethical practices. The Code is also posted on the website of
and January 16, 2019. The necessary quorum was present the Company https://www.hcltech.com/investors/governance-
for all the meetings. policies.
SUCCESSION PLANNING All Board members and senior management personnel have
confirmed compliance with the Code for the financial year
Succession Planning aids the Company in identifying and ended March 31, 2019. A declaration to this effect signed by the
developing internal people with the potential to fill certain Chairman & Chief Strategy Officer and CEO of the Company is
key positions in the Company viz. Chief Executive Officer, provided elsewhere in this Annual Report.
Chief Operating Officer, Chief Financial Officer and Company
Secretary. It increases the availability of experienced and CODE FOR PREVENTION OF INSIDER TRADING
capable employees that are prepared to assume these roles
The Company has comprehensive guidelines on prevention
as they become available. Succession Planning is a part of
of Insider Trading in line with the SEBI (Prohibition of Insider
the charter of the Nomination & Remuneration Committee of
Trading) Regulations, 2015 (as amended from time to time).
the Company. The Committee shall identify, screen and review
The Code of Conduct on Prohibition of Insider Trading (‘Insider
candidates, inside or outside the Company and provide its
Trading Code’) for prevention of Insider Trading inter-alia
prohibits purchase / sale of shares of the Company by the
INDEPENDENCE OF STATUTORY AUDITORS Designated Persons (as defined under the Insider Trading
Code) while in possession of unpublished price sensitive
The Board ensures that the statutory auditors of the Company information in relation to the Company. The Company, within
are independent and have an arm’s length relationship with the two working days of receipt of the information under the Initial
Company. and Continual Disclosures from the Designated Persons (as
TOTAL FEES PAID TO STATUTORY AUDITORS defined under the Insider Trading Code), discloses the same
to all the Stock Exchanges, where the shares of the Company
A total fee of ` 25.68 crore was paid by the Company and its are listed.
subsidiaries for all audit and non-audit services availed, on a
consolidated basis, to the Statutory Auditors and all entities in ANTI-BRIBERY POLICY AND ANTI-CORRUPTION POLICY
the network firm / network entity of which the Statutory Auditors To ensure the Company’s policy for conducting its business
is a part, for the financial year ended March 31, 2019. activities with honesty, integrity and highest possible ethical
MATERIALLY SIGNIFICANT RELATED PARTY TRANSACTIONS standards and company’s commitment towards prevention,
deterrence and detection of fraud, bribery and other corrupt
There have been no materially significant related party business practices, the Company has in place an Anti-Bribery
transactions, monetary transactions or relationships between and Anti-Corruption Policy that applies to the employees at
the Company and its Directors, management, subsidiary or all levels, directors, consultants, agents and other persons
Book 1.indb 121 04-Jul-19 8:47:40 PM

associated with the Company, its affiliates and subsidiaries. the company, a Whistleblower Policy is in place to provide
This Policy covers matters relating to hospitality, offset appropriate avenues to the Directors, employees, contractors,
obligations, employment of relatives, guidance on gifts, political contractors’ employees, clients, vendors, internal or external
/ charitable contributions, extortion / blackmail responses etc. auditors, consultants, law enforcement / regulatory agencies or
The policy is available on the website of the Company at https:// other third parties to bring to the attention of the management
www.hcltech.com/investors/governance-policies. any issues which are perceived to be of unethical behaviour,
actual or suspected fraud or violation of the Company’s
PREVENTION AND REDRESSAL OF SEXUAL Code of Business Ethics and Conduct. All cases registered
HARASSMENT AT WORK PLACE POLICY under the Whistleblower Policy of the Company are reported
In order to provide a safe and healthy work environment free to the external Ombudsperson who carries out preliminary
of any hassles and all kinds of harassment including sexual investigations.
harassment and to prevent and redress such harassment Complaints received against “C” Level Officers (CEO/CFO/
complaints, the Company has in place a Prevention and CHRO/President/Corporate Officers) or complaints against
Redressal of Sexual Harassment at Work Place Policy. any Director or Chairman of the Company are overseen by
This policy applies to all employees of the Company, its the Chairman of the Audit Committee and disciplinary action
group companies and joint ventures operating out of India is decided by the Audit Committee. Complaints against other
like regular, temporary, ad hoc, daily wagers, contractual employees are overseen by the Head of Internal Audit and
staff, vendors, clients, consultants, trainees, probationers, disciplinary action is decided by the Whistleblower Committee.
apprentices, contract labour and also all visitors to the The Whistleblower has direct access to the Chairman of
Company. Any complaint about harassment shall be treated the Audit Committee in appropriate or exceptional cases
under this Policy. This Policy is not confined to the actual and the Chairman of the Audit Committee is authorized to
working place of the employees in the sense of the physical prescribe suitable directions in this regard. The identity of the
space in which paid work may be performed as per the Whistleblower is kept confidential.
prescribed duty hours but also includes any place visited by the
employee arising out of or during the course of employment. The Audit Committee reviews the policy and its implementation
The Company has constituted an Internal Committee for the on periodic basis and is provided a quarterly update on the
redressal of all sexual harassment complaints. These matters status of various complaints received and investigated. The
are also being reported to the Audit Committee. During the policy is available on the website of the Company at https://
year ended March 31, 2019, the Company has received www.hcltech.com/investors/governance-policies.
11 (eleven) complaints on sexual harassment that were OBSERVANCE OF THE SECRETARIAL STANDARDS
classified as significant incidents for investigation, all of which ISSUED BY THE INSTITUTE OF COMPANY SECRETARIES
were disposed of and appropriate actions were taken and no OF INDIA
complaints remain pending as of March 31, 2019.
The Institute of Company Secretaries of India has issued
WHISTLEBLOWER POLICY Secretarial Standards on Board Meeting (SS-1) and General
The principles of trust through transparency and accountability Meeting (SS-2) which were made compulsory for all companies
are at the core of the Company’s existence. To ensure by the Ministry of Corporate Affairs. The Institute has also issued
strict compliance with ethical and legal standards across Secretarial Standards on Dividend (SS-3), which is however
not compulsory. The Company adheres to these standards.
GENERAL BODY MEETINGS
The location and time of the AGMs held and details of Special Resolution(s) passed thereat during the preceding 3 years are as
follows:
Financial
Date Time Venue Details of Special Resolution passed
Year
2015-16 September 27, 2016 11:00 A.M. The ‘Stein Auditorium’, Habitat No special resolution passed
World, at India Habitat Centre,
Lodhi Road, New Delhi-110003
2016-17 September 21, 2017 11:00 A.M. The ‘Stein Auditorium’, Habitat Re-appointment of Mr. Shiv Nadar as
World, at India Habitat Centre, the Managing Director of the Company
2017-18 September 18, 2018 11:00 A.M. The ‘Stein Auditorium’, Habitat No special resolution passed
World, at India Habitat Centre,
Book 1.indb 122 04-Jul-19 8:47:40 PM

DETAILS OF RESOLUTIONS PASSED THROUGH POSTAL The Company also provided the facility of remote e-voting to the
BALLOT members to cast their votes electronically, in accordance with
Section 108 of the Act and Rule 20 of the Management Rules
During the year, the Company sought the approval of the
and Regulation 44 of the Listing Regulations. The Company
shareholders by way of a Special Resolution through postal
engaged the services of National Securities Depositary Limited
ballot / remote e-voting facility for approving the Buy-back of
for the purpose of providing remote e-voting facility. The
Equity Shares of the Company. The special resolution was duly
members had the option to vote either by postal ballot forms or
approved with requisite majority on August 20, 2018.
remote e-voting.
No special resolution is proposed to be conducted through
Members were advised to carefully read the instructions printed
postal ballot on or before the ensuing AGM.
on the postal ballot form before casting their vote and return the
Person conducting the Postal Ballot duly completed form in the attached self-addressed business
reply envelope so as to reach the Scrutinizer on or before the
Mr. Nityanand Singh, Practicing Company Secretary, FCS close of working hours of August 16, 2018 in case of members
No. 2668 was appointed as the Scrutinizer for conducting the desiring to exercise their votes by postal ballot forms. Members
Postal Ballot / remote e-voting process in accordance with the voting through electronic mode were requested to follow the
Act and Companies (Management and Administration) Rules, instructions for remote e-voting and could vote from 9:00 A.M.
2014 (the “Management Rules”) made thereunder in a fair and (IST) on July 18, 2018 till 5:00 P.M. (IST) on August 16, 2018.
transparent manner.
After due scrutiny of all the postal ballot forms / remote
Procedure followed for Postal Ballot / E-voting e-voting received upto the close of working hours of August
In Compliance with the Listing Regulations and Section 110 16, 2018, the Scrutinizer submitted his final report on August
and other applicable provisions of the Act, read with the rules 20, 2018.
made thereunder, the Company completed the dispatch of The results of the postal ballot / remote e-voting were declared
postal ballot notice on July 14, 2018 along with the postal ballot on August 20, 2018. The results were published in the
forms and postage pre-paid business reply envelopes to the newspapers within 48 hours of the declaration and were also
members whose names appeared in the register of members / placed on the website of the Company at www.hcltech.com,
list of beneficiaries as on the cut-off date i.e. July 12, 2018. The besides being intimated to the Stock Exchanges and National
Company also published a notice in the newspaper declaring Securities Depository Limited.
the details of completion of dispatch and other requirements as
mandated under the Act and applicable rules.
Details of Voting Pattern
Based on the Scrutinizers’ Report, the details of voting pattern in respect of the Special Resolution is as under:
Votes in favour of the Resolution Votes against the Resolution Invalid Votes
Number of Number of Total Total
% of
Description members voted members voted Number % of total number of number
total
of the through remote Number of through remote of valid number members of
number
Resolution e-voting system valid votes e-voting system votes of valid whose invalid
of valid
and through cast (shares) and through cast votes votes were votes
votes
postal ballot postal ballot (shares) cast declared cast
cast
forms forms invalid (shares)
Approval for
Buy-back of 2,921 1,23,71,42,925 99.59 184 50,86,334 0.41 59 4,958
Equity Shares
Book 1.indb 123 04-Jul-19 8:47:40 PM

SUBSIDIARY COMPANIES AND POLICY ON MATERIAL c) Other Disclosures
SUBSIDIARY
1. The Company has in place the Whistleblower
The Company has formulated and adopted a Policy for Policy and it provides for direct access to the
determining Material Subsidiary in line with the requirements Chairman of the Audit Committee in appropriate
of the Listing Regulations. The Policy aims to set out the or exceptional cases.
principles for determining a material subsidiary. The Policy
2. During the year, the Company did not raise
on the Material Subsidiary is available on the website of the
any money through public issue, right issues,
Company at https://www.hcltech.com/investors/governance-
preferential issue or qualified institutional
policies.
placement and there was no unspent money
During the financial year under review, HCL America, Inc. was raised through such issues.
a material subsidiary of the Company as per the criteria given
3. Maintenance of cost records has not been specified
under Regulation 16 of the Listing Regulations. Further, in by the Central Government under Section 148(1)
accordance with the SEBI (Listing Obligations and Disclosure of the Act and accordingly such accounts and
Requirements) (Amendment) Regulations, 2018, pursuant records are not made and maintained by the
to the change in the definition of “material subsidiary”, HCL Company.
Bermuda Limited is also a material subsidiary of the Company
w.e.f. April 1, 2019. 4. In terms of the provisions of the Listing Regulations,
the Company has in place an “Archival Policy” and
The Audit Committee of the Company reviews the financial a “Policy for Determination of Materiality of Events
statements and investments made by the unlisted subsidiaries. or Information”. Both the policies are available
The minutes of the board meetings as well as the statement on the website of the Company at https://www.
of significant transactions and arrangements entered into by hcltech.com/investors/governance-policies.
the unlisted subsidiary companies, if any, are placed before the
Board of Directors of the Company from time to time. MEANS OF COMMUNICATION
CEO / CFO CERTIFICATION a) Financial Results, Newspapers in which results

normally published: The quarterly, half-yearly and
The Certificate as stipulated in Regulation 17(8) of the Listing annual financial results of the Company are generally
Regulations read with Part B of Schedule II was placed before published in leading newspapers in India inter-alia, in
the Board along with the financial statements for the financial Mint and Hindustan. The results are also displayed on the
year ended March 31, 2019 and the Board reviewed the same. Company’s website www.hcltech.com.
The said Certificate is provided elsewhere in this Annual Report.
b) Website: The Company’s corporate website i.e.
DISCLOSURES www.hcltech.com provides comprehensive information on
the Company’s portfolio of businesses. The website has
a) Related party transactions an entire section dedicated to Company’s profile, its core
During the year under review, the Company has not values, corporate governance, business lines and industry
entered into any transaction of a material nature with its sections. An exclusive section on ‘Investors’ enables them
to access information at their convenience. The entire
subsidiaries, promoters, Directors, the management,
Annual Report as well as quarterly, half yearly, annual
senior management personnel, their relatives etc.,
financial statements, releases and shareholding pattern
that may have any potential conflict with the interest
are available in downloadable format as a measure of
of the Company. The Company has obtained requisite
added convenience to the investors.
declarations from all Directors and senior management
personnel in this regard and the same were placed c) News Releases, Presentations etc.: Official news
before the Board of Directors. releases, detailed presentations made to media, analysts,
institutional investors etc. are displayed on the Company’s
b) Compliances by the Company
website www.hcltech.com. Official media releases are also
The Company has complied with the requirements sent to the Stock Exchanges.
of the Stock Exchanges, SEBI and other statutory d) Annual Report: The Annual Report containing,
authorities on all matters relating to capital markets inter-alia, the Audited Annual Accounts, Consolidated
during the last three years. No penalties or strictures Financial Statements, Directors’ Report, Auditor’s Report,
have been imposed on the Company by the Stock Management Discussion and Analysis Statement,
Exchanges, SEBI or any other statutory authorities Corporate Governance Report and other important
relating to the above. information is circulated to members and others entitled
Book 1.indb 124 04-Jul-19 8:47:40 PM

thereto. The Annual Report of the Company is available on INVESTOR RELATIONS - ENHANCING INVESTOR
the Company’s website in a user-friendly and downloadable DIALOGUE
form.
As a listed entity and a responsible corporate citizen, the
e) Intimation to the Stock Exchanges: The Company Company recognizes the imperative need to maintain
intimates to the Stock Exchanges all price sensitive continuous dialogue with the investor community. The objective
information or such other matters which in its opinion of Investor Relations is to keep investors abreast of significant
are material and of relevance to the shareholders. developments that determine Company’s overall performance
while at the same time addressing investor concerns. This
f) NSE Electronic Application Processing System:
translates into disseminating timely, accurate and relevant
As per the mandate received from National Stock
information that helps investors in making informed investment
Exchange of India Limited (‘NSE’), the Company has
decisions.
been uploading its financial information, shareholding
pattern, Report on Corporate Governance and press To ensure effective communication, the Investor Relations
releases on the dedicated website of NSE i.e. https:// Division provides comprehensive information in the form of
connect2nse.com/ LISTING. Annual Reports, Quarterly Earnings Reports, Investor Releases
g) Online Portal-BSE Corporate Compliance & Listing on the Company’s Website under ‘Investors’ section at https://
Centre: As per the mandate received from BSE Limited www.hcltech.com/investors.
(‘BSE’), the Company has been uploading its financial Additionally, Conference Calls, Management Interviews,
information, shareholding pattern, Report on Corporate Face to Face Investor Meetings and AGM(s) ensure a direct
Governance and press releases on the dedicated interaction of market participants with the Management Team.
website of BSE i.e. http://listing.bseindia.com.
A comprehensive Code of Practices and Procedures for
h) Designated Exclusive e-mail ID: The Company has Fair Disclosure of Unpublished Price Sensitive Information
the following designated e-mail ID: [email protected] (“Fair Disclosure Code”), for the fair disclosure of Unpublished
exclusively for investors servicing. Price Sensitive Information for all stakeholders, has also
GREEN INITIATIVES DRIVE BY THE MINISTRY OF been formulated and implemented in line with the SEBI
CORPORATE AFFAIRS, GOVERNMENT OF INDIA guidelines to ensure the compliance with the SEBI (Prohibition
of Insider Trading) Regulations, 2015 (as amended from time
The Company, as a corporate entity, is committed to protect to time).
and conserve the natural environment in its operations and
services. As a responsible corporate citizen, the Company The management is committed to build investor relations
welcomes and supports the ‘Green Initiative’ taken by the on the pillars of trust, consistency and transparency. Its
Ministry of Corporate Affairs, Government of India, enabling proactive approach has enabled the investor community to
electronic delivery of documents to the shareholders at their better understand the nature of the Company’s business,
e-mail addresses registered with the Depository participants / management strategies and operational performance over a
Registrar & Share Transfer Agent. period of time.
Electronic copies of the Annual Report 2018-19 and notice of CERTIFICATE FROM PRACTICING COMPANY SECRETARY
the Twenty Seventh AGM will be sent to all the members whose ON QUALIFICATION OF DIRECTORS
e-mail addresses are registered with the Company / Depository
As required under Part C of Schedule V the Listing
Participant(s). For members who have not registered their
Regulations, certificate dated May 9, 2019 obtained from
e-mail addresses, physical copies of the Annual Report 2018-
19 and notice of Twenty Seventh AGM shall be sent in the M/s. Chandrasekaran Associates, Practicing Company
permitted mode. Members requiring physical copies can send Secretaries confirming that none of the Directors on the Board
a request to the Company Secretary. of the Company have been debarred or disqualified from being
appointed or continuing as directors of companies by SEBI /
The Company sends the communications to the shareholders Ministry of Corporate Affairs or any such statutory authority, is
by electronic mode. The shareholders of the Company annexed hereto.
are requested to register their e-mail addresses with their
depository participants to ensure that the annual report and ANNUAL SECRETARIAL COMPLIANCE REPORT
other documents reach them on their preferred e-mail address. As required under Regulation 24A of the Listing Regulations,
Shareholders who hold shares in physical form are requested the Annual Secretarial Compliance Report dated May 9,
to register their e-mail addresses with the Registrar & Share 2019 issued by M/s. Chandrasekaran Associates, Practicing
Transfer Agent, by sending a letter duly signed by the first / sole Company Secretaries, is annexed hereto.
holder quoting details of Folio no.
Book 1.indb 125 04-Jul-19 8:47:40 PM

GENERAL SHAREHOLDER INFORMATION
Annual General Meeting:
: August 6, 2019
Date
a. : 11:00 A.M.
Time
: The Stein Auditorium, Habitat World at Indian Habitat Centre,
Venue
Lodhi Road, New Delhi – 110 003
b. Financial Year : 01st April, 2018 to 31st March, 2019
c. Date of Book Closure : July 31, 2019 to August 2, 2019 (both days inclusive)
Dividend Payment Date
d. : N.A.
(subject to approval of shareholders)
The National Stock Exchange of India Ltd. (NSE)
Exchange Plaza, 5th Floor, Plot No. C/1, G Block,
Bandra Kurla Complex, Bandra East, Mumbai – 400 051, India.
Listing of Equity Shares on stock exchanges Tel.: +91-22-26598236, Fax: +91-22-26598237
e. :
in India at BSE Limited (BSE)
Phiroze Jeejeebhoy Towers, Dalal Street,
Mumbai – 400 001, India
Tel.: +91-22-22721233, Fax: +91-22-22723121
NSE – HCLTECH
f. Stock Codes :
BSE – 532281
g. ISIN for Equity Shares : INE860A01027
Listing of Non-Convertible Debentures on
h. : N.A.
stock exchanges in India at
i. Debenture Trustee : N.A.
j. ISIN for Debentures : N.A.
k. Listing Fees : Paid to all Stock Exchanges for the year 2019-20
Corporate Identification Number (CIN) of the
l. : L74140DL1991PLC046369
Company
New Delhi – 110 019, India
m. Registered Office :
Telefax.: +91-11-26436336
Website: www.hcltech.com
n. Stock Market Data
The details of the monthly high and low prices of the Equity Shares of the Company and its comparison to broad based indices
BSE Sensex and NSE Nifty for period April 1, 2018 to March 31, 2019 are as follows:
Share price on BSE BSE-Sensex

Month High Low High Low
(`) (`) (`) (`)
April 2018 1,106.60 943.85 35,213.30 32,972.56
May 2018 1,060.00 887.00 35,993.53 34,302.89
June 2018 970.00 880.00 35,877.41 34,784.68
July 2018 1,019.70 920.00 37,644.59 35,106.57
August 2018 1,055.00 953.00 38,989.65 37,128.99
September 2018 1,124.50 1,044.35 38,934.35 35,985.63
October 2018 1,104.70 946.40 36,616.64 33,291.58
November 2018 1,057.95 963.50 36,389.22 34,303.38
December 2018 1,065.45 930.75 36,554.99 34,426.29
January 2019 1,034.75 920.15 36,701.03 35,375.51
February 2019 1,096.10 1,005.00 37,172.18 35,287.16
March 2019 1,099.00 1,001.45 38,748.54 35,926.94
Source: This information is compiled from the data available from the website of BSE.
Book 1.indb 126 04-Jul-19 8:47:40 PM

Share price on NSE NSE-Nifty
Month High Low High Low
(`) (`) (`) (`)
April 2018 1,108.00 943.55 10,759.00 10,111.30
May 2018 1,051.95 887.00 10,929.20 10,417.80
June 2018 957.35 880.05 10,893.25 10,550.90
July 2018 1,019.80 917.15 11,366.00 10,604.65
August 2018 1,055.00 953.00 11,760.20 11,234.95
September 2018 1,125.05 1,044.60 11,751.80 10,850.30
October 2018 1,101.70 945.80 11,035.65 10,004.55
November 2018 1,059.00 963.00 10,922.45 10,341.90
December 2018 1,065.50 930.70 10,985.15 10,474.95
January 2019 1,035.00 920.00 10,987.45 10,583.65
February 2019 1,095.95 1,010.50 11,118.10 10,585.65
March 2019 1,098.45 1,000.05 11,630.35 10,817.00
Source: This information is compiled from the data available from the website of NSE.
o. Registrar & Shares Transfer Agent: through the depositories with no involvement of the
Company. For the transfer of shares held in physical form,
The Company has appointed M/s. Link Intime India Private
the authority has been delegated to the Company’s officials
Limited as its Registrar and Share Transfer Agent (”RTA”),
who generally consider and approve the share transfer
in place of M/s. Alankit Assignments Limited, with effect
requests on a fortnightly basis.
from April 29, 2019. The details are as below -
The shares sent for physical transfer are generally
M/s. Alankit Assignment Limited
registered and returned within a period of 15 days from the
205-208, Anarkali Market date of receipt of request, subject to documents being valid
Jhandawalan Extension and complete in all respects. As per the requirement of
New Delhi, India - 110055 Regulation 40 (9) of the Listing Regulations, the Company
SEBI Registration No.: INR000002532 has obtained half-yearly certificates from Practising
Telephone: +91-11-42541234, 23541234 Company Secretary for due compliance of share transfer
Fax: +91-11-42541967 formalities and filed the same with the Stock Exchanges.
M/s. Link Intime India Private Limited As on March 31, 2019, no equity share was pending for
transfer.
C-101, 247 Park, L.B.S. Marg,
Vikhroli (West), Mumbai, q. Reconciliation of Share Capital Audit Report
Maharashtra - 400 083
As required under Regulation 76 of the Securities and
SEBI Registration No.: INR000004058
Exchange Board of India (Depositories and Participants)
Telephone: 022-49186270 Regulations, 2018 (erstwhile Regulation 55A of SEBI
Fax: 022-4918 6060 (Depositories and Participants), Regulations, 1996), the
E-mail: [email protected] reconciliation of share capital audit report on the total
admitted capital with National Securities Depository Limited
Note : The No-objection Certificate from M/s. Alankit
(“NSDL”) and Central Depository Services (India) Ltd.
Assignment Limited to transfer the electronic connectivity
(“CDSL”) and the total issued and listed capital for each
from the Depositories is awaited. Accordingly, the final date
of the quarter in the financial year ended March 31, 2019
on which the RTA activities would be transferred to Link
was carried out. The audit reports confirm that the total
Intime shall be notified to the shareholder in due course.
issued / paid-up share capital is in agreement with the total
p. Share Transfer System number of shares in physical form and the total number of
dematerialized shares held with NSDL and CDSL.
99.96% of the equity shares of the Company are in
dematerialized form. Transfer of these shares are done
Book 1.indb 127 04-Jul-19 8:47:40 PM

r. Shareholding as on March 31, 2019
i) Distribution of shareholding as on March 31, 2019:
Number of Equity Shareholders Shares

No. of Shareholders No. of Shares
Shares held (%) (%)
1 – 100 1,21,446 78.50% 35,09,922 0.26%
101 – 200 14,365 9.29% 22,62,421 0.17%
201 – 500 10,006 6.47% 34,39,212 0.25%
501 – 1000 3,503 2.26% 26,26,303 0.19%
1001 – 5000 2,878 1.86% 65,65,116 0.48%
5001 – 10000 715 0.46% 52,47,525 0.39%
10001 and above 1,787 1.16% 1,33,26,28,369 98.26%
Total 1,54,700 100.00% 1,35,62,78,868 100.00%
ii) Categories of equity shareholders as on March 31, 2019:
Category Number of shares held Voting Strength (%)

Promoters 81,38,17,662 60.00%
Mutual Funds / UTI 6,09,84,418 4.50%
Financial Institutions / Banks 2,04,741 0.02%
Insurance Companies 4,26,29,526 3.14%
Foreign Portfolio Investors 38,98,12,187 28.74%
Alternate Investment Funds 1,67,480 0.01%
Foreign Banks 14,822 0.00%
Bodies Corporate 36,70,362 0.27%
Individuals 3,03,91,231 2.24%
NRIs / OCBs 62,05,675 0.46%
NBFC’s registered with RBI 1,09,395 0.01%
Foreign Nationals 74,148 0.01%
Trusts 51,43,261 0.38%
Central Government / State Government(s) / President of India* 84,918 0.01%
HUF 4,03,754 0.03%
Clearing Members 25,65,288 0.19%
Grand Total 1,35,62,78,868 100.00%
*These represent shares which were transferred to Investor Education and Protection Fund by the Company during the year.
s. Dematerialization of Shares and Liquidity
The shares of the Company are under compulsory dematerialization (“Demat”) category and consequently, shares of the
Company can be traded only in electronic form.
The system for getting the shares dematerialized is as under:
a. Share certificate(s) along with Demat Requisition Form (DRF) is to be submitted by the shareholder to the Depository
Participant (DP) with whom he / she has opened a Depository Account.
b. DP processes the DRF and generates a unique number viz. DRN.
c. DP forwards the DRF and share certificates to the Company’s Registrar & Shares Transfer Agent.
d. The Company’s Registrar & Shares Transfer Agent after processing the DRF confirms or rejects the request to the Depositories.
e. Upon confirmation, the Depository gives the credit to shareholder in his / her depository account maintained with DP.
As on March 31, 2019, about 99.96% of the equity shares issued by the Company are held in dematerialized form.
The Company’s equity shares are regularly traded on NSE and BSE, in dematerialized form.
The Company’s ISIN in NSDL & CDSL for Equity Shares is INE860A01027.
Book 1.indb 128 04-Jul-19 8:47:40 PM

Since the trading in the shares of the Company can be done only in electronic form, it is advisable that the shareholders who
have the shares in physical form get their shares dematerialized.
t. Outstanding GDRs / ADRs / Warrants or any Convertible Instruments, conversion date and likely impact on equity
The Company has not issued any GDRs / ADRs / warrants or other instruments, which are pending for conversion.
u. Commodity price risk or foreign exchange risk and hedging activities
Please refer to Management Discussion and Analysis Report for the same.
v. Transfer of Unpaid / Unclaimed Dividend to Investor Education and Protection Fund (IEPF)
Pursuant to the provisions of Section 124 of the Act, the dividend amount(s) which have remain unpaid or unclaimed for
a period of seven consecutive years from the date of declaration have been transferred by the Company to the Investor
Education and Protection Fund (‘IEPF’) established by the Central Government pursuant to Section 125 of the said Act.
Shareholders who have not enchased their dividend warrants relating to the dividend specified in table below are requested
to immediately send their request for issue of duplicate warrants. Once the unclaimed dividend is transferred to the IEPF, the
same can be claimed from the IEPF Authority after following the procedures prescribed in the IEPF Rules.
Dividend
Dividend Record Date / Book Dividend Payment Due Date of
Year Date of Declaration Amount
Type Closure Dates Dates Transfer to IEPF
per share (`)
2011-2012 Interim April 18, 2012 April 24, 2012 May 2, 2012 2.00 May 21, 2019
Final October 22, 2012 October 23 - 24, 2012 * October 31, 2012 4.00 November 24, 2019
2012-2013 Interim October 17, 2012 October 23 - 24, 2012 * October 31, 2012 2.00 November 19, 2019
Interim January 17, 2013 January 22, 2013 January 30, 2013 2.00 February 17, 2020
Interim April 17, 2013 April 23, 2013 April 30, 2013 2.00 May 17, 2020
Final December 27, 2013 December 20 - 23, 2013 * December 31, 2013 6.00 January 30, 2021
2013-2014 Interim October 17, 2013 October 23, 2013 October 31, 2013 2.00 November 16, 2020
Interim January 16, 2014 January 23, 2014 January 31, 2014 4.00 February 15, 2021
Interim April 17, 2014 April 23, 2014 April 30, 2014 4.00 May 17, 2021
2014-2015 Interim July 31, 2014 August 6, 2014 August 14, 2014 12.00 August 30, 2021
Interim October 17, 2014 October 23, 2014 November 3, 2014 6.00 November 16, 2021
Interim January 30, 2015 February 5, 2015 February 11, 2015 8.00 March 1, 2022
Interim April 21, 2015 April 27, 2015 May 5, 2015 4.00 May 21, 2022
2015-2016 Interim Aug 3, 2015 August 10, 2015 August 17, 2015 5.00 September 2, 2022
Interim Jan 19, 2016 January 28, 2016 February 4, 2016 6.00 February 18, 2023
2016-2017 Interim April 28, 2016 May 13, 2016 May 13, 2016 6.00 May 29, 2023
Interim August 3, 2016 August 19, 2016 August 19, 2016 6.00 September 3, 2023
Interim October 21, 2016 November 7, 2016 November 7, 2016 6.00 November 21, 2023
Interim January 24, 2017 February 9, 2017 February 9, 2017 6.00 February 24, 2024
2017-2018 Interim May 11, 2017 May 11, 2017 June 2, 2017 6.00 May 28, 2024
Interim July 27, 2017 August 4, 2017 August 11, 2017 2.00 August 26, 2024
Interim Jan 19, 2018 January 30, 2018 February 5, 2018 2.00 February 18, 2025
2018-2019 Interim May 2, 2018 May 10, 2018 May 17, 2018 2.00 June 1, 2025
Interim July 27, 2018 August 6 to August 6, 2018 * August 14, 2018 2.00 August 26, 2025
Interim January 29, 2019 February 6, 2019 February 14, 2019 2.00 February 28, 2026
* Book Closure dates
Pursuant to the provisions of Investor Education and Protection Fund (Uploading of information regarding unpaid and
unclaimed amounts lying with companies) Rules, 2012, the Company has uploaded the details of unpaid and unclaimed
amounts lying with the Company as on September 18, 2018 (date of the last AGM) on the website of the Company at https://
www.hcltech.com/investors/iepf-details and on the website of the Ministry of Corporate Affairs.
Book 1.indb 129 04-Jul-19 8:47:40 PM

w. Financial Calendar (tentative and subject to change)
Financial reporting for the first quarter ending June 30, 2019 August 6-7, 2019
Financial reporting for the second quarter ending September 30, 2019 October 22-23, 2019
Financial reporting for the third quarter and year ending December 31, 2019 January 29-30, 2020
Financial reporting for the fourth quarter and year ending March 31, 2020 April 29-May 1, 2020
AGM for the year ending March 31, 2020 August, 2020
x. Address for Shareholders’ correspondence
The Secretarial Department

14th Floor, Tower- 6,
Plot No.3A, Sector -126,
Noida-201 304, UP, India
Telephone: + 91-120-6125000
E-mail ID: [email protected]
y. Compliance Certificate on the Corporate Governance from the Auditors
The certificate dated May 9, 2019 obtained from the Statutory Auditors of the Company, M/s S.R. Batliboi & Co. LLP, confirming
compliance with the Corporate Governance requirements as stipulated under Schedule V read with Regulation 34 (3) of the
Listing Regulations, is annexed hereto.
z. Centres’ Locations
Chennai – STPI
RMZ Millenia Business Park, D-12, Sidco Industrial Estate, 64 & 65, Second Main Road,
(Campus 5, 3rd floor) Ambattur Industrial Estate, Ambattur Industrial Estate,
Dr. MGR Veeranam Road, No:143, Ambattur (AMB-1) Ambattur (AMB-3)
Perungudi Village, Sholinganallur Taluk, Chennai– 600058. T.N. India Chennai- 600 058, India
Kancheepuram District, Tamil Nadu, Telephone: +(91) 44 66874800 Telephone: +(91) 44 66483000
Chennai - 600096 Fax: +(91) 44 26244213 Fax: +(91) 44 42180653
Telephone: +(91) 44 24540999;
+(91) 44 61059900
94, South Phase Ambattur Industrial 73-74, South Phase, 8, South Phase, MTH Road,
Estate, Ambattur (AMB-4) Ambattur Industrial Estate Ambattur Ambattur Industrial Estate Ambattur
Chennai- 600 058, India (AMB-5), (AMB-6)
Telephone: +(91) 44 66892000 Chennai- 600 058, India Chennai- 600 058, India
Fax: +(91) 44 42153333 Telephone: +(91) 044 43935000 Telephone: +(91) 44 43968000
Fax: +(91) 044 42060441 Fax: +(91) 44 43967004
SP Info city, Block A,1st Floor Arihant Technopolis ETL- Chennai 1
Module 4 No: 40 MGR Main Road, 4/293 Old Mahabalipuram Road, 1st Floor, Tower-1, “Chennai One”,
Kodandarama Nagar, Perungudi, Kandanchavadi IT Park, Pallavaram-Thoraipakkam
Chennai, Tamil Nadu 600096 Perungundi Chennai, 200 Feet road, Thoraipakkam,
Telephone: +(91) 44 42955600 Tamil Nadu - 600 096, Chennai-600097
Telephone: +(91) 44 43957777 Telephone: +(91)044 49528436
Chennai SEZ
ELCOT–SEZ Special Economic ETA-Techno Park,
Zone, 602 / 3, 138, Shollinganallur Special Economic Zone
Village, Shollinganallur – Medavakkam 33, Rajiv Gandhi Salai, Navallur Village
High Road, Tambaram Tamil Nadu, and Panchayat,
Kancheepuram (Dist.) Thiruporur Panchayat Union,
Chennai - 600 119, India Chengalpet Taluk Kanchipuram Dist.
Telephone: +(91) 44 61050000 Chennai - 600119
Telephone: +(91) 44 47461000
Book 1.indb 130 04-Jul-19 8:47:40 PM

Madurai – SEZ Madurai- STPI Coimbatore-STPI
SEZ- Unit – 1 , Tower-1 SPA IT Towers, Rathinam Techno Park,
ELCOT Special Economic Zone, Survey No. 155/1 and 155/2, Block B2 ,1st Floor, Pollachi Rd,
Survey No : ½,4/2 & 5, 120 Feet Road, Near Preethi, Hospital, Eachanari, Coimbatore,
Plot No. 5&7, Ilandaikulam village, Opp. Mattuthavani Bus Stand, Tamil Nadu 641008
Madurai – 625020 Madurai-625020, Tamil Nadu Telephone: +(91) 422 6647502
Telephone: +(91) 452-6667201 Telephone: +(91) 452 4022600
Hyderabad – SEZ Hyderabad – STPI Kochi SEZ

Plot H-01B and H08, Sy.No.30,34,35 Plot#17, Software Units Layout, Inorbit Athulya Building SDB Block,
& 38, Avinash Hitech City 2 Society, Mall Road, Vittal Rao Nagar, HITEC Ground Floor,
Gachibowli Village, Serillimgampally City, Hyderabad, Telangana - 500081 Infopark Kochi PO
Mandal Ranga Reddy District Kakkanad - 682042
Hyderabad- 500081
Telephone: +(91) 40-30904000
Bangalore – STPI
No-137, Ground Floor, Vayu Block “Surya Sapphire”, HCL-Oxford House
‘B’ Wing, Salarpuria GR Tech Park, Plot No.3, Survey House No 20 & 22, # 501- 503, IV Floor,
Whitefield, Bangalore - 560066 Konappanan Agrahara Village Oxford House, No.15,
Telephone: +(91) 80 49214600 Electronic City, Hosur Road Rustom Bagh Main Road,
Bangalore - 560100. Behind Manipal Hospital
Telephone: + (91) 80 66267000 Old Airport
Fax: +(91) 80 28529100 Bangalore - 560017
Bangalore SEZ
Special Economic Zone, 129, Jigani Manyata Embassy Business Park – Karle Town Centre Survey Nos. 72, 91/3
Industrial Area, Bommasandra Jigani SEZ, Block C4(ELM), 1st Floor Wing A and 91/4, NagavaraVill, Kasaba Hobli,
Link Road, Bangalore - 562106 & Wing B, Outer Ring Road, Bangalore North Taluk
Telephone: +(91) 80 67810000 Nagavara & Rachenahalli Villages, Bangalore - 560045
Fax: +(91) 80 66311111 KR Puram Hobli Telephone: + (91) 80 66390100
Bangalore - 560045
Cessana Business Park- SEZ,
Ground & 1st Floor, Building 9
Kadubeesanahalli,
Bengalure - 560087
Telephone: +(91) 80 61485000
Noida – STPI
A- 8 & 9, Sector 60, Noida-201301, A11, Sector 16, A-2, Sec-3, Noida- 201301, U.P., India
U.P., India Noida-201301 U.P., India Telephone: +(91) 120 7313345
Telephone: +(91) 120 4384000 Telephone: +(91) 120 4383000
Fax: +(91) 120 4384606 Fax: +(91) 120 2510713
A- 9, 10 &11, Sector 3 B-34 / 3, Sector 59, A - 22, Sector 60,
Noida-201301, U.P., India Noida – 201301, U.P., India Noida-201301, U.P., India
Telephone: +(91) 120 2520917 Telephone: +(91) 120 4364488 Telephone: +(91) 120 4365700
Fax: +(91) 120 2520907 Fax: +(91) 120 2589688 Fax: +(91) 120 4347485
Noida SEZ Lucknow SEZ MANESAR -STPI

Noida Technology Hub (SEZ) Village Kanjehara & Mastemau Chuck CP3, Sector 8,
Plot No: 3A, Sector - 126, Gajaria Farms, Sultanpur Road, IMT Manesar, Manesar, Gurgaon,
Noida - 201303, U.P., India Lucknow - 262002, U.P., India Haryana, 122050
Telephone: +(91)120-6126000 Telephone: +(91) 0522 6788000 Telephone: +(91) 124-6186000
Fax: +(91) 11 26436336
Book 1.indb 131 04-Jul-19 8:47:40 PM

Kolkata – SEZ Kolkata STPI
CANDOR Kolkata One Hi-Tech SDF Building,
Structure Pvt. Ltd, SEZ-IT/ITES 1st & 3rd Floors,
Plot No – 1, Block No. A2 & A3, Module Nos. 212-214, 228-230,
DH Street No:316, 3rd & 4th Floor Block-GP Sector-V, Salt Lake
New Town, Rajarhat, Dist.: North 24 Kolkata - 700091, India
Parganas, Kolkata – 700 156 Telephone: +(91) 33 40308200
Telephone: +(91) 33 66052430/2386 +(91) 33 23573024/3025/3209
+(91) 33 30272341/2350
Pune – STPI
Plot 6 & 8, World Trade centre, 1st Floor, Wing 1,
Rajiv Gandhi Infotech Park, MIDC Survey No: 1, Tower - 3, Tower - A, Business Bay,
Phase 1, Hinjawadi, Pune - 411057 9th floor Kharadi, Survey No 103, Hissa No. 2
Telephone: +(91) 20 40284445 Pune - 411014, Airport Road, Yerwada
Maharashtra, India Pune - 411006, Maharashtra, India
Telephone: + (91) 20 67128800. Telephone: + (91) 20 67411251
Extn.: 7228875 Extn.: 7211251, 7211001
Pune – SEZ
Qubix Business Park Pvt. Ltd. Tower 7, Level
Block IT-5, 5th & 6th floor, S. No. 154/6, Upper Ground Floor,
Rajiv Gandhi Infotech Park (MIDC) (Wing A & B) Hadapsar Magarpatta, SEZ
Hinjawadi, Pune - 411057 Pune - 411013, MH, India
Telephone: + (91) 20-40284090/4444 Telephone: +(91) 20 30910001
Fax: + (91) 20-46751018 Extn: 6300, 6301
Nagpur SEZ Mumbai STPI

Plot no. 5, Sector-12, Unit-1 703, A & B Wing 7th floor,
MIHAN SEZ, Nagpur Reliable Tech Park,
Maharashtra Airoli – 400708
India - 441108 Telephone: +(91) 22 67056556
Telephone: +(91) 7126780000
COMPLIANCE WITH MANDATORY AND NON-MANDATORY REQUIREMENTS

The Listing Regulations provides certain mandatory The Company communicates with investors regularly
requirements which have to be fulfilled by the Company. The through e-mail, telephone and face to face meetings either
Company has complied with all the mandatory requirements in investor’s conferences, Company visits or on road
of the Listing Regulations. Specifically, the Company confirms shows.
compliance with corporate governance requirements specified
in regulation 17 to 27 and clauses (b) to (i) of Regulation 46(2) The Company leverages the internet in communicating
of the Listing Regulations. with its investors. After the announcement of the quarterly
results, a business television channel in India telecasts
The Listing Regulations further states certain non-mandatory discussions with the management. This enables a large
requirements which may be implemented as per the discretion number of retail investors in India to understand the
of the Company. The Company complies with the following Company’s operations better. The announcement of
non-mandatory requirements: quarterly results is followed by media briefing in press
1. Shareholders’ Rights conferences and earning conference calls. The earning
calls are also webcast live on the internet. Further,
The Clause states that half-yearly declaration of transcripts of the earnings calls are posted on the website
financial performance including summary of the significant www.hcltech.com.
events in the last six months, may be sent to each
shareholder. The quarterly financial results are also published in English
and Hindi daily newspapers.
Book 1.indb 132 04-Jul-19 8:47:40 PM

2. Audit Qualifications separate individuals. Mr. Shiv Nadar is the Chairman of
the Company and Mr. C Vijayakumar is the CEO of the
It is always the Company’s endeavour to present unqualified
Company.
financial statements. There is no audit qualification in the
Company’s financial statements for the year ended March 4. Reporting of Internal Auditor
31, 2019.
The Internal Auditor of the Company directly reports to the
3. Separate posts of Chairman and CEO Audit Committee on the functional matters.
The positions of the Chairman and the CEO are held by
CERTIFICATE UNDER SCHEDULE V OF SEBI (LISTING OBLIGATIONS AND

DISCLOSURE REQUIREMENTS)REGULATIONS, 2015
To,
The Members
806, Siddharth, 96, Nehru Place
New Delhi-110019
Based on the disclosures/declarations received from Directors appointed on the Board of HCL Technologies Limited (“Company”),
we hereby certify that as on March 31, 2019, none of the Directors on the Board of Company have been debarred or disqualified
from being appointed or continuing as director of the Company by Securities and Exchange Board of India, Ministry of Corporate
Affairs or any such statutory authority.
For Chandrasekaran Associates

Company Secretaries
Dr. S Chandrasekaran
Senior Partner
Membership No. 1644
Certificate of Practice No. 715
Date: 09.05.2019
Place: Delhi
Book 1.indb 133 04-Jul-19 8:47:40 PM

ANNUAL SECRETARIAL COMPLIANCE REPORT
To,
The Board of Directors
806, Siddharth, 96, Nehru Place
New Delhi-110019
We M/s. Chandrasekaran Associates have examined:
(a) All the documents and records made available to us and explanation provided by HCL Technologies Limited. (“the listed entity”),
(b) The filings/ submissions made by the listed entity to the stock exchanges,
(c) Website of the listed entity,
(d) Any other document/ filing, as may be relevant, which has been relied upon to make this certification, for the year ended on
31st March, 2019 (“Review Period”) in respect of compliance with the provisions of:
(a) the Securities and Exchange Board of India Act, 1992 (“SEBI Act”) and the Regulations, circulars, guidelines issued
thereunder; and
(b) the Securities Contracts (Regulation) Act, 1956 (“SCRA”), rules made thereunder and the Regulations, circulars,
guidelines issued thereunder by the Securities and Exchange Board of India (“SEBI”);
The specific Regulations, whose provisions and the circulars/ guidelines issued thereunder, have been examined, include: -
(a) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015;
(b) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;
(c) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(d) Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018;
(e) Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014;
(f) Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; Not Applicable during
the year under review.
(g) Securities and Exchange Board of India (Issue and Listing of Non- Convertible and Redeemable Preference Shares)
Regulations, 2013; Not Applicable during the year under review.
(h) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
(i) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder to the extent of Regulation 76 of
Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018;
(j) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993
regarding the Companies Act and dealing with client to the extent of securities issued;
(k) Securities and Exchange Board of India (Investor Protection and Education Fund) Regulations, 2009. and based on the
above examination, we hereby report that, during the Review Period:
(a) The listed entity has complied with the provisions of the above Regulations and circulars/ guidelines issued thereunder,
except in respect of matters specified below:
Sr. Compliance Requirement (Regulations/ circulars / Deviations Observations/ Remarks of the

No guidelines including specific clause) Practicing Company Secretary
NIL NIL NIL
Book 1.indb 134 04-Jul-19 8:47:40 PM

(b) The listed entity has maintained proper records under the provisions of the above Regulations and circulars/
guidelines issued thereunder insofar as it appears from my/our examination of those records.
(c) The following are the details of actions taken against the listed entity/ its promoters/ directors/ material subsidiaries
either by SEBI or by Stock Exchanges (including under the Standard Operating Procedures issued by SEBI through
various circulars) under the aforesaid Acts/ Regulations and circulars/ guidelines issued thereunder:
Sr. Action Details of Details of action taken E.g. fines, Observations/ remarks of the
No. taken by violation warning letter, debarment, etc. Practicing Company Secretary, if any
NIL NIL NIL NIL
(d) The listed entity has taken the following actions to comply with the observations made in previous reports:
Sr. Observations of the Observations made in the Actions taken Comments of the
No. Practicing Company secretarial compliance report by the listed Practicing Company
Secretary in the for the year ended… (The entity, if any Secretary on the actions
previous reports years are to be mentioned) taken by the listed entity
Not Applicable during the year under review
For Chandrasekaran Associates

Company Secretaries
Dr. S Chandrasekaran
Senior Partner
Membership No. 1644
Certificate of Practice No. 715
Date: 09.05.2019
Place: Delhi
Book 1.indb 135 04-Jul-19 8:47:41 PM

Independent Auditor’s Report on compliance with the conditions of Corporate Governance as per provisions of Chapter
IV of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
The Members of HCL Technologies Limited,

New Delhi -110019
1. The Corporate Governance Report prepared by HCL Technologies Limited (hereinafter the “Company”), contains details as
stipulated in Regulations 17-27, clauses (b) to (i) of Regulation 46 (2) and paragraphs C, D and E of Schedule V of Securities
and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“the Listing
Regulations”) (‘Applicable criteria’) with respect to Corporate Governance for the year ended March 31, 2019. This report is
required by the Company for annual submission to the Stock exchange and to be sent to the Shareholders of the Company.
Management’s Responsibility
2. The preparation of the Corporate Governance Report is the responsibility of the Management of the Company including the
preparation and maintenance of all relevant supporting records and documents. This responsibility also includes the design,
implementation and maintenance of internal control relevant to the preparation and presentation of the Corporate Governance
Report.
3. The Management along with the Board of Directors are also responsible for ensuring that the Company complies with the
conditions of Corporate Governance as stipulated in the Listing Regulations, issued by the Securities and Exchange Board of
India.
Auditor’s Responsibility
4. Pursuant to the requirements of the Listing Regulations, our responsibility is to express a reasonable assurance in the form
of an opinion whether the Company has complied with the specific requirements of the Listing Regulations referred to in
paragraph 3 above.
5. We conducted our examination of the Corporate Governance Report in accordance with the Guidance Note on Reports
or Certificates for Special Purposes and the Guidance Note on Certification of Corporate Governance, both issued by the
Institute of Chartered Accountants of India (“ICAI”). The Guidance Note on Reports or Certificates for Special Purposes
requires that we comply with the ethical requirements of the Code of Ethics issued by ICAI.
6. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control
for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services
Engagements.
7. The procedures selected depend on the auditor’s judgement, including the assessment of the risks associated in compliance
of the Corporate Governance Report with the applicable criteria. Summary of key procedures performed include:
i. Reading and understanding of the information prepared by the Company and included in its Corporate Governance
Report;
ii. Obtained and verified that the composition of the Board of Directors w.r.t executive and non-executive directors has been
met throughout the reporting period;
iii. Obtained and read the Directors Register as on March 31, 2019 and verified that at least one women director was on the
Board during the year;
iv. Obtained and read the minutes of the following committee meetings held April 1, 2018 to March 31, 2019:
(a) Board of Directors meeting;

(b) Audit committee;
(c) Annual General meeting;
(d) Nomination and remuneration committee;
(e) Stakeholders Relationship Committee;
(f) Independent directors meeting; and
(g) Risk management committee;
Book 1.indb 136 04-Jul-19 8:47:41 PM

v. Obtained necessary representations and declarations from directors of the Company including the independent directors;
and
vi. Performed necessary inquiries with the management and also obtained necessary specific representations from
management.
The above-mentioned procedures include examining evidence supporting the particulars in the Corporate Governance
Report on a test basis. Further, our scope of work under this report did not involve us performing audit tests for the purposes
of expressing an opinion on the fairness or accuracy of any of the financial information or the financial statements of the
Company taken as a whole.
Opinion
8. Based on the procedures performed by us as referred in paragraph 7 above, and according to the information and explanations
given to us we are of the opinion that the Company has complied with the conditions of Corporate Governance as stipulated
in the Listing Regulations, as applicable for the year ended March 31, 2019, referred to in paragraph 1 above.
Other matters and Restriction on Use
9. This report is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the
management has conducted the affairs of the Company.
10. This report is addressed to and provided to the members of the Company solely for the purpose of enabling it to comply
with its obligations under the Listing Regulations with reference to compliance with the relevant regulations of Corporate
Governance and should not be used by any other person or for any other purpose. Accordingly, we do not accept or assume
any liability or any duty of care or for any other purpose or to any other party to whom it is shown or into whose hands it
may come without our prior consent in writing. We have no responsibility to update this report for events and circumstances
occurring after the date of this report.
For S.R. Batliboi & Co. LLP

Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
per Nilangshu Katriar

Partner
Membership Number: 058814
Place of Signature: Gurugram

Date: May 9, 2019
UDIN: 19058814AAAAAC9605
Book 1.indb 137 04-Jul-19 8:47:41 PM

DECLARATION BY THE CHIEF EXECUTIVE OFFICER PURSUANT TO SCHEDULE V(D) READ WITH REGULATION 34(3)
OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
We, Shiv Nadar, Chairman & Chief Strategy Officer and C. Vijayakumar, President & Chief Executive Officer of HCL Technologies
Limited (the “Company”) confirm that the Company has adopted a Code of Business Ethics and Conduct (“Code of Conduct”) for
its Board members and senior management personnel and the Code of Conduct is available on the Company’s web site.
We, further confirm that the Company has in respect of the financial year ended March 31, 2019, received from its Board members
as well as senior management personnel affirmation as to compliance with the Code of Conduct.
Shiv Nadar C Vijayakumar

Chairman & Chief Strategy Officer President & Chief Executive Officer

Date: May 9, 2019
CERTIFICATE BY THE CHIEF EXECUTIVE OFFICER (CEO) AND CHIEF FINANCIAL OFFICER (CFO) PURSUANT TO PART
B SCHEDULE II READ WITH REGULATION 17 (8) of SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS)
REGULATIONS, 2015
The Board of Directors

New Delhi
Dear members of the Board,
1. We have reviewed the financial statements and the cash flow statement of the Company for the year ended March 31, 2019
and to the best of our knowledge and belief –
a) these statements do not contain any materially untrue statement or omit any material fact or contain statements that might
be misleading;
b) these statements together present a true and fair view of the Company’s affairs and are in compliance with existing
accounting standards, applicable laws and regulations.
2. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are
fraudulent, illegal or violative of the Company’s code of conduct.
3. We accept responsibility for establishing and maintaining internal controls for financial reporting and we have evaluated the
effectiveness of internal control systems of the Company pertaining to financial reporting. We have not come across any
reportable deficiencies in the design or operation of such internal controls.
4. We have indicated to the Auditors and the Audit Committee –
a) that there are no significant changes in internal control over financial reporting during the year;
b) that there are no significant changes in accounting policies during the year; and
c) that there are no instances of significant fraud of which we have become aware and that there is no involvement of the
management or employee having a significant role in the Company’s internal control system over financial reporting.
C. Vijayakumar Shiv Nadar

President & Chief Executive Officer Chairman & Chief Strategy Officer
Prateek Aggarwal Prahlad Rai Bansal

Chief Financial Officer Deputy Chief Financial Officer

Date: May 9, 2019
Book 1.indb 138 04-Jul-19 8:47:41 PM

HCL Technologies Limited : Business Responsibility Report 2018-19
With our strong commitment towards an adherence on integrated portfolio of services underlined by its Mode 1-2-3
sustainability and sustainable best practices across our eco- growth strategy.
system, we are delighted to present herewith, the Business
Mode 1 encompasses the core services in the areas of
Responsibility Report of the Company for the financial year
Applications, Infrastructure, BPO, and Engineering and R&D
ended March 31, 2019. This report is prepared pursuant to
services, leveraging DRYiCE Autonomics to transform clients’
Regulation 34(2)(f) of the Securities and Exchange Board
business and IT landscape, making them ‘lean’ and ‘agile’.
of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and follows the National Voluntary Guidelines Mode 2 focuses on experience-centric and outcome-oriented
on Social, Environmental and Economical Responsibilities of integrated offerings of Digital and Analytics, IoT WoRKS™,
Business, as stipulated by the Ministry of Corporate Affairs, Cloud Native Services and Cyber security and GRC services to
Govt. of India. drive business outcomes and enable enterprise digitalization.
This Business Responsibility Report covers the responses Mode 3 strategy is ecosystem-driven, creating innovative IP-
towards the governance, stakeholders’ relations and partnerships to build products and platforms business. HCL
environmental parameters for the various business units leverages its global network of integrated co-innovation labs
directly under HCL Technologies Limited. and global delivery capabilities to provide holistic multi-service
delivery in key industry verticals, including Financial Services,
Introduction:
Manufacturing, Telecommunications, Media, Publishing,
HCL Technologies Limited (“HCL” or the “Company”) is Entertainment, Retail and CPG, Life Sciences and Healthcare,
a leading global technology company that helps global Oil and Gas, Energy and Utilities, Travel, Transportation and
enterprises re–imagine and transform their businesses through Logistics and Government.
digital technology transformation. HCL operates out of 44
With 1,37,965 professionals from diverse nationalities,
countries and has consolidated revenues of ` 60,427 crore for
HCL focuses on creating real value for customers by taking
the year ended March 31, 2019. HCL focuses on providing an
‘Relationships Beyond the Contract’.
Section A: General Information about the Company

1 Corporate Identity Number (CIN) of the Company L74140DL1991PLC046369
2 Name of the Company HCL Technologies Limited
3 Registered address: 806, Siddharth, 96, Nehru Place, New Delhi - 110019 India
4 Website: www.hcltech.com
5 E-mail id: [email protected]
6 Financial year reported: April 1, 2018 to March 31, 2019
7 Sector(s) that the Company is engaged in (industrial IT Infrastructure Services, Software Application Services,
activity code-wise): Engineering and R&D Services and Business Process
Services.
8 List three key products / services that the Company Mode 1 Core services: HCL delivers core services in the
manufactures / provides (as in balance sheet): areas of Applications, Infrastructure, Engineering and R&D
and Business Services, leveraging DRYiCETM Autonomics
to transform clients’ business and IT landscape, making
them ‘lean’ and ‘agile’.
Mode 2 Next-Gen services: HCL delivers experience–

centric and outcome–oriented integrated offerings
across Digital and Analytics, IoT WoRKS™, Cloud Native
Services and Cybersecurity and GRC services.
Mode 3 Products and Platforms: HCL leverages its

expertise in building software IP-led businesses over the
last forty years, like IT Automation, Orchestration, Hybrid
Data, Security and Collaboration.
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9 Total number of locations where business activity is a) International Locations - The Company records
undertaken by the Company- its presence across 44 countries across the globe
including India.
(a) Number of International Locations (Provide details of
major 5): 5 Major International Locations are: Americas, Poland,
Mexico, Philippines and U.K.
(b) Number of National Locations:
For more details, refer - https://www.hcltech.com/geo-
presence
b) National Locations - The Company is located across

18 states in India having 77 offices in totality.
10 Markets served by the Company Americas
Europe
Rest of the World (RoW)
For details, refer -
https://www.hcltech.com/geo-presence
SECTION B: FINANCIAL DETAILS OF THE COMPANY

1 Paid up Capital (INR): (as on March 31, 2019) INR 271 crore
2 Total Turnover (INR) (as per the consolidated Financial INR 60,427 crore
Statements for the year ended March 31, 2019)
3 Total Profit After Taxes (INR) (as per the consolidated INR 10,120 crore
Financial Statements on March 31, 2019)
4 Total Spending on Corporate Social Responsibility (CSR) During the year, the Company has contributed ` 125.45
as percentage of profit after tax crore for CSR activities.
For details, refer to Annexure 4 on of the Directors’ Report

which forms part of the Annual Report.
5 List of CSR Activities in which expenditure has been Refer to Annexure 4 on of the Directors’ Report which
Incurred forms part of the Annual Report.
SECTION C: OTHER DETAILS

1 Does the Company have any subsidiary company / Yes.
companies?
2 Do the subsidiary company / companies participate in the Yes. As on March 31, 2019 the Company has 133
BR Initiatives of the parent company? If yes, then indicate subsidiaries and 8 associates.
the number of such subsidiary company(s)
3 Do any other entity / entities (e.g. suppliers, distributors Being a responsible organization, the Company believes
etc.) that the Company does business with, participate in in educating its suppliers and distributors on the BR
the BR initiatives of the Company? If yes, then indicate initiatives of the organization.
the percentage of such entity / entities? [Less than 30%,
The Company conducts vendor meets and participates in
30-60%, More than 60%]
various knowledge sharing platforms with an objective to
share BR initiatives with its suppliers.
140 Business Responsibility Report
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SECTION D: BR INFORMATION
Details of Director / Directors responsible for BR
1 Details of the Director / Directors responsible for implementation of the BR policy / policies
DIN Number 00030840
Name Ms. Robin Ann Abrams
Designation Independent Director
2 Details of BR Head of the Company
DIN Number (if applicable) N.A.
Name Mr. Ravi Kathuria
Designation Global Head - Communications, Corporate Affairs and
Advocacy, Senior Vice President, Marketing (EMEA and
APAC)
Telephone number 0120 - 6125000
E-mail id [email protected]
Principle-wise (as per NVGs) BR Policy / policies (Reply in Y / N)
BRR Principle Mapping to the policies of the organisation
Principle-wise (as per NVGs) BR Policy / policies (Reply in Y/N)

Sl. P1 P2 P3 P4 P5 P6 P7 P8 P9
Questions
No.
1. Do you have a policy / policies for P1 to P9 Y Y Y Y Y Y Y Y Y
2. Have the policy been formulated in consultation Y Y Y Y Y Y Y Y Y
with the relevant stakeholders?
3. Does the policy conform to any national / Y Y Y Y Y Y Y Y Y
international standards?
4. Has the policy been approved by the Board? If Y Y Y Y Y Y Y Y Y
yes, has it been signed by MD / owner / CEO /
appropriate Board Director?
5. Does the Company have a specified committee Y Y Y Y Y Y Y Y Y
of the Board / Director / Official to oversee the
implementation of the policy?
6. Indicate the link for the policy to be viewed online? https://www.hcltech.com/socially-responsible-business#other-policies
https://www.hcltech.com/investors/corporategovernance-hcl
Some policies are listed on the Company’s intranet

https://www.myhcl >> HR Studio >> Policies Hub
7. Has the policy been formally communicated to all Y Y Y Y Y Y Y Y Y
relevant internal and external stakeholders?
8. Does the Company have in-house structure to Y Y Y Y Y Y Y Y Y
implement the policy / policies?
9. Does the Company have a grievance redressal Y Y Y Y Y Y Y Y Y
mechanism related to the policy / policies to
address stakeholders’ grievances related to the
policy / policies?
10. Has the Company carried out independent audit Y Y Y Y Y Y Y Y Y
/ evaluation of the working of this policy by an
internal or external agency?
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Sl.
Policy Name Principal Mapping
No.
1. Employee Code of Business Ethics and Conduct P1
2. Equal Opportunity Employer P4, P5
3. Environment Policy P6, P2
4. Occupational Health and Safety Policy P3, P5
5. Anti-Bribery and Anti-Corruption Policy P1
6. Prevention and Redressal of Sexual Harassment P3, P5
7. Whistleblower Policy P1, P5
8. Procurement Policy P2
9. Siting Policy P8
10. Social Media Policy P7
11. Supplier Diversity Policy P4
12. Stakeholder Engagement Framework P4, P9
13. Business Gifts and Entertainment Policy P1
P. No. BRR Principle

1. Businesses should conduct and govern themselves with Ethics, Transparency and Accountability
2. Businesses should provide goods and services that are safe and contribute to sustainability throughout their life cycle
3. Businesses should promote the well-being of all employees
4. Businesses should respect the interests of and be responsive towards all stakeholders, especially those who are
disadvantaged, vulnerable and marginalized
5. Businesses should respect and promote human rights
6. Businesses should respect, protect and make efforts to restore environment
7. Businesses, when engaged in influencing public and regulatory policy, should do so in a responsible manner
8. Businesses should support inclusive growth and equitable development
9. Businesses should engage with and provide value to their customers and consumers in a responsible manner
Governance related to BR
A. Indicate the frequency with which the Board of Within the Company, the Board Committees play a very significant
Directors, Committee of the Board or CEO to role in the governance structure. They are essentially meant to deal
assess the BR performance of the Company. with specific areas / activities of the organization. There is a Corporate
Social Responsibility (CSR) Committee of the Board which monitors
and reviews the CSR activities.
For details on the frequency of the CSR Committee meetings, kindly

refer the “Frequency and length of meeting of the Committees of the
Board and Agenda” section in the Corporate Governance Report which
forms part of the Annual Report.
B. Does the Company publish a BR or a Yes, the Company publishes BRR on an annual basis. Given below are
Sustainability Report? What is the hyperlink the links:
for viewing this report? How frequently it is https://www.hcltech.com/investors/results reports?year=2018-19
published? https://www.hcltech.com/socially-responsible-business#sustainability
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SECTION E: PRINCIPLE-WISE PERFORMANCE
Principle 1: Businesses should conduct and govern themselves with Ethics, Transparency and Accountability
1 Does the policy relating to ethics, bribery and corruption Yes, the Company has an anti-bribery and anti-corruption policy
cover only the Company? Yes / No. Does it extend to in place that governs the ethics, bribery and corruption related
the Group / Joint Ventures / Suppliers / Contractors / matters at HCL. The mentioned policies are applicable to the
NGOs / Others? employees across all grades including senior executives, the
members of the Board and fixed-term or temporary employees
like contractors, consultants, trainees, interns, volunteers, third-
party agents or any other person associated with the organization.
These policies are also applicable to all the affiliates and
subsidiaries of the Company and also across the entire value
chain of the Company.
The policy document has been uploaded on HCL’s web portal –

https://www.hcltech.com/investors/governance-policies
2 How many stakeholder complaints have been received The company has 3 open Stakeholder Complaints, as on
in the past financial year and what percentage was March 31, 2019.
satisfactorily resolved by the Management? If so,
provide details thereof, in about 50 words or so.
Principle 2: Businesses should provide goods and services that are safe and contribute to sustainability throughout
their life cycle
1 List up to 3 of your products or services whose HCL offers multiple IT related services and while designing these
design has incorporated social or environmental services, social and environmental concerns and related risks and
concerns, risks and / or opportunities. opportunities are well taken care of. The company’s services are
offered under HCL’s strategy as presented below.
HCL’s Mode 1-2-3 strategy helps future proof customers’ business,

by deploying a concurrent, three-point spotlight on the existing core
of their business, new growth areas as well as the ecosystems of
the future. As detailed below, each of the three modes have distinct
outcomes and growth potential.
Mode 1: Core Services
Under Mode 1, HCL delivers core services in the areas of

Applications, Infrastructure, BPO and Engineering and R&D,
leveraging DRYiCE autonomics and orchestration to transform
clients’ business and IT landscape making them “lean” and “agile”.
Mode 2: Next Generation Services
Under Mode 2, HCL delivers experience-centric and outcome-

oriented integrated offerings of Digital and Analytics, IoT
WoRKS™, Cloud Native Services and Cyber-security and GRC
services.
Mode 3: Products and Platforms
HCL continues to explore and enter into innovative IP-based

partnerships, targeting specific next-generation opportunities. Mode
3 includes the external IP partnership with IBM extending now to
half a dozen products. HCL also continues to invest in its internal
IP creation strategy and expansion of capabilities and markets
for DRYiCE, the next-generation autonomics and orchestration
products and platform.
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2 For each such product, provide the following details Yes, HCL has been undertaking various initiatives in the field of
in respect of resource use (energy, water, raw clean technology, energy efficiency and renewable energy.
material etc.) per unit of product (optional):
The Organization has taken initiatives to procure renewable power
a) Reduction during sourcing / production / through Open Access System and On-site installations. In total,
distribution achieved since the previous year 18,969 MWh of Renewable Power has been consumed in the
throughout the value chain? financial year 2018-19.
b) Reduction during usage by consumers (energy, In addition to the above, Measurable Energy Conservation
water) has been achieved since the previous plan, implemented by the Organization, led to energy saving of
year? 6,292 MWh. Heating, Ventilation and Air conditioning (HVAC) related
interventions contributed to 48% of the overall energy savings from
measurable activities.
Summary of above mentioned operational efficiency related

interventions are tabulated below:
Carbon
Water
Sl. Intervention 2018-19 Foot Print
Saved
No Particulars MWh reduction
(KL)
(tCO2)
Renewable Power
1 15,555
purchase
Chiller and AHU
Operational
2 3,037 2,490
Performances
Improvement
Effective utilization
3 438 360
of UPS
Effective utilization of
4 2,642 2,167
lightings
5 Voltage optimization 131 107
Lift and STP
6 Operations 44 36
Optimization
7 Water conservation 20,660
8 Solar water heater 0.40 0.33
Grand Total 6,292 20,715 20,660
3 Does the Company have procedures in place for Yes, the organization has Procurement Policy in place which
sustainable sourcing (including transportation)? If discourages discrimination with any vendor on the basis of gender,
yes, what percentage of your inputs was sourced nationality, ethnicity, religion, disability etc. In accordance with
sustainably? Also, provide details thereof, in about local legislations and best practices, HCL’s procurement process
50 words or so. is transparent, objective and non-discriminatory in the selection of
its vendors. The company works towards sustainable sourcing and
ensure that our company’s social and environmental performance
extends to our supply chain by sharing our expectations with our
vendors from time to time. We also promote localization of business
by giving preferences to local vendors. HCL is committed to do
business with environmentally responsible vendors with an objective
to minimize the adverse effects on the community, the environment
and natural resources while safeguarding health and safety of the
public.
We are in the process of reviewing this policy and the updated policy
will replace the existing one.
We intend to procure 5% of our goods and services from marginalized

and vulnerable sections of society e.g. women and people with
disabilities.
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4 Has the Company taken any steps to procure Yes, HCL encourages to on-board suppliers / vendors who comply
goods and services from local and small producers, with local laws and policies to maintain and balance diversity
including communities surrounding their place requirements.
of work? If yes, what steps have been taken to
improve their capacity and capability of local and HCL’s Procurement Policy particularly focusses on local vendors.
small vendors? While selecting the vendors, preference is given to local vendors for
outsourcing jobs pertaining to facilities management, procurement
of materials for infrastructure development and other operations with
an objective of creating employment and economic opportunities in
the area HCL operates in.
The Company also maintains Minority and Women based vendors’

data in CL (Contingent Labour) vendors’ database to fulfil business
need wherever needed as per business demand.
5 Does the Company have a mechanism to recycle Yes, the company has established various mechanisms to recycle
products and waste? If yes what is the percentage of products and waste.
recycling of products and waste (separately as <5%,
5-10%, >10%). Also, provide details thereof, in about Some of the key steps adopted by the Company are listed below:
50 words or so. Water Management
 Installation of sensor taps to optimize water usage.

 Installation of dual flush system to minimize water wastage.
 Installation of Sewer Treatment Plant (STP) within campus to
treat the sewer water and reuse for flushing, landscaping and HVAC.
 No water discharge from campus.
 Installation of timer-based automatic controls for water
sprinklers to conserve water used for lawn maintenance.
 100% replacement of plastic and paper cups with ceramic mugs.
 100% replacement of tissue towels from washroom with
blowers.
 Printer pin deployment to save paper.
 Installation of environment friendly refrigerants.
 Creation of rain water harvesting pits.
Waste Management
 E-waste – Conventional lights have been replaced with

LED based lights, thereby reducing the harmful effects of
mercury and reducing the health and environmental concerns.
Projectors have also been replaced with LEDs, thus contributing
significantly to power consumption and at the same time
reducing the waste.
 Paper – The campus strives to become a paperless

campus and thus, suitable measures like,
printer pin deployment, printer on alternate floors, setting up
maximum printing limit, double side printing and reduction in
font size are encouraged. These measures have resulted in
significant conservation of paper.
 Reduce, Recycle, Reuse – The waste management programs

are based on the principles of 3R. All the waste generated by us
is measured and quantified. The waste is categorized according
to the source and disposal.
The hazardous waste is disposed of in environment friendly manner

and paper waste is recycled and reused. Bio medical waste is
disposed of in a safe manner. Food remains and garden waste are
reused to make manure.
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Principle 3: Businesses should promote the well-being of all employees
1 Please indicate the total number of employees. The global full time employee count stands at 1,37,965 as on
March 31, 2019.
2 Please indicate the total number of employees The contract employee count stands at 9,587 as on March
hired on temporary / contractual / casual basis 31, 2019.
3 Please indicate the number of permanent women 24.90% of the total full-time workforce at the organization is
employees. comprised of women employees.
4 Please indicate the number of permanent Being an equal opportunity employer, the Company does not
employees with special-abilities. discriminate specially-abled people at the time of recruitment.
As per Company’s policies, disclosure of special ability is not
mandatory. However, as on March 31, 2019, 253 specially-abled
people have voluntarily declared their status.
5 Do you have an employee association that is While the Company does not restrict any employee from being
recognized by Management? a member of any employee related association and gives all the
freedom, the Company also ensures to abide by the local laws
present across the geographies that it operates in.
6 What percentage of your permanent employees All the employees are free to join any employee related
is members of this recognized employee associations. The Company does not prohibit them and hence
association? this becomes a matter of employee(s) own choice.
7 Please indicate the number of complaints relating In order to provide a safe and healthy work environment free
to child labour, forced labour, involuntary labour, of any hassles and all kinds of harassment including sexual
sexual harassment in the last financial year and harassment and to prevent and redress such harassment
pending, as on the end of the financial year. complaints, the Company has in place Prevention and Redressal
of Sexual Harassment at Work Place Policy. This policy applies
to all employees of the Company, its group companies and joint
ventures operating out of India like regular, temporary, ad hoc,
daily wagers, contractual staff, vendors, clients, consultants,
trainees, probationers, apprentices, contract labour and also
all visitors to the Company. Any complaints about harassment
shall be treated under this Policy. This Policy is not confined to
the actual working place of the employees in the sense of the
physical space in which paid work may be performed as per the
prescribed duty hours but also includes any place visited by the
employee arising out of or during the course of employment.
The Company has constituted a committee for the redressal of
all sexual harassment complaints. These matters are also being
reported to the Audit Committee. During the reporting year, the
Company has received 11 complaints on sexual harassment that
were classified as significant incidents for investigation, all of
which were disposed and appropriate actions were taken and no
complaints remain pending as of March 31, 2019.
The details of the number of complaints received through ‘Secure’

channel during the reporting period are as follows:
Number of cases pending at the beginning of the financial Nil

year 2018-19 i.e. on March 31, 2018
Number of cases received during financial year 2018-19 11
Number of cases disposed during financial year 2018-19 11
Number of cases pending at the end of the financial year Nil
2018-19 i.e. on March 31, 2019
Child labour / Forced labour / Involuntary labour N.A.
Discriminatory Employment Nil
Book 1.indb 146 04-Jul-19 8:47:41 PM

8 What percentage of your under mentioned During the financial year 2018-19, over 79,970+ employees
employees were given safety and skill up-gradation availed 3.02 million hours of training for enhancing their current
training in the last year? skills and learning new skills. Over 31,130 employees were also
a) Permanent Employees trained in digital skills during this period.
b) Permanent Women Employees
c) Casual / Temporary / Contractual Employees FTE employees’ 1,37,965
d) Employees with Disabilities headcount
Permanent Women 24.90%
Employees
Contractual employees’ 9,587
headcount
Employees with Being an equal opportunity
Disabilities employer and following the law,
the Company does not mandate
disclosure of disability. As on
March 31, 2019, 253 persons
with disabilities have voluntarily
declared their status.
Principle 4: Businesses should respect the interests of, and be responsive towards all stakeholders, especially those
who are disadvantaged, vulnerable and marginalized.
1 Has the Company mapped its internal and Yes, the Company has mapped its internal and external stakeholders.
external stakeholders? Yes / No
Internal Stakeholders of the Company include employees, senior
leaders, managers, Board of Directors, members of HCL Foundation
and the support staff.
The external stakeholders of the Company include the

communities the Company engages with, like the rural communities,
urban slum communities and government schools. The external
stakeholders also include customers, investors, regulatory bodies and
media.
The stakeholder engagement exercise helped in reconfirming the

materiality matrix against the below mentioned four pillars:
 Responsible Business
 Redefine Workplace
 Renew Ecosystem
 Repay Society
The priorities, whether high, medium or low, are based on what

the stakeholders and the Company value collectively on a mutual
sustainable journey. The issues that are mentioned toward the core
of this matrix are of high significance to the organization and also to
stakeholders. The significance of material issues is determined by the
measure of two parameters:
 Importance to stakeholders
 Importance to the business
The stakeholders’ engagement at the Company is a continuous process
and there has been no change in the materiality matrix identified by the
Company for reporting.
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Book 1.indb 148 04-Jul-19 8:47:41 PM

Details of the stakeholder engagement and outcomes are provided
below:
Stakeholder Key Sustainability Priority Sections in which

priorities are
addressed
Employees Wellness and well-being, Redefine
career development, Workplace, Repay
learning forums, grievance Society
channels, and hobby clubs,
community volunteering
Customers Innovative IT solutions, Responsible
Green IT, CSR Partnerships Business, Repay
with customers Society
Vendors and Adherence to quality norms Responsible
Suppliers and ethical procurement Business, Redefine
Workplace
Immediate Education, employability Repay Society
Communities in trainings, women
which we operate empowerment and health
/ sanitation, environmental
initiatives
Investors and Transparency and Responsible
Shareholders maintenance of high degree Business
of disclosure levels and
focus on good corporate
governance
NGOs and Community development, Renew Ecosystem,
Advocacy Groups capacity building, advocacy Repay Society
on human rights issues
such as diversity, safety,
advocacy on environment
and climate change
2 Out of the above, has the Company The following groups have been identified as disadvantaged, vulnerable
identified the disadvantaged, vulnerable and and marginalized stakeholders:
marginalized stakeholders?
 Rural and urban slum communities living below poverty line
 Children, women and youth
 People with disabilities
 Senior citizens
 HCL support staff
3 Are there any special initiatives taken by the The Company aims at addressing the needs of the disadvantaged,
Company to engage with the disadvantaged, vulnerable and marginalized sections of the society through its CSR
vulnerable and marginalized stakeholders? programs. These programs are as follows:
If so, provide details thereof, in about 50
 HCL Samuday
words or so.
 HCL Grant
 HCL Uday
 Power of One
Details of the above initiatives are provided under Principle 8.
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Principle 5: Businesses should respect and promote human rights
1 Does the policy of the Company on human rights Human Rights Policy at HCL is applicable to all the employees
cover only the Company or extend to the Group / Joint (both permanent and contractual) across the Company.
Ventures / Suppliers / Contractors / NGOs / Others? This policy further extends to all third party vendors and
suppliers, contractors, NGOs as well as to all the affiliates
and subsidiaries of the Company.
2 How many stakeholder complaints have been The Company has received total 14 overall complaints
received in the past financial year and what percent from various stakeholders that includes customers, vendors
was satisfactorily resolved by the Management? and employment related cases during the subject financial
year.
In addition, 29 complaints were received from various

shareholders in the financial year 2018-19. All the complaints
have been successfully resolved as on March 31, 2019.
Details provided in table below:
Source of Complaint Received Resolved Pending

Directly from the 24 24 0
Investors
Through SEBI, Stock 5 5 0
Exchanges, etc.
Total 29 29 0
Principle 6: Businesses should respect, protect and make efforts to restore the environment
1 Does the policy relate to The Company has a dedicated Environmental Policy that serves as the guideline for
Principle 6 cover only the developing initiatives for protecting and restoring environment.
Company or extends to
This policy is applicable across the Company and its subsidiaries for achieving excellence
the Group / Joint Ventures
in environmental performance. This policy also applies to the suppliers, contractors
/ Suppliers / Contractors /
and all other partners across the value chain for addressing the global environmental
NGOs / others?
challenges.
2 Does the Company have Yes, HCL being environmentally conscious and socially responsible organization follows
strategies / initiatives a thoroughly responsible approach towards the environmental causes and has thus
to address global undertaken various initiatives internally that help reduce the carbon footprints, pollution
environmental issues such and help maintain the energy conservation. To cite some are HCL transportation initiatives
as climate change, global of cab pooling, CNG driven cabs etc. The details of many other such initiatives could be
warming, etc.? Y / N. If yes, found in the next set of responses in the Report.
please give hyperlink for
HCL promotes Reduce, Reuse, Recycle philosophy which reflects its Go-Green approach.
webpage etc.
Please refer to the following link for policy context-
https://www.hcltech.com/socially-responsible-business
3 Does the Company identify The Company identifies and assesses potential environment risk in all areas of its
and assess potential operations. The effective Environmental Management System is in place which is in line
environmental risks? Y / N with ISO 14001 Standard’s requirements.
4 Does the Company have The Company has not participated in Clean Development Mechanism project. Having
any project related to Clean mentioned so, as a responsible organization, the Company has voluntarily setup its goal
Development Mechanism? If to reduce carbon emission by 33% by the financial year ended March 31, 2020 over the
so, provide details thereof, base year 2011.
in about 50 words or so.
The Company regularly participates in “Carbon Disclosure Project” run by global
Also, if Yes, whether any
organization CDP which enables the companies, cities, states and regions to measure
environmental compliance
and manage their environmental impacts.
report is filed?
The Company is also working on a “Green IT Report” which is under pipeline.
Book 1.indb 150 04-Jul-19 8:47:41 PM

5 Has the Company Yes, the Company strives to improve energy efficiency, switch to renewable energy and
undertaken any other promote clean technology. Given below is a detailed list of initiatives taken in this regard.
initiatives on – clean
As a responsible corporate, the Company owns accountability for the future and plays an
technology, energy
imperative role in addressing global challenges in the areas of energy, climate change
efficiency, renewable
and sustainability. The Company has made a commitment to conserve the environment
energy, etc.?
by adopting “Go Green Initiatives” and be responsible for Energy Management in its
area of operations and perform energy efficiency by consuming energy in an efficient,
economical and environment friendly manner throughout all its premises.
In this context, the Company has adopted “Go Green Initiatives” and has attributed
towards reduction in carbon footprint during the financial year 2018-19. Some of the key
initiatives are described below:
a) Renewable Power Purchase
In continuation with Company’s commitment to reduce “Carbon footprint”, the Company

has procured Renewable Power equal to 18,969 MWh for the major campuses during
financial year 2018-19. The source of this power was Wind, Solar and Hydel based
electricity. The Green Power Purchase has enabled the organisation to reduce carbon
footprint of 15,555 tCO2* (Ton of Carbon Emission).
Measurable Energy Conservation plan also led to energy saving of 6,292 MWh. The
HVAC related interventions contributed around 48% of the total energy savings from
measurable activities.
b) Chiller and AHU Operational Performance Improvement
Effective Operation of Chiller and AHUs in all Major facilities including “Chiller
interconnection between two substations to operate either of chillers from both the
substations at SEZ CHN” helped the Company to save energy of 3,037 MWh during the
financial year 2018-19 and further reduce carbon footprint of 2,490 tCO2* (Ton of Carbon
Emission).
Water cooled chillers have been installed at most locations which consume lesser
power than air cooled chillers. Air cooled chillers are installed only in water deficit areas.
VFDs (Variable Frequency Drives) are also being used in AHUs which result in lower
power consumption by regulating the frequency of the motor depending on the return air
temperature which is an indicator of the occupancy and heat load.
c) Effective Utilization of UPS
Effective utilization of existing UPS systems by increasing their efficiency through

shutdown of overcapacity UPSs at two major locations (i.e. Bangalore and Chennai) led
to saving of 438 MWh of absolute energy consumption in this financial year and helped
to reduce 360 tCO2e* (Ton of Carbon Emission) of carbon footprint.
d) Effective Utilization of Lighting
Energy savings accrued in the financial year 2018-19 towards “Efficient lighting controls”
led to saving of 2,642 MWh of absolute energy consumption in the financial year 2018-19
which helped the organization to reduce carbon footprint of 2,167 tCO2e* (Ton of Carbon
Emission).
Book 1.indb 151 04-Jul-19 8:47:41 PM

e) Voltage Optimisation
The line voltage plays a major role on operating efficiency and power factor. The voltage
optimization is possible, whenever electrical operates in lightly loaded condition to
improve its efficiency. The supply voltage is adjusted with the help of tap position in
the transformer to optimize the power consumption in lightly loaded electrical systems.
This helped the organization to save 131 MWh of absolute energy consumption in the
financial year 2018-19 in NCR and reduce 107 tCO2e* (Ton of Carbon Emission) of
carbon footprint.
f) Lift Operations optimization
To conserve the environment by adopting “Go Green Initiatives” and increase operational
efficiency, revised operating schedule of lifts during week days and weekends in major
campuses undertaken. This helped the Company to save 44 MWh of absolute energy
consumption in the financial year 2018-19 and reduce 36 tCO2e* (Ton of Carbon
Emission) of carbon footprint.
g) Solar Water Heating
Installation of Solar Hot Water System of 250 LPD capacity at one of the Madurai
region facilities in Feb’19 helped to conserve 425 kWh of electric energy required from
conventional heating (Electric Heater) to Heat water.
h) Water Conservation
Rain Water collection and usage and use of aerators in hand wash taps led to conserve
ground water of 20,660 KL in the financial year 2018-19.
The above initiative helped the Company to reduce carbon foot print of 20,715 tCo2 due
to its business activities as specified above in Section 2 b) of Principle 2.
6 Are the Emissions / Waste Yes, the emissions and waste generated at the Company are within the permissible
generated by the Company limits.
within the permissible limits
An annual report of the total emission and total waste generated by the organization is
given by CPCB / SPCB for
submitted by the Company to both CPCB and SPCB.
the financial year being
reported?
7 Number of show cause / The Company has not received any show cause or legal notices from CPCB or SPCB
legal notices received from during the financial year 2018-19.
CPCB / SPCB which are
pending (i.e. not resolved
to satisfaction) as on end of
Financial Year.
Principle 7: Businesses, when engaged in influencing public and regulatory policy, should do so in a responsible
manner
1 Is your Company a member of any trade and Yes, the Company is the member of various Industry Associations
chamber or association? If Yes, Name only those / Chambers and bodies, of which the first mention comes of:
major ones that your business deals with.
World Economic Forum (WEF)
Ever since the Company has joined WEF at Davos, HCL has
always made its presence felt at the global platform of Thought
Leadership, Innovation and Technological Dialogues towards
the Humanitarian and Socio-Economic World Order. The latest
exaltation at WEF witnessed HCL launching its Vision 2030 and
host the choicest of the Global Leaders at HCL Pavilion.
Book 1.indb 152 04-Jul-19 8:47:41 PM

NASSCOM
HCL has been one of the founding members of National
Association of Software Services Companies since 1999 and
has extended its vitality towards the apex Chamber of Software
Service Companies in India as well as across its Global Trade
contours.
Confederation of Indian Industry (CII)
The Company has remained members of CII from 1999; thereby
abiding by the rules and regulations that cover the operations of
CII as the apex chamber of commerce in India.
In addition, the Company is also an active member of most of the

country specific trade bodies and associations like IGCC, IFCCI,
AIMA and works very closely with DIT, Invest India, Sweden Trade
and Invest, Invest in Denmark, Australian Trade and Investment
Commission.
2 Have you advocated / lobbied through above Yes, the Company believes in the public good and rightly so as
associations for the advancement or improvement part of its responsible socio-economic behavior that is carried
of public good? Y / N. If yes specify the broad forward towards various platforms, advocacy channels and
areas (drop box: Governance and Administration, forums by way of lending Company’s ideas, visions expertise and
Economic Reforms, Inclusive Development thought leadership.
Policies, Energy security, Water, Food Security,
The Company has aligned itself with relevant organizations
Sustainable Business Principles, Others).
who work in the larger business / social / environmental and
community interests. In addition, the Company also creates and
owns innovative pieces of work and solutions.
Principle 8: Businesses should support inclusive growth and equitable development

1 Does the Company have specified programmes / Yes, there are 4 flagship programs of HCL aimed at supporting
initiatives / projects in pursuit of the policy related inclusive growth and equitable development of the society. These
to Principle 8? If yes details thereof. programs are as follows:
Book 1.indb 153 04-Jul-19 8:47:41 PM

HCL Foundation continues to realize its core belief of achieving
inclusive socio-economic development through its four flagship
programs:
1. HCL Samuday: This program is an outcome of HCL’s

commitment to uplift rural India. Started in 2015, HCL
Samuday intends to develop a sustainable, scalable, and
replicable model – a source code for economic and social
development of rural areas in partnership with Central and
State Governments, local communities, NGOs, knowledge
institutions and allied partners. The objective of this program
is achieved through optimal interventions across Agriculture,
Education, Health, Infrastructure, Livelihood, and WASH
(Water, Sanitation and Hygiene) sectors in selected villages.
The program is designed to help local communities identify
their problems, co-create solutions, and then implement these
solutions with professional support from team Samuday. This
approach helps lending the dimension of sustainability and
ownership to the whole vision of development.
HCL Samuday is currently implemented in three blocks in

Uttar Pradesh – Kachhauna, Behender and Kothawana and
is operational in 765 villages across 164 Gram Panchayats.
The program is impacting over 600,000 people comprising of
90,000 households.
2. HCL Grant: This program aims at achieving sustainable

rural development by supporting NGOs involved in path-
breaking work in India across three thematic categories of
Environment, Education and Health. A grant of ` 5 crore is
awarded to one NGO in each of the three categories every
year. From Edition IV (2018-19) of HCL Grant, the Foundation
has increased its annual commitment from ` 15 crore to
` 16.5 crore. Besides the ` 5 crore grant to recipient NGOs in
each category, HCL Foundation also rewards the HCL Grant
finalists with ` 25 lacs for a 1-year project which is mutually
agreed with HCL Foundation.
Since its inception, HCL Grant has been able to commit

` 51.5 crore (US $ 7.25 Million) towards various high
impact projects for community development. Through this
commitment, HCL Grant aims to reach 10,15,033 people in
7,577 villages in 42 districts across 14 states of India through
15 HCL Grant partners. Out of this target the projects under
this program have already covered 4,64,088 people. The
projects financed under this program are operational in the
states of Bihar, Uttar Pradesh, Rajasthan, Gujarat, West
Bengal, Karnataka, Andhra Pradesh, Odisha, Jharkhand,
Maharashtra, Tamil Nadu, Nagaland, Meghalaya, Jammu &
Kashmir and Madhya Pradesh.
Book 1.indb 154 04-Jul-19 8:47:41 PM

3. HCL Uday: HCL addresses its corporate social responsibility
towards its immediate neighborhood through ‘HCL Uday’.
This program reaches out to the areas that are faced with
challenges of urbanization and inability of communities to
cope up. HCL Uday is currently reaching out to 3,48,939
people through operations across 11 cities of India where
HCL has a presence. The programs follows an Integrated
Community Development Approach (ICDA) to design
inclusive and sustainable community based solutions
through interventions focused on Education, Health
(including WASH), Livelihood and Environment using the
Life Cycle Approach to break the cycle of poverty. This is
achieved through the following projects:
i) My Community
ii) My School
iii) My Scholar
iv) My Worth
In the financial year 2018-19, 1,16,011 people benefited

through the education related initiatives of HCL Foundation
that focus on early childhood care, development of children
below 6 years, bridge and remediation support to out of
school children, comprehensive technology-based quality
enhancement of government schools, adult literacy and
life skill based transformation programs for youth and
adolescents.
Through the skill development initiatives, 4,041 youth

were trained in various trades like mechanical, Information
Technology Enabled Services (ITES) / Customer
Relationship Management (CRM), fashion designing and
nursing. 1,55,442 people benefited through the health,
nutrition and WASH interventions that include monthly health
camps, weekly check–ups, community healthcare programs,
mass sanitation and cleanliness drives.
Under the environment pillar, 46,520 trees were planted in

schools, residential spaces, public spaces and at the Sorkha
Uday Upvan. 7.5 ton materials have been provided as
assistance in the form of immediate relief in the recent floods
in the Assam, Kerala and the Gaja Cyclone affected region
in Tamil Nadu, supporting a total number of 73,445 people in
the financial year 2018-19.
4. Power of One:This is a voluntary payroll giving program
under which over 36,000 employees contribute ` 1/2/5 per
day towards the social and economic upliftment of vulnerable
communities. These funds are used to provide scholarship
support to 188 (16 with special need) academically bright
students from low income families from NCR, Chennai,
Bangalore, Madurai, Hyderabad, Vijayawada, and 50 sports
scholars for exceptional performance across various sports
such as football, chess, badminton, kabaddi and athletics.
The HCL Community Champions have shown great
commitment towards all volunteer-based activities of HCL
Foundation and have clocked over 1,00,000 volunteering
hours.
Book 1.indb 155 04-Jul-19 8:47:42 PM

Community Initiatives in other geographies:
The Company also reached out to local communities in different

geographies. Details of the initiatives adopted in different
geographies are given below:
The United States
HCL America Inc. (HCLA) is supporting SOS Children’s Villages

by:
• providing medical and nutrition support
• undertaking educational programs (STEM programming)
• providing emergency relief to children and families vulnerable
to natural disasters
HCLA’s sponsorship of Code the Dream, an initiative by Uniting

NC, is supporting free coding education classes for youth from
socially and economically compromised backgrounds. HCLA is
supporting NPower Technologies for improving employability
of youth and war veterans by providing them skill development
trainings and opportunities through internships and job
placements. HCLA employees also contribute to the local
community by taking part in autism and breast cancer awareness
walks, food packaging events, building houses through Habitat
for Humanity, blood donation drives as well as food and toy
distribution drives.
The United Kingdom
HCL Great Britain Ltd.has been working with The Prince’s Trust for
the past 5 years by helping disadvantaged young people in getting
trained in technology, life skills and career skills. Through the ‘Get
Started with Technology’ series, young people were trained in
mobile application development and digital learning skills. This is
aimed at improving their employability in the long run.
South Africa
HCL is promoting a high-quality technology-enabled environment

for students at the University of Johannesburg (UJ). This is being
done through a fully-equipped Electrical Engineering Computer
Lab and supporting bursaries to Computer Science students.
HCL is supporting Nelson Mandela Foundation by sponsoring
the Mandela Day Library Project as part of Literacy program in
local schools and training of teachers to use the space to educate
community children.
2 Are the programmes / projects undertaken through All the programmes and projects are undertaken through HCL
in-house team / own foundation / external NGO / Foundation in collaboration with HCL employees, customers and
government structures / any other organization? external NGOs. For details, please refer http://www.hclfoundation.
org/
Book 1.indb 156 04-Jul-19 8:47:42 PM

3 Have you done any impact assessment of your Yes, HCL Foundation carries out impact assessment of various
initiative? initiatives undertaken by it. For the purpose of assessing the
impact of these initiatives, HCL Foundation has identified various
indicators under different focus areas. It has also developed
various tools and monitoring mechanisms to ensure the
achievement of these indicators. Stakeholders’ engagement and
consultation is also taken during all such impact assessments.
Funds Utilization Certificates (FUC) and Audit Reports are two

primary instruments used to monitor the expenditure of the
projects undertaken. The quarterly reports and half-yearly reports
furnished by Company’s implementing partners are studied
carefully and verified through field visits by field and programme
officers. Case studies are collected for all the projects and
informal feedback sessions are held with the beneficiaries to
understand their satisfaction levels. Besides this, members of the
senior management of the Company undertake surprise visits
to understand the overall impact of community initiatives. The
periodic field audits are supplemented by the regular interaction
between HCL volunteers and the community members. All these
checks help HCL Foundation in understanding gaps in the
implementation of the community initiatives and to timely bridge
these identified gaps.
During the reporting period, the Company engaged an external

agency for evaluation of its urban community development
programs. The objectives of the external evaluation were:
 To appreciatively enquire all interventions under the urban

community development program;
 To understand the approaches and processes undertaken
by the partner NGOs in implementing these interventions;
and
 To evaluate the impact created by these interventions.
The research process consisted of primary and secondary

research involving interviews with HCL Foundation, senior
management, project staff, partner NGOs, nodal officer in charge
of implementation, external stakeholders and beneficiaries.
It further involved evaluation of project documents of HCL
Foundation and partner NGOs. The findings were presented to
HCL Foundation for making necessary changes in the intervention
and for future reference.
4 What is your Company’s direct contribution to During the year, the Company has contributed ` 125.45 crore for
community development projects- Amount in INR CSR activities. For details of the expenditure, refer to Annexure
and the details of the projects undertaken? 4 of the Director’s Report which forms part of the Annual Report.
The community development initiatives undertaken by HCL
Foundation are aligned to Schedule VII of the Companies Act,
2013, sustainable development goals and various national
missions.
Book 1.indb 157 04-Jul-19 8:47:42 PM

List of all such community initiatives undertaken by HCL
Foundation are given below:
 Eradicating hunger, poverty and malnutrition, promoting
healthcare including preventive health care and sanitation
and making available safe drinking water;
 Promoting education including special education and skill
development trainings for children, women, elderly and the
differently abled besides livelihood enhancement projects;
 Promoting gender equality, empowering women, setting up
homes and hostels for women and orphans, setting up old
age homes, day care centres and such other facilities for
senior citizens;
 Undertaking measures for reducing inequalities faced by
socially and economically backward groups;
 Ensuring environmental sustainability and ecological
balance, protecting flora and fauna, promoting animal
welfare and agro-forestry, conserving natural resources and
maintaining quality of soil, air and water;
 Protecting national heritage, art and culture including
restoration of monuments and sites of historical importance
and works of art, setting up public libraries, promoting and
developing traditional arts and handicrafts;
 Undertaking measures for the benefit of armed forces
veterans, war widows and their dependents;
 Providing trainings for promotion of rural sports, nationally
recognized sports, Paralympics’ sports and Olympic sports
through HCL Uday and HCL Samuday; and
 Undertaking rural development projects through HCL Grant
and HCL Samuday
5 Have you taken steps to ensure that this community The objective of the community initiatives undertaken by HCL
development initiative is successfully adopted by Foundation is to create positive and sustainable impacts in the
the community? Please explain in 50 words, or so. lives of the communities in the long run. This is possible only
when the communities adopt the initiatives of HCL Foundation
and incorporate them in their daily lives. Various measures
taken by the Foundation to facilitate this successful adoption of
community initiatives are:
 Improving community ownership through identification and

capacity building of community leaders for sustaining and
perpetuating these initiatives;
 Linking available systems like government initiatives and
plans with the HCL’s community initiatives by promoting
convergence; and
 Developing action plan to promote community awareness
and exposure, building road map for creating positive impact,
engaging HCL volunteers, creating manuals for various
sectors etc.
Book 1.indb 158 04-Jul-19 8:47:42 PM

Principle 9: Businesses should engage with and provide value to their customers and consumers in a responsible
manner
1 What percentage of customer complaints / The Company has 8 customer cases open as on March 31,
consumer cases are pending as on the end of 2019.
financial year?
2 Does the Company display product information NA
on the product label, over and above what is
mandated as per local laws? Yes / No / N.A. /
Remarks (additional information).
3 Is there any case filed by any stakeholder against The Company has not registered any significant complaints in
the Company regarding unfair trade practices, the said category during the financial year 2018-19.
irresponsible advertising and / or anti-competitive
Besides, the robust mechanism of Company’s internal
behavior during the last five years and pending
checks and balances places an un-denying responsibility on
as on end of financial year? If so, provide details
the leadership and teams to drive the soul of the policies on
thereof, in about 50 words or so.
sustainable basis. This reduces the possibility of any pilferages.
4 Did your Company carry out any consumer survey Yes, the Company completely understands the criticality and
/ consumer satisfaction trends? significance of the knowledge pertaining to its presence, markets,
key market drivers, customer line-up and their satisfaction. It
is henceforth, of utmost importance for the Company to place
extreme and necessary imperatives on its consumer segment.
The Company has Customer Advisory Council that meets twice

a year to deliberate upon and present their recommendations
on Company’s strategies. The Company has been awarded
with Forrester Groundwell Award in the “Business-to-Business
Embracing Category”. The surveys that we do are carried out
by the 3rd party.
It is indeed a matter of pride for the Company that in the subject

financial year, HCL concluded the annual CSAT for over 500+
key accounts covering over 3000+ global customers.
High responses have been received from industry in each of the

LOB with the organization clocking a record 78% response.
The Company has been able to sustain high CSAT in over

80% of the top accounts. The CSAT score in the financial year
2018-19 stands at 63.6 vis-à-vis 66.6 for the financial year
2017-18; on a scale of -100 to +100.
Book 1.indb 159 04-Jul-19 8:47:42 PM

Standalone
Ind AS
Financial Statements
Book 1.indb 160 04-Jul-19 8:47:42 PM

INDEPENDENT AUDITOR’S REPORT
To the Members of HCL Technologies Limited the Company in accordance with the ‘Code of Ethics’ issued
by the Institute of Chartered Accountants of India together
Report on the Audit of the Standalone Financial Statements with the ethical requirements that are relevant to our audit of
the financial statements under the provisions of the Act and
Opinion the Rules thereunder, and we have fulfilled our other ethical
We have audited the accompanying standalone financial responsibilities in accordance with these requirements and the
statements (Ind AS financial statement) of HCL Technologies Code of Ethics. We believe that the audit evidence we have
Limited (“the Company”), which comprise the Balance sheet as obtained is sufficient and appropriate to provide a basis for our
at March 31,2019, the Statement of Profit and Loss, including audit opinion on the standalone financial statements.
the statement of Other Comprehensive Income, the Cash
Flow Statement and the Statement of Changes in Equity for Key Audit Matters
the year then ended, and notes to the financial statements, Key audit matters are those matters that, in our professional
including a summary of significant accounting policies and judgment, were of most significance in our audit of the
other explanatory information. standalone financial statements for the financial year ended
March 31, 2019. These matters were addressed in the context
In our opinion and to the best of our information and according of our audit of the standalone financial statements as a whole,
to the explanations given to us, the aforesaid standalone and in forming our opinion thereon, and we do not provide a
financial statements give the information required by the separate opinion on these matters. For each matter below, our
Companies Act, 2013, as amended (“the Act”) in the manner description of how our audit addressed the matter is provided
so required and give a true and fair view in conformity with the in that context.
accounting principles generally accepted in India, of the state of
affairs of the Company as at March 31, 2019, its profit including We have determined the matters described below to be the key
other comprehensive income its cash flows and the changes in audit matters to be communicated in our report. We have fulfilled
equity for the year ended on that date. the responsibilities described in the Auditor’s responsibilities
for the audit of the standalone financial statements section of
Basis for Opinion our report, including in relation to these matters. Accordingly,
We conducted our audit of the standalone financial statements our audit included the performance of procedures designed to
in accordance with the Standards on Auditing (SAs),as respond to our assessment of the risks of material misstatement
specified under section 143(10) of the Act. Our responsibilities of the standalone financial statements. The results of our audit
under those Standards are further described in the ‘Auditor’s procedures, including the procedures performed to address the
Responsibilities for the Audit of the Standalone Financial matters below, provide the basis for our audit opinion on the
Statements’ section of our report. We are independent of accompanying standalone financial statements.
Key audit matters How our audit addressed the key audit matter
Accuracy of recognition, measurement, presentation and disclosures of revenues and impact of adoption of Ind AS
115 “Revenue from Contracts with Customers” (new revenue accounting standard)(as described in note 1(f) and 2.19 of
the standalone financial statements)
The Company has adopted Ind AS 115 “Revenue from We assessed the company’s process to identify the recognition
Contracts with Customers” starting 1 April 2018. The application of revenue for fixed price contract, accounting for distinctive
of the new revenue accounting standard involves certain key terms in arrangements and impact of adoption of the new
judgements and principles for evaluating various distinctive revenue accounting standard. Our audit approach consisted
terms/matters. testing of the design and operating effectiveness of the internal
controls and substantive testing on sample as follows:
The Company also derives portion of its revenue from long-term  Evaluated the design of internal controls.
and fixed price projects. Estimated effort is a critical estimate
 Selected samples and tested the operating effectiveness
to determine revenues for fixed price contract. This estimate
of the internal control.
has a high inherent uncertainty as it requires consideration of
progress of the contract, efforts incurred till date, efforts required  Tested relevant information technology systems’ controls
to complete the remaining contract performance obligations. relating to contracts and related information used in
recording and disclosing revenue.
 Tested continuing and new contracts and performed the

following procedures to assess management analysis and
impact of Ind AS 115 adoption:
2. Standalone Part HCL Techno Ltd AR 160-220 2018-19.indd 161 04-Jul-19 9:16:01 PM
○ Read, analyzed and identified the distinct performance
obligations in these contracts.
○ Compared these performance obligations with that

identified and recorded by the Company.
○ Considered the terms of the contracts and assessed the

transaction price including any variable consideration
to test revenue.
 Further, In respect of fixed price contracts, progress

towards completion of performance obligation used to
compute revenue was verified based on actual cost
relative to estimated cost from the information technology
systems. Also reviewed cost incurred with estimated
cost to identify significant variations and reasons and to
verify whether those variations have been considered in
estimating the remaining cost to complete the contract.
 Assessed management analysis of various distinctive terms

in order to test appropriateness of revenue recognition.
 Assessed the appropriateness of the disclosure made

pursuant to new revenue accounting standard.
Evaluation of tax positions (as described in note 2.33 of the standalone financial statements)
The Company has material tax positions and matters under We performed the following procedures:
dispute which involves significant judgment to determine the
 Assessed the company’s process for identifying tax
possible outcomes and are complex in nature. Accordingly,
positions and disputed matters the related accounting
these positions and disputed matters are determined to be a
policy of provisioning for these exposures.
key audit matter in our audit.
 Obtained details of tax positions and disputed matters for
the year and as at March 31, 2019 from management.
 Involved our internal specialist to test the management’s

underlying assumptions in estimating the tax provision/
benefits and the possible outcome of the tax positions and
matters.
 Our internal specialist also considered legal precedence

and other rulings and legal opinions obtained by the
management in evaluating position on these tax positions.
 Discussed disputed matters with management and

obtained management specialist opinion for significant
matters.
 We have also assessed the impact of any change in

existing positions as of April 1, 2018 to evaluate whether
any change was required to management’s position.
Impairment assessment of intangible (as described in note 1(i), 1(n) and 2.3 of the Standalone financial statements)
As required by Ind AS 38 Intangible Assets, the Company tests For impairment of intangibles we reviewed impairment analysis
Licensed IPR’s and customer relationships for impairment performed by the management. In addition, we considered
annually in accordance with Ind AS 36 Impairment of Assets. whether any indicators of impairment were present by
understanding the business rationale for intangibles.
The risk for the standalone financial statements relates to
the appropriateness of the determination and recognition of
impairments.
162 Standalone Financial Statements
Book 1.indb 162 04-Jul-19 8:47:42 PM

Other Information Those Board of Directors are also responsible for overseeing
The Company’s Board of Directors is responsible for the other the Company’s financial reporting process.
information. The other information comprises the information
Auditor’s Responsibilities for the Audit of the Standalone
included in the Management Discussion and Analysis, Director’s
Report including annexures, Corporate Governance Report
and Business Responsibility Report, but does not include Our objectives are to obtain reasonable assurance about
the standalone financial statements and our auditor’s report whether the standalone financial statements as a whole are free
thereon. Our opinion on the standalone financial statements from material misstatement, whether due to fraud or error, and to
issue an auditor’s report that includes our opinion. Reasonable
does not cover the other information and we do not express
assurance is a high level of assurance, but is not a guarantee
any form of assurance conclusion thereon.
that an audit conducted in accordance with SAs will always
In connection with our audit of the standalone financial detect a material misstatement when it exists. Misstatements
statements, our responsibility is to read the other information can arise from fraud or error and are considered material if,
and, in doing so, consider whether such other information is individually or in the aggregate, they could reasonably be
materially inconsistent with the standalone financial statements expected to influence the economic decisions of users taken
or our knowledge obtained in the audit or otherwise appears on the basis of these standalone financial statements.
to be materially misstated. If, based on the work we have As part of an audit in accordance with SAs, we exercise
performed, we conclude that there is a material misstatement professional judgment and maintain professional skepticism
of this other information, we are required to report that fact. We throughout the audit. We also:
have nothing to report in this regard.
 Identify and assess the risks of material misstatement
Responsibilities of Management for the Standalone of the standalone financial statements, whether due to
Financial Statements fraud or error, design and perform audit procedures
The Company’s Board of Directors is responsible for the responsive to those risks, and obtain audit evidence that
matters stated in section 134(5) of the Act with respect to is sufficient and appropriate to provide a basis for our
opinion. The risk of not detecting a material misstatement
the preparation of these standalone financial statements that
resulting from fraud is higher than for one resulting from
give a true and fair view of the financial position, financial
error, as fraud may involve collusion, forgery, intentional
performance including other comprehensive income, cash
omissions, misrepresentations, or the override of internal
flows and changes in equity of the Company in accordance with
control.
the accounting principles generally accepted in India, including
the Indian Accounting Standards (Ind AS) specified under  Obtain an understanding of internal control relevant to
section 133 of the Act read with the Companies (Indian the audit in order to design audit procedures that are
Accounting Standards) Rules, 2015, as amended. This appropriate in the circumstances. Under section 143(3)(i) of
responsibility also includes maintenance of adequate the Act, we are also responsible for expressing our opinion
accounting records in accordance with the provisions of on whether the Company has adequate internal financial
the Act for safeguarding of the assets of the Company and controls system in place and the operating effectiveness of
for preventing and detecting frauds and other irregularities; such controls.
selection and application of appropriate accounting policies;
 Evaluate the appropriateness of accounting policies used
making judgments and estimates that are reasonable and and the reasonableness of accounting estimates and
prudent; and the design, implementation and maintenance related disclosures made by management.
of adequate internal financial controls, that were operating
effectively for ensuring the accuracy and completeness  Conclude on the appropriateness of management’s use of
of the accounting records, relevant to the preparation and the going concern basis of accounting and, based on the
presentation of the standalone financial statements that give audit evidence obtained, whether a material uncertainty
a true and fair view and are free from material misstatement, exists related to events or conditions that may cast
whether due to fraud or error. significant doubt on the Company’s ability to continue as
a going concern. If we conclude that a material uncertainty
In preparing the standalone financial statements, management exists, we are required to draw attention in our auditor’s
is responsible for assessing the Company’s ability to continue report to the related disclosures in the financial statements
as a going concern, disclosing, as applicable, matters related or, if such disclosures are inadequate, to modify our
to going concern and using the going concern basis of opinion. Our conclusions are based on the audit evidence
accounting unless management either intends to liquidate the obtained up to the date of our auditor’s report. However,
Company or to cease operations, or has no realistic alternative future events or conditions may cause the Company to
but to do so. cease to continue as a going concern.
Book 1.indb 163 04-Jul-19 8:47:42 PM

 Evaluate the overall presentation, structure and content specified under Section 133 of the Act, read with
of the standalone financial statements, including the Companies (Indian Accounting Standards) Rules,
disclosures, and whether the standalone financial 2015, as amended;
statements represent the underlying transactions and
(e) On the basis of the written representations received
events in a manner that achieves fair presentation.
from the directors as on March 31, 2019 taken on
We communicate with those charged with governance record by the Board of Directors, none of the directors
regarding, among other matters, the planned scope and is disqualified as on March 31, 2019 from being
timing of the audit and significant audit findings, including any appointed as a director in terms of Section 164 (2) of
significant deficiencies in internal control that we identify during the Act;
our audit.
(f) With respect to the adequacy of the internal financial
We also provide those charged with governance with a statement controls over financial reporting of the Company with
that we have complied with relevant ethical requirements reference to these standalone financial statements
regarding independence, and to communicate with them all and the operating effectiveness of such controls, refer
relationships and other matters that may reasonably be thought to our separate Report in “Annexure 2” to this report;
to bear on our independence, and where applicable, related (g) In our opinion, the managerial remuneration for the
safeguards. year ended March 31, 2019 has been paid / provided
by the Company to its directors in accordance with the
From the matters communicated with those charged with
provisions of section 197 read with Schedule V to the
governance, we determine those matters that were of most
Act;
significance in the audit of the standalone financial statements
for the financial year ended March 31, 2019 and are therefore (h) With respect to the other matters to be included in
the key audit matters. We describe these matters in our auditor’s the Auditor’s Report in accordance with Rule 11 of
report unless law or regulation precludes public disclosure the Companies (Audit and Auditors) Rules, 2014,
about the matter or when, in extremely rare circumstances, we as amended in our opinion and to the best of our
determine that a matter should not be communicated in our information and according to the explanations given to
report because the adverse consequences of doing so would us:
reasonably be expected to outweigh the public interest benefits
of such communication. i. The Company has disclosed the impact of pending
litigations on its financial position in its standalone
Report on Other Legal and Regulatory Requirements financial statements;
1. As required by the Companies (Auditor’s Report) Order, ii. The Company has made provision, as required
2016 (“the Order”), issued by the Central Government of under the applicable law or accounting standards,
India in terms of sub-section (11) of section 143 of the Act, for material foreseeable losses, if any, on long-
we give in the “Annexure 1”a statement on the matters term contracts including derivative contracts;
specified in paragraphs 3 and 4 of the Order.
iii. There has been no delay in transferring amounts,
2. As required by Section 143(3) of the Act, we report that: required to be transferred, to the Investor
Education and Protection Fund by the Company;
(a) We have sought and obtained all the information and
explanations which to the best of our knowledge and
belief were necessary for the purposes of our audit;
(b) In our opinion, proper books of account as required

by law have been kept by the Company so far as it
appears from our examination of those books; For S.R. Batliboi & CO. LLP
(c) The Balance Sheet, the Statement of Profit and Loss ICAI Firm Registration Number: 301003E/E300005
including the Statement of Other Comprehensive
Income, the Cash Flow Statement and Statement of per Nilangshu Katriar
Changes in Equity dealt with by this Report are in Partner
agreement with the books of account; Membership Number: 58814
(d) In our opinion, the aforesaid standalone financial Place of Signature: Gurugram
statements comply with the Accounting Standards Date: May 9, 2019
Book 1.indb 164 04-Jul-19 8:47:42 PM

Annexure 1 referred to in paragraph 1 of the section on records under clause 148(1) of the Companies Act, 2013,
“Report on Other Legal and Regulatory Requirements” of for the products/services of the Company.
our report of even date
(vii) (a) The Company is regular in depositing with appropriate
Re: HCL Technologies Limited (the Company)
authorities undisputed statutory dues including
(i) (a) The Company has maintained proper records showing provident fund, employees' state insurance, income-
full particulars, including quantitative details and tax, goods and service tax, duty of custom, cess and
situation of fixed assets. other statutory dues applicable to it.
(b) All fixed assets were physically verified by the (b) According to the information and explanations given
management in accordance with a planned programme to us, no undisputed amounts payable in respect of
of verifying them in phased manner over a period of provident fund, employees’ state insurance, income-
three years, which, in our opinion, is reasonable having tax, goods and service tax,duty of custom, cess and
regard to the size of the Company and the nature of other statutory dues were outstanding, at the year
its assets. No material discrepancies were noticed on end, for a period of more than six months from the
such verification conducted during the financial year. date they became payable except for service tax as
below:
(c) According to the information and explanations given
by the management, the title deeds of immovable Period to
Amount
properties included in property, plant and equipment Name of the Statute
Nature of
(in Crores
which the Due Date of
are held in the name of the Company. Dues amount Date Payment
of `)
relates
(ii) The inventory has been physically verified by the Finance Act 1994, read
Service 2010-11 to
with Service Tax Rules, 6.00 06-Feb-17 Not Paid
management during the year. In our opinion, the frequency tax 2014-15
1994*
of verification is reasonable. No material discrepancies
were noticed on such physical verification. Inventories * As informed by Management, the Company has filed a writ petition
lying with third parties have been confirmed by them as before the Bombay High Court on 19 March 2018 which is not yet
at year end and no material discrepancies were noticed in accepted by the High Court yet. The writ petition has been filed because
respect of such confirmations. time limit to file appeal with the Commissioner, Appeals was lapsed.
(iii) According to the information and explanations given to (c) According to the records of the Company, the dues of
us, the Company has not granted any loans, secured income-tax, service tax, duty of custom, duty of excise
or unsecured to companies, firms, Limited Liability and provident fund on account of any dispute, are as
Partnerships or other parties covered in the register follows:
maintained under section 189 of the Companies Act, 2013.
Accordingly, the provisions of clause 3(iii)(a), (b) and (c) of Period to
Nature of Amount (in which the Forum where
the Order are not applicable to the Company and hence Name of the Statute
Dues Crores of `) amount dispute is pending
not commented upon. relates
Commissioner of
(iv) In our opinion and according to the information and Income Tax Act, 1961 Income Tax 3.71 2014-15
Income Tax (Appeals)
explanations given to us, provisions of section 186 of Income Tax Act, 1961 Income Tax 4.06 2013-14 CIT(A), New Delhi
the Companies Act 2013 in respect of loans given have Commissioner of
Income Tax Act, 1961 Income Tax 2.10 2012-13
been complied with by the Company. In our opinion and Income Tax (Appeals)
Commissioner of
according to the information and explanations given to Income Tax Act, 1961 Income Tax 21.58 2011-12
Income Tax (Appeals)
us, there are no loans, investments, guarantees, and Income Tax Appellate
securities given in respect of which provisions of section Tribunal
185 of the Companies Act 2013 are applicable and hence Income Tax Appellate
not commented upon. Tribunal
Income Tax Appellate
(v) The Company has not accepted any deposits within the Tribunal
meaning of Sections 73 to 76 of the Act and the Companies Income Tax Act, 1961 Income Tax 0.69 2008-09
Tribunal
(Acceptance of Deposits) Rules, 2014 (as amended). Income Tax Appellate
Accordingly, the provisions of clause 3(v) of the Order are Income Tax Act, 1961 Income Tax 245.77 2006-07
Tribunal
not applicable. Income Tax Act, 1961 Income Tax 217.10 2005-06
Tribunal
(vi) To the best of our knowledge and as explained, the Central Income Tax Appellate
Government has not specified the maintenance of cost Tribunal
Book 1.indb 165 04-Jul-19 8:47:42 PM

Period to Period to
Nature of Amount (in which the Forum where Nature of Amount (in which the Forum where
Name of the Statute Name of the Statute
Dues Crores of `) amount dispute is pending Dues Crores of `) amount dispute is pending
relates relates
Income Tax Appellate Office of Assistant
Income Tax Act, 1961 Income Tax 1.83 2004-05 Custom
Tribunal Customs Act, 1962 * 0.26 2009-14 Commissioner of
Duty
Income Tax Appellate Customs
Income Tax Act, 1961 Income Tax 15.95 2004-05 Office of Assistant
Tribunal Custom
Income Tax Act, 1961 Income Tax 6.97 2004-05 Supreme Court Customs Act, 1962 * 6.87 2007-08 Commissioner of
Duty
Customs
Commissioner of
Income Tax Act, 1961 Income Tax 0.55 2004-05 Office of Assistant
Income Tax (Appeals) Custom
Customs Act, 1962 * 0.01 1999-00 Commissioner of
Income Tax Act, 1961 Income Tax 2.24 2003-04 Delhi High Court Duty
Customs
Income Tax Act, 1961 Income Tax 2.34 2003-04 Supreme Court Duty
Customs
Commissioner of Office of Assistant
Income Tax (Appeals) Customs Act, 1962 * 2.41 1997-99 Commissioner of
Duty
Income Tax Act, 1961 Income Tax 3.09 2002-03 Supreme Court Customs
Duty
Income Tax Act, 1961 Income Tax 0.21 2002-03 Delhi High Court Customs
Duty
Customs
Income Tax Act, 1961 Income Tax 0.36 2000-01 Delhi High Court
Finance Act 1994, read
Income Tax Appellate with Service Tax Rules, Service Tax 4.04 2013-15 High Court
Income Tax Act, 1961 # Income Tax 0.01 2011-12
Tribunal 1994
Income Tax Appellate Finance Act 1994, read
Income Tax Act, 1961 # Income Tax 1.40 2010-11 Commissioner,
Tribunal with Service Tax Rules, Service Tax 0.13 2012-15
Income Tax Appellate Appeals
Income Tax Act, 1961 # Income Tax 20.72 2009-10 1994
Tribunal Finance Act 1994, read
Income Tax Appellate with Service Tax Rules, Service Tax 14.52 2010-13 High Court
Tribunal 1994
Income Tax Appellate Finance Act 1994, read Customs, Excise,
Tribunal with Service Tax Rules, Service Tax 0.10 2009-10 Service Tax Appellant
Income Tax Appellate 1994 Tribunal, Allahabad
Tribunal Finance Act 1994, read Customs, Excise,
Income Tax Appellate with Service Tax Rules, Service Tax 0.30 2006-11 Service Tax Appellant
Income Tax Act, 1961 # Income Tax 0.08 2004-05 1994 Tribunal, Allahabad
Tribunal
Income Tax Appellate Finance Act 1994, read
Income Tax Act, 1961 * Income Tax 15.66 2013-14 Commissioner
Tribunal with Service Tax Rules, Service Tax 7.21 2006-07
(Appeals)
1994
Income Tax Act, 1961 * Income Tax 6.39 2012-13 Finance Act 1994, read
Tribunal
with Service Tax Rules, Service Tax 0.94 2006-07 High Court
Income Tax Act, 1961 * Income Tax 13.13 2011-12 1994
Tribunal
Finance Act 1994, read
Income Tax Appellate 2007-08 to Commissioner
Income Tax Act, 1961 * Income Tax 5.01 2010-11 with Service Tax Rules, Service Tax 0.48
Tribunal 2011-12 (Appeals)
1994*
Income Tax Appellate Commissioner
Income Tax Act, 1961 * Income Tax 20.84 2009-10
Tribunal Central Excise Act 1944 Excise Duty 3.22 2011-12 Appeals, Central
Income Tax Appellate Excise, Chennai
Tribunal Provident
Central Board Trustees * 4.30 1996-14 Bombay High Court
Income Tax Appellate fund
Tribunal
Above amount represents total demand inclusive of interest. Total
Income Tax Act, 1961 * Income Tax 20.28 2006-07 amount deposited / adjusted in respect of Income tax is ` 139.48
Tribunal
Crores, Custom Duty ` 7.13 Crores, Service tax is ` 4.44 Crores
Common Adjudicating
and Provident Fund is ` 0.89 Crores.
Custom Authority (Directorate
Customs Act, 1962 0.27 2006-07
Duty of Revenue # Pursuant to scheme for demerger of IT enabled business of HCL
Intelligence) Comnet Systems & Services Limited in FY 2012 – 13.
Office of Assistant
Custom
Customs Act, 1962 * 0.12 2009-14 Commissioner of * Pursuant to acquisition of demerged business of Geometric
Duty
Customs Limited in FY 2016-17.
Book 1.indb 166 04-Jul-19 8:47:42 PM

(viii) In our opinion and according to the information and (xiii) According to the information and explanations given by the
explanations given by the management, the Company management, transactions with the related parties are in
has not defaulted in repayment of loans or borrowing to compliance with section 177 and 188 of Companies Act,
a bank. The Company did not have any outstanding loans 2013 where applicable and the details have been disclosed
or borrowing dues in respect of financial institution or in the notes to the financial statements, as required by the
government or dues to debenture holders during the year. applicable accounting standards.
(ix) According to the information and explanations given by the (xiv) According to the information and explanations given to
management, the Company has not raised any money way us and on an overall examination of the balance sheet,
of initial public offer / further public offer / debt instruments the Company has not made any preferential allotment or
hence, reporting under clause (ix)is not applicable to the private placement of shares or fully or partly convertible
Company and hence not commented upon. In our opinion debentures during the year under review and hence,
and according to information and explanations given by the reporting requirements under clause 3(xiv) are not
management, term loans were applied for the purpose for applicable to the Company and, not commented upon.
which they were raised.
(xv) According to the information and explanations given by the
(x) Based upon the audit procedures performed for the purpose management, the Company has not entered into any non-
of reporting the true and fair view of the financial statements cash transactions with directors or persons connected with
and according to the information and explanations given by him as referred to in section 192 of Companies Act, 2013.
the management, we report that no fraud by the Company
(xvi) According to the information and explanations given to us,
or no fraud / material fraud on the Company by the officers
the provisions of section 45-IA of the Reserve Bank of India
and employees of the Company has been noticed or
Act, 1934 are not applicable to the Company.
reported during the year.
(xi) According to the information and explanations given by For S.R. Batliboi & CO. LLP
the management, the managerial remuneration has been Chartered Accountants
paid / provided in accordance with the requisite approvals ICAI Firm Registration Number: 301003E/E300005
mandated by the provisions of section 197 read with
Schedule V to the Companies Act, 2013. per Nilangshu Katriar
Partner
(xii) In our opinion, the Company is not a nidhi Company. Membership Number: 58814
Therefore, the provisions of clause 3(xii) of the order are
not applicable to the Company and hence not commented Place of Signature: Gurugram
upon. Date: May 9, 2019
Book 1.indb 167 04-Jul-19 8:47:42 PM

ANNEXURE 2 TO THE INDEPENDENT AUDITOR’S REPORT of internal financial controls over financial reporting included
OF EVEN DATE ON THE STANDALONE FINANCIAL obtaining an understanding of internal financial controls over
STATEMENTS OF HCL TECHNOLOGIES LIMITED financial reporting with reference to these standalone financial
statements, assessing the risk that a material weakness
Report on the Internal Financial Controls under Clause exists, and testing and evaluating the design and operating
(i) of Sub-section 3 of Section 143 of the Companies Act, effectiveness of internal control based on the assessed
2013, as amended (“the Act”) risk. The procedures selected depend on the auditor’s
judgement, including the assessment of the risks of material
We have audited the internal financial controls over financial
misstatement of the financial statements, whether due to fraud
reporting of HCL Technologies Limited (“the Company”) as of
or error.
March 31, 2019 in conjunction with our audit of the standalone
financial statements of the Company for the year ended on that We believe that the audit evidence we have obtained is sufficient
date. and appropriate to provide a basis for our audit opinion on the
internal financial controls over financial reporting with reference
Management’s Responsibility for Internal Financial Controls to these standalone financial statements.
The Company’s Management is responsible for establishing
and maintaining internal financial controls based on the Meaning of Internal Financial Controls Over Financial
internal control over financial reporting criteria established Reporting With Reference to these Financial Statements
by the Company considering the essential components A company’s internal financial control over financial reporting
of internal control stated in the Guidance Note on Audit of with reference to these standalone financial statements is a
Internal Financial Controls Over Financial Reporting issued process designed to provide reasonable assurance regarding
by the Institute of Chartered Accountants of India. These the reliability of financial reporting and the preparation of
responsibilities include the design, implementation and financial statements for external purposes in accordance with
maintenance of adequate internal financial controls that were generally accepted accounting principles. A company’s internal
operating effectively for ensuring the orderly and efficient financial control over financial reporting with reference to
conduct of its business, including adherence to the Company’s these standalone financial statements includes those policies
policies, the safeguarding of its assets, the prevention and and procedures that (1) pertain to the maintenance of records
detection of frauds and errors, the accuracy and completeness that, in reasonable detail, accurately and fairly reflect the
of the accounting records, and the timely preparation of reliable transactions and dispositions of the assets of the company; (2)
financial information, as required under the Companies Act, provide reasonable assurance that transactions are recorded
2013, as amended. as necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles,
Auditor’s Responsibility and that receipts and expenditures of the company are being
Our responsibility is to express an opinion on the Company’s made only in accordance with authorisations of management
internal financial controls over financial reporting with reference and directors of the company; and (3) provide reasonable
to these standalone financial statements based on our audit. assurance regarding prevention or timely detection of
We conducted our audit in accordance with the Guidance Note unauthorised acquisition, use, or disposition of the company’s
on Audit of Internal Financial Controls Over Financial Reporting assets that could have a material effect on the financial
(the “Guidance Note”) and the Standards on Auditing as statements.
specified under section 143(10) of the Companies Act, 2013,
as amended, to the extent applicable to an audit of internal Inherent Limitations of Internal Financial Controls Over
financial controls and, both issued by the Institute of Chartered Financial Reporting with Reference to these Standalone
Accountants of India. Those Standards and the Guidance Note Financial Statements
require that we comply with ethical requirements and plan and Because of the inherent limitations of internal financial controls
perform the audit to obtain reasonable assurance about whether over financial reporting with reference to these standalone
adequate internal financial controls over financial reporting financial statements, including the possibility of collusion
with reference to these standalone financial statements was or improper management override of controls, material
established and maintained and if such controls operated misstatements due to error or fraud may occur and not be
effectively in all material respects. detected. Also, projections of any evaluation of the internal
financial controls over financial reporting with reference to these
Our audit involves performing procedures to obtain audit standalone financial statements to future periods are subject to
evidence about the adequacy of the internal financial controls the risk that the internal financial control over financial reporting
over financial reporting with reference to these standalone with reference to these standalone financial statements may
financial statements and their operating effectiveness. Our audit become inadequate because of changes in conditions, or that
Book 1.indb 168 04-Jul-19 8:47:42 PM

the degree of compliance with the policies or procedures may Over Financial Reporting issued by the Institute of Chartered
deteriorate. Accountants of India.
Opinion
In our opinion, the Company has, in all material respects, For S.R. Batliboi & CO. LLP
adequate internal financial controls over financial reporting with Chartered Accountants
reference to these standalone financial statements and such ICAI Firm Registration Number: 301003E/E300005
to these standalone financial statements were operating
Partner
effectively as at March 31, 2019, based on the internal control
over financial reporting criteria established by the Company
considering the essential components of internal control stated Place of Signature: Gurugram
in the Guidance Note on Audit of Internal Financial Controls Date: May 9, 2019
Book 1.indb 169 04-Jul-19 8:47:42 PM

Balance Sheet as at 31 March 2019
(All amounts in crores of `)
As at As at
Note No.
31 March 2019 31 March 2018
I. ASSETS
(1) Non-current assets
(a) Property, plant and equipment 2.1 3,507 3,293
(c) Goodwill 2.2 550 550
(d) Other intangible assets 2.3 7,178 6,585
(e) Financial assets
(i) Investments 2.4 3,808 4,068
(ii) Loans 2.5 355 235
(iii) Others 2.6 309 166
(f) Deferred tax assets (net) 2.25 2,107 1,506
(g) Other non-current assets 2.7 723 669
(2) Current assets
(a) Inventories 2.8 18 40
(b) Financial assets
(i) Investments 2.4 2,002 2,130
(ii) Trade receivables 2.9 6,245 5,427
(iii) Cash and cash equivalents 2.10(a) 4,523 210
(iv) Other bank balances 2.10(b) 1,750 2,115
(v) Loans 2.5 1,244 3,438
(vi) Others 2.6 2,275 1,541
(c) Other current assets 2.11 650 547
II. EQUITY
(a) Equity share capital 2.12 271 278
III. LIABILITIES
(1) Non - current liabilities
(a) Financial liabilities
(i) Borrowings 2.13 32 33
(ii) Others 2.14 1 2
(b) Provisions 2.15 553 471
(c) Other non-current liabilities 2.16 52 56
(2) Current liabilities
(i) Trade payables 2.17 2,367 544
(ii) Others 2.14 2,301 2,866
(b) Other current liabilities 2.18 901 608
(c) Provisions 2.15 141 129
(d) Current tax liabilities (net) 669 546

Summary of significant accounting policies 1
The accompanying notes are an integral part of the financial statements
As per our report of even date
FOR S. R. BATLIBOI & CO. LLP For and on behalf of the Board of Directors of HCL Technologies Limited
ICAI Firm Registration Number : 301003E/E300005
per Nilangshu Katriar Shiv Nadar S. Madhavan C. Vijayakumar
Partner Chairman and Director President and
Membership Number: 58814 Chief Strategy Officer Chief Executive Officer
Prateek Aggarwal Prahlad Rai Bansal Manish Anand

Chief Financial Officer Deputy Chief Financial Company Secretary
Officer
Gurugram, India Noida (UP), India
9 May 2019 9 May 2019
Book 1.indb 170 04-Jul-19 8:47:42 PM

Statement of Profit and Loss for the year ended 31 March 2019
Year ended Year ended
Note No.
31 March 2019 31 March 2018
I Revenue
Revenue from operations 2.19 26,012 22,073
Other income 2.20 805 702
Total income 26,817 22,775
II Expenses
Purchase of stock-in-trade 142 138
Changes in inventories of stock-in-trade 2.21 22 50
Employee benefits expense 2.22 8,079 7,365
Finance costs 2.23 16 23
Depreciation and amortization expense 2.1 & 2.3 1,276 893
Outsourcing costs 4,901 2,918
Other expenses 2.24 2,450 2,263
Total expenses 16,886 13,650
III Profit before tax 9,931 9,125

IV Tax expense 2.25
Current tax 2,354 1,987
Deferred tax credit (608) (224)
Total tax expense 1,746 1,763
V Profit for the year 8,185 7,362
VI Other comprehensive income 2.26

(A) (i) Items that will not be reclassified to statement of profit and loss 13 35
(ii) Income tax on items that will not be reclassified to statement of profit and loss (3) (7)
(B) (i) Items that will be reclassified subsequently to statement of profit and loss 18 (332)
(ii) Income tax on items that will be reclassified subsequently to statement of (4) 78
profit and loss
VII Total other comprehensive income 24 (226)
VIII Total comprehensive income for the year 8,209 7,136
Earnings per equity share of ` 2 each 2.27

Basic (in `) 59.69 52.54
Diluted (in `) 59.66 52.50

Officer
9 May 2019 9 May 2019
Book 1.indb 171 04-Jul-19 8:47:42 PM

Statement of Changes in Equity for the year ended 31 March 2019
Book 1.indb 172

(All amounts in crores of ` except share data and as stated otherwise)
Equity share capital Other equity
Reserves and Surplus Other comprehensive income
Special Debt
Foreign Cash Total
Number of Share Capital Share based economic instruments
Retained General Securities Capital currency flow other
Shares capital redemption payment zone re- through other
earnings reserve premium reserve translation hedging equity
reserve reserve investment comprehensive
reserve” reserve
reserve income
Balance as at 1 April 2017 1,426,783,424 285 19,268 2,639 3,244 120 - 21 - (49) 445 - 25,688
Profit for the year - - 7,362 - - - - - - - - - 7,362
Other comprehensive income (refer note 2.26) - - 28 - - - - - - 54 (308) - (226)
Total comprehensive income for the year - - 7,390 - - - - - - 54 (308) - 7,136
Dividend of ` 12 per share - - (2,032) - - - - - - - - - (2,032)

(including tax on dividend of ` 340 crores)
Buyback of equity shares (35,000,000) (7) - (252) (3,248) - 7 - - - - - (3,493)
Expenses on buyback of equity shares - - (14) - - - - - - - - (14)
Transfer to special economic zone re- - - (310) - - - - - 310 - - -
investment reserve
Shares issued for exercised options 462,960 - - - 9 - - (9) - - - - -
Balance as at 31 March 2018 1,392,246,384 278 24,302 2,387 5 120 7 12 310 5 137 - 27,285
Balance as at 1 April 2018 1,392,246,384 278 24,302 2,387 5 120 7 12 310 5 137 - 27,285
Profit for the year - - 8,185 - - - - - - - - - 8,185
Other comprehensive income (refer note 2.26) - - 10 - - - - - - (22) 34 2 24
Total comprehensive income for the year - - 8,195 - - - - - - (22) 34 2 8,209
Dividend of ` 8 per share - - (1,321) - - - - - - - - - (1,321)
(including tax on dividend of ` 222 crores)
Buyback of equity shares (36,363,636) (7) (1,603) (2,387) (10) - 7 - - - - - (3,993)
Expenses on buyback of equity shares - - (12) - - - - - - - - - (12)
Transfer to special economic zone - - (440) - - - - - 440 - - - -
re-investment reserve
Transfer from special economic zone - - 310 - - - - - (310) - - - -
re-investment reserve
Shares issued for exercised options 396,120 - - - 7 - - (7) - - - - -
Balance as at 31 March 2019 1,356,278,868 271 29,431 - 2 120 14 5 440 (17) 171 2 30,168
Refer note 1 for summary of significant accounting policies

Officer
9 May 2019 9 May 2019
04-Jul-19 8:47:43 PM
Statement of Cash flows
31 March 2019 31 March 2018
A. Cash flows from operating activities
Profit before tax 9,931 9,125
Adjustment for:
Depreciation and amortization 1,276 893
Interest income (531) (444)
Dividend income from subsidiaries (17) (16)
Provision for doubtful debts / bad debts (written back) written off, net (4) 25
Income on investments carried at fair value through profit and loss (121) (143)
Profit on sale of investments carried at fair value through other comprehensive income (17) -
Interest expenses 4 5
Loss (profit) on sale of property, plant and equipment (net) (3) (4)
Other non cash charges (net) 5 91
Movement in working capital
(Increase) decrease in trade receivables (820) (994)
(Increase) decrease in inventories 22 50
(Increase) decrease in other financial assets and other assets (1,006) (244)
Increase (decrease) in trade payables 1,831 48
Increase (decrease) in provisions, other financial liabilities and other liabilities 204 (328)
Direct taxes paid (net of refunds) (2,078) (1,725)
Net cash flow from operating activities (A) 8,676 6,339
B. Cash flows from investing activities

Investments in bank deposits (1,750) (2,117)
Proceeds from bank deposits on maturity 2,115 7,615
Purchase of investments in securities (23,188) (19,514)
Proceeds from sale/maturity of investments in securities 23,718 18,180
Deposits placed with body corporate (1,355) (3,643)
Proceeds from maturity of deposits placed with body corporate 3,408 2,500
Purchase of property, plant and equipment and intangibles (2,326) (4,354)
Proceeds from sale of property, plant and equipment 14 15
Proceeds from disposal off investment in subsidiary - 2
Proceeds from loans extended to group company 21 -
Dividend received from subsidiaries 17 16
Interest received 468 476
Net cash flow from (used) in investing activities (B) 995 (973)
C. Cash flows from financing activities

Proceeds from long term borrowings 18 19
Repayment of long term borrowings (16) (16)
Dividend paid (1,099) (1,691)
Corporate dividend tax (222) (340)
Net cash flow used in financing activities (C) (5,335) (5,547)
Book 1.indb 173 04-Jul-19 8:47:43 PM

Statement of Cash flows
(All amounts in crores of )
31 March 2019 31 March 2018
Net increase (decrease) in cash and cash equivalents (A+B+C) 4,336 (181)
Cash and cash equivalents at the beginning of the year 210 352
Cash and cash equivalents at the end of the year as per note 2.10 (a) 4,523 210
Notes:
1. The total amount of income taxes paid is ` 2,225 crores (31 March 2018, ` 1,874 crores)
2. Cash and cash equivalents include investor education and protection fund-unclaimed dividend of ` 5 crores (31 March 2018,
` 5 crores). The Company can utilize these balances only towards settlement of the above mentioned liabilities.

Officer
9 May 2019 9 May 2019
Book 1.indb 174 04-Jul-19 8:47:43 PM

Notes to financial statements for the year ended 31 March 2019
(All amounts in crores of `, except share data and as stated otherwise)
ORGANIZATION AND NATURE OF OPERATIONS
HCL Technologies Limited (hereinafter referred to as “the Company”) is primarily engaged in providing a range of software
development services, business process outsourcing services and IT infrastructure services. The Company was incorporated
under the provisions of the Companies Act applicable in India in November 1991, having its registered office at 806, Siddharth,
96, Nehru Place, New Delhi- 110019. The Company leverages its extensive infrastructure and professionals to deliver solutions
across select verticals including financial services, manufacturing (automotive, aerospace, Hi-tech, semi-conductors), life sciences
& healthcare, public services (oil and gas, energy and utility, travel, transport and logistics), retail and consumer products, telecom,
media, publishing and entertainment.
The financial statements for the year ended 31 March 2019 were approved and authorized for issue by the Board of Directors on
9 May 2019.
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) Basis of preparation
The financial statements of the Company have been prepared in accordance with Indian Accounting Standards (Ind AS)
notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time.) and presentation
requirements of Schedule III (Division II) to the Companies Act, 2013, as applicable to the financial statements.
These financial statements have been prepared under the historical cost convention on an accrual and going concern
basis except for the following assets and liabilities which have been measured at fair value:
a) Derivative financial instruments,
b) Certain financial assets and liabilities (refer accounting policy regarding financial instruments),
The accounting policies adopted in the preparation of these financial statements are consistent with those of the previous
year except where a newly issued accounting standard is initially adopted or a revision to an existing accounting standard
requires a change in the accounting policy.
The Company uses the Indian rupee (‘`’) as its reporting currency.
(b) Use of estimates
The preparation of financial statements in conformity with Ind AS requires the management to make estimates and
assumptions that affect the reported amounts of assets, liabilities, revenue, expenses and other comprehensive income
(OCI) that are reported and disclosed in the financial statements and accompanying notes. These estimates are based
on the management’s best knowledge of current events, historical experience, actions that the Company may undertake
in the future and on various other assumptions that are believed to be reasonable under the circumstances. Significant
estimates and assumptions are used for, but not limited to, accounting for costs expected to be incurred to complete
performance under fixed price projects, allowance for uncollectible accounts receivables, accrual of warranty costs,
income taxes, valuation of share-based compensation, future obligations under employee benefit plans, the useful lives
of property, plant and equipment, intangible assets, impairment of goodwill,and other contingencies and commitments.
Changes in estimates are reflected in the financial statements in the year in which the changes are made. Actual results
could differ from those estimates.
(c) Business combinations and goodwill
Business combinations are accounted for using the acquisition method. The cost of an acquisition is the aggregate of
the consideration transferred measured at fair value at the acquisition date. Acquisition related costs are expensed as
incurred.
Any contingent consideration to be transferred by the acquirer is recognized at fair value at the acquisition date.
Contingent consideration classified as financial liability is measured at fair value with changes in fair value recognized in
the statement of profit and loss.
Book 1.indb 175 04-Jul-19 8:47:43 PM

Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred over the
net identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess of the
aggregate consideration transferred, the excess is recognized as capital reserve after reassessing the fair values of the
net assets.
(d) Foreign currency and translation
The financial statements are presented in Indian Rupee (`) which is also the Company’s functional currency. For each
foreign operation, the Company determines the functional currency which is its respective local currency.
Transactions in foreign currencies are initially recorded by the Company at their respective functional currency spot rates
at the date of the transaction. Foreign-currency denominated monetary assets and liabilities are translated to the relevant
functional currency at exchange rates in effect at the balance sheet date. Exchange differences arising on settlement or
translation of monetary items are recognized in the statement of profit and loss. Non-monetary assets and non-monetary
liabilities denominated in a foreign currency and measured at historical cost are translated at the exchange rate prevalent
at the date of initial transaction. Non-monetary assets and non-monetary liabilities denominated in a foreign currency
and measured at fair value are translated at the exchange rate prevalent at the date when the fair value was determined.
Transaction gains or losses realized upon settlement of foreign currency transactions are included in determining net
profit for the year. Revenue, expenses and cash-flow items denominated in foreign currencies are translated into the
relevant functional currencies using the exchange rate in effect on the date of the transaction.
The translation of foreign operations from respective functional currency into INR (the reporting currency) for assets and
liabilities is performed using the exchange rates in effect at the balance sheet date, and for revenue, expenses and cash
flows is performed using an appropriate daily weighted average exchange rate for the respective years. The exchange
differences arising on translation are reported as a component of ‘other comprehensive income (loss)’. On disposal of
a foreign operation, the component of OCI relating to that particular foreign operation is recognized in the statement of
profit and loss.
(e) Fair value measurement
The Company records certain financial assets and liabilities at fair value on a recurring basis. The Company determines
fair values based on the price it would receive to sell an asset or pay to transfer a liability in an orderly transaction between
market participants at the measurement date in the principal or most advantageous market for that asset or liability.
The Company holds certain fixed income securities, equity securities and derivatives, which must be measured using the
guidance for fair value hierarchy and related valuation methodologies. The guidance specifies a hierarchy of valuation
techniques based on whether the inputs to each measurement are observable or unobservable. Observable inputs
reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s assumptions
about current market conditions. The fair value hierarchy also requires an entity to maximize the use of observable inputs
and minimize the use of unobservable inputs when measuring fair value.The prescribed fair value hierarchy and related
valuation methodologies are as follows:
Level 1 - Quoted inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.
Level 2 - Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in
markets that are not active and model-derived valuations, in which all significant inputs are directly or indirectly observable
in active markets.
Level 3 - Valuations derived from valuation techniques, in which one or more significant inputs are unobservable inputs
which are supported by little or no market activity.
In accordance with Ind AS 113, assets and liabilities are to be measured based on the following valuation techniques:
a) Market approach – Prices and other relevant information generated by market transactions involving identical or
comparable assets or liabilities.
Book 1.indb 176 04-Jul-19 8:47:43 PM

b) Income approach – Converting the future amounts based on market expectations to its present value using the
discounting method.
c) Cost approach – Replacement cost method.
Certain assets are measured at fair value on a non-recurring basis. These assets consist primarily of non-financial
assets such as goodwill and intangible assets. Goodwill and intangible assets recognized in business combinations are
measured at fair value initially and subsequently when there is an indicator of impairment, the impairment is recognized.
A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate
economic benefits by using the asset in its highest and best use or by selling it to another market participant who
would use the asset in its highest and best use.
(f) Revenue recognition
Adoption of new accounting principles
Effective 1 April 2018, the Company has adopted Ind AS 115 using the cumulative effect method. The standard is applied
retrospectively only to contracts that are not completed as at the date of initial application and the comparative information
is not restated in the financial statement. The adoption of the standard did not have any material impact to the financial
statements of the Company.
Contracts involving provision of services and material
Revenue is recognized when, or as, control of a promised service or good transfers to a customer, in an amount that
reflects the consideration to which the Company expects to be entitled in exchange for transferring those products or
services. To recognize revenues, the following five step approach is applied: (1) identify the contract with a customer, (2)
identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price
to the performance obligations in the contract, and (5) recognize revenues when a performance obligation is satisfied.
Contract is accounted when it is legally enforceable through executory contracts, approval and commitment from all
parties, the rights of the parties are identified, payment terms are defined, the contract has commercial substance and
collectability of consideration is probable.
Time-and-material / Volume based / Transaction based contracts
Revenue with respect to time-and-material, volume based and transaction based contracts is recognized as the related
services are performed through efforts expended, volume serviced transactions are processed etc. that correspond with
value transferred to customer till date which is related to our right to invoice for services performed.
Fixed Price contracts
Revenue related to fixed price contracts where performance obligations and control are satisfied over a period of time
like technology integration, complex network building contracts, ERP implementations and Application development are
recognized based on progress towards completion of the performance obligation using a cost-to-cost measure of progress
(i.e., percentage-of-completion (POC) method of accounting). Revenue is recognized based on the costs incurred to date
as a percentage of the total estimated costs to fulfill the contract. Any revision in cost to complete would result in increase
or decrease in revenue and such changes are recorded in the period in which they are identified. Provisions for estimated
losses, if any, on contracts-in-progress are recorded in the period in which such losses become probable based on the
current contract estimates. Contract losses are determined to be the amount by which the estimated incremental cost
to complete exceeds the estimated future revenues that will be generated by the contract and are included in cost of
revenues and recorded in other accrued liabilities.
Revenue related to other fixed price contracts providing maintenance and support services, are recognized based on our
right to invoice for services performed for contracts in which the invoicing is representative of the value being delivered.
If our invoicing is not consistent with value delivered, revenues are recognized as the service is performed based on the
cost to cost method described above.
Book 1.indb 177 04-Jul-19 8:47:43 PM

In arrangements involving sharing of customer revenues, revenue is recognized when the right to receive is established.
Revenue from product sales are shown net of sales tax and applicable discounts and allowances. Revenue related to
product with installation services that are critical to the product is recognized when installation of product at customer
site is completed and accepted by the customer. If the revenue for a delivered item is not recognized for non-receipt of
acceptance from the customer, the cost of the delivered item continues to be in inventory.
Multiple performance obligation
When a sales arrangement contains multiple performance, such as services, hardware and Licensed IPs (software) or
combinations of each of them revenue for each element is based on a five step approach as defined above. To the extent
a contract includes multiple promised deliverables, judgment is applied to determine whether promised deliverables
are capable of being distinct and are distinct in the context of the contract. If these criteria are not met, the promised
deliverables are accounted for as a combined performance obligation. For arrangements with multiple distinct performance
obligations or series of distinct performance obligations, consideration is allocated among the performance obligations
based on their relative standalone selling price. Standalone selling price is the price at which group would sell a promised
good or service separately to the customer. When not directly observable, we typically estimate standalone selling price
by using the expected cost plus a margin approach. We typically establish a standalone selling price range for our
deliverables, which is reassessed on a periodic basis or when facts and circumstances change. If the arrangement
contains obligations related to License of Intellectual property (Software) or Lease deliverable, the arrangement
consideration allocated to the Software deliverables, lease deliverable as a group is then allocated to each software
obligation and lease deliverable.
Revenue recognition for delivered elements is limited to the amount that is not contingent on the future delivery of
products or services, future performance obligations or subject to customer-specified return or refund privileges.
Revenue from certain activities in transition services in outsourcing arrangements are not capable of being distinct or
represent separate performance obligation. Revenues relating to such transition activities are classified as Contract
liabilities and subsequently recognized over the period of the arrangement. Direct and incremental costs in relation to
such transition activities which are expected to be recoverable under the contract are considered as contract fulfillment
costs classified as Deferred contract cost and recognized over the period of arrangement. Certain upfront non-recurring
incremental contract acquisition costs incurred in the initial phases of outsourcing contracts are deferred and recorded
as Deferred contract cost and amortized, usually on a straight line basis, over the term of the contract unless revenues
are earned and obligations are fulfilled in a different pattern. The undiscounted future cash flows from the arrangement
are periodically estimated and compared with the unamortized costs. If the unamortized costs exceed the undiscounted
cash flow, a loss is recognized.
In instances when revenue is derived from sales of third-party vendor services, material or licenses, revenue is recorded
on a gross basis when the Company is a principal to the transaction and net of costs when the Company is acting as
an agent between the customer and the vendor. Several factors are considered to determine whether the Company is
a principal or an agent, most notably being company control the goods or service before it is transferred to customer,
latitude in deciding the price being charged to customer. Revenue is recognized net of discounts and allowances, value-
added and service taxes, and includes reimbursement of out-of-pocket expenses, with the corresponding out-of-pocket
expenses included in cost of revenues.
Volume discounts, or any other form of variable consideration is estimated using either the sum of probability weighted
amounts in a range of possible consideration amounts (expected value), or the single most likely amount in a range
of possible consideration amounts (most likely amount), depending on which method better predicts the amount
of consideration realizable. Transaction price includes variable consideration only to the extent it is probable that a
significant reversal of revenues recognized will not occur when the uncertainty associated with the variable consideration
is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in the
transaction price may involve judgment and are based largely on an assessment of our anticipated performance and all
information that is reasonably available to us.
Book 1.indb 178 04-Jul-19 8:47:43 PM

Revenue recognized but not billed to customers is classified either as contract assets or unbilled receivable in our
statements of financial position, contract assets primarily relate to unbilled amounts on those contracts utilizing the
cost to cost method of revenue recognition. Unbilled receivables represent contracts where right to consideration is
unconditional (i.e. only the passage of time is required before the payment is due).
Revenue from sales-type leases is recognized when risk of loss has been transferred to the client and there are no
unfulfilled obligations that affect the final acceptance of the arrangement by the client. Interest attributable to sales-type
leases and direct financing leases included therein is recognized on an accrual basis using the effective interest method
and is recognized as other income.
Interest income
Interest income for all financial instruments measured at amortized cost is recorded using the effective interest rate (EIR).
EIR is the rate that exactly discounts the estimated future cash payments or receipts over the expected life of the financial
instrument or a shorter period, where appropriate, to the gross carrying amount of the financial asset or to the amortized
cost of a financial liability. When calculating the EIR, the Company estimates the expected cash flows by considering
all the contractual terms of the financial instrument but does not consider the expected credit losses. Interest income is
included in other income in the statement of profit and loss.
(g) Income taxes
Income tax expense comprises current and deferred income tax.
Income tax expense is recognized in the statement of profit and loss except to the extent that it relates to items recognized
directly in equity, in which case it is recognized in equity. Current income tax for current and prior periods is recognized at
the amount expected to be paid to or recovered from the tax authorities, using the tax rates and tax laws that have been
enacted or substantively enacted by the balance sheet date. Provision for income tax includes the impact of provisions
established for uncertain income tax positions.
Deferred income tax assets and liabilities recognized for all temporary differences arising between the tax bases of
assets and liabilities and their carrying amounts in the financial statements. Deferred income tax assets and liabilities are
recognized for those temporary differences which originate during the tax holiday period are reversed after the tax holiday
period. For this purpose, reversal of timing differences is determined using first in first out method.
Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the
related tax benefit will be realized. Deferred income tax assets and liabilities are measured using tax rates and tax laws
that have been enacted or substantively enacted by the balance sheet date and are expected to apply to taxable income
in the years in which those temporary differences are expected to be recovered or settled.
Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax
assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation
authority.
The effect of changes in tax rates on deferred income tax assets and liabilities is recognized as income or expense in
the year that includes the enactment or the substantive enactment date. A deferred income tax asset is recognized to the
extent that it is probable that future taxable profit will be available against which the deductible temporary differences and
tax losses can be utilized. Deferred income taxes are not provided on the undistributed earnings of branches where it is
expected that the earnings of the branch will not be distributed in the foreseeable future.
Tax benefits acquired as part of a business combination, but not satisfying the criteria for separate recognition at that
date, are recognized subsequently if new information about facts and circumstances change. The adjustment is either
treated as a reduction in goodwill (as long as it does not exceed goodwill) if it was incurred during the measurement
period or recognized in the statement of profit and loss.
Book 1.indb 179 04-Jul-19 8:47:43 PM

(h) Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses if any. Cost
comprises the purchase price and directly attributable cost of bringing the asset to its working condition for its intended
use. Any trade discounts and rebates are deducted in arriving at the purchase price. The Company identifies and
determines separate useful lives for each major component of the property, plant and equipment, if they have a useful life
that is materially different from that of the asset as a whole.
Expenses on existing property, plant and equipment, including day-to-day repairs, maintenance expenditure and cost
of replacing parts, are charged to the statement of profit and loss for the year during which such expenses are incurred.
Gains or losses arising from derecognition of assets are measured as the difference between the net disposal proceeds
and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized
Property, plant and equipment under construction and cost of assets not ready for use at the year-end are disclosed as
capital work- in- progress.
Depreciation on property, plant and equipment is provided on the straight-line method over their estimated useful lives, as
determined by the management. Depreciation is charged on a pro-rata basis for assets purchased/sold during the year.
The management’s estimates of the useful lives of various assets for computing depreciation are as follows:
Asset description Asset life (in years)

Buildings 20
Plant and equipment (including air conditioners, electrical installations) 10
Office equipment 5
Computers and networking equipment 4-5
Furniture and fixtures 7
Vehicles 5
The useful lives as given above best represent the period over which the management expects to use these assets,
based on technical assessment. The estimated useful lives for these assets are therefore different from the useful lives
prescribed under Part C of Schedule II of the Companies Act 2013.
The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each
financial year-end and adjusted prospectively, if appropriate.
(i) Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired
in a business combination is their fair value at the date of acquisition. Following initial recognition, intangible assets are
carried at cost less any accumulated amortization and accumulated impairment losses.
Intangible assets are amortized over the useful life and assessed for impairment whenever there is an indication that the
intangible asset may be impaired. The amortization period and the amortization method for an intangible asset with a
finite useful life are reviewed at least at the end of each reporting year. Changes in the expected useful life or the expected
pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortization
period or method, as appropriate, and are treated as changes in accounting estimates. The amortization expense on
intangible assets with finite lives is recognized in the statement of profit and loss.
Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal
proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is
derecognized.
The intangible assets are amortized over the estimated useful life of the assets as mentioned below except certain
Licensed IPRs which include the right to modify, enhance or exploit are amortized in proportion to the expected benefits
over the useful life which could range up to 15 years:
Book 1.indb 180 04-Jul-19 8:47:43 PM


Software 3
Licensed IPRs 5 to 15
Customer relationships 11
Customer contracts 1
Intellectual property rights 6
(j) Research and development costs
Research costs are expensed as incurred. Development expenditure, on an individual project, is recognized as an
intangible asset when the Company can demonstrate:
 The technical feasibility of completing the intangible asset so that it will be available for use or sale
 Its intention to complete and its ability and intention to use or sell the asset
 How the asset will generate future economic benefits
 The availability of resources to complete the asset
 The ability to measure reliably the expenditure during development
Following initial recognition of the development expenditure as an asset, the cost model is applied requiring the asset
to be carried at cost less any accumulated amortization and accumulated impairment losses. Amortization of the asset
begins when development is complete and the asset is available for use. It is amortized over the period of expected future
benefit. Amortization expense is recognized in the statement of profit and loss. During the period of development, the
asset is tested for impairment annually.
(k) Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes
a substantial period of time to get ready for its intended use are capitalized as part of the cost of the asset. All other
borrowing costs are expensed in the period in which they occur.
Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.
Borrowing costs also includes exchange differences to the extent regarded as an adjustment to the borrowing costs.
(l) Leases
Company as a lessee
A lease is classified at the inception date as a finance lease or an operating lease. A lease that transfers substantially all
the risks and rewards incidental to ownership to the Company is classified as a finance lease.
Finance leases are capitalized at the commencement of the lease at the fair value of the leased property or, if lower, at the
present value of the minimum lease payments. Lease payments are apportioned between finance charges and reduction
of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges
are recognized in finance costs in the statement of profit and loss.
A leased asset is depreciated over the useful life of the asset. However, if there is no reasonable certainty that the
Company will obtain ownership by the end of the lease term, the asset is depreciated over the shorter of the estimated
useful life of the asset or the lease term.
Operating lease payments are recognized as an expense in the statement of profit and loss on a straight-line basis over
the lease term.
Company as a lessor
Leases in which the Company does not transfer substantially all the risks and benefits of ownership of the asset are
classified as operating leases. Initial direct costs incurred in negotiating an operating lease are added to the carrying
Book 1.indb 181 04-Jul-19 8:47:43 PM

amount of the leased asset and recognized over the lease term on the same basis as rental income. Contingent rents are
recognized as revenue in the year in which they are earned.
Leases in which the Company transfers substantially all the risk and benefits of ownership of the asset are classified as
finance leases. Assets given under finance lease are recognized as a receivable at an amount equal to the present value
of lease receivable. After initial recognition, the Company apportions lease rentals between the principal repayment and
interest income so as to achieve a constant periodic rate of return on the net investment outstanding in respect of the
finance leases. The interest income is recognized in the statement of profit and loss. Initial direct costs such as legal cost,
brokerage cost etc. are recognized immediately in the statement of profit and loss.
(m) Inventory
Stock-in-trade, stores and spares are valued at the lower of the cost or net realizable value. Cost includes cost of
purchase and other costs incurred in bringing the inventories to their present location and condition. Net realizable value
is the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated costs
necessary to make the sale.
Cost of stock-in-trade procured for specific projects is assigned by identifying individual costs of each item. Cost of stock-
in-trade, that are interchangeable and not specific to any project and cost of stores and spare parts are determined using
the weighted average cost formula.
(n) Impairment of non-financial assets
Goodwill
Goodwill is tested annually on March 31, for impairment, or sooner whenever there is an indication that goodwill may be
impaired, relying on a number of factors including operating results, business plans and future cash flows. For the purpose
of impairment testing, goodwill acquired in a business combination is allocated to the Company’s cash generating units
(CGU) expected to benefit from the synergies arising from the business combination. A CGU is the smallest identifiable
group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or group of
assets. Impairment occurs when the carrying amount of a CGU including the goodwill, exceeds the estimated recoverable
amount of the CGU. The recoverable amount of a CGU is the higher of its fair value less cost to sell and its value-in-use.
Value-in-use is the present value of future cash flows expected to be derived from the CGU. Total impairment loss of a
CGU is allocated first to reduce the carrying amount of goodwill allocated to the CGU and then to the other assets of the
CGU, pro-rata on the basis of the carrying amount of each asset in the CGU.
An impairment loss on goodwill recognized in the statement of profit and loss is not reversed in the subsequent period.
Intangible assets and property, plant and equipment
Intangible assets and property, plant and equipment are evaluated for recoverability whenever events or changes in
circumstances indicate that their carrying amounts may not be recoverable. For the purpose of impairment testing, the
recoverable amount (i.e. the higher of the fair value less cost to sell and the value-in-use) is determined on an individual
asset basis unless the asset does not generate cash flows that are largely independent of those from other assets. In
such cases, the recoverable amount is determined for the CGU to which the asset belongs. If such assets are considered
to be impaired, the impairment to be recognized in the statement of profit and loss is measured by the amount by which
the carrying value of the asset exceeds the estimated recoverable amount of the asset.
(o) Provisions
A provision is recognized if, as a result of a past event, the Company has a present legal or constructive obligation that
can be estimated reliably, and it is probable that an outflow of resources embodying economic benefits will be required
to settle the obligation. If the effect of the time value of money is material, provisions are determined by discounting the
expected future cash flows.
Book 1.indb 182 04-Jul-19 8:47:43 PM

(p) Retirement and other employee benefits
i. Provident fund: Employees of the Company receive benefits under the provident fund, a defined benefit plan. The
employee and employer each make monthly contributions to the plan. A portion of the contribution is made to the
provident fund trust managed by the Company or Government administered provident fund; while the balance
contribution is made to the Government administered pension fund. For the contribution made by the Company to
the provident fund trust managed by the Company, the Company has an obligation to fund any shortfall on the yield of
the Trust’s investments over the administered interest rates. The liability is actuarially determined (using the projected
unit credit method) at the end of the year. The funds contributed to the Trust are invested in specific securities as
mandated by law and generally consist of federal and state government bonds, debt instruments of government-
owned corporations and other eligible market securities.
ii. In respect of superannuation, a defined contribution plan for applicable employees, the Company contributes to
a scheme administered on its behalf by an insurance company and such contributions for each year of service
rendered by the employees are charged to the statement of profit and loss. The Company has no further obligations
to the superannuation plan beyond its contributions.
iii. Gratuity liability: The Company provide for gratuity, a defined benefit plan (the “Gratuity Plan”) covering eligible
employees. The Gratuity Plan provides a lump sum payment to vested employees at retirement, death, incapacitation
or termination of employment, of an amount based on the respective employee’s base salary and the tenure of
employment (subject to a maximum of ` 20 lacs per employee). The liability is actuarially determined (using the
projected unit credit method) at the end of each year. Actuarial gains/losses are recognized immediately in the
balance sheet with a corresponding debit or credit to retained earnings through other comprehensive income in the
year in which they occur.
In respect to certain employees in India, the Company contributes towards gratuity liabilities to the Gratuity Fund
Trust. Trustees of the Company administer contributions made to the Trust and contributions are invested in a
scheme with Life Insurance Corporation of India as permitted by law.
iv. Compensated absences: The employees of the Company are entitled to compensated absences which are both
accumulating and non-accumulating in nature. The employees can carry forward up to the specified portion of
the unutilized accumulated compensated absences and utilize it in future periods or receive cash at retirement or
termination of employment. The expected cost of accumulating compensated absences is determined by actuarial
valuation (using the projected unit credit method) based on the additional amount expected to be paid as a result
of the unused entitlement that has accumulated at the balance sheet date. The expense on non-accumulating
compensated absences is recognized in the statement of profit and loss in the year in which the absences occur.
Actuarial gains/losses are immediately taken to the statement of profit and loss and are not deferred.
v. State Plan: The contribution to State Plans in India, a defined contribution plan namely Employee State Insurance
Fund is charged to the statement of profit and loss as and when employees render related services.
vi. Contributions to other foreign defined contribution plans are recognized as expense when employees have rendered
services entitling them to such benefits.
(q) Equity settled stock based compensation
Stock-based compensation represents the cost related to stock-based awards granted to employees. The Company
measures stock-based compensation cost at grant date, based on the estimated fair value of the award and recognizes
the cost (net of estimated forfeitures) on a straight line basis over the requisite service period for each separately vesting
portion of the award, as if award was in substance, multiple awards. The Company estimates the fair value of stock
options using the Black-Scholes valuation model. The cost is recorded under the head employee benefit expense in the
statement of profit and loss with corresponding increase in “Share Based Payment Reserve”.
(r) Financial Instruments
A financial instrument is a contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity.
Book 1.indb 183 04-Jul-19 8:47:43 PM

i. Financial assets
All financial assets are recognized initially at fair value. Transaction costs that are directly attributable to the acquisition
of financial assets (other than financial assets at fair value through profit or loss) are added to the fair value measured
on initial recognition of financial asset. Purchase and sale of financial assets are accounted for at trade date.
Cash and short-term deposits

Cash and short-term deposits in the balance sheet comprise cash in banks and short-term deposits and investments
with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.
Financial assets at amortized cost

A financial asset is measured at the amortized cost if both the following conditions are met:
a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows,
and
b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and
interest (SPPI) on the principal amount outstanding.
After initial measurement, such financial assets are subsequently measured at amortized cost using the effective
interest rate (EIR) method. Amortized cost is calculated by taking into account any discount or premium on acquisition
and fees or costs that are an integral part of the EIR. The EIR amortization is included in other income in the statement
of profit and loss. The losses arising from impairment are recognized in the statement of profit and loss. This category
includes cash and bank balances, loans, unbilled receivables, trade and other receivables.
Financial asset at Fair Value through Other Comprehensive Income (OCI)

A financial asset is classified and measured at fair value through OCI if both of the following criteria are met:
a) The objective of the business model is achieved both by collecting contractual cash flows and selling the financial
assets, and
b) The asset’s contractual cash flows represent solely payments of principal and interest.
Financial asset included within the OCI category are measured initially as well as at each reporting date at fair value.
Fair value movements are recognized in OCI. Interest income is recognized in statement of profit and loss for debt
instruments. On derecognition of the asset, cumulative gain or loss previously recognized in OCI is reclassified from
OCI to statement of profit and loss.
Financial assets at Fair Value through Profit and Loss

Any financial asset, which does not meet the criteria for categorization at amortized cost or at fair value through other
comprehensive income, is classified at fair value through profit and loss. Financial assets included at the fair value
through profit and loss category are measured at fair value with all changes recognized in the statement of profit and
loss.
Equity investments
Equity investments in subsidiaries are measured at cost.
Derecognition of financial assets

A financial asset is primarily derecognized when the rights to receive cash flows from the asset have expired, or the
Company has transferred its rights to receive cash flows from the asset.
Impairment of financial assets

The Company recognizes loss allowances using the expected credit loss (ECL) model for the financial assets
which are not fair valued through profit and loss. Lifetime ECL allowance is recognized for trade receivables with no
significant financing component. For all other financial assets, expected credit losses are measured at an amount
equal to the 12-month ECL, unless there has been a significant increase in credit risk from initial recognition in which
case they are measured at lifetime ECL. The amount of expected credit losses (or reversal) that is required to adjust
the loss allowance at the reporting date is recognized in the statement of profit and loss.
Book 1.indb 184 04-Jul-19 8:47:43 PM

ii. Financial liabilities

All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net
of directly attributable transaction costs.
The subsequent measurement of financial liabilities depends on their classification, as described below:
Financial liabilities at fair value through profit or loss

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated as such at the
initial date of recognition, and only if the criteria in Ind AS 109 are satisfied. Changes in fair value of such liability are
recognized in the statement of profit or loss.
Financial liabilities at amortized cost

The Company’s financial liabilities at amortized cost includes trade payables, borrowings including bank overdrafts
and other payables.
After initial recognition, financial liabilities are subsequently measured at amortized cost using the effective interest
rate (EIR) method. Gains and losses are recognized in the statement of profit and loss when the liabilities are
derecognized as well as through the EIR amortization process.
Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs
that are an integral part of the EIR. The EIR amortization is included as finance costs in the statement of profit and
loss.
Derecognition
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires.
iii. Derivative financial instruments and hedge accounting

Foreign exchange forward contracts and options are purchased to mitigate the risk of changes in foreign exchange
rates associated with forecast transactions denominated in certain foreign currencies.
The Company recognizes all derivatives as assets or liabilities measured at their fair value. Changes in fair value
for derivatives not designated in a hedge accounting relationship are marked to market at each reporting date
and the related gains (losses) are recognized in the statement of profit and loss as ‘foreign exchange gains
(losses)’.
The foreign exchange forward contracts and options in respect of forecast transactions which meet the hedging
criteria are designated as cash flow hedges. Changes in the derivative fair values (net of tax) that are designated as
effective cash flow hedges are deferred and recorded in the hedging reserve account as a component of accumulated
‘other comprehensive income (loss)’ until the hedged transaction occurs and are then recognized in the statement
of profit and loss. The ineffective portion of hedging derivatives is immediately recognized in the statement of profit
and loss.
In respect of derivatives designated as hedges, the Company formally documents all relationships between hedging
instruments and hedged items, as well as its risk management objective and strategy for undertaking various hedge
transactions. The Company also formally assesses both at the inception of the hedge and on an ongoing basis,
whether each derivative is highly effective in offsetting changes in fair values or cash flows of the hedged item.
Hedge accounting is discontinued prospectively from the last testing date when (1) it is determined that the derivative
financial instrument is no longer effective in offsetting changes in the fair value or cash flows of the underlying
exposure being hedged; (2) the derivative financial instrument matures or is sold, terminated or exercised; or (3) it
is determined that designating the derivative financial instrument as a hedge is no longer appropriate. When hedge
accounting is discontinued the deferred gains or losses on the cash flow hedge remain in ‘other comprehensive
income (loss)’ until the forecast transaction occurs. Any further change in the fair value of the derivative financial
instrument is recognized in current year earnings.
Book 1.indb 185 04-Jul-19 8:47:43 PM

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a
currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis to
realize the assets and settle the liabilities simultaneously.
(s) Dividend
Final dividend proposed by the Board of Directors is recognized upon approval by the shareholders who have the right
to decrease but not increase the amount of dividend recommended by the Board of Directors. Interim dividends are
recognized on declaration by the Board of Directors.
(t) Earnings per share (EPS)
Basic EPS amounts are computed by dividing the net profit attributable to the equity holders of the Company by the
weighted average number of equity shares outstanding during the year.
Diluted EPS amounts are computed by dividing the net profit attributable to the equity holders of the Company by the
weighted average number of equity shares considered for deriving basic earnings per share and also the weighted
average number of equity shares that could have been issued upon conversion of all dilutive potential equity shares. The
diluted potential equity shares are adjusted for the proceeds receivable had the shares been actually issued at fair value
(i.e. the average market value of the outstanding shares). Dilutive potential equity shares are deemed converted as at
the beginning of the year, unless issued at a later date. Dilutive potential equity shares are determined independently for
each year presented.
(u) Nature and purpose of reserves
Securities premium reserve

Securities premium reserve is used to record the premium on issue of shares. The reserve can be utilized only for limited
purposes such as issuance of bonus shares and buyback of shares in accordance with the provisions of the Companies
Act, 2013.
Special economic zone re-investment reserve

The Company has created Special economic zone reinvestment reserve out of profits of the eligible SEZ Units in terms
of the specific provisions of Section 10AA(1) of the Income Tax Act, 1961 (“the Act”). The said reserve should be utilized
by the Company for acquiring plant and machinery in terms of Section 10AA(2) of the Act.
Debt instruments through other comprehensive income

The Company recognizes changes in the fair value of debt instruments held with business objective of collect and sell in
other comprehensive income. The Company transfers amounts from this reserve to the statement of profit and loss when
the debt instrument is sold.
Cash flow hedging reserve

For hedging foreign currency risk, the Company uses foreign currency forward and option contracts. To the extent these
hedges are effective, the change in fair value of the hedging instrument is recognized in the cash flow hedging reserve.
Amounts recognized in the cash flow hedging reserve is reclassified to the statement of profit or loss when the hedged
item affects profit or loss.
General reserve
Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net income at a
specified percentage in accordance with applicable regulations. Consequent to introduction of Companies Act 2013, the
requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn.
Foreign currency translation reserve

Exchange differences arising on translation of the foreign operations are recognized in other comprehensive income as
described in accounting policy and accumulated in a separate reserve within equity. The cumulative amount is reclassified
to profit or loss when the net investment is disposed-off.
Book 1.indb 186 04-Jul-19 8:47:43 PM

Share based payment reserve

The share options based payment reserve is used to recognize the grant date fair value of options issued to employees
under Employee stock option plan.
Capital redemption reserve

The Company recognizes cancellation of the Company’s own equity instruments to capital redemption reserve
(v) Recently issued accounting pronouncements
Ind AS 116 - Leases
Ind AS 116 Leases was notified in October 2018 and it replaces Ind AS 17 Leases, including appendices thereto. Ind AS
116 is effective for annual periods beginning on or after 1 April 2019. Ind AS 116 sets out the principles for the recognition,
measurement, presentation and disclosure of leases and requires lessees to account for all leases under a single on-
balance sheet model similar to the accounting for finance leases under Ind AS 17.
The Company is currently evaluating the impact that the adoption of this new standard will have on its financial statements.
Appendix C to Ind AS 12 Uncertainty over Income Tax Treatment
The amendment to Appendix C of Ind AS 12 specifies that the amendment is to be applied to the determination of taxable
profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates, when there is uncertainty over income
tax treatments under Ind AS 12.
The Company is currently evaluating the impact that the adoption of this new standard will have on its financial statements.
2. Notes to financial statements
2.1 Property, plant and equipment
The changes in the carrying value for the year ended 31 March 2019
Computers
Furniture
Freehold Plant and Office and
Buildings and Vehicles Total
land equipment equipment networking
fixtures
equipmement
Gross block as at 1 April
48 2,736 1,246 231 1,449 482 117 6,309
2018
Additions 19 165 98 39 327 25 33 706
Disposals - - 15 6 115 25 26 187
Translation exchange
- - - - - - - -
differences
Gross block as at 31
67 2,901 1,329 264 1,661 482 124 6,828
March 2019
Accumulated depreciation
- 627 734 180 1,042 380 53 3,016
as at 1 April 2018
Charge for the year - 140 88 21 177 32 23 481
Deduction/other
- - 15 5 112 24 20 176
adjustments
- - - - - - - -
differences
- 767 807 196 1,107 388 56 3,321
as at 31 March 2019
Net block as at 31 March
67 2,134 522 68 554 94 68 3,507
2019
Note 1:
Capital work in progress includes ` 8 crores interest on extended interest bearing suppliers credit and during the year ` 9 crores
have been capitalised by the Company.
Book 1.indb 187 04-Jul-19 8:47:43 PM

Computers
Furniture
Freehold Plant and Office and
land equipment equipment networking
fixtures
equipmement
Gross block as at 1 April
48 2,491 1,172 210 1,285 472 108 5,786
2017
Additions - 245 81 21 203 21 34 605
Disposals - - 5 3 41 12 25 86
- - (2) 3 2 1 - 4
differences
Gross block as at 31
48 2,736 1,246 231 1,449 482 117 6,309
March 2018
- 494 657 165 934 360 50 2,660
as at 1 April 2017
Charge for the year - 133 82 17 143 31 22 428
Deduction/other
- - 4 3 36 12 19 74
adjustments
- - (1) 1 1 1 - 2
differences
- 627 734 180 1,042 380 53 3,016
as at 31 March 2018
Net block as at 31 March
48 2,109 512 51 407 102 64 3,293
2018
Net block as at 1 April
48 1,997 515 45 351 112 58 3,126
2017
Note 1 :
Capital work in progress includes ` 9 crores interest on extended interest bearing suppliers credit and during the year
` 25 crores have been capitalised by the Company.
2.2 Goodwill
The changes in the carrying value of goodwill by reportable segment, for the year ended 31 March 2019
Business
Software Infrastructure process
Total
Services services outsourcing
services
Opening balance as at 1 April 2018 532 18 - 550
Effect of exchange rate changes - - - -
Closing balance as at 31 March 2019 532 18 - 550
Business
Software Infrastructure process
Total
Services services outsourcing
services
Opening balance as at 1 April 2017 535 18 - 553
Effect of exchange rate changes (3) - - (3)
Closing balance as at 31 March 2018 532 18 - 550
For the purpose of impairment testing, goodwill acquired in a business combination is allocated to the cash generating units
(CGU), which benefit from the synergies of the acquisition.
Book 1.indb 188 04-Jul-19 8:47:43 PM

Goodwill is tested for impairment at least annually. Impairment is recognised, when the carrying amount of cash generating units
(CGU) including goodwill, exceeds the estimated recoverable amount of CGU. Future cash flows are forecast for 5 years & then on
perpetuity on the basis of certain assumptions which includes revenue growth, earnings before interest and taxes, taxes, capital
outflow and working capital requirements. The assumptions are taken on the basis of past trends and management estimates
and judgement. Future cash flows are discounted with “Weighted Average Cost of Capital”. The key assumptions are as follows:
As at
31 March 2019 31 March 2018
Terminal growth rate (%) 2.50 2.50
Discount rate (%) 9.50 10.80
As at 31 March 2019 and 31 March 2018 the estimated recoverable amount of CGU exceeded its carrying amount and accordingly,
no impairment was recognized.
An analysis of the sensitivity of the computation to a change in key assumptions based on reasonable probability did not identify
any probable scenario in which the recoverable amount of the CGU would decrease below its carrying amount.
2.3 Other intangible assets
Intellectual
Software Licensed Customer Customer
property Total
IPRs relationships contracts
rights
Gross block as at 1 April 2018 623 6,966 151 19 7 7,766
Additions 51 1,337 - - - 1,388
Disposals 13 - - - - 13
Translation exchange differences - - - - - -
Gross block as at 31 March 2019 661 8,303 151 19 7 9,141
514 607 39 19 2 1,181
as at 1 April 2018
Charge for the year 70 703 21 - 1 795
Deduction/other adjustments 13 - - - - 13
Translation exchange differences - - - - - -
571 1,310 60 19 3 1,963
as at 31 March 2019
Net block as at 31 March 2019 90 6,993 91 - 4 7,178
Estimated remaining useful life
3 14 8 - 3
(in years)
Intellectual
Licensed Customer Customer
Software property Total
rights
Gross block as at 1 April 2017 553 4,213 151 19 7 4,943
Additions 73 2,753 - - - 2,826
Disposals 4 - - - - 4
Translation exchange differences 1 - - - - 1
Gross block as at 31 March 2018 623 6,966 151 19 7 7,766
459 139 15 19 1 633
as at 1 April 2017
Charge for the year 58 382 24 - 1 465
Book 1.indb 189 04-Jul-19 8:47:44 PM

Intellectual
Licensed Customer Customer
Software property Total
rights
Deduction/other adjustments 4 (86) - - - (82)
Translation exchange differences 1 - - - - 1
514 607 39 19 2 1,181
as at 31 March 2018
Net block as at 31 March 2018 109 6,359 112 - 5 6,585
Net block as at 1 April 2017 94 4,074 136 - 6 4,310
3 15 9 - 4
(in years)
2.4 Investments
As at
31 March 2019 31 March 2018
Financial assets
Non-current
Quoted Investment
Carried at fair value through other comprehensive income
Investment in debentures or bonds - 260
Unquoted Investment
Equity investment in subsidiary companies carried at cost (fully paid up)
445,492,500 (31 March 2018, 445,492,500) equity shares of USD 1 each in 3,194 3,194
HCL Bermuda Limited, Bermuda
1,280 (31 March 2018, 1,280) equity shares of ` 10,000 each, in HCL 11 11
Comnet Systems & Services Limited
949,900 (31 March 2018, 949,900) equity shares of ` 10 each, in HCL 55 55
Comnet Limited
HCL Technologies (Shanghai) Limited (issued & registered capital) 10 10
1,033,384 (31 March 2018, 1,033,384) equity shares of SGD 1 each, in HCL 5 5
Singapore Pte. Limited
30,000,000 (31 March 2018, 30,000,000) equity shares of Pound 1 each 225 225
fully paid up, in HCL EAS Limited
1 (31 March 2018, 1) equity shares of Euro 100 each, in HCL GmbH * - -
100,000 (31 March 2018, 100,000) equity shares of ` 10 each in HCL Eagle - -
Limited [refer note below]*
50,000 (31 March 2018, 50,000) equity shares of ` 10 each in HCL - -
Foundation*
100,000 (31 March 2018, 100,000) equity shares of SGD 1 each, in 17 17
Geometric Asia Pacific Pte. Ltd., Singapore
Euro 14.05 million (31 March 2018, 14.05 million) invested in equity share 67 67
capital of Geometric Europe GmbH, Germany
1,432 (31 March 2018, 1,432) non assessable shares of USD 1 each, in 224 224
Geometric Americas, Inc., U.S.A
3,808 4,068
Current
Quoted investments
Investment in debentures or bonds 1,226 -
Book 1.indb 190 04-Jul-19 8:47:44 PM

As at
31 March 2019 31 March 2018
Unquoted Investments
Carried at fair value through profit and loss
Investment in mutual funds 776 2,130
2,002 2,130
Total Investment - Financial assets 5,810 6,198
Aggregate amount of quoted investments 1,226 260

Aggregate amount of unquoted investments 4,584 5,938
Market value of quoted investments 1,226 260
Equity instruments carried at cost 3,808 3,808

Investment carried at fair value through other comprehensive income 1,226 260
Investment carried at fair value through profit and loss 776 2,130
Note:-
During the previous year the Company has acquired the remaining 8,000 equity shares of ` 10/- each of HCL Eagle Limited for a
purchase consideration of ` 80,000/- thereby making it a wholly owned subsidiary.
* Represent value less than ` 0.50 crore.
2.5 Loans
As at
31 March 2019 31 March 2018
Non - current
Carried at amortized cost
Unsecured , considered good
Inter corporate deposits 355 235
355 235
Current
Inter corporate deposits 1,235 3,408
Loans to related parties (refer note 2.31) 9 30
1,244 3,438
Book 1.indb 191 04-Jul-19 8:47:44 PM

2.6 Other financial assets
As at
31 March 2019 31 March 2018
Non - current
Finance lease receivables [refer note 2.28(ii)] 72 30
Security deposits 59 52
Security deposits - related parties (refer note 2.31) 12 8
Unbilled receivable (previous year : unbilled revenue) 63 53
206 143
Unrealized gain on derivative financial instruments [refer note 2.29(a)] 103 23
309 166
Current
Unbilled receivables-related parties (previous year : unbilled revenue - related 862 729
parties) (refer note 2.31)
Contract assets 38 -
Interest receivable 91 31
Interest receivable - related parties (refer note 2.31) 5 2
Finance lease receivables [refer note 2.28(ii)] 49 15
Other receivables 219 112
2,064 1,363

Unrealized gain on derivative financial instruments [refer note 2.29(a)] 79 -
2,275 1,541
2.7 Other non- current assets
As at
31 March 2019 31 March 2018
Unsecured considered good
Capital advances 23 63
Advances other than capital advances
Others
Prepaid expenses 68 69
Prepaid rentals for leasehold land 281 285
Prepaid expenses - related parties (refer note 2.31) 7 3
Deferred contract cost (previous year : deferred cost) (refer note 2.19) 311 214
723 669
Book 1.indb 192 04-Jul-19 8:47:44 PM

2.8 Inventories
As at
31 March 2019 31 March 2018
Stock-in-trade 18 40
18 40
2.9 Trade receivables
As at
31 March 2019 31 March 2018
Unsecured, considered good (refer note below) 6,280 5,452
Trade receivables which have significant increase in credit risk 77 89
Trade receivables - credit impaired 13 16
6,370 5,557
Impairment allowance for bad and doubtful debts
- Unsecured, considered good (35) (25)
- Trade receivables which have significant increase in credit risk (77) (89)
-Trade receivables - credit impaired (13) (16)
6,245 5,427
Note : Includes receivables from related parties amounting to ` 2,954 crores (31 March 2018, ` 3,570 crores).
2.10 Cash and bank balances
As at
31 March 2019 31 March 2018
(a) Cash and cash equivalent
Balance with banks
- in current accounts 2,734 128
- deposits with original maturity of less than 3 months 1,775 -
Remittances in transit 9 77
Unclaimed dividend account 5 5
4,523 210
(b) Other bank balances
Deposits with remaining maturity up to 12 months 1,750 2,115
6,273 2,325
2.11 Other current assets
As at
31 March 2019 31 March 2018
Unsecured, considered good
Advances to supplier-related parties (refer note 2.31) 85 61
Advances to employees 27 24
Advances to suppliers 34 33
Others
Deferred contract cost-related parties (refer note 2.19 and 2.31) 19 -
Advance tax (refundable) 1 2
Goods and service tax receivable 86 48
Other advances 54 114
650 547
Book 1.indb 193 04-Jul-19 8:47:44 PM

As at
31 March 2019 31 March 2018
Unsecured, considered doubtful
Other advances 5 5
Less: Provision for doubtful advances (44) (43)
- -
650 547
2.12 Share capital
As at
31 March 2019 31 March 2018
Authorized
1,500,000,000 (31 March 2018, 1,500,000,000) equity shares of ` 2 each 300 300
Issued, subscribed and fully paid up
1,356,278,868(31 March 2018, 1,392,246,384) equity shares of ` 2 each 271 278
Terms / rights attached to equity shares
The Company has only one class of shares referred to as equity shares having a par value of ` 2/-. Each holder of equity shares
is entitled to one vote per share.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive the remaining assets of the
Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held
by the shareholders.
Reconciliation of the number of shares outstanding at the beginning and at the end of the financial year
As at
31 March 2019 31 March 2018
No. of shares ` in Crores No. of shares ` in Crores
Number of shares at the beginning 1,392,246,384 278 1,426,783,424 285
Add: Shares issued on exercise of employee stock options 396,120 - 462,960 -
Less: Shares extinguished on buyback (36,363,636) (7) (35,000,000) (7)
Number of shares at the end 1,356,278,868 271 1,392,246,384 278
The Company does not have any holding/ ultimate holding company.
Details of shareholders holding more than 5 % shares in the company
As at
31 March 2019 31 March 2018
Name of the shareholder
% holding in % holding in
the class the class
Equity shares of ` 2 each fully paid
Vama Sundari Investments (Delhi) Private Limited 581,855,849 42.90% 587,647,744 42.21%
HCL Holdings Private Limited 223,331,016 16.47% 233,887,811 16.80%
As per the records of the Company, including its register of shareholders/members and other declarations received from
shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares.
Book 1.indb 194 04-Jul-19 8:47:44 PM

Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back
during the period of five years immediately preceding the reporting date
As at
31 March 2019 31 March 2018
Aggregate number and class of shares allotted as fully paid up pursuant to contract(s) 15,563,430 15,573,555
without payment being received in cash. Equity shares Equity shares
Aggregate number and class of shares allotted as fully paid up by way of bonus 702,847,961 702,847,961
shares. Equity Shares Equity Shares
71,363,636 35,000,000
Aggregate number and class of shares bought back
Equity Shares Equity Shares
During the year ended 31 March 2019, the Company has carried out the share buyback of 36,363,636 fully paid-up equity shares
of face value of ` 2 each at a price of ` 1,100 per share paid in cash for an aggregate consideration of ` 4,000 crores. Same
has been recorded as reduction in equity share capital by ` 7 crores, securities premium by ` 10 crores, general reserve by
` 2,387 crores and retained earnings by ` 1,596 crores.
As required by the Companies Act, 2013, capital redemption reserve of ` 7 crores has been created out of general reserve to the
extent of share capital extinguished. The expenses of ` 12 crores relating to buyback has been adjusted against retained earnings.
During the previous year ended 31 March 2018, the Company carried out the share buyback of 35,000,000 fully paid-up equity
shares of face value of ` 2 each at a price of ` 1,000 per share paid in cash for an aggregate consideration of ` 3,500 crores.
Same was recorded as reduction in equity share capital by ` 7 crores, securities premium by ` 3,248 crores and general reserve
by ` 245 crores.
As required by the Companies Act, 2013, capital redemption reserve of ` 7 crores was created out of general reserve to the extent
of share capital extinguished. The expenses of ` 14 crores relating to buyback has been adjusted against retained earnings.
Capital management
The primary objective of the Company’s capital management is to support business continuity and growth of the company
while maximizing the shareholder value. The company has been declaring quarterly dividend for last 16 years. The Company
determines the capital requirement based on long-term and other strategic investment plans. The funding requirements are
generally met through operating cash flows generated.
Employee Stock Option Plan (ESOP)
The Company has provided share-based payment schemes to its employees. During the year ended 31 March 2019 and 31
March 2018, the following scheme was in operation:
ESOP 2004
Maximum number of options under the plan 20,000,000
Method of settlement (cash/equity) Equity
Vesting period (maximum) 96 months
Exercise period from the date of vesting (maximum) 5 years
Service period /
Vesting conditions Company
performance
Each option granted under the above plans entitles the holder to eight equity shares of the Company at an exercise price, which
is approved by the Nomination and Remuneration Committee.
Book 1.indb 195 04-Jul-19 8:47:44 PM

The details of activity under the plan has been summarized below:-
Year ended
31 March 2019 31 March 2018
ESOP 2004
Weighted average Weighted average
No of options No of options
exercise price (`) exercise price (`)
Outstanding at the beginning of the year 123,645 16 183,915 16
Add: Granted during the year - - - -
Less: Forfeited during the year (4,800) 16 (2,400) 16
Exercised during the year (49,515) 16 (57,870) 16
Expired during the year (120) - - -
Options outstanding at the end of the year 69,210 16 123,645 16
Options exercisable at the end of the year 69,210 118,845
The weighted average option price at the date of exercise for stock options exercised during the year was ` 7,897
(31 March 2018, ` 6,962)
The details of exercise price for outstanding stock options is as below:
Weighted
average
Number
Range of exercise remaining Weighted average
Name of the plan of options
prices contractual life exercise price (`)
outstanding
of options
(in years)
Employee stock option plan - 2004
31 March 2019 ` 16 69,210 0.50 16
31 March 2018 ` 16 123,645 1.38 16
There are no options granted during the current year and previous year.
2.13 Borrowings
Non-current Current
As at As at
31 March 2019 31 March 2018 31 March 2019 31 March 2018
Long term borrowings
Secured
Term loan from banks (refer note 1 below) 32 33 18 15
Current maturities of long term
borrowings disclosed under Note 2.14 - - (18) (15)
“Other financial liabilities”
32 33 - -
Note:-
1. The Company has availed of term loans of ` 50 crores (31 March 2018, ` 48 crores) secured by hypothecation of gross block
of vehicles of ` 113 crores (31 March 2018, ` 109 crores) at interest rates ranging from 8.50% p.a. to 10.40% p.a. The loans
are repayable over a period of 3 to 5 years on a monthly basis.
Book 1.indb 196 04-Jul-19 8:47:44 PM

2.14 Other financial liabilities
As at
31 March 2019 31 March 2018
Non - current
Employee bonuses accrued 1 1
Unrealized loss on derivative financial instruments [refer note 2.29(a)] - 1
1 2
Current
Current maturities of long term borrowings 18 15
Unclaimed dividends 5 5
Accrued salaries and benefits
Other employee costs 228 198
Others
Liabilities for expenses 583 912
Liabilities for expenses-related parties (refer note 2.31) 346 323
Capital accounts payables [includes supplier credit ` 166 crores (31 March 472 880
2018, ` 168 crores)]
Capital accounts payables-related parties [includes supplier credit ` 3 crores 3 2
(31 March 2018, ` 2 crores)] (refer note 2.31)
Supplier credit 56 88
Supplier credit -related parties (refer note 2.31) 161 123
2,301 2,860
2,301 2,866
2.15 Provisions
As at
31 March 2019 31 March 2018
Non - Current
Provision for employee benefits
Provision for gratuity (refer note 2.30) 375 317
Provision for leave benefits 178 154
553 471
Current
141 129
2.16 Other non-current liabilities
As at
31 March 2019 31 March 2018
Contract liabilities (previous year : revenue received in advance) (refer note 2.19) 20 24
Contract liabilities - related parties (previous year : revenue received in advance- 5 8
related parties) (refer note 2.19 and 2.31)
Others 27 24
52 56
Book 1.indb 197 04-Jul-19 8:47:44 PM

2.17 Trade payables
As at
31 March 2019 31 March 2018
Trade payables 156 91
Trade payables-related parties (refer note 2.31) 2,211 453
2,367 544
2.18 Other current liabilities
As at
31 March 2019 31 March 2018
Contract liabilities-related parties (previous year : revenue received in advance- 535 326
Other Advances
Advances received from customers 2 25
Advances received from customers- related parties (refer note 2.31) 49 -
Others
Withholding and other taxes payable 149 113
901 608
2.19 Revenue from operations
Year ended
31 March 2019 31 March 2018
Sale of services 25,834 21,859
Sale of hardware and software 178 214
26,012 22,073
Disaggregate Revenue Information
The disaggregated revenue from contracts with the customers for the year ended 31 March 2019.
Year ended
31 March 2019
Contract type
Fixed price 18,312
Time and material 7,700
Total 26,012
Geography wise
America 14,770
Europe 7,135
India* 1,924
Rest of world 2,183
26,012
* includes revenue billed to India based captive of global customers
Remaining performance obligations
As at 31 March 2019, the aggregate amount of transaction price allocated to remaining performance obligations as per the
requirements of Ind AS 115 was ` 17,413 crores out of which, approximately 43% is expected to be recognized as revenues within
one year and the balance beyond one year. This is after exclusions of below:
Book 1.indb 198 04-Jul-19 8:47:44 PM

a) Contracts for which we recognize revenues based on the right to invoice for services performed,
b) Variable consideration allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to
transfer a distinct good or service that forms part of a single performance obligation,or
c) Variable consideration in the form of a sales-based or usage-based royalty promised in exchange for a license of intellectual
property.
Contract balances
Contract assets : A contract asset is a right to consideration that is conditional upon factors other than the passage of time.
Contract assets are recognized where there is excess of revenue over the billings. Revenue recognized but not billed to customers
is classified either as contract assets or unbilled receivable in our balance sheet. Contract assets primarily relate to unbilled
amounts on fixed price contracts using the cost to cost method of revenue recognition. Unbilled receivable represents contracts
where right to consideration is unconditional (i.e. only the passage of time is required before the payment is due).
During the year, out of ` 36 crores contract assets as on 1 April 2018, invoicing for 100 % has been done.
Contract liablities : A contract liability arises when there is excess billing over the revenue recognized.
The below table discloses the significant movement in contract liabilities :
Contract liabilities
Balance as at 1 April 2018 502
Additional amounts billed but not recognized as revenue 596
Deduction on account of revenues recognized during the year (372)
Balance as at 31 March 2019 726
Deferred contract cost : Deferred contract cost represents the contract fulfilment cost and cost for obtaining the contract.
The below table discloses the significant movement in deferred contract cost :
Deferred
contract cost
Additional cost capitalised during the year 240
Deduction on account of cost amortised during the year (69)
Balance as at 31 March 2019 426
2.20 Other income
Year ended
31 March 2019 31 March 2018
Interest income
- On investments carried at fair value through other comprehensive income 93 3
- On others financial instruments carried at amortized cost 438 441
Profit on sale of investments carried at fair value through other comprehensive income 17 -
Income on investments carried at fair value through profit and loss
- Gains on fair value changes on mutual funds (3) 2
- Profit on sale of mutual funds 124 141
Dividends from subsidiary companies 17 16
Profit on sale of property, plant and equipments (refer note below) 3 4
Provision for doubtful debts/bad debts written back 4 -
Exchange differences (net) 101 88
Miscellaneous income 11 7
805 702
Note: Net of loss on sale of property, plant & equipment ` 2 crores (previous year, ` 1 crore).
Book 1.indb 199 04-Jul-19 8:47:44 PM

2.21 Changes in inventories of stock-in-trade
Year ended
31 March 2019 31 March 2018
Opening stock 40 90
Less : Closing stock 18 40
22 50
2.22 Employee benefits expense
Year ended
31 March 2019 31 March 2018
Salaries, wages and bonus 7,728 7,038
Contribution to provident fund and other employee funds 303 285
Staff welfare expenses 48 42
8,079 7,365
2.23 Finance cost
Year ended
31 March 2019 31 March 2018
Interest
- on loans from banks 4 5
- others 9 15
Bank charges 3 3
16 23
2.24 Other expenses
Year ended
31 March 2019 31 March 2018
Rent 246 217
Power and fuel 234 236
Insurance 38 23
Repairs and maintenance
- Plant and machinery 52 56
- Buildings 97 76
- Others 207 168
Communication costs 89 110
Travel and conveyance 792 686
Legal and professional charges 103 95
Software license fee 282 275
Rates and taxes 26 30
CSR expenditure 125 91
Provision for doubtful debts/bad debts written off - 25
Miscellaneous expenses 159 175
2,450 2,263
2.25 Income taxes
Year ended
31 March 2019 31 March 2018
Income tax charged to statement of profit and loss
Current income tax charge 2,354 1,987
1,746 1,763
Book 1.indb 200 04-Jul-19 8:47:44 PM

Year ended
31 March 2019 31 March 2018
Income tax charged to other comprehensive income
Expense (benefit) on re-measurements of defined benefit plans 3 7
Expense (benefit) on revaluation of cash flow hedges 3 (78)
Expense (benefit) on unrealized gain on debt instruments 1 -
7 (71)
The reconciliation between the Company’s provision for income tax and amount computed by applying the statutory income tax
rate in India is as follows:
Year ended
31 March 2019 31 March 2018
Profit before income tax 9,931 9,125
Statutory tax rate in India 34.94% 34.61%
Expected tax expense 3,470 3,158
Non-taxable export income (1,549) (1,405)
Non-taxable other income (29) -
Reversal of prior year provision (net) (176) -
MAT credit entitlement - (70)
Permanent differences - 32
Others 30 48
Total taxes 1,746 1,763
Effective income tax rate 17.6% 19.3%
The company has benefited from certain tax incentives that the Government of India has provided for the units situated in Special
Economic Zones (SEZs) under the Special Economic Zone Act, 2005, which began providing services on or after April 1, 2005.
The eligible units are eligible for a deduction of 100% of profits or gains derived from the export of services for the first five years
from commencement of provision of services and 50% of such profits and gains for a further five years. Certain tax benefits are
also available for a further five years subject to the unit meeting defined conditions. The aforesaid tax benefits will not be available
to Units commencing operations on or after April 1, 2020.
The Company is subject to Minimum Alternate Tax (MAT) on its book profits, which gives rise to future economic benefits in the
form of adjustment of future income tax liability. MAT paid for a year can be set-off against the normal tax liability within fifteen
subsequent years, expiring between the years 2023 to 2034.
Components of deferred tax assets and liabilities as on 31 March 2019
Recognised
Recognized
Opening in / Exchange Closing
in profit and Acquisitions
balance reclassified difference balance
loss
from OCI
Deferred tax assets
MAT credit entitlement 1,341 617 - - - 1,958
Provision for doubtful debts 54 (2) - - - 52
Accrued employee costs 148 24 - - - 172
Depreciation and amortization 2 6 - - - 8
Others 42 (15) - - - 27
Gross deferred tax assets (A) 1,587 630 - - - 2,217
Deferred tax liabilities
Unrealized gain on derivative
33 - 3 - - 36
financial instruments
Others 8 7 4 - - 19
Gross deferred tax liabilities (B) 81 22 7 - - 110
Net deferred tax assets (A-B) 1,506 608 (7) - - 2,107
Book 1.indb 201 04-Jul-19 8:47:45 PM

Recognised
Recognized
in profit and Acquisitions
loss
from OCI
Deferred tax assets
MAT credit entitlement 1,120 221 - - - 1,341
Provision for doubtful debts 50 4 - - - 54
Accrued employee costs 146 3 (1) - - 148
Depreciation and amortization 2 - - - - 2
Others 50 (8) - - - 42
Gross deferred tax assets (A) 1,368 220 (1) - - 1,587
111 - (78) - - 33
Others 18 (16) 6 - - 8
Gross deferred tax liabilities (B) 157 (4) (72) - - 81
Net deferred tax assets (A-B) 1,211 224 71 - - 1,506
2.26 Components of other comprehensive income
For the year ended

31 March 2019 31 March 2018
A. Items that will not be reclassified to statement of profit and loss
Retained earnings (Actuarial gain relating to defined benefit plan)
Opening balance (net of tax) 31 3
Actuarial gains 13 35
Income tax expense (3) (7)
Closing balance (net of tax) 41 31
B. Items that will be reclassified subsequently to statement of profit and loss

Opening balance 5 (49)
Foreign currency translation (22) 54
Reclassification adjustments into other (income) expense, net - -
Closing balance (17) 5

Unrealized gains (losses) 82 131
Reclassification adjustments into revenue (45) (517)
Income tax benefit (expense) (3) 78
Unrealized gain debt instruments

Opening balance (net of tax) - -
Unrealized gains (losses) 3 -
Income tax benefit (expense) (1) -
Closing Balance (net of tax) 2 -
TOTAL (B) 156 142
Book 1.indb 202 04-Jul-19 8:47:45 PM

2.27 Earnings per share
The computation of earnings per share is as follows:
Year ended
31 March 2019 31 March 2018
Net profit as per statement of profit and loss for computation of EPS 8,209 7,362
Weighted average number of equity shares outstanding in calculating Basic EPS 1,375,363,202 1,401,349,735
Dilutive effect of stock options outstanding 552,567 986,925
Weighted average number of equity shares outstanding in calculating dilutive EPS 1,375,915,769 1,402,336,660
Nominal value of equity shares (in `) 2 2
Earnings per equity share (in `)
- Basic 59.69 52.54
- Diluted 59.66 52.50
2.28 Leases
i) Operating lease
The Company’s significant leasing arrangements are in respect of operating leases for office spaces and accommodation
for its employees. The aggregate lease rental expense recognized in the statement of profit and loss for the year amounts to
` 246 crores (previous year, ` 217 crores).
The lease equalization amount for non-cancellable operating lease payable in future years and accounted for by the Company
is ` 90 crores (31 March 2018, ` 85 crores). Future minimum lease payments and the payment profile of non-cancellable
operating leases are as follows:
Year ended
31 March 2019 31 March 2018
Not later than one year 188 139
Later than one year and not later than 5 years 556 445
Later than five years 184 187
928 771
ii) Finance lease: In case of assets given on lease
The Company has given IT equipments to its customers on a finance lease basis. The future lease receivables in respect of
assets given on finance lease are as follows:
Interest included Present value of

Total minimum lease
in minimum lease minimum lease
payments receivable
payments receivable payments receivable
As on 31 March 2019
Not later than one year 51 2 49
Later than one year and not later than 5 years 75 3 72
126 5 121
As on 31 March 2018
Later than one year and not later than 5 years 3 - 3
35 1 34
2.29 Financial instruments
(a) Derivatives
The Company is exposed to foreign currency fluctuations on foreign currency assets / liabilities and forecast cash flows
denominated in foreign currency. The use of derivatives to hedge foreign currency forecast cash flows is governed by the
Company’s strategy, which provides principles on the use of such forward contracts and currency options consistent with the
Book 1.indb 203 04-Jul-19 8:47:45 PM

Company’s Risk Management Policy. The counterparty in these derivative instruments is a bank and the Company considers
the risks of non-performance by the counterparty as insignificant. The Company has entered into a series of foreign exchange
forward contracts and options that are designated as cash flow hedges and the related forecasted transactions extend
through June 2023. The Company does not use forward covers and currency options for speculative purposes.
The following table presents the aggregate notional principal amounts of the outstanding derivative forward covers together
with the related balance sheet exposure:
Notional principal amounts Balance sheet exposure

Foreign exchange Notional
(amount in thousands) Asset (Liability) (`)
forward denominated in currency
Sell covers
USD / INR USD 680,470 246,394 76 23
GBP / INR GBP 14,200 9,760 5 -
EUR / INR EUR 72,500 67,895 43 (14)
CHF / INR CHF 20,900 21,000 7 3
SEK / INR SEK 145,000 315,100 16 6
AUD / INR AUD 16,171 34,350 6 6
NOK / INR NOK 201,000 160,000 14 2
GBP / USD GBP - 2,230 - -
NOK / USD NOK 42,000 - - -
NZD / USD NZD - 3,560 - -
JPY / USD JPY - 939,069 - -
RUB / USD RUB 244,000 198,000 - -
AUD / USD AUD 2,680 6,600 - 1
CHF / USD CHF 18,133 1,500 - -
EUR / USD EUR 20,079 - 1 -
ZAR / USD ZAR 45,000 195,000 - 1
MXN / USD MXN 75,000 - - -
CNH / USD CNH - 2,800 - -
Buy covers
GBP / USD GBP 10,000 19,000 1 (1)
SEK/ USD SEK 20,000 - - -
NOK / USD NOK - 27,000 - -
169 27
The following table presents the aggregate notional principal amounts of the outstanding forward options together with the
related balance sheet exposure:

Notional
currency
Range forward
USD / INR USD 1,216,487 1,099,485 105 186
GBP / INR GBP 15,500 60,800 6 (6)
EUR / INR EUR 44,250 110,380 23 (16)
AUD / INR AUD 16,950 10,580 6 2
CHF / INR CHF 1,500 - 1 -
EUR / USD EUR - 3,500 - -
SEK / INR SEK 15,000 - 1 -
PUT
USD / INR USD 14,000 50,000 3 1
Seagull
USD / INR USD 7,000 14,750 - -
GBP / INR GBP - 6,000 - -
EUR / INR EUR - 14,200 - -
145 167
Book 1.indb 204 04-Jul-19 8:47:45 PM

The notional amount is a key element of derivative financial instrument agreements. However, notional amounts do not
represent the amount exchanged by counterparties and do not measure the Company’s exposure to credit risk as these
contracts are settled at their fair values at the maturity date.
The balance sheet exposure denotes the fair values of these contracts at the reporting date and is presented in ` crores. The
Company presents its foreign exchange derivative instruments on a net basis in the financial statements due to the right of
offset by its individual counterparties under master netting agreements.
The fair value of the derivative instruments presented on a gross basis as at each date indicated below is as follows:
As at 31 March 2019
Financial assets Financial liabilities Total fair
Current Non current Current Non current value
Derivatives designated as hedging instruments
Foreign exchange contracts in an asset position 142 113 10 10 275
Foreign exchange contracts in an liability position (10) (10) (10) (10) (40)
Net asset (liability) 132 103 - - 235
Derivatives not designated as hedging instruments
Foreign exchange contracts in an asset position 86 - 7 - 93
Foreign exchange contracts in an liability position (7) - (7) - (14)
Net asset (liability) 79 - - - 79
Total derivatives at fair value 211 103 - - 314
As at 31 March 2018
Financial assets Financial liabilities Total fair
Current Non current Current Non current value
Foreign exchange contracts in an asset position 197 44 19 21 281
Foreign exchange contracts in an liability position (19) (21) (19) (22) (81)
Net asset (liability) 178 23 - (1) 200
Foreign exchange contracts in an asset position 4 - 4 - 8
Foreign exchange contracts in an liability position (4) - (10) - (14)
Net asset (liability) - - (6) - (6)
Total derivatives at fair value 178 23 (6) (1) 194
The following tables set forth the fair value of derivative instruments included in the balance sheets as at each date indicated:
As at
31 March 2019 31 March 2018
Unrealized gain on financial instruments classified under current assets 132 178
Unrealized gain on financial instruments classified under non-current assets 103 23
Unrealized loss on financial instruments classified under non-current liabilities - (1)
235 200
Unrealized gain on financial instruments classified under current assets 79 -
Unrealized loss on financial instruments classified under current liabilities - (6)
79 (6)
Book 1.indb 205 04-Jul-19 8:47:45 PM

Maturity profile of derivative liabilities based on contractual payments is as below:
As at
31 March 2019 31 March 2018
Within one year - 6
One to two years - -
Two to three years - 1
- 7
The following table summarizes the activities in the statement of profit and loss:
Year ended
31 March 2019 31 March 2018
Derivatives in hedging relationships
Effective portion of gain or (loss) recognized in OCI on derivatives 82 131
Effective portion of gain or (loss) reclassified from OCI into statement of profit
45 517
and loss as “revenue”
Derivatives not in hedging relationships
Gain or (loss) recognized into statement of profit and loss as “exchange
(18) 18
differences”
The following table summarizes the activity in the accumulated ‘Other comprehensive income’ within equity related to all
derivatives classified as cash flow hedges:
Year ended
31 March 2019 31 March 2018
Gain as at the beginning of the year 170 556
Unrealized gain on cash flow hedging derivatives during the year 82 131
Net loss (gain) reclassified into net income on occurrence of hedged transactions (45) (517)
Gain as at the end of the year 207 170
Deferred tax (36) (33)
Cash flow hedging reserve (net of tax) 171 137
The estimated net amount of existing gain that is expected to be reclassified into the statement of profit and loss within the
next twelve months is ` 110 crores (31 March 2018, gain of ` 156 crores).
(b) Financial assets and liabilities
The carrying value of financial instruments by categories as at 31 March 2019 is as follows:
Fair value
Fair value through Total
Amortized
through other carrying
cost
profit and loss comprehensive value
income
Financial assets
Investments (other than in subsidiaries) 776 1,226 - 2,002
Trade receivables - - 6,245 6,245
Cash and cash equivalents - - 4,523 4,523
Other bank balances - - 1,750 1,750
Loans - - 1,599 1,599
Others (refer note 2.6) 79 235 2,270 2,584
Total 855 1,461 16,387 18,703
Book 1.indb 206 04-Jul-19 8:47:45 PM

Fair value
Amortized
cost
income
Financial liabilities
Borrowings - - 32 32
Trade payables - - 2,367 2,367
Others (refer note 2.14) - - 2,302 2,302
Total - - 4,701 4,701
Fair value
Amortized
cost
income
Financial assets
Investments (other than in subsidiaries) 2,130 260 - 2,390
Cash and cash equivalents - - 210 210
Loans - - 3,673 3,673
Others (refer note 2.6) - 201 1,505 1,706
Total 2,130 461 12,930 15,521
Trade payables - - 544 544
Total 6 1 3,437 3,444
Transfer of financial assets
The Company and its subsidiaries have revolving accounts receivables based facilities of ` 767 crores permitting it to sell
certain accounts receivables to banks on a non-recourse basis in the normal course of business. The aggregate maximum
capacity utilized by the Company at any time during the year was ` 140 crores (previous year, nil). Outstanding utilization by
the company against this facility as of 31 March 2019 is ` 140 crores (previous year, nil).
Fair value hierarchy
The assets and liabilities measured at fair value on a recurring basis as at 31 March 2019 and the basis for that measurement
is as below:
Fair value Level 1 inputs Level 2 inputs Level 3 inputs

Assets
Investments carried at fair value through profit 776 776 - -
and loss
Investments carried at fair value through other 1,226 1,226 - -
comprehensive income
Unrealized gain on derivative financial instruments 314 - 314 -
Liabilities
Unrealized loss on derivative financial - - - -
instruments
There have been no transfers between Level 1 and Level 2 during the year.
Book 1.indb 207 04-Jul-19 8:47:45 PM

The following table discloses the assets and liabilities measured at fair value on a recurring basis as at 31 March 2018 and
the basis for that measurement:
Fair value Level 1 inputs Level 2 inputs Level 3 inputs

Assets
Investments carried at fair value through profit 2,130 2,130 - -
and loss
Investments carried at fair value through other 260 260 - -
Liabilities
Unrealized loss on derivative financial 7 - 7 -
instruments
Valuation methodologies
Investments: The Company’s investments consist of investment in debt securities in the form of bonds,debentures and mutual
funds which are determined using quote prices or identical quoted prices of assets or liabilities in active markets and are
classified as Level 1.
Derivative financial instruments: The Company’s derivative financial instruments consist of foreign currency forward exchange
contracts. Fair values for derivative financial instruments are based on broker quotations and are classified as Level 2.
The Company assessed that fair value of cash and short-term deposits, trade receivables, trade payables, bank overdrafts
and other current liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.
(c) Financial risk management
The Company is exposed to market risk, credit risk and liquidity risk which may impact the fair value of its financial instruments.
The Company has a risk management policy to manage & mitigate these risks.
The Company’s risk management policy aims to reduce volatility in financial statements while maintaining balance between
providing predictability in the Company’s business plan along with reasonable participation in market movement.
Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in
market prices. Market risk comprises of currency risk and interest rate risk. The Company is primarily exposed to fluctuation
in foreign currency exchange rates.
(i) Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes
in exchange rates. The Company’s exposure to the risk of changes in exchange rates relates primarily to the Company’s
operations and the Company’s net investments in foreign branches.
The exchange rate risk primarily arises from assets and liabilities denominated in currencies other than the functional
currency of the respective branches and foreign currency forecasted revenue and cash flows. A significant portion of the
Company revenue is in US Dollar, Pound Sterling (GBP) and Euro while a large portion of costs are in Indian rupees. The
fluctuation in exchange rates in respect to the Indian rupee may have potential impact on the statement of profit and loss
and other comprehensive income and equity.
To mitigate the foreign currency risk the Company uses derivatives as governed by the Company’s strategy, which
provides principles on the use of such forward contracts and currency options consistent with the Company’s Risk
Management Policy.
Book 1.indb 208 04-Jul-19 8:47:45 PM

Appreciation/depreciation of 1% in respective foreign currencies with respect to functional currency of the Company and
its branches would result in decrease/increase in the Company’s profit before tax by approximately ` 12 crores for the
year ended 31 March 2019.
The rate sensitivity is calculated by aggregation of the net foreign exchange rate exposure and a simultaneous parallel
foreign exchange rates shift of all the currencies by 1% against the respective functional currencies of the Company and
its branches. The sensitivity analysis presented above may not be representative of the actual change.
Non-derivative foreign currency exposure as of 31 March 2019 and 31 March 2018 in major currencies is as below:
Net financial assets Net financial liabilities

USD / INR 7,548 3,652 2,196 1,366
GBP / INR 205 297 80 44
EURO / INR 405 404 91 158
(ii) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in market interest rates. The Company’s investments are primarily in fixed rate interest bearing investments.
Hence the Company is not significantly exposed to interest rate risk.
Credit risk
Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash
and bank balances, inter-corporate deposits, trade receivables, unbilled revenue, finance lease receivables, investment
securities and derivative instruments. The cash resources of the Company are invested with mutual funds, banks, financial
institutions and corporations after an evaluation of the credit risk. By their nature, all such financial instruments involve
risks, including the credit risk of non-performance by counterparties.
The customers of the Company are primarily corporations based in the United States of America and Europe and
accordingly, trade receivables and finance lease receivables are concentrated in the respective countries. The Company
periodically assesses the financial reliability of customers, taking into account the financial condition, current economic
trends, analysis of historical bad debts and ageing of accounts receivables.
The allowance for lifetime expected credit loss on customer balances is as below:
As at
31 March 2019 31 March 2018
Balance at the beginning of the year 130 120
Additional provision during the year 39 55
Deductions on account of write offs and collections (44) (46)
Effect of exchange rates changes - 1
Balance at the end of the year 125 130
Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting its obligations associated with financial
liabilities. The investment philosophy of the Company is capital preservation and liquidity in preference to returns. The
Company consistently generates sufficient cash flows from operations and has access to multiple sources of funding to
meet the financial obligations and maintain adequate liquidity for use.
Book 1.indb 209 04-Jul-19 8:47:45 PM

Maturity profile of the Company’s non-derivative long term financial liabilities based on contractual payments is as below:
Year 1 Year 2 Year 3 Year 4-5 Total

(Current)
As at 31 March 2019
Borrowings 18 15 10 7 50
Employee bonuses accrued 429 1 - - 430
Total 447 16 10 7 480
As at 31 March 2018
Borrowings 15 15 11 7 48
Employee bonuses accrued 314 1 - - 315
Total 329 16 11 7 363
2.30 Employee benefits
The Company has calculated the various benefits provided to employees as given below:
A. Defined contribution plans and state plans
Superannuation Fund
Employer’s contribution to Employees State Insurance
Employer’s contribution to Employee Pension Scheme
During the year the Company has recognized the following amounts in the statement of profit and loss :-
Year ended
31 March 2019 31 March 2018
Superannuation Fund 4 3
Employer’s contribution to Employees State Insurance 12 14
Employer’s contribution to Employee’s Pension Scheme 105 95
Total 121 112
The Company has contributed ` 19 crores (previous year, ` 18 crores) towards other foreign defined contribution plans.
B. Defined benefit plans
a) Gratuity
b) Employer’s contribution to provident fund
Gratuity
The following table sets out the status of the gratuity plan :
Statement of profit and loss
Year ended
31 March 2019 31 March 2018
Current Service cost 82 75
Past service cost 3 11
Interest cost (net) 26 21
Net benefit expense 111 107
Book 1.indb 210 04-Jul-19 8:47:45 PM

Balance Sheet
As at
31 March 2019 31 March 2018
Defined benefit obligations 464 394
Fair value of plan assets 16 14
448 380
Less: Unrecognized past service cost - -
Net plan liability 448 380
Current defined benefit obligations 73 63
Non-current defined benefit obligations 375 317
Changes in present value of the defined benefit obligations are as follows:
Year ended
31 March 2019 31 March 2018
Opening defined benefit obligations 394 343
Current service cost 82 75
Past Service Cost 3 11
Interest cost 27 22
Re-measurement gains (losses) in OCI
Actuarial changes arising from changes in financial assumptions 13 (18)
Experience adjustments (27) (16)
Benefits paid (28) (23)
Closing defined benefit obligations 464 394
Changes in fair value of the plan assets are as follows:
Year ended
31 March 2019 31 March 2018
Opening fair value of plan assets 14 16
Interest income 1 1
Contributions 26 -
Return on plan assets, excluding amount recognized in interest income (1) (1)
Closing fair value of plan assets 16 14
The overall expected rate of return on assets is determined based on the market prices prevailing on that date, applicable
to the period over which the obligation is to be settled.
The principal assumptions used in determining gratuity for the Company’s plans are shown below:
As at
31 March 2019 31 March 2018
Discount rate 7.20% 7.60%
Estimated Rate of salary increases 7.00% 7.00%
Employee Turnover 22.00% 22.00%
Expected rate of return on assets 7.20% 7.60%
The estimates of future salary increases, considered in the actuarial valuation, take account of inflation, seniority,
promotion and other relevant factors, such as supply and demand in the employment market.
Book 1.indb 211 04-Jul-19 8:47:45 PM

Discount rate and future salary escalation rate are the key actuarial assumptions to which the defined benefit obligations
are particularly sensitive. The following table summarizes the impact on defined benefit obligations as at 31 March 2019
arising due to an increase/decrease in key actuarial assumptions by 50 basis points:
Salary
Discount rate
escalation rate
Impact of increase (13) 14
Impact of decrease 14 (13)
The sensitivity analysis presented may not be representative of the actual change in the defined benefit obligations as
sensitivities have been calculated to show the movement in defined benefit obligations in isolation and assuming there
are no other changes in market conditions. There have been no changes from the previous years in the methods and
assumptions used in preparing the sensitivity analysis.
The defined benefit obligations are expected to mature after 31 March 2019 as follows:
Year ending 31 March Cash flows

- 2020 80
- 2021 82
- 2022 92
- 2023 104
- 2024 113
- Thereafter 1,938
The weighted average duration of the payment of these cash flows is 6.05 years.
Employer’s contribution to provident fund
The actuary has provided a valuation and based on the assumptions mentioned below, there is no shortfall as at 31 March
2019 and 31 March 2018.
The details of the fund and plan asset position are given below:-
31 March 2019 31 March 2018

Plan assets at the year end 3,391 2,738
Present value of benefit obligation at year end 3,391 2,738
Asset recognized in balance sheet - -
Assumptions used in determining the present value obligation of the interest rate guarantee under the Deterministic
Approach:
31 March 2019 31 March 2018

Government of India (GOI) bond yield 7.20% 7.60%
Remaining term of maturity 8.00 years 8.51 years
Expected guaranteed interest rate 8.65% 8.55%
During the year ended 31 March 2019, the Company has contributed ` 141 crores (previous year, ` 121 crores) towards
employer’s contribution to provident fund.
Book 1.indb 212 04-Jul-19 8:47:46 PM

2.31 Related party transactions
a) Related parties where control exists
List of subsidiaries as at 31 March 2019 and 31 March 2018 is as below:
Country of Percentage holding as at

S. No. Name of the Subsidiaries
Incorporation 31 March 2019 31 March 2018
Direct subsidiaries
1 HCL Comnet Systems & Services Limited India 100% 100%
2 HCL Comnet Limited India 100% 100%
3 HCL Bermuda Limited Bermuda 100% 100%
4 HCL Technologies (Shanghai) Limited China 100% 100%
5 HCL Eagle Limited India 100% 100%
HCL Foundation (Company incorporated
6 India 100% 100%
under Section 8 of the Companies Act, 2013) $
7 HCL Singapore Pte. Limited Singapore 100% 100%
8 Geometric Americas, Inc. USA 100% 100%
9 Geometric Asia Pacific Pte. Ltd Singapore 100% 100%
10 Geometric Europe GmbH Germany 100% 100%
Step down subsidiaries of direct subsidiaries
11 HCL Great Britain Limited UK 100% 100%
12 HCL (Netherlands) BV Netherlands 100% 100%
13 HCL Belgium NV Belgium 100% 100%
14 HCL Sweden AB Sweden 100% 100%
15 HCL GmbH Germany 100% 100%
16 HCL Italy SRL Italy 100% 100%
17 HCL Australia Services Pty. Limited Australia 100% 100%
18 HCL (New Zealand) Limited New Zealand 100% 100%
19 HCL Hong Kong SAR Limited Hong Kong 100% 100%
20 HCL Japan Limited Japan 100% 100%
21 HCL America Inc. USA 100% 100%
22 HCL Technologies Austria GmbH Austria 100% 100%
23 HCL Global Processing Services Limited India 100% 100%
24 HCL Technologies Solutions Limited India 100% 100%
25 HCL Poland Sp.z.o.o Poland 100% 100%
26 HCL EAS Limited UK 100% 100%
27 HCL Insurance BPO Services Limited UK 100% 100%
28 Axon Group Limited UK 100% 100%
29 HCL Axon Technologies Inc. Canada 100% 100%
30 HCL Technologies Solutions GmbH Switzerland 100% 100%
31 Axon Solutions Pty. Limited Australia 100% 100%
32 Axon Solutions Limited UK 100% 100%
33 HCL Axon Malaysia Sdn. Bhd. Malaysia 100% 100%
34 Axon Solutions Singapore Pte. Limited Singapore 100% 100%
35 Axon Solutions (Shanghai) Co. Limited China 100% 100%
36 HCL Axon (Proprietary) Limited South Africa 100% 100%
37 HCL Argentina s.a. Argentina 100% 100%
Book 1.indb 213 04-Jul-19 8:47:46 PM


38 HCL Mexico S. de R.L. Mexico 100% 100%
39 HCL Technologies Romania s.r.l. Romania 100% 100%
40 HCL Hungary Kft Hungary 100% 100%
41 HCL Latin America Holding LLC USA 100% 100%
42 HCL (Brazil) Technologia da informacao Ltda. Brazil 100% 100%
43 HCL Technologies Denmark Aps Denmark 100% 100%
44 HCL Technologies Norway AS Norway 100% 100%
45 PT. HCL Technologies Indonesia Limited Indonesia 100% 100%
46 HCL Technologies Philippines Inc. Philippines 100% 100%
47 HCL Technologies South Africa (Proprietary) Limited South Africa 100% 100%
48 HCL Arabia LLC Saudi Arabia 100% 100%
49 HCL Technologies France SAS France 100% 100%
50 Filial Espanola De HCL Technologies S.L Spain 100% 100%
51 Anzospan Investments Pty Limited South Africa 100% 100%
52 HCL Investments (UK) Limited UK 100% 100%
53 Statestreet HCL Holding UK Limited ** UK 100% 100%
54 Statestreet HCL Services (Phillipines) Inc. ** Philippines 100% 100%
55 Statestreet HCL Services (India) Private Limited ** India 100% 100%
56 HCL America Solutions Inc. USA 100% 100%
57 HCL Technologies Chile Spa Chile 100% 100%
58 HCL Technologies UK Limited UK 100% 100%
59 HCL Technologies B.V. Netherlands 100% 100%
60 HCL (Ireland) Information Systems Limited Ireland 100% 100%
61 HCL Technologies Germany GmbH Germany 100% 100%
62 HCL Technologies Belgium BVBA Belgium 100% 100%
63 HCL Technologies Sweden AB Sweden 100% 100%
64 HCL Technologies Finland Oy Finland 100% 100%
65 HCL Technologies Italy S.P.A Italy 100% 100%
66 HCL Technologies Columbia S.A.S Columbia 100% 100%
67 HCL Technologies Middle East FZ-LLC UAE 100% 100%
68 HCL Istanbul Bilisim Teknolojileri Limited Sirketi Turkey 100% 100%
69 HCL Technologies Greece Single Member P.C Greece 100% 100%
70 HCL Technologies S.A. Venezuela 100% 100%
71 HCL Technologies Beijing Co., Ltd China 100% 100%
72 HCL Technologies Luxembourg S.a r.l Luxembourg 100% 100%
73 HCL Technologies Egypt Limited Egypt 100% 100%
74 HCL Technologies Estonia OÜ Estonia 100% 100%
75 HCL Technologies (Thailand) Ltd. Thailand 100% 100%
76 HCL Technologies Czech Republic s.r.o. Czech Republic 100% 100%
77 HCL Muscat Technologies L.L.C. Oman 100% 100%
78 Concept2Silicon Systems Private Limited India 100% 100%
79 Powerteam, LLC USA 100% 100%
80 Point to Point Limited UK 100% 100%
81 Point to Point Products Limited UK 100% 100%
Book 1.indb 214 04-Jul-19 8:47:46 PM


82 HCL Technologies Lithuania UAB Lithuania 100% 100%
83 HCL Technologies (Taiwan) Ltd. China 100% 100%
84 Geometric China, Inc. China 100% 100%
85 Geometric SRL Romania 100% 100%
86 Geometric SAS France 100% 100%
87 Butler America Aerospace LLC USA 100% 100%
88 HCL Mortgage Holding LLC ! USA 100% 100%
89 Urban Fulfillment Services LLC USA 100% 100%
Datawave (An HCL Technologies Company)
90 Scotland 100% 100%
Limited (formely known as “ETL Factory Limited”)
91 HCL Technologies Corporate Services Limited ^ UK 100% 100%
92 HCL Training & Staffing Services Private Limited India 100% 100%
93 C3i Support Services Private Limited # India 100% -
94 Telerx Marketing, Inc. # USA 100% -
95 C3i Europe Eood # Bulgaria 100% -
96 C3i (UK) Limited # UK 100% -
97 C3i Japan GK # Japan 100% -
98 C3i Services &Technologies (Dalian) Co., Ltd # China 100% -
99 HCL Technologies SEP Holdings Inc ^ USA 80% -
100 Actian Corporation # USA 80% -
101 Actian Australia Pty Ltd # Australia 80% -
102 Actian Europe Limited # UK 80% -
103 Actian France # France 80% -
104 Actian Germany GmbH # Germany 80% -
105 Actian International, Inc. # USA 80% -
106 Actian Netherlands B.V. # Netherlands 80% -
107 Actian Netherlands Holding B.V. # Netherlands 80% -
108 Actian Technology Private Limited # India 80% -
109 Ingres Canada Corporation ! # Canada 80% -
110 ParAccel LLC # USA 80% -
111 Pervasive Software, Inc. # USA 80% -
112 POET Holdings, Inc. # USA 80% -
113 Versant GmbH # Germany 80% -
114 Versant India Private Limited # India 80% -
115 Versant Software LLC # USA 80% -
116 Honisgberg & Duvel Datentichnik GMBH # Germany 100% -
117 H&D Business Services GmbH # Germany 100% -
118 H&D IT Solutions GmbH # Germany 100% -
119 H&D Training und Consulting GmbH # Germany 100% -
120 H&D International GmbH # Germany 100% -
121 H&D IT Professional Services GmbH # Germany 100% -
122 qmo-it GmbH # Germany 100% -
123 H&D Services for Engineering GmbH # Germany 100% -
124 Hönigsberg & Düvel Datentechnik Czech s.r.o. # Czech Republic 100% -
Book 1.indb 215 04-Jul-19 8:47:46 PM


125 Hönigsberg & Düvel Corporation # USA 100% -
126 catis GmbH # Germany 100% -
127 H&D IT Automotive Services GmbH # Germany 100% -
128 ca Management Services GmbH # Germany 100% -
129 H&D ITAS Infrastructure Services GmbH # Germany 100% -
130 H&D ITAS Application Services GmbH # Germany 100% -
131 H&D ITAS Client Services GmbH # Germany 100% -
132 H&D ITAS Süd GmbH # Germany 100% -
133 HCL Technologies Vietnam Company Limited ^ Vietnam 100% -
134 HCL Guatemala, Sociedad Anonima ^ Guatemala 100% -
$ The objective of the parent is not to obtain economic benefit from the Company, it has not been considered for the purpose of
preparation of consolidated financial statements.
! Dissolved during the year
** The Group has equity interest of 49% and 100% dividend rights and control
^ Incorporated during the year
# Acquired during the year
Employee benefit trusts

Hindustan Instruments Limited Employees Provident Fund Trust
HCL Consulting Limited Employees Superannuation Scheme
HCL Comnet System and Services Limited Employees Provident Fund Trust.
Geometric Gratuity Trust
HCL South Africa Share Ownership Trust
HCL Technologies Stock Options Trust
C3i Support Services Employees Gratuity Trust
Key Management Personnel

Mr. Shiv Nadar – Chairman and Chief Strategy Officer
Mr. C. Vijayakumar – President and Chief Executive Officer
Mr. Prateek Aggarwal – Chief Financial Officer (w.e.f. 1 October 2018)
Mr. Manish Anand – Company Secretary
Mr. Anil Chanana – Chief Financial Officer (upto 1 October 2018)
Non-Executive & Independent Directors

Mr. Ramanathan Srinivasan
Mr. Keki Mistry (ceased to be Director w.e.f. 30 April 2018)
Ms. Robin Ann Abrams
Mr. Subramanian Madhavan
Mr. Thomas Sieber
Ms. Nishi Vasudeva
Mr. Deepak Kapoor
Mr. James Philip Adamczyk (appointed w.e.f. 26 July 2018)
Non-Executive & Non-Independent Directors

Mr. Sudhindar Krishan Khanna (ceased to be Director w.e.f. 8 April 2019)
Book 1.indb 216 04-Jul-19 8:47:46 PM

b) Related parties with whom transactions have taken place during the current year
Others (Significant influence)
HCL Infosystems Limited HCL Insys. Pte. Limited, Singapore

HCL Avitas Private Limited SSN Trust
Vama Sundari Investments (Delhi) Private Limited HCL IT City Lucknow Private Limited
HCL Corporation Private Limited HCL Infotech Limited
SSN Investments (Pondi) Private Limited Shiv Nadar University
Naksha Enterprises Private Limited HCL Holding Private Limited
HCL Learning Limited Shiv Nadar Foundation
HCL Services Limited (ceased to be related party w.e.f. 15 June 2018)
Subsidiaries Significant influence

Transactions with related parties
during the normal course of business
Revenues from operations 11,341 12,862 23 12
Other expenses (refer below note) 4,430 2,097 262 179
Dividend paid - - 656 993
Corporate guarantee fees - 1 - -
Interest income 3 - 1 -
Dividend income 17 16 - -
Receipt for use of facilities 1 3 - -
Purchase of capital equipments - - - 10
Proceeds from loan extended 21 - - -
Note: Other expenses include outsourcing cost and cost of goods sold also.
Year ended
Transactions with Key Managerial personnel during the year
31 March 2019 31 March 2018
Compensation
- Short-term employee benefits from company 5 16
- Short-term employee benefits from subsidiaries 34 23
- Other long term benefits from subsidiaries - 16
- Termination benefits from company 1 -
Year ended
Transactions with Directors during the year
31 March 2019 31 March 2018
Commission & other benefits to Directors (includes sitting fees) 8 8

Outstanding balances As at As at
Trade receivables 2,945 3,565 9 5
Unbilled receivable 861 729 1 -
(previous year : unbilled revenue)
Unsecured loans* 9 30 - -
Deferred contract cost - - 19 -
Advance to supplier 85 61 - -
Book 1.indb 217 04-Jul-19 8:47:46 PM


Outstanding balances As at As at
Interest receivables 5 2 - -
Security deposits - - 19 12
Prepaid expenses - - 27 7
Trade payables 2,209 451 2 2
Advance from customers 49 - - -
Contract liabilities (previous year : 539 320 1 14
revenue received in advance)
Capital accounts payables (including - - 3 2
supplier credit)
Guarantee outstanding** 352 471 - -
Liabilities for expense 316 303 30 20
Supplier credit - - 161 123
* Unsecured loan includes loan outstanding with Geometric Europe GmbH which is given for working capital management
and repayable on demand.
** Detail of guarantee outstanding
31 March 2019 31 March 2018

HCL America Inc. 35 130
HCL Insurance BPO Services Ltd. 317 321
Others - 20
352 471
2.32 Research and development expenditure
Year ended
31 March 2019 31 March 2018
Revenue 229 128
Capital - -
229 128
2.33 Commitments and contingent liabilities
As at
31 March 2019 31 March 2018
i) Capital and other commitments
Capital commitments
Estimated amount of contracts remaining to be executed on capital account and 262 201
not provided for (net of advances) [includes related party nil (31 March 2018,
` 1 crore)]
ii) Contingent liabilities

Others 1 1
263 202
Book 1.indb 218 04-Jul-19 8:47:46 PM

The Company is involved in various lawsuits, claims and proceedings that arise in the ordinary course of business, the outcome
of which is inherently uncertain. Some of these matters include speculative and frivolous claims for substantial or indeterminate
amounts of damages. The Company records a liability when it is both probable that a loss has been incurred and the amount
can be reasonably estimated. Significant judgment is required to determine both probability and the estimated amount. The
Company reviews these provisions at least quarterly and adjusts these provisions accordingly to reflect the impact of negotiations,
settlements, rulings, advice of legal counsel, and updated information. The Company believes that the amount or estimable
range of reasonably possible loss, will not, either individually or in the aggregate, have a material adverse effect on its business,
financial position, results of the Company, or cash flows with respect to loss contingencies for legal and other contingencies as at
31 March 2019.
Guarantees have been given by the Company on behalf of various subsidiaries against credit facilities, financial assistance and
office premises taken on lease amounting to ` 352 crores (31 March 2018, ` 471 crores). These guarantees have been given in
the normal course of the Company’s operations and are not expected to result in any loss to the Company, on the basis of the
beneficiaries fulfilling their ordinary commercial obligations.
The Company is required to comply with the transfer pricing regulations, which are contemporaneous in nature. The Company
appoints independent consultant annually for conducting transfer pricing studies to determine whether transactions with associate
enterprises undertaken during the financial year, are on an arm’s length basis. Adjustments, if any, arising from the transfer pricing
studies will be accounted for when the study is completed for the current financial year. The management is of the opinion that its
transactions with associates are at arm’s length so that the outcome of the studies to corroborate compliance with legislation will
not have any material adverse impact on the financial statements.
2.34 Payment to auditors
Year ended
31 March 2019 31 March 2018
Audit fees 4 4
Other services (Tax audit fees, certification and out of pocket expenses) 1 1
5 5
2.35 Micro and small enterprises
As per information available with the management, the dues payable to enterprises covered under “The Micro, Small and Medium
Enterprises Development Act, 2006” are as follows:
For the year ended 31 March 2019 For the year ended 31 March 2018
Principal Interest Principal Interest
Amount due to vendors 2 - - -
Principal amount paid beyond the - - - -
appointed date
Interest under normal credit terms -
Accrued and unpaid during the year - - - -
Total interest payable -
Accrued and unpaid during the year - - - -
This has been determined on the basis of responses received from vendors on specific confirmation sought by the Company.
2.36 Corporate social responsibility
As required by the Companies Act, 2013, the gross amount required to be spent by the Company on CSR activities is ` 144 crores
(31 March 2018, ` 134 crores) and the amount spent during the year is ` 125 crores (31 March 2018, ` 91 crores).
Book 1.indb 219 04-Jul-19 8:47:46 PM

2.37 Segment Reporting
As per Ind AS 108 ‘Operating Segments’, the Company has disclosed the segment information only as part of the consolidated
financial results.


Officer
9 May 2019 9 May 2019
Book 1.indb 220 04-Jul-19 8:47:46 PM

Consolidated
Ind AS
Book 1.indb 221 04-Jul-19 8:47:46 PM

INDEPENDENT AUDITOR’S REPORT
To the Members of HCL Technologies Limited Responsibilities for the Audit of the 'Consolidated Financial
Statements’ section of our report. We are independent of
Report on the Audit of the Consolidated Financial Statements the Group in accordance with the ‘Code of Ethics’ issued
by the Institute of Chartered Accountants of India together
Opinion with the ethical requirements that are relevant to our audit of
We have audited the accompanying consolidated financial the financial statements under the provisions of the Act and
statements (Ind AS financial statement) of HCL Technologies the Rules thereunder, and we have fulfilled our other ethical
Limited (hereinafter referred to as “the Holding Company”) responsibilities in accordance with these requirements and the
and its subsidiaries (the Holding Company and its Code of Ethics. We believe that the audit evidence we have
subsidiaries together referred to as “the Group”) comprising obtained is sufficient and appropriate to provide a basis for our
of the consolidated Balance sheet as at March 31 2019, the audit opinion on the consolidated financial statements.
consolidated Statement of Profit and Loss, including other
comprehensive income, the consolidated Cash Flow Statement Key Audit Matters
and the consolidated Statement of Changes in Equity for the Key audit matters are those matters that, in our professional
year then ended, and notes to the consolidated financial judgment, were of most significance in our audit of the
statements, including a summary of significant accounting consolidated financial statements for the financial year ended
policies and other explanatory information (hereinafter referred March 31, 2019. These matters were addressed in the context
to as “the consolidated financial statements”). of our audit of the consolidated financial statements as a whole,
and in forming our opinion thereon, and we do not provide a
In our opinion and to the best of our information and according
separate opinion on these matters. For each matter below, our
to the explanations given to us, the aforesaid consolidated
description of how our audit addressed the matter is provided
financial statements give the information required by the
in that context.
Companies Act, 2013, as amended (“the Act”) in the manner
so required and give a true and fair view in conformity with We have determined the matters described below to be the key
the accounting principles generally accepted in India, of the audit matters to be communicated in our report. We have fulfilled
consolidated state of affairs of the Group as at March 31, the responsibilities described in the Auditor’s responsibilities
2019, their consolidated profit including other comprehensive for the audit of the consolidated financial statements section of
income,their consolidated cash flows and the consolidated our report, including in relation to these matters. Accordingly,
statement of changes in equity for the year ended on that date. our audit included the performance of procedures designed to
respond to our assessment of the risks of material misstatement
Basis for Opinion of the consolidated financial statements. The results of audit
We conducted our audit of the consolidated financial statements procedures performed by us, including those procedures
in accordance with the Standards on Auditing (SAs),as performed to address the matters below, provide the basis for
specified under section 143(10) of the Act. Our responsibilities our audit opinion on the accompanying consolidated financial
under those Standards are further described in the ‘Auditor’s statements.
Accuracy of recognition, measurement, presentation and disclosures of revenues and impact of adoption of Ind AS 115
“Revenue from Contracts with Customers” (new revenue accounting standard)(as described in note 1 (g) and 3.19 of the
consolidated financial statements)
The group has adopted Ind AS 115 “Revenue from Contracts We assessed the Group’s process to identify the recognition of
with Customers” starting 1 April 2018. The application of the new revenue for fixed price contract, accounting for distinctive terms
revenue accounting standard involves certain key judgements in arrangements and impact of adoption of the new revenue
and principles for evaluating various distinctive terms/matters. accounting standard. Our audit approach consisted testing of
the design and operating effectiveness of the internal controls
and substantive testing on sample basis as follows:
The group also derives portion of its revenue from long-term Evaluated the design of internal controls.
and fixed price projects. Estimated effort is a critical estimate
to determine revenues for fixed price contract. This estimate Tested the operating effectiveness of the internal control.
has a high inherent uncertainty as it requires consideration of
 Tested relevant information technology systems’ controls
progress of the contract, efforts incurred till date, efforts required
relating to contracts and related information used in
to complete the remaining contract performance obligations.
recording and disclosing revenue.
222 Consolidated Financial Statements
3. Consolidated Part HCL Techno Ltd AR 221-292 2018-19.indd 222 04-Jul-19 9:21:05 PM
 Tested continuing and new contracts and performed the
following procedures to assess management analysis and
impact of Ind AS 115 adoption :
○ Read, analyzed and identified the distinct
performance obligations in these contracts.
○ Compared these performance obligations with
that identified and recorded by the Group.
○ Considered the terms of the contracts and
assessed the transaction price including any
variable consideration to test revenue.
 Further, in respect of fixed price contracts, progress towards
completion of performance obligation, used to compute
revenue, was verified based on actual cost relative to
estimated cost from the information technology systems.
Also reviewed cost incurred with estimated cost to identify
significant variations and reasons and to verify whether
those variations have been considered in estimating the
remaining cost to complete the contract.
 Assessed management analysis of various distinctive
terms/matters in order to test appropriateness of revenue
recognition.
 Assessed the appropriateness of the disclosure made
pursuant to new revenue accounting standard.
Business combinations (as described in note 2(a) of the consolidated financial statements)
During the year ended March 31, 2019, the Group made a With respect to the accounting for the acquisition, we:
number of acquisitions totaling INR 2,803 crores as detailed in
Note 2 (a) of the consolidated financial statement.  Read purchase/ sale agreements, obtained an
understanding of the deal structure.
The assets and liabilities acquired were recognized at fair value
at the date of acquisition. Goodwill was recognized as the  Evaluated whether the accounting treatment is in
remaining portion of the purchase price that was not allocated accordance with Ind AS 103 and Ind AS 32.
to the acquired assets and liabilities as part of the purchase
 Evaluated interpretation of specific sections of the
price allocation.
agreements and the application of accounting policies to
To determine the fair values of individual assets acquired thereon.
including order backlog and customer relationships, complex
 Involved internal valuation specialists to assess the
valuation models based on assumptions were used. This
appropriateness of the methodology applied by the
measurement was dependent on estimates of future cash flows
management in determining the fair valuation of assets
as well as the cost of capital applied and, due to judgment,
and liabilities acquired. Key assumptions considered were
subject to considerable uncertainty.
discount rates, growth rates including terminal growth,
Further, certain embedded features such as cumulative dividend cash flow projections, net assets acquired and useful lives
rights with participating dividend rights, conversion rights into assigned and have tested the valuation for mathematical
equity, Put Option and Call Option requires judgements. accuracy.
In this context and due to the underlying complexity of the  In addition we have assessed whether the disclosures in
valuation models, there is a risk that the fair values have not the notes to the financial statements are in line with the
been determined appropriately. requirements of Ind AS 103 and Ind AS 32.
 We performed procedures to assess appropriateness

of opening balance sheet and evaluated the harmonization
of the company’s accounting policies with those of the
Group.
Book 1.indb 223 04-Jul-19 8:47:46 PM

Evaluation of tax positions (as described in note 3.34 of the consolidated financial statements)
The Group has material tax positions and matters under We performed the following procedures:
disputes which involves significant judgment to determine the
possible outcomes and are complex in nature. Accordingly,  Assessed the Group’s process for identifying tax positions
these positions and disputed matters are determined to be a and disputed matters and the related accounting policy of
key audit matter in our audit. provisioning for these exposures.
 Obtained details of tax positions and disputed matters for

the year and as at March 31, 2019 from management.
 Involved our internal specialist to test the management’s

underlying assumptions in estimating the tax provision/
benefits and the possible outcome of the tax positions and
matters.
 Our internal specialist also considered legal precedence

and other rulings and legal opinions obtained by the
management in evaluating position on these tax positions.
 Discussed disputed matters with management and

obtained management specialist opinion for significant
matters.
 We have also assessed the impact of any change in

existing positions as of April 1, 2018 to evaluate whether
any change was required to management’s position.
Impairment assessment of goodwill and intangible assets (as described in note 1 (j), 1 (o),3.2 and 3.3 of the consolidated
financial statements)
The Group performed the annual goodwill impairment test. The Group has implemented controls designed to ensure that
Acquisitions executed in prior periods led to a material goodwill the calculation of the recoverable amount is appropriate.
in the Software service segment in which the Company provides
application development & maintenance, enterprise application  We evaluated the design and operating effectiveness of
and engineering services. these controls.
 We involved our valuation specialists to assess the

The respective impairment test is complex and involves
valuation methodologies applied and key assumptions
significant judgment. The key assumptions relate to the
used in measuring the fair value.
budgeted revenue growth, budgeted operating margins, pre-tax
discount rates and terminal growth rates.  We further assessed the historical accuracy of
management’s estimates.
Further, as required by Ind AS 38 Intangible Assets, the Group
tests Licensed IPR’s, customer relationships and technology for  We also assessed the recoverable value headroom by
impairment annually in accordance with Ind AS 36 Impairment performing sensitivity testing of key assumptions used.
of Assets.
 We evaluated the appropriateness of financial statement
This impairment assessment requires judgment. The risk for the disclosures, including disclosures of key assumptions,
consolidated financial statements relates to the appropriateness judgements and sensitivities.
of the determination and recognition of impairments.
 We tested the arithmetical accuracy.
For impairment of intangibles we reviewed impairment analysis

performed by the management. In addition, we considered
whether any indicators of impairment were present by
understanding the business rationale for intangibles.
Book 1.indb 224 04-Jul-19 8:47:46 PM

Other Information In preparing the consolidated financial statements, the
respective Board of Directors of the companies included in the
The Holding Company’s Board of Directors is responsible Group are responsible for assessing the ability of the Group to
for the other information. The other information comprises continue as a going concern, disclosing, as applicable, matters
the information included in the Management Discussion and related to going concern and using the going concern basis of
analysis, Director’s report including annexures, Corporate accounting unless management either intends to liquidate the
Governance and Business Responsibility Report, but does not Group or to cease operations, or has no realistic alternative but
include the consolidated financial statements and our auditor’s to do so.
report thereon.
Those respective Board of Directors of the companies included
Our opinion on the consolidated financial statements does not in the Group are also responsible for overseeing the financial
cover the other information and we do not express any form of reporting process of the Group.
assurance conclusion thereon.
Auditor’s Responsibilities for the Audit of the Consolidated
In connection with our audit of the consolidated financial Financial Statements
statements, our responsibility is to read the other information
and, in doing so, consider whether such other information Our objectives are to obtain reasonable assurance about
is materially inconsistent with the consolidated financial whether the consolidated financial statements as a whole
statements or our knowledge obtained in the audit or otherwise are free from material misstatement, whether due to fraud or
appears to be materially misstated. If, based on the work error, and to issue an auditor’s report that includes our opinion.
we have performed, we conclude that there is a material Reasonable assurance is a high level of assurance, but is
misstatement of this other information, we are required to not a guarantee that an audit conducted in accordance with
report that fact. We have nothing to report in this regard. SAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered
Responsibilities of Management for the Consolidated material if, individually or in the aggregate, they could reasonably
Financial Statements be expected to influence the economic decisions of users taken
on the basis of these consolidated financial statements.
The Holding Company’s Board of Directors is responsible
for the preparation and presentation of these consolidated As part of an audit in accordance with SAs, we exercise
financial statements in terms of the requirements of the Act professional judgment and maintain professional skepticism
that give a true and fair view of the consolidated financial throughout the audit. We also:
position, consolidated financial performance including
other comprehensive income, consolidated cash flows and • Identify and assess the risks of material misstatement of
consolidated statement of changes in equity of the Group in the consolidated financial statements, whether due to fraud
or error, design and perform audit procedures responsive
accordance with the accounting principles generally accepted
to those risks, and obtain audit evidence that is sufficient
in India, including the Indian Accounting Standards (Ind AS)
and appropriate to provide a basis for our opinion. The
specified under section 133 of the Act read with the Companies
risk of not detecting a material misstatement resulting
(Indian Accounting Standards) Rules, 2015, as amended.
from fraud is higher than for one resulting from error, as
The respective Board of Directors of the companies included
fraud may involve collusion, forgery, intentional omissions,
in the Group are responsible for maintenance of adequate
misrepresentations, or the override of internal control.
accounting records in accordance with the provisions of the Act
for safeguarding of the assets of the Group and for preventing • Obtain an understanding of internal control relevant to the
and detecting frauds and other irregularities; selection audit in order to design audit procedures that are appropriate
and application of appropriate accounting policies; making in the circumstances. Under section 143(3)(i) of the Act, we
judgments and estimates that are reasonable and prudent; are also responsible for expressing our opinion on whether
and the design, implementation and maintenance of adequate the Holding Company and its subsidiaries incorporated in
internal financial controls, that were operating effectively for India has adequate internal financial controls system in
ensuring the accuracy and completeness of the accounting place and the operating effectiveness of such controls.
records, relevant to the preparation and presentation of the
consolidated financial statements that give a true and fair view • Evaluate the appropriateness of accounting policies used
and are free from material misstatement, whether due to fraud and the reasonableness of accounting estimates and
or error, which have been used for the purpose of preparation related disclosures made by management.
of the consolidated financial statements by the Directors of the • Conclude on the appropriateness of management’s use
Holding Company, as aforesaid. of the going concern basis of accounting and, based
Book 1.indb 225 04-Jul-19 8:47:46 PM

on the audit evidence obtained, whether a material Report on Other Legal and Regulatory Requirements
uncertainty exists related to events or conditions that
may cast significant doubt on the ability of the Group to As required by Section 143(3) of the Act, we report, to the
continue as a going concern. If we conclude that a material extent applicable, that:
uncertainty exists, we are required to draw attention
(a) We have sought and obtained all the information and
in our auditor’s report to the related disclosures in the
explanations which to the best of our knowledge and
consolidated financial statements or, if such disclosures
belief were necessary for the purposes of our audit of the
are inadequate, to modify our opinion. Our conclusions are
aforesaid consolidated financial statements;
based on the audit evidence obtained up to the date of
our auditor’s report. However, future events or conditions (b) In our opinion, proper books of account as required by law
may cause the Group to cease to continue as a going relating to preparation of the aforesaid consolidation of the
concern. financial statements have been kept so far as it appears
from our examination of those books;
• Evaluate the overall presentation, structure and content
of the consolidated financial statements, including the (c) The Consolidated Balance Sheet, the Consolidated
disclosures, and whether the consolidated financial Statement of Profit and Loss including the Statement of
statements represent the underlying transactions and Other Comprehensive Income, the Consolidated Cash
events in a manner that achieves fair presentation. Flow Statement and Consolidated Statement of Changes
in Equity dealt with by this Report are in agreement with the
• Obtain sufficient appropriate audit evidence regarding the books of account maintained for the purpose of preparation
financial information of the entities or business activities of the consolidated financial statements;
within the Group of which we are the independent auditors
and whose financial information we have audited, to express (d) In our opinion, the aforesaid consolidated financial
an opinion on the consolidated financial statements. We are statements comply with the Accounting Standards specified
responsible for the direction, supervision and performance under Section 133 of the Act, read with Companies (Indian
of the audit of the financial statements of such entities Accounting Standards) Rules, 2015, as amended;
included in the consolidated financial statements of which
(e) On the basis of the written representations received from
we are the independent auditors.
the directors of the Holding Company as on March 31, 2019
We communicate with those charged with governance of taken on record by the Board of Directors of the Holding
the Holding Company and such other entities included in Company and on the basis of written representations
the consolidated financial statements of which we are the received from directors of its subsidiaries incorporated
independent auditors regarding, among other matters, the in India none of the directors of the Group’s companies
planned scope and timing of the audit and significant audit incorporated in India is disqualified as on March 31, 2019
findings, including any significant deficiencies in internal control from being appointed as a director in terms of Section 164
that we identify during our audit. (2) of the Act;
(f) With respect to the adequacy and the operating

We also provide those charged with governance with a statement
effectiveness of the internal financial controls over financial
that we have complied with relevant ethical requirements
reporting with reference to these consolidated financial
regarding independence, and to communicate with them all
statements of the Holding Company and its subsidiary
relationships and other matters that may reasonably be thought
companies incorporated in India, refer to our separate
to bear on our independence, and where applicable, related
Report in “Annexure 1” to this report;
safeguards.
(g) In our opinion, the managerial remuneration for the year
From the matters communicated with those charged with ended March 31, 2019 has been paid / provided by the
governance, we determine those matters that were of most Holding Company and its subsidiaries incorporated in
significance in the audit of the consolidated financial statements India to their directors in accordance with the provisions of
for the financial year ended March 31, 2019 and are therefore section 197 read with Schedule V to the Act;
the key audit matters. We describe these matters in our auditor’s
report unless law or regulation precludes public disclosure (h) With respect to the other matters to be included in the
about the matter or when, in extremely rare circumstances, we Auditor’s Report in accordance with Rule 11 of the
determine that a matter should not be communicated in our Companies (Audit and Auditors) Rules, 2014, as amended,
report because the adverse consequences of doing so would in our opinion and to the best of our information and
reasonably be expected to outweigh the public interest benefits according to the explanations given to us:
of such communication.
Book 1.indb 226 04-Jul-19 8:47:47 PM

i. The consolidated financial statements disclose the ANNEXURE 1 TO THE INDEPENDENT AUDITOR’S REPORT
impact of pending litigations on its consolidated OF EVEN DATE ON THE CONSOLIDATED FINANCIAL
financial position of the Group in its consolidated STATEMENTS OF HCL TECHNOLOGIES LIMITED
financial statements;
Report on the Internal Financial Controls under Clause
ii. Provision has been made in the consolidated financial (i) of Sub-section 3 of Section 143 of the Companies Act,
statements, as required under the applicable law or 2013, as amended (“the Act”)
accounting standards, for material foreseeable losses,
if any, on long-term contracts including derivative In conjunction with our audit of the consolidated financial
contracts; statements of HCL Technologies Limited as of and for the year
ended March 31, 2019, we have audited the internal financial
iii. There has been no delay in transferring amounts, controls over financial reporting of HCL Technologies Limited
required to be transferred, to the Investor Education (hereinafter referred to as the “Holding Company”) and its
and Protection Fund by the Holding Company during subsidiary companies, which are companies incorporated in
the year ended March 31, 2019.There were no India, as of that date.
amounts which were required to be transferred to
the Investor Education and Protection Fund by its Management’s Responsibility for Internal Financial Controls
subsidiaries during the year ended March 31, 2019.
The respective Board of Directors of the Holding Company and
its subsidiary companies, which are companies incorporated
For S.R. Batliboi & CO. LLP in India, are responsible for establishing and maintaining
Chartered Accountants internal financial controls based on the internal control over
ICAI Firm Registration Number: 301003E/E300005 financial reporting criteria established by the Holding Company
considering the essential components of internal control stated
per Nilangshu Katriar in the Guidance Note on Audit of Internal Financial Controls
Partner Over Financial Reporting issued by the Institute of Chartered
Membership Number: 58814 Accountants of India. These responsibilities include the design,
implementation and maintenance of adequate internal financial
Place of Signature: Gurugram
controls that were operating effectively for ensuring the orderly
Date: May 9, 2019
and efficient conduct of its business, including adherence to the
respective company’s policies, the safeguarding of its assets,
the prevention and detection of frauds and errors, the accuracy
and completeness of the accounting records, and the timely
preparation of reliable financial information, as required under
the Act.
Auditor’s Responsibility
Our responsibility is to express an opinion on the company’s

to these consolidated financial statements based on our audit.
We conducted our audit in accordance with the Guidance Note
on Audit of Internal Financial Controls Over Financial Reporting
(the “Guidance Note”) and the Standards on Auditing, both,
issued by Institute of Chartered Accountants of India, and
deemed to be prescribed under section 143(10) of the Act, to
the extent applicable to an audit of internal financial controls.
Those Standards and the Guidance Note require that we
comply with ethical requirements and plan and perform the
audit to obtain reasonable assurance about whether adequate
to these consolidated financial statements was established
and maintained and if such controls operated effectively in all
material respects.
Book 1.indb 227 04-Jul-19 8:47:47 PM

Our audit involves performing procedures to obtain audit Inherent Limitations of Internal Financial Controls Over
evidence about the adequacy of the internal financial controls Financial Reporting with Reference to these Consolidated
over financial reporting with reference to these consolidated Financial Statements
financial statements and their operating effectiveness. Our audit
of internal financial controls over financial reporting included Because of the inherent limitations of internal financial controls
obtaining an understanding of internal financial controls over over financial reporting with reference to these consolidated
financial reporting with reference to these consolidated financial financial statements, including the possibility of collusion
statements, assessing the risk that a material weakness or improper management override of controls, material
exists, and testing and evaluating the design and operating misstatements due to error or fraud may occur and not be
effectiveness of internal control based on the assessed risk. detected. Also, projections of any evaluation of the internal
The procedures selected depend on the auditor’s judgement, financial controls over financial reporting with reference to
including the assessment of the risks of material misstatement these consolidated financial statements to future periods
are subject to the risk that the internal financial control over
of the financial statements, whether due to fraud or error.
financial reporting with reference to these consolidated financial
We believe that the audit evidence we have obtained, is statements may become inadequate because of changes in
sufficient and appropriate to provide a basis for our audit conditions, or that the degree of compliance with the policies or
opinion on the internal financial controls over financial reporting procedures may deteriorate.
with reference to these consolidated financial statements.
Opinion
Meaning of Internal Financial Controls Over Financial
Reporting with Reference to these Consolidated Financial In our opinion, the Holding Company and its subsidiary
Statements companies, which are companies incorporated in India, have,
maintained in all material respects, adequate internal financial
A company’s internal financial control over financial reporting controls over financial reporting with reference to these
with reference to these consolidated financial statements is a consolidated financial statements and such internal financial
process designed to provide reasonable assurance regarding controls over financial reporting with reference to these
the reliability of financial reporting and the preparation of consolidated financial statements were operating effectively
financial statements for external purposes in accordance with as at March 31,2019, based on the internal control over
generally accepted accounting principles. A company’s internal financial reporting criteria established by the Holding Company
financial control over financial reporting with reference to these considering the essential components of internal control stated
consolidated financial statements includes those policies and in the Guidance Note on Audit of Internal Financial Controls
procedures that (1) pertain to the maintenance of records Over Financial Reporting issued by the Institute of Chartered
that, in reasonable detail, accurately and fairly reflect the Accountants of India.
transactions and dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are
recorded as necessary to permit preparation of financial For S.R. Batliboi & CO. LLP
statements in accordance with generally accepted accounting Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
principles, and that receipts and expenditures of the company
are being made only in accordance with authorisations of
management and directors of the company; and (3) provide
Partner
reasonable assurance regarding prevention or timely
detection of unauthorised acquisition, use, or disposition of
the company’s assets that could have a material effect on the Place of Signature: Gurugram
financial statements. Date: May 9, 2019
Book 1.indb 228 04-Jul-19 8:47:47 PM

Consolidated Balance Sheet as at 31 March 2019
As at As at
Note No.
31 March 2019 31 March 2018
I. ASSETS
(1) Non-current assets
(a) Property, plant and equipment 3.1 5,293 4,560
(c) Goodwill 3.2 9,061 6,799
(d) Other intangible assets 3.3 8,534 7,394
(e) Financial assets
(i) Investments 3.4 85 303
(ii) Loans 3.5 355 235
(iii) Others 3.6 1,201 857
(f) Deferred tax assets (net) 3.25 2,455 1,837
(g) Other non-current assets 3.7 1,634 1,160
(2) Current assets
(a) Inventories 3.8 91 172
(b) Financial assets
(i) Investments 3.4 2,220 2,357
(ii) Trade receivables 3.9 11,706 9,639
(iii) Cash and cash equivalents 3.10(a) 5,934 1,699
(iv) Other bank balances 3.10(b) 1,938 2,319
(v) Loans 3.5 1,312 3,410
(vi) Others 3.6 4,569 3,456
(c) Other current assets 3.11 1,952 1,506
II. EQUITY
(a) Equity share capital 3.12 271 278
Equity attributable to shareholders of the Company 41,366 36,386
Non controlling interest 103 -
III. LIABILITIES
(1) Non - current liabilities
(i) Borrowings 3.13 2,977 338
(ii) Others 3.14 536 246
(b) Provisions 3.15 821 700
(c) Deferred tax liabilities (net) 3.25 226 34
(d) Other non-current liabilities 3.16 247 212
(2) Current liabilities
(i) Borrowings 3.13 724 42
(ii) Trade payables 3.17 1,305 918
(iii) Others 3.14 6,950 6,606
(b) Other current liabilities 3.18 1,810 1,325
(c) Provisions 3.15 586 530
(d) Current tax liabilities (net) 924 686


Officer
9 May 2019 9 May 2019
Book 1.indb 229 04-Jul-19 8:47:47 PM

Consolidated Statement of Profit and Loss for the year ended 31 March 2019
Note No.
31 March 2019 31 March 2018
I Revenue
Revenue from operations 3.19 60,427 50,569
Other income 3.20 943 1,217
Total income 61,370 51,786
II Expenses
Purchase of stock-in-trade 1,615 1,251
Changes in inventories of stock-in-trade 3.21 81 104
Employee benefits expense 3.22 29,283 24,729
Finance costs 3.23 174 69
Depreciation and amortization expense 3.1 & 3.3 2,073 1,383
Outsourcing costs 9,761 8,620
Other expenses 3.24 5,761 4,619
Total expenses 48,748 40,775
III Profit before share of profit of associates and tax 12,622 11,011
IV Share of profit of associates - 13
V Profit before tax 12,622 11,024
VI Tax expense 3.25
Current tax 3,094 2,386
Total tax expense 2,502 2,302
VII Profit for the year 10,120 8,722
VIII Other comprehensive income 3.26
(A) (i) Items that will not be reclassified to statement of profit and loss 10 34
(ii) Income tax on items that will not be reclassified to statement of profit and
(2) (7)
loss
(i) Items that will be reclassified subsequently to statement of profit and
(B) 186 155
loss
(ii) Income tax on items that will be reclassified subsequently to statement
(4) 78
of profit and loss
IX Total other comprehensive income 190 260
X Total comprehensive income for the year 10,310 8,982
Profit for the year attributable to

Shareholders of the Company 10,120 8,721
Non-controlling interest - 1
10,120 8,722
Total comprehensive income for the year attributable to
Shareholders of the Company 10,310 8,981
Non-controlling interest - 1
10,310 8,982
Earnings per equity share of ` 2 each 3.27
Basic (in `) 73.58 62.23
Diluted (in `) 73.55 62.19


Officer
9 May 2019 9 May 2019
Book 1.indb 230 04-Jul-19 8:47:47 PM

Consolidated Statement of Changes in Equity for the year ended 31 March 2019
Book 1.indb 231

(All amounts in crores of ` except share data and as stated otherwise)
Equity share capital Other equity
Reserves and Surplus Other comprehensive income
Special Debt
Share Foreign Cash Attributable Non
Number of Share Capital economic instruments Total
Retained General Securities based currency flow to Shareholders Controlling
shares capital redemption zone re- through other Equity
earnings Reserve premium payment translation hedging of the Company Interests
reserve investment comprehensive
reserve reserve reserve
reserve income
Balance as at 1 April 2017 1,426,783,424 285 25,240 2,859 3,244 45 21 - 810 445 - 32,664 173 32,837
Profit for the year - - 8,721 - - - - - - - - 8,721 - 8,721
Other comprehensive income (refer note 3.26) - - 27 - - - - - 541 (308) - 260 - 260
Total comprehensive income for the year - - 8,748 - - - - - 541 (308) - 8,981 - 8,981
Dividend of ` 12 per share (including tax on dividend of
- - (2,032) - - - - - - - - (2,032) - (2,032)
` 340 crores)
Buyback of equity shares (35,000,000) (7) - (252) (3,248) 7 - - - - - (3,493) - (3,493)
Expenses on buyback of equity shares - - (14) - - - - - - - - (14) - (14)
Transfer to special economic zone re-investment reserve - - (310) - - - - 310 - - - - - -
Shares issued for exercised options 462,960 - - - 9 - (9) - - - - - - -
Change in non-controlling interest [refer note 2(b)(ii)] - - 1 - - - - - - - - 1 (173) (172)
Excess tax benefit from share-based payments - - 1 - - - - - - - - 1 - 1
Balance as at 31 March 2018 1,392,246,384 278 31,634 2,607 5 52 12 310 1,351 137 - 36,108 - 36,108
Balance as at 1 April 2018 1,392,246,384 278 31,634 2,607 5 52 12 310 1,351 137 - 36,108 - 36,108
Profit for the year - - 10,120 - - - - - - - - 10,120 - 10,120
Other comprehensive income (refer note 3.26) - - 8 - - - - - 146 34 2 190 - 190
Total comprehensive income for the year - - 10,128 - - - - - 146 34 2 10,310 - 10,310
Dividend of ` 8 per share (including tax on dividend of
- - (1,321) - - - - - - - - (1,321) - (1,321)
` 222 crores)
Buyback of equity shares (36,363,636) (7) (1,603) (2,387) (10) 7 - - - - - (3,993) - (3,993)
Expenses on buyback of equity shares - - (12) - - - - - - - - (12) - (12)
Transfer to special economic zone re-investment reserve - - (440) - - - - 440 - - - - - -
Transfer from special economic zone re-investment
- - 310 - - - - (310) - - - - - -
reserve
Transfer to retained earnings - - 265 (220) - (45) - - - - - - - -
Shares issued for exercised options 396,120 - - - 7 - (7) - - - - - - -
Change in non-controlling interest - - - - - - - - - - - - 103 103
Excess tax benefit from share-based payments - - 3 - - - - - - - - 3 - 3
Balance as at 31 March 2019 1,356,278,868 271 38,964 - 2 14 5 440 1,497 171 2 41,095 103 41,198
Refer note 1 for summary of significant accounting policies

Officer
9 May 2019 9 May 2019
04-Jul-19 8:47:47 PM
Consolidated Statement of Cash flows
31 March 2019 31 March 2018
A. Cash flows from operating activities
Profit before tax 12,622 11,024
Adjustment for:
Depreciation and amortization 2,073 1,383
Interest income (572) (467)
Provision for doubtful debts / bad debts written off, net 22 80
Income on investments carried at fair value through profit and loss (143) (162)
Profit on sale of investments carried at fair value through other comprehensive (17) -
income
Interest expenses 124 22
Loss (profit) on sale of property, plant and equipment (net) (3) (1)
Share of profit of an associate - (13)
Other non cash charges (net) (48) 52
Movement in working capital
(Increase) decrease in trade receivables (1,458) (1,126)
(Increase) decrease in inventories 108 117
(Increase) decrease in other financial assets and other assets (2,168) 3
Increase (decrease) in trade payables 377 243
Increase (decrease) in provisions, other financial liabilities and other liabilities 675 (471)
Direct taxes paid (net of refunds) (2,621) (2,356)
Net cash flow from operating activities (A) 8,971 8,328
B. Cash flows from investing activities

Investments in bank deposits (1,951) (2,328)
Proceeds from bank deposits on maturity 2,331 7,731
Purchase of investments in securities (24,220) (20,027)
Proceeds from sale/maturity of investments in securities 24,777 18,714
Investment in equity instruments carried at cost (33) (3)
Deposits placed with body corporate (1,430) (3,643)
Proceeds from maturity of deposits placed with body corporate 3,408 2,500
Net cash in subsidiaries being disposed off [refer note 2(b)(ii)] - (144)
Payments for business acquisitions, net of cash acquired (2,828) (107)
Investment in limited liability partnership (4) (2)
Purchase of property, plant and equipment and intangibles (3,465) (5,344)
Proceeds from sale of property, plant and equipment 31 23
Interest received 511 500
Net cash flow used in investing activities (B) (3,073) (2,283)
C. Cash flows from financing activities

Proceeds from long term borrowings 3,105 19
Repayment of long term borrowings (188) (134)
Proceeds from short term borrowings 1,404 -
Repayment of short term borrowings (698) (33)
Payments for deferred consideration on business acquisitions (26) (16)
Book 1.indb 232 04-Jul-19 8:47:47 PM

Consolidated Statement of Cash flows
31 March 2019 31 March 2018
Dividend paid (1,099) (1,691)
Corporate dividend tax (222) (340)
Capital contribution from non-controlling interests 292 -
Increase (decrease) in principal on finance lease obligations, net 53 9
Net cash flow used in financing activities (C) (1,462) (5,714)
Net increase (decrease) in cash and cash equivalents (A+B+C) 4,436 331
Effect of exchange differences on cash and cash equivalents held in (201) 47
foreign currency
Cash and cash equivalents at the beginning of the year 1,699 1,321
Cash and cash equivalents at the end of the year as per note 3.10(a) 5,934 1,699
Notes:
1. Reconciliation of liabilities arising from financing activities
Non cash changes

As at Cash Effect of As at
Fair
Particulars 31 March flows Business foreign 31 March
value
2018 combination currency 2019
changes
translation
395 2,917 - (49) - 3,263
(including current maturities)
Short term borrowings 42 706 - (24) - 724
Deferred consideration 116 (26) 8 1 (78) 21
553 3,597 8 (72) (78) 4,008
2. The total amount of income taxes paid is ` 2,821 crores (31 March 2018, ` 2,509 crores)
3. Cash and cash equivalents includes Investor education and protection fund-unclaimed dividend of ` 5 crores (previous period,
` 5 crores). The Company can utilize these balances only towards settlement of the above mentioned liabilities.

Officer
9 May 2019 9 May 2019
Book 1.indb 233 04-Jul-19 8:47:47 PM

Notes to consolidated financial statements for the year ended 31 March 2019
ORGANIZATION AND NATURE OF OPERATIONS
HCL Technologies Limited (hereinafter referred to as “the Company” or “the Parent Company”) and its subsidiaries (hereinafter
collectively referred to as “the Group”) are primarily engaged in providing a range of software development services, business
process outsourcing services and IT infrastructure services. The Company was incorporated under the provisions of the Companies
Act applicable in India in November 1991, having its registered office at 806, Siddharth, 96, Nehru Place, New Delhi- 110019.
The Group leverages its offshore infrastructure and professionals to deliver solutions across select verticals including financial
services, manufacturing (automotive, aerospace, Hi-tech, semi-conductors), life sciences & healthcare, public services (oil and
gas, energy and utility, travel, transport and logistics), retail and consumer products, telecom, media, publishing and entertainment.
The consolidated financial statements for the year ended 31 March 2019 were approved and authorized for issue by the Board of
Directors on 9 May 2019.
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) Basis of preparation
The consolidated financial statements of the Group have been prepared in accordance with Indian Accounting Standards
(Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time) and
presentation requirements of Schedule III (Division II) to the Companies Act, 2013, as applicable to the consolidated
financial statements.
These consolidated financial statements have been prepared under the historical cost convention on an accrual and
going concern basis, except for the following assets and liabilities which have been measured at fair value:
a) Derivative financial instruments,
b) Certain financial assets and liabilities (refer accounting policy regarding financial instruments),
The accounting policies adopted in the preparation of these consolidated financial statements are consistent with those
of the previous year except where a newly issued accounting standard is initially adopted or a revision to an existing
accounting standard requires a change in the accounting policy.
The Group uses the Indian rupee (‘`’) as its reporting currency.
(b) Basis of Consolidation
The consolidated financial statements comprise the financial statements of HCL Technologies Limited, the Parent
Company, and its subsidiaries. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary
and ceases when the Group loses control of the subsidiary.
Control is achieved when the Group is exposed, or has rights to variable returns from its involvement with the investee
and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee
if and only if the Group has:
a) Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee)
b) Exposure, or rights, to variable returns from its involvement with the investee, and
c) The ability to use its power over the investee to affect its returns.
Generally, there is a presumption that a majority of voting rights result in control. To support this presumption and when
the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and
circumstances in assessing whether it has power over an investee, including:
a) The contractual arrangement with the other vote holders of the investee
b) Rights arising from other contractual arrangements
c) The Group’s voting rights and potential voting rights
Book 1.indb 234 04-Jul-19 8:47:47 PM

The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes
to one or more of the three elements of control.
The financial statements of the subsidiaries in the Group are added on a line-by-line basis and inter-company balances and
transactions including unrealized gain/loss from such transactions, are eliminated upon consolidation. The consolidated
financial statements are prepared by applying uniform accounting policies in use by the Group.
An associate is an entity over which the Group has significant influence. Significant influence is the power to participate
in the financial and operating policy decisions of the investee, but is not in control or joint control over those policies. The
aggregate of the Group’s share of profit and loss of an associate is shown on the face of the consolidated statement of
profit and loss.
(c) Use of estimates
The preparation of consolidated financial statements in conformity with Ind AS requires the management to make estimates
and assumptions that affect the reported amounts of assets, liabilities, revenue, expenses and other comprehensive
income (OCI) that are reported and disclosed in the consolidated financial statements and accompanying notes. These
estimates are based on the management’s best knowledge of current events, historical experience, actions that the
Group may undertake in the future and on various other assumptions that are believed to be reasonable under the
circumstances. Significant estimates and assumptions are used for, but not limited to, accounting for costs expected to
be incurred to complete performance under fixed price projects, allowance for uncollectible accounts receivables, accrual
of warranty costs, income taxes, valuation of share-based compensation, future obligations under employee benefit
plans, the useful lives of property, plant and equipment, intangible assets, impairment of goodwill,and other contingencies
and commitments. Changes in estimates are reflected in the consolidated financial statements in the year in which the
changes are made. Actual results could differ from those estimates.
(d) Business combinations and goodwill
Business combinations are accounted for using the acquisition method. The cost of an acquisition is the aggregate of the
consideration transferred measured at fair value at the acquisition date and the amount of any non-controlling interest
in the acquiree. For each business combination, the Group measures the non-controlling interest in the acquiree at fair
value. Acquisition related costs are expensed as incurred.
Any contingent consideration to be transferred by the acquirer is recognized at fair value at the acquisition date.
Contingent consideration classified as financial liability is measured at fair value with changes in fair value recognized in
the statement of profit and loss.
Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount
recognized for non-controlling interest, and any previous interest held, over the net identifiable assets acquired and
liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the
excess is recognized as capital reserve after reassessing the fair values of the net assets.
(e) Foreign currency and translation
The Group’s consolidated financial statements are presented in Indian Rupee (`), which is also the parent company’s
functional currency. For each entity, the Group determines the functional currency, and items included in the financial
statements of each entity are measured using that functional currency. The Group uses the direct method of consolidation
and on disposal of a foreign operation the gain or loss that is reclassified to the statement of profit and loss reflects the
amount that arises from using this method.
Transactions in foreign currencies are initially recorded by the Group’s entities at their respective functional currency
spot rates at the date of the transaction. Foreign currency denominated monetary assets and liabilities are translated to
the relevant functional currency at exchange rates in effect at the balance sheet date. Exchange differences arising on
settlement or translation of monetary items are recognized in the statement of profit and loss. Non-monetary assets and
non-monetary liabilities denominated in a foreign currency and measured at historical cost are translated at the exchange
Book 1.indb 235 04-Jul-19 8:47:47 PM

rate prevalent at the date of initial transaction. Non-monetary assets and non-monetary liabilities denominated in a foreign
currency and measured at fair value are translated at the exchange rate prevalent at the date when the fair value was
determined.
Transaction gains or losses realized upon settlement of foreign currency transactions are included in determining net
profit for the year. Revenue, expenses and cash-flow items denominated in foreign currencies are translated into the
relevant functional currencies using the exchange rate in effect on the date of the transaction.
The translation of foreign operations from respective functional currency into INR (the reporting currency) for assets and
liabilities is performed using the exchange rates in effect at the balance sheet date, and for revenue, expenses and cash
flows is performed using an appropriate daily weighted average exchange rate for the respective years. The exchange
differences arising on translation for consolidation are reported as a component of ‘other comprehensive income (loss)’.
On disposal of a foreign operation, the component of OCI relating to that particular foreign operation is recognized in the
statement of profit and loss.
(f) Fair value measurement
The Group records certain financial assets and liabilities at fair value on a recurring basis. The Group determines fair
values based on the price it would receive to sell an asset or pay to transfer a liability in an orderly transaction between
market participants at the measurement date in the principal or most advantageous market for that asset or liability.
The Group holds certain fixed income securities, equity securities and derivatives, which must be measured using the
guidance for fair value hierarchy and related valuation methodologies. The guidance specifies a hierarchy of valuation
techniques based on whether the inputs to each measurement are observable or unobservable. Observable inputs
reflect market data obtained from independent sources, while unobservable inputs reflect the Group’s assumptions about
current market conditions. The fair value hierarchy also requires an entity to maximize the use of observable inputs and
minimize the use of unobservable inputs when measuring fair value. The prescribed fair value hierarchy and related
valuation methodologies are as follows:
Level 1 - Quoted inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.
Level 2 - Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in
markets that are not active and model-derived valuations, in which all significant inputs are directly or indirectly observable
in active markets.
Level 3 - Valuations derived from valuation techniques, in which one or more significant inputs are unobservable inputs
which are supported by little or no market activity.
In accordance with Ind AS 113, assets and liabilities are to be measured based on the following valuation techniques:
a) Market approach – Prices and other relevant information generated by market transactions involving identical or
comparable assets or liabilities.
b) Income approach – Converting the future amounts based on market expectations to its present value using the
discounting method.
c) Cost approach – Replacement cost method.
Certain assets are measured at fair value on a non-recurring basis. These assets consist primarily of non-financial
assets such as goodwill and intangible assets. Goodwill and intangible assets recognized in business combinations are
measured at fair value initially and subsequently when there is an indicator of impairment, the impairment is recognized.
A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic
benefits by using the asset in its highest and best use or by selling it to another market participant who would use the
asset in its highest and best use.
Book 1.indb 236 04-Jul-19 8:47:47 PM

(g) Revenue recognition
Adoption of new accounting principles
Effective 1 April 2018, the Group has adopted Ind AS 115 using the cumulative effect method. The standard is applied
retrospectively only to contracts that are not completed as at the date of initial application and the comparative information
is not restated in the financial statement. The adoption of the standard did not have any material impact to the consolidated
financial statements of the Group.
Contracts involving provision of services and material
Revenue is recognized when, or as, control of a promised service or good transfers to a customer, in an amount that
reflects the consideration to which the Group expects to be entitled in exchange for transferring those products or services.
To recognize revenues, the following five step approach is applied: (1) identify the contract with a customer, (2) identify
the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the
performance obligations in the contract, and (5) recognize revenues when a performance obligation is satisfied. Contract
is accounted when it is legally enforceable through executory contracts, approval and commitment from all parties, the
rights of the parties are identified, payment terms are defined, the contract has commercial substance and collectability
of consideration is probable.
Time-and-material/Volume based/ Transaction based contracts
Revenue with respect to time-and-material, volume based and transaction based contracts is recognized as the related
services are performed through efforts expended, volume serviced transactions are processed etc. that correspond with
value transferred to customer till date which is related to our right to invoice for services performed.
Fixed Price contracts
Revenue related to fixed price contracts where performance obligations and control are satisfied over a period of time
like technology integration, complex network building contracts, ERP implementations and Application development are
recognized based on progress towards completion of the performance obligation using a cost-to-cost measure of progress
(i.e., percentage-of-completion (POC) method of accounting). Revenue is recognized based on the costs incurred to date
as a percentage of the total estimated costs to fulfill the contract. Any revision in cost to complete would result in increase
or decrease in revenue and such changes are recorded in the period in which they are identified. Provisions for estimated
losses, if any, on contracts-in-progress are recorded in the period in which such losses become probable based on the
current contract estimates. Contract losses are determined to be the amount by which the estimated incremental cost
to complete exceeds the estimated future revenues that will be generated by the contract and are included in cost of
revenues and recorded in other accrued liabilities
Revenue related to other fixed price contracts providing maintenance and support services, are recognized based on our
right to invoice for services performed for contracts in which the invoicing is representative of the value being delivered.
If our invoicing is not consistent with value delivered, revenues are recognized as the service is performed based on the
cost to cost method described above.
In arrangements involving sharing of customer revenues, revenue is recognized when the right to receive is established.
Revenue from product sales are shown net of sales tax and applicable discounts and allowances. Revenue related to
product with installation services that are critical to the product is recognized when installation of product at customer
site is completed and accepted by the customer. If the revenue for a delivered item is not recognized for non-receipt of
acceptance from the customer, the cost of the delivered item continues to be in inventory.
Multiple performance obligation
When a sales arrangement contains multiple performance, such as services, hardware and Licensed IPs (software) or
combinations of each of them revenue for each element is based on a five step approach as defined above. To the extent
Book 1.indb 237 04-Jul-19 8:47:48 PM

a contract includes multiple promised deliverables, judgment is applied to determine whether promised deliverables
are capable of being distinct and are distinct in the context of the contract. If these criteria are not met, the promised
deliverables are accounted for as a combined performance obligation. For arrangements with multiple distinct performance
obligations or series of distinct performance obligations, consideration is allocated among the performance obligations
based on their relative standalone selling price. Standalone selling price is the price at which group would sell a promised
good or service separately to the customer. When not directly observable, we typically estimate standalone selling price
by using the expected cost plus a margin approach. We typically establish a standalone selling price range for our
deliverables, which is reassessed on a periodic basis or when facts and circumstances change. If the arrangement
contains obligations related to License of Intellectual property (Software) or Lease deliverable, the arrangement
consideration allocated to the Software deliverables, lease deliverable as a group is then allocated to each software
obligation and lease deliverable.
Revenue recognition for delivered elements is limited to the amount that is not contingent on the future delivery of
products or services, future performance obligations or subject to customer-specified return or refund privileges.
Revenue from certain activities in transition services in outsourcing arrangements are not capable of being distinct or
represent separate performance obligation. Revenues relating to such transition activities are classified as Contract
liabilities and subsequently recognized over the period of the arrangement. Direct and incremental costs in relation to
such transition activities which are expected to be recoverable under the contract are considered as contract fulfillment
costs classified as Deferred contract cost and recognized over the period of arrangement. Certain upfront non-recurring
incremental contract acquisition costs incurred in the initial phases of outsourcing contracts are deferred and recorded
as Deferred contract cost and amortized, usually on a straight line basis, over the term of the contract unless revenues
are earned and obligations are fulfilled in a different pattern. The undiscounted future cash flows from the arrangement
are periodically estimated and compared with the unamortized costs. If the unamortized costs exceed the undiscounted
cash flow, a loss is recognized.
In instances when revenue is derived from sales of third-party vendor services, material or licenses, revenue is recorded
on a gross basis when the Group is a principal to the transaction and net of costs when the Group is acting as an agent
between the customer and the vendor. Several factors are considered to determine whether the Group is a principal or
an agent, most notably being group control the goods or service before it is transferred to customer, latitude in deciding
the price being charged to customer. Revenue is recognized net of discounts and allowances, value-added and service
taxes, and includes reimbursement of out-of-pocket expenses, with the corresponding out-of-pocket expenses included
in cost of revenues.
Volume discounts, or any other form of variable consideration is estimated using either the sum of probability weighted
amounts in a range of possible consideration amounts (expected value), or the single most likely amount in a range
of possible consideration amounts (most likely amount), depending on which method better predicts the amount
of consideration realizable. Transaction price includes variable consideration only to the extent it is probable that a
significant reversal of revenues recognized will not occur when the uncertainty associated with the variable consideration
is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in the
transaction price may involve judgment and are based largely on an assessment of our anticipated performance and all
information that is reasonably available to us.
Revenue recognized but not billed to customers is classified either as contract assets or unbilled receivable in our
consolidated statements of financial position, contract assets primarily relate to unbilled amounts on those contracts
utilizing the cost to cost method of revenue recognition. Unbilled receivables represent contracts where right to
consideration is unconditional (i.e. only the passage of time is required before the payment is due).
Revenue from sales-type leases is recognized when risk of loss has been transferred to the client and there are no
unfulfilled obligations that affect the final acceptance of the arrangement by the client.
Interest attributable to sales-type leases and direct financing leases included therein is recognized on an accrual basis
using the effective interest method and is recognized as other income.
Book 1.indb 238 04-Jul-19 8:47:48 PM

Interest income
Interest income for all financial instruments measured at amortized cost is recorded using the effective interest rate (EIR).
EIR is the rate that exactly discounts the estimated future cash payments or receipts over the expected life of the financial
instrument or a shorter period, where appropriate, to the gross carrying amount of the financial asset or to the amortized
cost of a financial liability. When calculating the EIR, the Group estimates the expected cash flows by considering all the
contractual terms of the financial instrument but does not consider the expected credit losses. Interest income is included
in other income in the statement of profit and loss.
(h) Income taxes
Income tax expense comprises current and deferred income tax.
Income tax expense is recognized in the statement of profit and loss except to the extent that it relates to items recognized
directly in equity, in which case it is recognized in equity. Current income tax for current and prior periods is recognized at
the amount expected to be paid to or recovered from the tax authorities, using the tax rates and tax laws that have been
enacted or substantively enacted by the balance sheet date. Provision for income tax includes the impact of provisions
established for uncertain income tax positions.
Deferred income tax assets and liabilities recognized for all temporary differences arising between the tax bases of
assets and liabilities and their carrying amounts in the financial statements. Deferred income tax assets and liabilities are
recognized for those temporary differences which originate during the tax holiday period are reversed after the tax holiday
period. For this purpose, reversal of timing differences is determined using first-in-first-out method.
Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the
related tax benefit will be realized. Deferred income tax assets and liabilities are measured using tax rates and tax laws
that have been enacted or substantively enacted by the balance sheet date and are expected to apply to taxable income
in the years in which those temporary differences are expected to be recovered or settled.
Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets
against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.
The effect of changes in tax rates on deferred income tax assets and liabilities is recognized as income or expense in
the year that includes the enactment or the substantive enactment date. A deferred income tax asset is recognized to
the extent that it is probable that future taxable profit will be available against which the deductible temporary differences
and tax losses can be utilized. Deferred income taxes are not provided on the undistributed earnings of subsidiaries
and branches where it is expected that the earnings of the subsidiary or branch will not be distributed in the foreseeable
future.
Tax benefits acquired as part of a business combination, but not satisfying the criteria for separate recognition at that
date, are recognized subsequently if new information about facts and circumstances change. The adjustment is either
treated as a reduction in goodwill (as long as it does not exceed goodwill) if it was incurred during the measurement
period or recognized in the statement of profit and loss.
In some tax jurisdictions, tax deductions on share based payments to employees are different from the related cumulative
remuneration expenses. If the amount of the tax deduction (or estimated future tax deduction) exceeds the amount of the
related cumulative remuneration expense, the excess of the associated tax is recognized directly in retained earnings.
(i) Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses, if any. Cost
comprises the purchase price and directly attributable cost of bringing the asset to its working condition for its intended
use. Any trade discounts and rebates are deducted in arriving at the purchase price. The Group identifies and determines
separate useful lives for each major component of the property, plant and equipment, if they have a useful life that is
materially different from that of the asset as a whole.
Book 1.indb 239 04-Jul-19 8:47:48 PM

Expenses on existing property, plant and equipment, including day-to-day repairs, maintenance expenditure and
cost of replacing parts, are charged to the statement of profit and loss for the year during which such expenses are
incurred.
Gains or losses arising from derecognition of assets are measured as the difference between the net disposal proceeds
and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.
Property, plant and equipment under construction and cost of assets not ready for use at the year-end are disclosed as
capital work- in- progress.
Depreciation on property, plant and equipment is provided on the straight-line method over their estimated useful lives, as
determined by the management. Depreciation is charged on a pro-rata basis for assets purchased/sold during the year.
The management’s estimates of the useful lives of various assets for computing depreciation are as follows:

Buildings 20
Plant and equipment (including air conditioners, electrical installations) 10
Office equipment 5
Computers and networking equipment 4-5 or over the period of lease,
whichever is lower
Furniture and fixtures 7
Vehicles 5
The useful lives as given above best represent the period over which the management expects to use these assets,
based on technical assessment. The estimated useful lives for these assets are therefore different from the useful lives
prescribed under Part C of Schedule II of the Companies Act 2013.
The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each
financial year-end and adjusted prospectively, if appropriate.
(j) Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired
in a business combination is their fair value at the date of acquisition. Following initial recognition, intangible assets are
carried at cost less any accumulated amortization and accumulated impairment losses.
Intangible assets are amortized over the useful life and assessed for impairment whenever there is an indication that the
intangible asset may be impaired. The amortization period and the amortization method for an intangible asset with a
finite useful life are reviewed at least at the end of each reporting year. Changes in the expected useful life or the expected
pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortization
period or method, as appropriate, and are treated as changes in accounting estimates. The amortization expense on
intangible assets with finite lives is recognized in the statement of profit and loss.
Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal
proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is
derecognized.
The intangible assets are amortized over the estimated useful life of the assets as mentioned below except certain
Licensed IPRs which include the right to modify, enhance or exploit are amortized in proportion to the expected benefits
over the useful life which could range up to 15 years:
Book 1.indb 240 04-Jul-19 8:47:48 PM


Software 3
Licensed IPRs 5 to 15
Customer relationships 1 to 11
Customer contracts 1 to 2
Technology 5 to 15
Intellectual property rights including Brand 2 to 6
Non-compete agreements 5
(k) Research and development costs
Research costs are expensed as incurred. Development expenditure, on an individual project, is recognized as an
intangible asset when the Group can demonstrate:
 The technical feasibility of completing the intangible asset so that it will be available for use or sale
 Its intention to complete and its ability and intention to use or sell the asset
 How the asset will generate future economic benefits
 The availability of resources to complete the asset
 The ability to measure reliably the expenditure during development
Following initial recognition of the development expenditure as an asset, the cost model is applied requiring the asset
to be carried at cost less any accumulated amortization and accumulated impairment losses. Amortization of the asset
begins when development is complete and the asset is available for use. It is amortized over the period of expected future
benefit. Amortization expense is recognized in the statement of profit and loss. During the period of development, the
asset is tested for impairment annually.
(l) Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes
a substantial period of time to get ready for its intended use are capitalized as part of the cost of the asset. All other
borrowing costs are expensed in the period in which they occur.
Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.
Borrowing costs also includes exchange differences to the extent regarded as an adjustment to the borrowing costs.
(m) Leases
Group as a lessee
A lease is classified at the inception date as a finance lease or an operating lease. A lease that transfers substantially all
the risks and rewards incidental to ownership to the Group is classified as a finance lease.
Finance leases are capitalized at the commencement of the lease at the fair value of the leased property or, if lower, at the
present value of the minimum lease payments. Lease payments are apportioned between finance charges and reduction
of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges
are recognized in finance costs in the statement of profit and loss.
A leased asset is depreciated over the useful life of the asset. However, if there is no reasonable certainty that the Group
will obtain ownership by the end of the lease term, the asset is depreciated over the shorter of the estimated useful life
of the asset or the lease term.
Operating lease payments are recognized as an expense in the statement of profit and loss on a straight-line basis over
the lease term.
Book 1.indb 241 04-Jul-19 8:47:48 PM

Group as a lessor
Leases in which the Group does not transfer substantially all the risks and benefits of ownership of the asset are classified
as operating leases. Initial direct costs incurred in negotiating an operating lease are added to the carrying amount of the
leased asset and recognized over the lease term on the same basis as rental income. Contingent rents are recognized
as revenue in the year in which they are earned.
Leases in which the Group transfers substantially all the risk and benefits of ownership of the asset are classified as
finance leases. Assets given under finance lease are recognized as a receivable at an amount equal to the present value
of lease receivable. After initial recognition, the Group apportions lease rentals between the principal repayment and
interest income so as to achieve a constant periodic rate of return on the net investment outstanding in respect of the
finance leases. The interest income is recognized in the statement of profit and loss. Initial direct costs such as legal cost,
brokerage cost etc. are recognized immediately in the statement of profit and loss.
(n) Inventory
Stock-in-trade, stores and spares are valued at the lower of the cost or net realizable value. Cost includes cost of
purchase and other costs incurred in bringing the inventories to their present location and condition. Net realizable value
is the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated costs
necessary to make the sale.
Cost of stock-in-trade procured for specific projects is assigned by identifying individual costs of each item. Cost of stock-
in-trade, that are interchangeable and not specific to any project and cost of stores and spare parts are determined using
the weighted average cost formula.
(o) Impairment of non-financial assets
Goodwill
Goodwill is tested annually on March 31, for impairment, or sooner whenever there is an indication that goodwill may be
impaired, relying on a number of factors including operating results, business plans and future cash flows. For the purpose
of impairment testing, goodwill acquired in a business combination is allocated to the Group’s cash generating units
(CGU) expected to benefit from the synergies arising from the business combination. A CGU is the smallest identifiable
group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or group of
assets. Impairment occurs when the carrying amount of a CGU including the goodwill, exceeds the estimated recoverable
amount of the CGU. The recoverable amount of a CGU is the higher of its fair value less cost to sell and its value-in-use.
Value-in-use is the present value of future cash flows expected to be derived from the CGU. Total impairment loss of a
CGU is allocated first to reduce the carrying amount of goodwill allocated to the CGU and then to the other assets of the
CGU, pro-rata on the basis of the carrying amount of each asset in the CGU.
An impairment loss on goodwill recognized in the statement of profit and loss is not reversed in the subsequent period.
Intangible assets and property, plant and equipment
Intangible assets and property, plant and equipment are evaluated for recoverability whenever events or changes in
circumstances indicate that their carrying amounts may not be recoverable. For the purpose of impairment testing, the
recoverable amount (i.e. the higher of the fair value less cost to sell and the value-in-use) is determined on an individual
asset basis unless the asset does not generate cash flows that are largely independent of those from other assets. In
such cases, the recoverable amount is determined for the CGU to which the asset belongs. If such assets are considered
to be impaired, the impairment to be recognized in the statement of profit and loss is measured by the amount by which
the carrying value of the asset exceeds the estimated recoverable amount of the asset.
(p) Provisions
A provision is recognized if, as a result of a past event, the Group has a present legal or constructive obligation that can be
estimated reliably, and it is probable that an outflow of resources embodying economic benefits will be required to settle
Book 1.indb 242 04-Jul-19 8:47:48 PM

the obligation. If the effect of the time value of money is material, provisions are determined by discounting the expected
future cash flows.
(q) Retirement and other employee benefits
i. Provident fund: Employees of the Company and its subsidiaries in India receive benefits under the provident fund,
a defined benefit plan. The employee and employer each make monthly contributions to the plan. A portion of the
contribution is made to the provident fund trust managed by the Group or Government administered provident fund;
while the balance contribution is made to the Government administered pension fund. For the contribution made by
the Company and its subsidiaries in India to the provident fund trust managed by the Group, the Company has an
obligation to fund any shortfall on the yield of the Trust’s investments over the administered interest rates. The liability
is actuarially determined (using the projected unit credit method) at the end of the year. The funds contributed to the
Trust are invested in specific securities as mandated by law and generally consist of federal and state government
bonds, debt instruments of government-owned corporations and other eligible market securities.
ii. In respect of superannuation, a defined contribution plan for applicable employees, the Company contributes to
a scheme administered on its behalf by an insurance company and such contributions for each year of service
rendered by the employees are charged to the statement of profit and loss. The Company has no further obligations
to the superannuation plan beyond its contributions.
iii. Gratuity liability: The Company and its subsidiaries in India provide for gratuity, a defined benefit plan (the “Gratuity
Plan”) covering eligible employees. The Gratuity Plan provides a lump sum payment to vested employees at retirement,
death, incapacitation or termination of employment, of an amount based on the respective employee’s base salary
and the tenure of employment (subject to a maximum of ` 20 lacs per employee). The liability is actuarially determined
(using the projected unit credit method) at the end of each year. Actuarial gains/losses are recognized immediately in
the balance sheet with a corresponding debit or credit to retained earnings through other comprehensive income in
the year in which they occur.
In respect to certain employees in India, the Company contributes towards gratuity liabilities to the Gratuity Fund
Trust. Trustees of the Company administer contributions made to the Trust and contributions are invested in a
scheme with Life Insurance Corporation of India as permitted by law.
iv. Compensated absences: The employees of the Group are entitled to compensated absences which are both
accumulating and non-accumulating in nature. The employees can carry forward up to the specified portion of
the unutilized accumulated compensated absences and utilize it in future periods or receive cash at retirement or
termination of employment. The expected cost of accumulating compensated absences is determined by actuarial
valuation (using the projected unit credit method) based on the additional amount expected to be paid as a result
of the unused entitlement that has accumulated at the balance sheet date. The expense on non-accumulating
compensated absences is recognized in the statement of profit and loss in the year in which the absences occur.
Actuarial gains/losses are immediately taken to the statement of profit and loss and are not deferred.
v. State Plan: The contribution to State Plans in India, a defined contribution plan namely Employee State Insurance
Fund is charged to the statement of profit and loss as and when employees render related services.
vi. Contributions to other foreign defined contribution plans are recognized as expense when employees have rendered
services entitling them to such benefits.
(r) Equity settled stock based compensation
Stock-based compensation represents the cost related to stock-based awards granted to employees. The Company
measures stock-based compensation cost at grant date, based on the estimated fair value of the award and recognizes
the cost (net of estimated forfeitures) on a straight line basis over the requisite service period for each separately vesting
portion of the award, as if award was in substance, multiple awards. The Company estimates the fair value of stock
options using the Black-Scholes valuation model. The cost is recorded under the head employee benefit expense in the
statement of profit and loss with corresponding increase in “Share Based Payment Reserve”.
Book 1.indb 243 04-Jul-19 8:47:48 PM

(s) Financial Instruments
A financial instrument is a contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity.
i. Financial assets
All financial assets are recognized initially at fair value. Transaction costs that are directly attributable to the acquisition
of financial assets (other than financial assets at fair value through profit or loss) are added to the fair value measured
on initial recognition of financial asset. Purchase and sale of financial assets are accounted for at trade date.
Cash and short-term deposits

Cash and short-term deposits in the balance sheet comprise cash in banks and short-term deposits and investments
with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.
Financial assets at amortized cost

A financial asset is measured at the amortized cost if both the following conditions are met:
a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows,
and
b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and
interest (SPPI) on the principal amount outstanding.
After initial measurement, such financial assets are subsequently measured at amortized cost using the effective
interest rate (EIR) method. Amortized cost is calculated by taking into account any discount or premium on acquisition
and fees or costs that are an integral part of the EIR. The EIR amortization is included in other income in the statement
of profit and loss. The losses arising from impairment are recognized in the statement of profit and loss. This category
includes cash and bank balances, loans, unbilled receivables, trade and other receivables.
Financial asset at Fair Value through Other Comprehensive Income (OCI)

A financial asset is classified and measured at fair value through OCI if both of the following criteria are met:
a) The objective of the business model is achieved both by collecting contractual cash flows and selling the financial
assets, and
b) The asset’s contractual cash flows represent solely payments of principal and interest.
Financial asset included within the OCI category are measured initially as well as at each reporting date at fair value.
Fair value movements are recognized in OCI. Interest income is recognized in statement of profit and loss for debt
instruments. On derecognition of the asset, cumulative gain or loss previously recognized in OCI is reclassified from
OCI to statement of profit and loss.
Financial assets at Fair Value through Profit and Loss

Any financial asset, which does not meet the criteria for categorization at amortized cost or at fair value through other
comprehensive income, is classified at fair value through profit and loss. Financial assets included at the fair value
through profit and loss category are measured at fair value with all changes recognized in the statement of profit and
loss.
Equity investments
Equity investments,for which sufficient, more recent, information to measure fair value is not available, are measured
at cost. Other equity investments in scope of Ind AS 109 are measured at fair value through profit and loss.
Equity investments included within the fair value through profit and loss category are measured at fair value with all
changes recognized in the statement of profit and loss.
Book 1.indb 244 04-Jul-19 8:47:48 PM

Derecognition of financial assets

A financial asset is primarily derecognized when the rights to receive cash flows from the asset have expired, or the
Group has transferred its rights to receive cash flows from the asset.
Impairment of financial assets

The Group recognizes loss allowances using the expected credit loss (ECL) model for the financial assets which are
not fair valued through profit and loss. Lifetime ECL allowance is recognized for trade receivables with no significant
financing component. For all other financial assets, expected credit losses are measured at an amount equal to the
12-month ECL, unless there has been a significant increase in credit risk from initial recognition in which case they
are measured at lifetime ECL. The amount of expected credit losses (or reversal) that is required to adjust the loss
allowance at the reporting date is recognized in statement of profit and loss.
ii. Financial liabilities
All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net
of directly attributable transaction costs.
The subsequent measurement of financial liabilities depends on their classification, as described below:
Financial liabilities at fair value through profit or loss

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated as such at the
initial date of recognition, and only if the criteria in Ind AS 109 are satisfied. Changes in fair value of such liability are
recognized in the statement of profit or loss.
Financial liabilities at amortized cost

The Group’s financial liabilities at amortized cost includes trade payables, borrowings including bank overdrafts and
other payables.
After initial recognition, financial liabilities are subsequently measured at amortized cost using the effective interest
rate (EIR) method except for deferred consideration recognized in a business combination which is subsequently
measured at fair value through profit and loss. Gains and losses are recognized in the statement of profit and loss
when the liabilities are derecognized as well as through the EIR amortization process.
Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that
are an integral part of the EIR. The EIR amortization is included as finance costs in the statement of profit and loss.
Derecognition
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires.
iii. Derivative financial instruments and hedge accounting
Foreign exchange forward contracts and options are purchased to mitigate the risk of changes in foreign exchange
rates associated with forecast transactions denominated in certain foreign currencies.
The Group recognizes all derivatives as assets or liabilities measured at their fair value. Changes in fair value for
derivatives not designated in a hedge accounting relationship are marked to market at each reporting date and the
related gains (losses) are recognized in the statement of profit and loss as ‘foreign exchange gains(losses)’.
The foreign exchange forward contracts and options in respect of forecast transactions which meet the hedging
criteria are designated as cash flow hedges. Changes in the derivative fair values (net of tax) that are designated as
effective cash flow hedges are deferred and recorded in the hedging reserve account as a component of accumulated
‘other comprehensive income (loss)’ until the hedged transaction occurs and are then recognized in the statement
of profit and loss. The ineffective portion of hedging derivatives is immediately recognized in the statement of profit
and loss.
Book 1.indb 245 04-Jul-19 8:47:48 PM

In respect of derivatives designated as hedges, the Group formally documents all relationships between hedging
instruments and hedged items, as well as its risk management objective and strategy for undertaking various hedge
transactions. The Group also formally assesses both at the inception of the hedge and on an ongoing basis, whether
each derivative is highly effective in offsetting changes in fair values or cash flows of the hedged item.
Hedge accounting is discontinued prospectively from the last testing date when (1) it is determined that the derivative
financial instrument is no longer effective in offsetting changes in the fair value or cash flows of the underlying
exposure being hedged; (2) the derivative financial instrument matures or is sold, terminated or exercised; or (3) it
is determined that designating the derivative financial instrument as a hedge is no longer appropriate. When hedge
accounting is discontinued the deferred gains or losses on the cash flow hedge remain in ‘other comprehensive
income (loss)’ until the forecast transaction occurs. Any further change in the fair value of the derivative financial
instrument is recognized in current year earnings.
Financial assets and financial liabilities are offset and the net amount is reported in the consolidated balance sheet
if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a
net basis to realize the assets and settle the liabilities simultaneously.
(t) Dividend
Final dividend proposed by the Board of Directors are recognized upon approval by the shareholders who have the
right to decrease but not increase the amount of dividend recommended by the Board of Directors. Interim dividends
are recognized on declaration by the Board of Directors.
(u) Earnings per share (EPS)
Basic EPS amounts are computed by dividing the net profit attributable to the equity holders of the parent company
by the weighted average number of equity shares outstanding during the year.
Diluted EPS amounts are computed by dividing the net profit attributable to the equity holders of the parent company
by the weighted average number of equity shares considered for deriving basic earnings per share and also the
weighted average number of equity shares that could have been issued upon conversion of all dilutive potential
equity shares. The diluted potential equity shares are adjusted for the proceeds receivable had the shares been
actually issued at fair value (i.e. the average market value of the outstanding shares). Dilutive potential equity shares
are deemed converted as at the beginning of the year, unless issued at a later date. Dilutive potential equity shares
are determined independently for each year presented.
(v) Nature and purpose of reserves
General reserve
Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net income
at as pecified percentage in accordance with applicable regulations. Consequent to introduction of Companies Act
2013,the requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been
with drawn.
Securities premium reserve

Securities premium reserve is used to record the premium on issue of shares. The reserve can be utilized only for
limited purposes such as issuance of bonus shares and buyback of shares in accordance with the provisions of the
Companies Act, 2013.
Capital redemption reserve

The Group recognizes cancellation of the Group’s own equity instruments to capital redemption reserve
Book 1.indb 246 04-Jul-19 8:47:48 PM

Share based payment reserve

The share options based payment reserve is used to recognize the grant date fair value of options issued to employees
under Employee stock option plan.
Special economic zone re-investment reserve

The Company has created Special economic zone reinvestment reserve out of profits of the eligible SEZ Units in
terms of the specific provisions of Section 10AA(1) of the Income Tax Act, 1961 (“the Act”). The said reserve should
be utilized by the Company for acquiring plant and machinery in terms of Section 10AA(2) of the Act.

Exchange differences arising on translation of the foreign operations are recognized in other comprehensive income
as described in accounting policy and accumulated in a separate reserve within equity. The cumulative amount is
reclassified to profit or loss when the net investment is disposed-off.

For hedging foreign currency risk, the Group uses foreign currency forward and option contracts. To the extent these
hedges are effective, the change in fair value of the hedging instrument is recognized in the cash flow hedging
reserve. Amounts recognized in the cash flow hedging reserve is reclassified to the statement of profit or loss when
the hedged item affects profit or loss.
Debt instruments through other comprehensive income

The Group recognizes changes in the fair value of debt instruments held with business objective of collect and sell
in other comprehensive income. The Group transfers amounts from this reserve to the statement of profit and loss
when the debt instrument is sold.
(w) Recently issued accounting pronouncements
Ind AS 116 - Leases
Ind AS 116 Leases was notified in October 2018 and it replaces Ind AS 17 Leases, including appendices thereto. Ind
AS 116 is effective for annual periods beginning on or after 1 April 2019. Ind AS 116 sets out the principles for the
recognition, measurement, presentation and disclosure of leases and requires lessees to account for all leases under
a single on-balance sheet model similar to the accounting for finance leases under Ind AS 17.
The Group is currently evaluating the impact that the adoption of this new standard will have on its consolidated
financial statements.
Appendix C to Ind AS 12 Uncertainty over Income Tax Treatment
The amendment to Appendix C of Ind AS 12 specifies that the amendment is to be applied to the determination of
taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates, when there is uncertainty
over income tax treatments under Ind AS 12. The Group is currently evaluating the impact that the adoption of this
new standard will have on its consolidated financial statements.
2. ACQUISITIONS / DISINVESTMENTS
a) Acquisitions / disinvestment in the current year
Acquisition of Actian Corporation
In terms of definitive agreement entered on 12 April 2018 by the Group and Sumeru Equity Partners (SEP) to acquire
Actian Corporation, through a joint venture company, the acquisition has been consummated on 17 July 2018.
The Group has paid ` 1,133 crores to acquire 80.39% stake and SEP has paid ` 276 crores to acquire 19.61% stake
and CEO of Actian has paid ` 7 crores to acquire 0.49% stake in the joint venture company and the balance purchase
consideration has been funded through inter-company loan by the Group. The acquisition is part of the Group’s strategy
to augment its capabilities in the products and platforms business.
Book 1.indb 247 04-Jul-19 8:47:48 PM

Total purchase consideration of ` 2,412 crores (including fair value of options ` 177 crores) has been preliminarily
allocated based on management estimates to the acquired assets and liabilities as follows:
Amount
Net working capital (including cash of ` 36 crores) (104)
Deferred tax liability (165)
Property plant and equipment (including software) 10
Intangible assets
Technology 406
Goodwill(including fair value of options ` 177 crores) 1,911
Total purchase consideration 2,412
The resultant goodwill is not considered tax deductible and has been allocated to software segment.
The table below shows the values and lives of intangibles recognized on acquisition:
Amount Life (Years)

Customer relationship 354 10.0
Technology 406 7.0
Total Intangibles 760
The Group is in the process of making a final determination of the fair value of assets and liabilities. Finalization of the
purchase price allocation may result in certain adjustments to the above allocation.
In addition to the purchase consideration, ` 20 crore is payable to employee of the acquired entity in respect of unvested
options, the amount payable in respect of such options is retained by acquirer and will be released upon the individual
employee continued service upto 1 October 2019.
As part of the joint venture agreement, SEP have contributed ` 276 crores in form of preferred stock qualified as “compound
financial instrument” (equity and financial liability) in the books of joint venture company carrying 11% cumulative dividend
rights with participating dividend rights, conversion rights into equity, voting rights and has a put option, after the expiry
of 3 years to require the Group to repurchase all the stake owned by SEP at a price dependent upon performance of
the acquiree. The Group also have a call option to purchase all stake held by SEP after the expiry of 4.5 years at a price
dependent upon the performance of the acquiree.
The contribution by SEP of ` 276 crores, including the value of options have been fair valued at ` 453 crores as compound
financial instrument and equity portion has been segregated and recorded as non-controlling interest of`96 crores and
financial liability of ` 357 crores in the consolidated balance sheet.
Subsequent to deal consummation, CEO of Actian have paid ` 7 crores to acquire 0.49% stake in the Joint Venture
Company. Post this investment, the Group and SEP stake in the joint venture company is 80.00% and 19.51%, respectively.
Other acquisitions
During the year ended 31 March 2019, the Group has made other acquisitions at a total purchase price of ` 674 crores
including fair value of earn out. The Group has paid ` 666 crores and holdback of ` 8 crores is payable at the end of two
years from the acquisition date.
Total purchase consideration of ` 674 crores has been preliminarily allocated based on management estimates to the
acquired assets and liabilities as follows:
Book 1.indb 248 04-Jul-19 8:47:48 PM

Amount
Net working capital (including cash of ` 85 crores) 401
Property plant and equipment 89
Goodwill 184
Total purchase consideration 674
The resultant goodwill is not considered tax deductible and has been allocated to all three segments.
In addition to the purchase consideration, ` 24 crore is payable to key employees over a two-year period. Payment of this
amount is contingent upon achieving certain specified targets and these employees continuing to be the employees of
the Company on the payment date. This consideration is being accounted for as post acquisition employee compensation
expense.
The Group is in the process of making a final determination of the fair value of assets and liabilities. Finalization of the
purchase price allocation may result in certain adjustments to the above allocation.
Acquisition of Select IBM Software products
On 7 December 2018, the Company has signed a definitive agreement to acquire select IBM software products for `
12,267 crores ($1,775 million) including earn out, ` 6,134 crores ($888 million) of the same will be paid at close and
balance within one year from closing date. It is an asset carve-out deal with 100% control on the assets being acquired.
The transaction is expected to close by mid-2019, subject to completion of applicable regulatory approvals.
b) Acquisitions / disinvestment in the previous year
i. Acquisitions
During the previous year, the Group made three acquisitions at a total purchase price of ` 285 crores, including
deferred earn-out component of ` 157 crores which is dependent on achievement of certain specified performance
obligations as set out in the agreements. The Group has paid ` 126 crores and ` 2 crores is payable at 31March
2019.
Earn-out liability of ` 157 crores has been initially fair valued at ` 82 crores and recorded as part of the preliminary
purchase price allocation. The purchase price of ` 210 crores has been preliminarily allocated to the acquired assets
and liabilities as follows:
Amount
Net working capital (including cash of ` 15 crores) 5
Property plant and equipment 8
Intangible assets
Technology 30
Customer contracts 9
Goodwill 45
Total purchase consideration 210
Out of total goodwill of ` 45 crores, goodwill of ` 23 crores is tax deductible over the period of 15 years.
Book 1.indb 249 04-Jul-19 8:47:48 PM

The table below shows the values and lives of intangibles recognized on acquisition:
Amount Life (Years)

Customer relationship 113 4.3 - 9.7
Technology 30 4.7 – 5.7
Customer contract 9 0.3 - 0.4
Total Intangibles 152
During the year ended 31 March 2019, the Group has finalised purchase price allocations including earn-out liability
for these acquisitions to adjust for certain factors related to pre-acquisition period, which has resulted in reduction in
fair value of earn out liability to ` 17 crores against ` 91 crores and reduction in value of Intangibles from ` 152 crores
to ` 81 crores as at acquisition date.
During the year ended 31 March 2019, the group has made earn-out payment of `11 crores.
As at 31 March 2019, earn out liability has been fair valued at ` 14 crores with finance expense of `5 crores and other
income of ` 19 crores on fair valuation recognized in the statement of profit and loss.
ii. Arrangement with DXC
In November 2015, the Group entered into a joint venture arrangement with DXC Technology Company(DXC) to
operate and expand the existing Core Banking business of DXC. Under the joint venture arrangement, two entities,
Celeritifintech Limited and Celeritifintech Services Limited were formed, where Celeritifintech Limited was focusing
on account management and delivery governance and Celeritifintech Services Limited was focusing on service
delivery and product development.
With a view to better leverage the capabilities of the Group and DXC Technology Company (DXC), on September
30, 2017, the Group terminated its existing arrangements with DXC. Accordingly, the balance sheet and statement
of income of CeleritiFinTech Limited (and its step down subsidiaries) has not been consolidated with the Group from
that date.
As at 31 March 2019, the net amount estimated to be received by the Group, on winding up of these joint venture
entities, as per terms of the termination agreement has been shown as receivable under other financial assets
amounting to ` 48 crores (31 March 2018,` 89 crores).
Book 1.indb 250 04-Jul-19 8:47:48 PM

3. Notes to consolidated financial statements
3.1 Property, plant and equipment
Computers and
Furniture
Freehold Plant and Office networking
land equipment Equipment equipment
fixtures
Owned Leased
Gross block as at 1 April 2018 55 2,827 1,565 296 3,194 - 718 119 8,774
Additions 19 165 120 55 1,151 47 100 34 1,691
Acquisitions through
- - 22 - 74 - 110 1 207
business combinations
Disposals - - 17 12 201 - 104 27 361
Translation exchange differences - 4 2 1 4 - 4 - 15
Gross block as at 31 March 2019 74 2,996 1,692 340 4,222 47 828 127 10,326
Accumulated depreciation as at
- 674 925 227 1,808 - 526 54 4,214
1 April 2018
Charge for the year - 144 119 34 590 9 62 23 981
Acquisitions through business
- - 15 - 45 - 90 - 150
combinations
Deduction/other adjustments - - 16 12 165 - 100 20 313
Translation exchange differences - 1 (3) 2 (1) - 2 - 1
- 819 1,040 251 2,277 9 580 57 5,033
31 March 2019
Net block as at 31 March 2019 74 2,177 652 89 1,945 38 248 70 5,293
Note: Capital work in progress includes ` 8 crores interest on extended interest bearing suppliers credit and during the year ` 9
crores have been capitalized by the Group.
Computers and
Furniture
Freehold Plant and Office networking
land equipment Equipment equipment
fixtures
Owned Leased
Gross block as at 1 April 2017 55 2,581 1,464 270 2,584 - 701 110 7,765
Additions - 246 108 33 816 - 51 34 1,288
- - 6 - 3 - 1 - 10
combinations
Disposals - 3 26 12 296 - 49 25 411
Gross block as at 31 March 2018 55 2,827 1,565 296 3,194 - 718 119 8,774
- 537 832 209 1,627 - 511 51 3,767
1 April 2017
Charge for the year - 137 114 24 405 - 49 23 752
Acquisitions through
- - 1 - 1 - - - 2
business combinations
Deduction/other adjustments - 3 25 11 281 - 46 20 386
- 674 925 227 1,808 - 526 54 4,214
31 March 2018
Net block as at 31 March 2018 55 2,153 640 69 1,386 - 192 65 4,560
Net block as at 1 April 2017 55 2,044 632 61 957 - 190 59 3,998
Note: Capital work in progress includes ` 9 crores interest on extended interest bearing suppliers credit and during the year ` 25
crores have been capitalized by the Group.
Book 1.indb 251 04-Jul-19 8:47:48 PM

3.2 Goodwill
Business process
Software Infrastructure
outsourcing Total
services services
services
Opening balance as at 1 April 2018 5,967 647 185 6,799
Acquisitions through business combinations 1,976 98 21 2,095
Effect of exchange rate changes 183 (25) 9 167
Closing balance as at 31 March 2019 8,126 720 215 9,061
Business process
Software Infrastructure
outsourcing Total
services services
services
Opening balance as at 1 April 2017 5,747 597 160 6,504
21 1 23 45
combinations
Deconsolidation of subsidiary
(59) - - (59)
[refer note 2(b)(ii)]
Purchase price adjustment 15 - - 15
Effect of exchange rate changes 243 49 2 294
Closing balance as at 31 March 2018 5,967 647 185 6,799
For the purpose of impairment testing, goodwill acquired in a business combination is allocated to the cash generating units
(CGU), which benefit from the synergies of the acquisition.
Goodwill is tested for impairment at least annually. Impairment is recognized, when the carrying amount of a cash generating
units (CGU) including the goodwill, exceeds the estimated recoverable amount of the CGU. Future cash flows are forecast for
5 years & then on perpetuity on the basis of certain assumptions which includes revenue growth, earnings before interest and taxes,
taxes, capital outflow and working capital requirement. The assumptions are taken on the basis of past trends and management
estimates and judgement. Future cash flows are discounted with “Weighted Average Cost of Capital”. The key assumptions are
as follows:
As at
31 March 2019 31 March 2018
Terminal growth rate (%) 2.50 2.50
Discount rate (%) 9.50 10.80
As at 31 March 2019 and 31 March 2018 the estimated recoverable amount of the CGU exceeded its carrying amount and
accordingly, no impairment was recognized.
An analysis of the sensitivity of the computation to a change in key assumptions based on reasonable probability did not identify
any probable scenario in which the recoverable amount of the CGU would decrease below its carrying amount.
Book 1.indb 252 04-Jul-19 8:47:48 PM

3.3 Other intangible assets
Customer Intellectual Non-

Licensed Customer
Software relation- Technology property compete Total
IPRs contracts
ships rights agreements
Gross block as at 1 April 2018 1,083 7,410 458 53 46 13 3 9,066
Additions 145 1,337 - - - - - 1,482
115 - 354 - 406 - - 875
combinations
Disposals/other adjustments 37 - 68 - - - - 105
Translation exchange differences 10 1 11 2 - - 1 25
Gross block as at 31 March 2019 1,316 8,748 755 55 452 13 4 11,343
847 642 105 53 17 7 1 1,672
as at 1 April 2018
Charge for the year 175 759 101 - 54 2 1 1,092
73 - - - - - - 73
combinations
Deduction/other adjustments 35 - - - - - - 35
Translation exchange differences 6 (1) 1 2 (1) - - 7
1,066 1,400 207 55 70 9 2 2,809
as at 31 March 2019
Net block as at 31 March 2019 250 7,348 548 - 382 4 2 8,534
3 14 9 - 6 3 3
(in years)
Customer Intellectual Non-

Licensed Customer
Software relation- Technology property compete Total
IPRs contracts
ships rights agreements
Gross block as at 1 April 2017 928 4,255 389 44 99 13 3 5,731
Additions 172 3,153 - - - - - 3,325
- - 113 9 30 - - 152
combinations
Disposals 37 - 57 - 91 - - 185
Translation exchange differences 20 2 13 - 8 - - 43
Gross block as at 31 March 2018 1,083 7,410 458 53 46 13 3 9,066
749 144 43 39 18 5 - 998
as at 1 April 2017
Charge for the year 117 411 71 14 15 2 1 631
- - - - - - - -
combinations
Deduction/other adjustments 36 (85) 12 - 13 - - (24)
Translation exchange differences 17 2 3 - (3) - - 19
847 642 105 53 17 7 1 1,672
as at 31 March 2018
Net block as at 31 March 2018 236 6,768 353 - 29 6 2 7,394
Net block as at 1 April 2017 179 4,111 346 5 81 8 3 4,733
3 15 9 1 5 4 4
(in years)
Book 1.indb 253 04-Jul-19 8:47:49 PM

3.4 Investments
As at
31 March 2019 31 March 2018
Financial assets
Non - current
Quoted investments
Investment in debentures or bonds - 260
Unquoted investments
Equity instruments carried at cost 48 16
Investment in limited liability partnership 37 27
85 303
Current
Quoted investments
Investment in debentures or bonds 1,226 -
Unquoted investments
Investment in mutual funds 994 2,357
2,220 2,357
Total investments - financial assets 2,305 2,660
Aggregate amount of quoted investments 1,226 260

Aggregate amount of unquoted investments 1,079 2,400
Market value of quoted investments 1,226 260
Equity instruments carried at cost 48 16

Investment carried at fair value through other comprehensive income 1,226 260
Investment carried at fair value through profit and loss 1,031 2,384
3.5 Loans
As at
31 March 2019 31 March 2018
Non - current
Inter corporate deposits 355 235
355 235
Current
Inter corporate deposits 1,309 3,408
Loans to employees 3 2
1,312 3,410
Book 1.indb 254 04-Jul-19 8:47:49 PM

3.6 Other financial assets
As at
31 March 2019 31 March 2018
Non - current
Finance lease receivables [refer note 3.28(iii)] 850 515
1,098 834
1,201 857
Current
Unbilled receivable (previous year : unbilled revenue) 2,903 2,618
Unbilled receivable - related parties (refer note 3.32) 1 -
Interest receivable 94 33
Finance lease receivables [refer note 3.28(iii)] 554 341
Other receivable 316 229
4,357 3,278

Unrealized gain on derivative financial instruments [refer note 3.29(a)] 80 -
4,569 3,456
3.7 Other non- current assets
As at
31 March 2019 31 March 2018
Unsecured considered good
Capital advances 25 71
Others
Others 4 -
1,634 1,160
3.8 Inventories
As at
31 March 2019 31 March 2018
Stock-in-trade 91 172
91 172
Book 1.indb 255 04-Jul-19 8:47:49 PM

3.9 Trade receivables
As at
31 March 2019 31 March 2018
Unsecured, considered good (refer note below) 11,822 9,730
Trade receivables which have significant increase in credit risk 162 148
Trade receivables - credit impaired 31 52
12,015 9,930
Impairment allowance for bad and doubtful debts
- Unsecured, considered good (116) (96)
- Trade receivables which have significant increase in credit risk (162) (148)
- Trade receivables - credit impaired (31) (47)
(309) (291)
11,706 9,639
Note: Includes receivables from related parties amounting to ` 10 crores (31 March 2018, ` 6 crores)
3.10 Cash and bank balances
As at
31 March 2019 31 March 2018
(a) Cash and cash equivalent
Balance with banks
- in current accounts 3,972 1,396
- deposits with original maturity of less than 3 months 1,947 203
Remittances in transit 10 95
Unclaimed dividend account 5 5
5,934 1,699
(b) Other bank balances
Deposits with remaining maturity up to 12 months (refer note below) 1,938 2,319
7,872 4,018
Note: Pledged with banks as security for guarantees ` 5 crores (31 March 2018, Nil)
3.11 Other current assets
As at
31 March 2019 31 March 2018
Advances to suppliers 86 84
Others
Deferred contract cost - related parties (refer note 3.19 and 3.32) 19 -
Advance tax (refundable) 128 140
Goods and service tax receivable 97 60
Other advances 143 187
1,952 1,506
Book 1.indb 256 04-Jul-19 8:47:49 PM

As at
31 March 2019 31 March 2018
Unsecured , considered doubtful
Other advances 10 9
Less: provision for doubtful advances (74) (68)
- -
1,952 1,506
3.12 Share capital
As at
31 March 2019 31 March 2018
Authorized
300 300
1,500,000,000 (31 March 2018, 1,500,000,000) equity shares of ` 2 each
Issued, subscribed and fully paid up
271 278
1,356,278,868 (31 March 2018, 1,392,246,384) equity shares of ` 2 each
Terms / rights attached to equity shares
The Company has only one class of shares referred to as equity shares having a par value of ` 2/-. Each holder of equity shares
is entitled to one vote per share.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive the remaining assets of the
Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held
by the shareholders.
Reconciliation of the number of shares outstanding at the beginning and at the end of the financial year
As at
31 March 2019 31 March 2018
No. of shares ` in Crores No. of shares ` in Crores
Number of shares at the beginning 1,392,246,384 278 1,426,783,424 285
Add: Shares issued on exercise of
396,120 - 462,960 -
employee stock options
Less: Shares extinguished on buyback (36,363,636) (7) (35,000,000) (7)
Number of shares at the end 1,356,278,868 271 1,392,246,384 278
The Company does not have any holding / ultimate holding company.
Details of shareholders holding more than 5 % shares in the company
As at
31 March 2019 31 March 2018
Name of the shareholder
% holding % holding
in the class in the class
Equity shares of ` 2 each fully paid
Vama Sundari Investments (Delhi)
581,855,849 42.90% 587,647,744 42.21%
Private Limited
HCL Holdings Private Limited 223,331,016 16.47% 233,887,811 16.80%
As per the records of the Company, including its register of shareholders/members and other declarations received from
shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares.
Book 1.indb 257 04-Jul-19 8:47:49 PM

Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the
period of five years immediately preceding the reporting date:
As at
31 March 2019 31 March 2018
Aggregate number and class of shares allotted as fully paid up pursuant to contract(s) 15,563,430 15,573,555
without payment being received in cash Equity shares Equity shares
702,847,961 702,847,961
Aggregate number and class of shares allotted as fully paid up by way of bonus shares
Equity shares Equity shares
71,363,636 35,000,000
Aggregate number and class of shares bought back
Equity shares Equity shares
During the year ended 31 March 2019, the Company carried out share buyback of 36,363,636 fully paid-up equity shares of face
value of ` 2 each at a price of ` 1,100 per share paid in cash for an aggregate consideration of ` 4,000 crores. Same has been
recorded as reduction in equity share capital by ` 7 crores, securities premium by ` 10 crores, general reserve by ` 2,387 crores
and retained earnings by ` 1,596 crores.
As required by the Companies Act, 2013, capital redemption reserve of ` 7 crores has been created out of retained earnings to
the extent of share capital extinguished. The expenses of ` 12 crores relating to buyback has been adjusted against retained
earnings.
During the previous year ended 31 March 2018, the Company carried out share buyback of 35,000,000 fully paid-up equity shares
of face value of ` 2/- each at a price of ` 1,000/- per share paid in cash for an aggregate consideration of ` 3,500 crores. Same
was recorded as reduction in equity share capital by ` 7 crores, securities premium by ` 3,248 crores and general reserve by
` 245 crores.
As required by the Companies Act, 2013, capital redemption reserve of ` 7 crores was created out of general reserve to the extent
of share capital extinguished. The expenses of ` 14 crores relating to buyback was adjusted against retained earnings.
Capital management
The primary objective of the Group’s capital management is to support business continuity and growth of the company while
maximizing the shareholder value. The Group has been declaring quarterly dividend for last 16 years. The Group determines the
capital requirement based on annual operating plans and long-term and other strategic investment plans. The funding requirements
have been generally met through operating cash flows generated. The Company have also resorted to borrowing to meet local
funding requirements in certain foreign subsidiaries.
Employee Stock Option Plan (ESOP)
The Company has provided share-based payment schemes to its employees. During the year ended 31 March 2019 and 2018,
the following scheme was in operation:
ESOP 2004
Maximum number of options under the plan 20,000,000
Method of settlement (cash/equity) Equity
Vesting period (maximum) 96 months
Exercise period from the date of vesting (maximum) 5 years
Service period /
Vesting conditions
Group performance
Each option granted under the above plan entitles the holder to eight equity shares of the Company at an exercise price, which is
approved by the Nomination and Remuneration Committee.
Book 1.indb 258 04-Jul-19 8:47:49 PM

The details of activity under the plan have been summarized below:-
Year ended
31 March 2019 31 March 2018
ESOP 2004
Weighted average Weighted average
No of options No of options
exercise price (`) exercise price (`)
Outstanding at the beginning of the year 123,645 16 183,915 16
Add: Granted during the year - - - -
Less: Forfeited during the year (4,800) 16 (2,400) 16
Exercised during the year (49,515) 16 (57,870) 16
Expired during the year (120) - - -
Options outstanding at the end of the year 69,210 16 123,645 16
Options exercisable at the end of the year 69,210 118,845
The weighted average option price at the date of exercise for stock options exercised during the year was ` 7,897 (31 March
2018, ` 6,962)
The details of exercise price for outstanding stock options is as below:
Weighted average
Number
Range of remaining Weighted average
Name of the plan of options
exercise prices contractual life of exercise price (`)
outstanding
options (in years)
Employee stock option plan - 2004
31 March 2019 ` 16 69,210 0.50 16
31 March 2018 ` 16 123,645 1.38 16
There are no options granted during the current year and previous year.
3.13 Borrowings
Non-current Current
As at As at
Secured
Term loans from banks
32 33 18 15
(refer note 1 below)
Finance lease obligations
103 75 105 45
Unsecured
Term loans from banks
2,839 221 365 111
Other loans (refer note 4 below) 3 9 6 6
2,977 338 494 177
Current maturities of long term
borrowings disclosed under Note 3.14 - - (494) (177)
"Other financial liabilities"
2,977 338 - -
Short term borrowings
Unsecured
Bank overdraft (refer note 5 below) - - 33 42
Term loans from banks (refer note 6 below) - - 691 -
- - 724 42
Book 1.indb 259 04-Jul-19 8:47:49 PM

Note:-
1. The Group has availed of term loans of ` 50 crores (31 March 2018, ` 48 crores) secured by hypothecation of gross block of
vehicles of ` 114 crores (31 March 2018, ` 110 crores) at interest rates ranging from 8.5% p.a. to 10.4% p.a. The loans are
repayable over a period of 3 to 5 years on a monthly basis.
2. The Finance lease obligations are secured against network equipment acquired by the Group on finance lease at
interest rates ranging from 0% p.a. to 5.25% p.a. The same is repayable over a period of 5 years on a monthly/quarterly
rest.
3. An unsecured long term loan of ` 3,204 crores (31 March 2018, ` 332 crores) borrowed from banks at interest rate ranging
from 0.85% p.a. to 3.76% p.a. The scheduled principal repayments of loans are as follows:
As at
31 March 2019 31 March 2018
Within one year 365 111
One to two years 364 111
Two to three years 259 110
Three to five years 2,216 -
3,204 332
4. The other loan of ` 9 crores represents long term loan taken for purchase of plant and equipment (31 March 2018, ` 15 crores)
at interest rates of 0% p.a.. The loans are repayable till October 2020 on quarterly/yearly rest.
5. Current borrowings were primarily on account of bank overdrafts required for management of working capital. The Group has
availed bank line of credit at interest rate ranging from 0.64% p.a. to 9.60% p.a. which is repayable on demand.
6. Unsecured short term loan of ` 691 crores (31 March 2018, ` Nil) borrowed from banks at interest rate of 3.27% p.a. is
repayable in June 2019.
3.14 Other financial liabilities
As at
31 March 2019 31 March 2018
Non - current
Capital accounts payables 170 166
Deferred consideration 8 -
185 172


Deferred consideration 4 73
Liability towards non-controlling interest 347 -
351 73
536 246
Book 1.indb 260 04-Jul-19 8:47:49 PM

As at
31 March 2019 31 March 2018
Current
Current maturities of long term borrowings 494 177
Interest accrued but not due on borrowings 18 -
Unclaimed dividends 5 5
Accrued salaries and benefits
Employee bonuses accrued 1,335 846
Other employee costs 846 730
Others
Liabilities for expenses 3,040 3,089
Liabilities for expenses-related parties (refer note 3.32) 30 20
Capital accounts payables [includes supplier credit ` 187 crores
646 1,081
(31 March 2018, ` 297 crores)]
Capital accounts payables-related parties [includes supplier credit ` 3 crores
3 2
(31 March 2018, ` 2 crores)] (refer note 3.32)
Supplier credit 318 478
Supplier credit-related parties (refer note 3.32) 164 125
Book overdraft 7 2
6,906 6,555
Unrealized loss on derivative financial instruments [refer note 3.29(a)] 4 8
Deferred consideration 9 43
Liability towards non-controlling interest 31 -
44 51
6,950 6,606
3.15 Provisions
As at
31 March 2019 31 March 2018
Non - current
821 700
Current
586 530
3.16 Other non-current liabilities
As at
31 March 2019 31 March 2018
Others 34 33
247 212
Book 1.indb 261 04-Jul-19 8:47:49 PM

3.17 Trade payables
As at
31 March 2019 31 March 2018
Trade payables 1,303 913
Trade payables-related parties (refer note 3.32) 2 5
1,305 918
3.18 Other current liabilities
As at
31 March 2019 31 March 2018
Contract liabilities (previous year : revenue received in advance) (refer note 3.19) 1,051 656
Contract liabilities-related parties (previous year : revenue received in advance-
2 15
Other advances
Advances received from customers 3 65
Others
Withholding and other taxes payable 754 589
1,810 1,325
3.19 Revenue from operations
Year ended
31 March 2019 31 March 2018
Sale of services 58,434 49,031
Sale of hardware and software 1,993 1,538
60,427 50,569
Disaggregate Revenue Information
The disaggregated revenue from contracts with the customers for the year ended 31 March 2019 by contract type
Year ended
31 March 2019
Fixed price 37,905
Time and material 22,522
60,427
Of the above fixed price revenue, IT Infrastructure services and Software services businesses account for 52% and 45%
respectively. For time and material revenue Software services business accounts for 79% revenue and balance about equally
between other two businesses.
Revenue disaggregation as per geography has been included in segment information (Refer note 30).
Book 1.indb 262 04-Jul-19 8:47:49 PM

Remaining performance obligations
As at 31 March 2019, the aggregate amount of transaction price allocated to remaining performance obligations as per the
requirements of Ind AS 115 was ` 49,310 crores out of which, approximately 40% is expected to be recognized as revenues within
one year and the balance beyond one year. This is after exclusions of below:
a) Contracts for which we recognize revenues based on the right to invoice for services performed,
b) Variable consideration allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to
transfer a distinct good or service that forms part of a single performance obligation, or
c) Variable consideration in the form of a sales-based or usage-based royalty promised in exchange for a license of intellectual
property.
Contract balances
Contract assets : A contract asset is a right to consideration that is conditional upon factors other than the passage of time.
Contract assets are recognized where there is excess of revenue over the billings. Revenue recognized but not billed to customers
is classified either as contract assets or unbilled receivable in our consolidated balance sheet. Contract assets primarily relate to
unbilled amounts on fixed price contracts using the cost to cost method of revenue recognition. Unbilled receivable represents
contracts where right to consideration is unconditional (i.e. only the passage of time is required before the payment is due).
During the year, out of ` 488 crores contract assets as on 1 April 2018, invoicing for 87% has been done and balance is pending
for invoicing.
Contract liablities : A contract liability arises when there is excess billing over the revenue recognized (also referred to as deferred
revenue).
The below table discloses the significant movement in contract liabilities :
Contract
liabilities
Additional amounts billed but not recognized as revenue 976
Deduction on account of revenues recognized during the year (668)
Addition on account of acquisitions 100
Effect of exchange fluctuations 8
Balance as at 31 March 2019 1,266
Deferred contract cost : Deferred contract cost represents the contract fulfilment cost and cost for obtaining the contract.
The below table discloses the significant movement in deferred contract cost:
Deferred
contract cost
Additional cost capitalised during the year 801
Deduction on account of cost amortised during the year (274)
Effect of exchange fluctuations 2
Balance as at 31 March 2019 1,230
Book 1.indb 263 04-Jul-19 8:47:49 PM

3.20 Other income
Year ended
31 March 2019 31 March 2018
Interest income
- On investments carried at fair value through other comprehensive income 93 3
- On others financial instruments carried at amortized cost 479 464
Profit on sale of investments carried at fair value through other
17 -
Income on investments carried at fair value through profit and loss
- Unrealized gains (loss) on fair value changes on mutual funds (8) 6
- Profit on sale of mutual funds 147 154
- Share of profit in limited liability partnership 4 2
Profit on sale of property, plant and equipments (refer note below) 3 1
Exchange differences (net) 182 581
Miscellaneous income 26 6
943 1,217
Note : Net of loss on sale of property, plant and equipment ` 2 crores (previous year, ` 7 crores).
3.21 Changes in inventories of stock-in-trade
Year ended
31 March 2019 31 March 2018
Opening stock 172 276
Less : Closing stock 91 172
81 104
3.22 Employee benefits expense
Year ended
31 March 2019 31 March 2018
Salaries, wages and bonus 25,649 21,506
Contribution to provident fund and other employee funds 3,511 3,115
Staff welfare expenses 123 108
29,283 24,729
3.23 Finance cost
Year ended
31 March 2019 31 March 2018
Interest
- on loans from banks 90 14
- on financial liability carried at fair value through profit and loss 34 -
- others 31 39
Bank charges 19 16
174 69
Book 1.indb 264 04-Jul-19 8:47:50 PM

3.24 Other expenses
Year ended
31 March 2019 31 March 2018
Rent 761 566
Power and fuel 336 313
Insurance 68 50
Repairs and maintenance
- Plant and equipment 108 89
- Buildings 130 94
- Others 354 262
Communication costs 306 285
Travel and conveyance 1,815 1,461
Legal and professional charges 478 397
Software license fee 509 323
Rates and taxes 91 51
Donations 17 -
CSR expenditure 128 93
Provision for doubtful debts / bad debts written off 22 80
Miscellaneous expenses 638 555
5,761 4,619
3.25 Income taxes
Year ended
31 March 2019 31 March 2018
Income tax charged to statement of profit and loss
Current income tax charge 3,094 2,386
Deferred tax charge (credit) (592) (84)
2,502 2,302
Income tax charged to other comprehensive income
Expense (benefit) on re-measurements of defined benefit plans 2 7
Expense (benefit) on revaluation of cash flow hedges 3 (78)
Expense (benefit) on unrealized gain on debt instruments 1 -
6 (71)
The reconciliation between the Group’s provision for income tax and amount computed by applying the statutory income tax rate
in India is as follows:
Year ended
31 March 2019 31 March 2018
Profit before income tax 12,622 11,024
Statutory tax rate in India 34.94% 34.61%
Expected tax expense 4,411 3,815
Non-taxable export income (1,560) (1,418)
Non-taxable other income (42) (6)
Reduction in deferred tax assets due to change in US federal tax rate - 61
Additional provision created in books 115 24
Reversal of prior year provision (net) (323) (75)
Differences between Indian and foreign tax rates (177) (41)
MAT credit entitlement - (70)
Provision for deemed branch taxes - 4
Others (net) 78 8
Total taxes 2,502 2,302
Effective income tax rate 19.83% 20.88%
Book 1.indb 265 04-Jul-19 8:47:50 PM

In India, the company has benefited from certain tax incentives that the Government of India has provided for the units situated in
Special Economic Zones (SEZs) under the Special Economic Zone Act, 2005, which began providing services on or after 1 April
2005. The eligible units are eligible for a deduction of 100% of profits or gains derived from the export of services for the first five
years from commencement of provision of services and 50% of such profits and gains for a further five years. Certain tax benefits
are also available for a further five years subject to the unit meeting defined conditions. The aforesaid tax benefits will not be
available to Units commencing operations on or after 1 April 2020.
The Company and its subsidiaries in India are subject to Minimum Alternate Tax (MAT) on its book profits, which gives rise to future
economic benefits in the form of adjustment of future income tax liability. MAT paid for a year can be set-off against the normal tax
liability within fifteen subsequent years, expiring between the years 2023 to 2034.
Recognized
Recognised
Recognized Acquisitions/ directly
in profit and De consolid in equity
loss -ation against tax
from OCI
liability
Deferred tax assets
Business losses 25 (10) - 45 - 1 61
MAT credit entitlement 1,378 625 - - - - 2,003
Provision for doubtful debts 84 7 - - - - 91
Accrued employee costs 357 108 1 1 - 9 476
Depreciation and amortization 22 4 - - - 1 27
Employee stock compensation 12 (2) - - (4) 1 7
Others 181 (12) - 39 - 2 210
Gross deferred tax assets (A) 2,059 720 1 85 (4) 14 2,875
Depreciation and amortization 103 91 - - - 3 197
33 - 3 - - - 36
Intangibles 48 26 - 198 - - 272
Others 72 11 4 49 - 5 141
Gross deferred tax liabilities (B) 256 128 7 247 - 8 646
Net deferred tax assets (A-B) 1,803 592 (6) (162) (4) 6 2,229
Book 1.indb 266 04-Jul-19 8:47:50 PM

Recognized
Recognised
Recognized directly
in profit and Acquisitions in equity
loss against tax
from OCI
liability
Deferred tax assets
Business losses 43 (18) - - - - 25
MAT credit entitlement 1,159 219 - - - - 1,378
Provision for doubtful debts 84 - - - - - 84
Accrued employee costs 484 (112) (7) (1) - (7) 357
Unrealized loss on derivative
- - - - - - -
Depreciation and amortization 5 17 - - - - 22
Employee stock compensation 24 (13) - - 1 - 12
Others 163 22 - - - (4) 181
Gross deferred tax assets (A) 1,962 115 (7) (1) 1 (11) 2,059
Depreciation and amortization 80 30 - (7) - - 103
111 - (78) - - - 33
Intangibles 24 24 - - - - 48
Others 95 (23) - - - - 72
Gross deferred tax liabilities (B) 310 31 (78) (7) - - 256
Net deferred tax assets (A-B) 1,652 84 71 6 1 (11) 1,803
The Company’s subsidiaries have recognized deferred tax assets on such portion of the carry forward business losses which can
be utilized against profits within the limit and carryover period permitted under laws of respective jurisdictions.
Above table represent the Gross deferred tax assets and liabilities. Amounts of deferred tax assets and liabilities presented in
statement of condensed consolidated balance sheet has been offset, wherever the Group has legally enforceable right and is
related to same taxable authority.
Undistributed earnings of the subsidiaries aggregate approximately ` 10,037 crores (31 March 2018, ` 7,743 crores). The Group
has the intent to reinvest the undistributed foreign earning indefinitely in its significant overseas operations and consequently did
not record a deferred tax liability on the undistributed earnings.
3.26 Components of other comprehensive income attributable to shareholders of the Company
For the year ended

31 March 2019 31 March 2018
A. Items that will not be reclassified to statement of profit and loss
Retained earnings (Actuarial gain relating to defined benefit plan)
Actuarial gains 10 34
Income tax expense (2) (7)
Book 1.indb 267 04-Jul-19 8:47:50 PM

For the year ended

31 March 2019 31 March 2018
B. Items that will be reclassified subsequently to statement of profit and loss
Opening balance 1,351 810
Foreign currency translation 146 581
Reclassification adjustments into other (income) expense, net - (40)
Closing balance 1,497 1,351

Unrealized gains (losses) 82 131
Reclassification adjustments into other (income) expense, net (45) (517)
Income tax benefit (expense) (3) 78
Unrealized gain on debt instruments

Opening balance (net of tax) - -
Unrealized gains (losses) 3 -
Income tax benefit (expense) (1) -
Closing balance (net of tax) 2 -
TOTAL (B) 1,670 1,488
3.27 Earnings Per Share
The computation of earnings per share is as follows:
Year ended
31 March 2019 31 March 2018
Profit for the year attributable to shareholders of the Company 10,120 8,721
Weighted average number of equity shares outstanding in calculating Basic EPS 1,375,363,202 1,401,349,735
Dilutive effect of stock options outstanding 552,567 986,925
Weighted average number of equity shares outstanding in calculating dilutive EPS 1,375,915,769 1,402,336,660
Nominal value of equity shares (in `) 2 2
Earnings per equity share (in `)
- Basic 73.58 62.23
- Diluted 73.55 62.19
3.28 Leases
i) Finance lease: In case of assets taken on lease
The Group has acquired IT equipments on finance leases. Total minimum lease payments and the maturity profile of finance
leases at the balance sheet date, the element of interest included in such payments, and the present value of the minimum
lease payments are as follows:
Total minimum Interest included in Present value of

lease payments minimum lease minimum lease
outstanding payments payments
As on 31 March 2019
211 3 208
Book 1.indb 268 04-Jul-19 8:47:50 PM

Total minimum Interest included in Present value of

lease payments minimum lease minimum lease
outstanding payments payments
As on 31 March 2018
123 3 120
ii) Operating lease
The Group’s significant leasing arrangements are in respect of operating leases for office spaces and accommodation for its
employees. The aggregate lease rental expense recognized in the statement of profit and loss for the year amounts to ` 761
crores [previous year ` 566 crores].
The lease equalization amount for non-cancellable operating lease payable in future years and accounted for by the Group
is ` 140 crores (31 March 2018, ` 129 crores). Future minimum lease payments and the payment profile of non-cancellable
operating leases are as follows:
Year ended
31 March 2019 31 March 2018
Not later than one year 509 410
Later than one year and not later than 5 years 1,311 1,090
Later than five years 332 426
2,152 1,926
iii) Finance Lease: In case of assets given on lease
The Group has given IT equipments to its customers on a finance lease basis. The future lease receivables in respect of
assets given on finance lease are as follows:
Interest included Present value

Total minimum
in minimum of minimum
lease payments
lease payments lease payments
receivable
receivable receivable
As on 31 March 2019
1,496 92 1,404
As on 31 March 2018
Later than 5 years 5 - 5
918 62 856
3.29 Financial instruments
(a) Derivatives
The Group is exposed to foreign currency fluctuations on foreign currency assets / liabilities and forecast cash flows
denominated in foreign currency. The use of derivatives to hedge foreign currency forecasted cash flows is governed by
the Group’s strategy, which provides principles on the use of such forward contracts and currency options consistent with
the Group’s Risk Management Policy. The counterparty in these derivative instruments is a bank and the Group considers
the risks of non-performance by the counterparty as insignificant. The Group has entered into a series of foreign exchange
forward contracts and options that are designated as cash flow hedges and the related forecasted transactions extend
through June 2023. The Group does not use forward covers and currency options for speculative purposes.
Book 1.indb 269 04-Jul-19 8:47:50 PM

The following table presents the aggregate notional principal amounts of the outstanding derivative forward covers together
with the related balance sheet exposure:

Foreign exchange forward Notional
denominated in Currency
Sell covers
USD / INR USD 680,470 246,394 77 24
GBP / INR GBP 14,200 9,760 4 -
EURO / INR EUR 72,500 67,895 44 (14)
CHF / INR CHF 20,900 21,000 7 3
SEK / INR SEK 145,000 315,100 16 6
AUD / INR AUD 16,171 34,350 5 6
NOK / INR NOK 201,000 160,000 14 2
EURO / USD EUR 75,979 45,700 3 3
GBP / USD GBP 45,250 14,730 - 1
NOK / USD NOK 42,000 - - -
MXN / USD MXN 262,000 197,500 - (1)
JPY / USD JPY - 939,069 - -
RUB / USD RUB 244,000 198,000 - -
AUD / USD AUD 5,680 9,100 - 1
CHF / USD CHF 18,133 1,500 - -
ZAR / USD ZAR 92,500 195,000 - 1
PLN / USD PLN 17,750 - - -
CNY / USD CNY 57,500 67,550 - (1)
NZD / USD NZD - 4,560 - -
BRL / USD BRL 36,500 24,500 (1) -
Buy covers
PLN / USD PLN 20,950 - - -
JPY / USD JPY 1,500,000 - - -
SEK/USD SEK 368,500 60,000 (1) (2)
CAD/USD CAD 29,300 23,000 (2) (3)
RUB / USD RUB 14,000 - - -
GBP / USD GBP 10,000 19,000 1 (1)
CZK / USD CZK 111,000 - - -
CHF / USD CHF - 1,700 - -
DKK / USD DKK 24,500 58,000 - -
SGD / USD SGD 41,000 35,650 (1) -
NOK / USD NOK 84,000 81,000 1 -
PHP / USD PHP 580,000 335,000 (1) -
166 25
Book 1.indb 270 04-Jul-19 8:47:50 PM

The following table presents the aggregate notional principal amounts of the outstanding forward options together with the
related balance sheet exposure:

Notional
Currency
Range Forward
USD / INR USD 1,216,487 1,099,485 105 186
GBP / INR GBP 15,500 60,800 6 (6)
EURO / INR EUR 44,250 110,380 23 (16)
AUD / INR AUD 16,950 10,580 6 2
EURO / USD EUR - 3,500 - -
CHF / INR CHF 1,500 - 1 -
SEK / INR SEK 15,000 - 1 -
PUT
USD / INR USD 14,000 50,000 3 1
Seagull
USD / INR USD 7,000 14,750 - -
GBP / INR GBP - 6,000 - -
EURO / INR EUR - 14,200 - -
145 167
The notional amount is a key element of derivative financial instrument agreements. However, notional amounts do not
represent the amount exchanged by counterparties and do not measure the Group’s exposure to credit risk as these contracts
are settled at their fair values at the maturity date.
The balance sheet exposure denotes the fair values of these contracts at the reporting date and is presented in ` crores. The
Group presents its foreign exchange derivative instruments on a net basis in the consolidated financial statements due to the
right of offset by its individual counterparties under master netting agreements.
The fair value of the derivative instruments presented on a gross basis as at each date indicated below is as follows:
As at 31 March 2019
Financial assets Financial liabilities
Total fair value
Current Non current Current Non current
Derivatives designated as
hedging instruments
Foreign exchange contracts in an
142 113 10 10 275
asset position
(10) (10) (10) (10) (40)
liability position
Net asset (liability) 132 103 - - 235
Derivatives not designated as
hedging instruments
92 - 12 - 104
asset position
(12) - (16) - (28)
liability position
Net asset (liability) 80 - (4) - 76
Total Derivatives at fair value 212 103 (4) - 311
Book 1.indb 271 04-Jul-19 8:47:50 PM

As at 31 March 2018
Financial assets Financial liabilities
Total fair value
Current Non current Current Non current
Derivatives designated as
hedging instruments
197 44 19 21 281
asset position
(19) (21) (19) (22) (81)
liability position
Net asset (liability) 178 23 - (1) 200
Derivatives not designated as
hedging instruments
10 - 10 - 20
asset position
(10) - (18) - (28)
liability position
Net asset (liability) - - (8) - (8)
Total Derivatives at fair value 178 23 (8) (1) 192
The following tables set forth the fair value of derivative instruments included in the consolidated balance sheets as at each
date indicated:
As at
31 March 2019 31 March 2018
Unrealized gain on financial instruments classified under current assets 132 178
Unrealized gain on financial instruments classified under non-current assets 103 23
Unrealized loss on financial instruments classified under non-current liabilities - (1)
235 200
Unrealized gain on financial instruments classified under current assets 80 -
Unrealized loss on financial instruments classified under current liabilities (4) (8)
76 (8)
Maturity profile of derivative liabilities based on contractual payments is as below:
As at
31 March 2019 31 March 2018
Within one year 4 8
One to two years - -
Two to three years - 1
4 9
The following table summarizes the activities in the consolidated statement of profit and loss:
Year ended
31 March 2019 31 March 2018
Derivatives in hedging relationships
Effective portion of gain or (loss) recognized in OCI on derivatives 82 131
Effective portion of gain or (loss) reclassified from OCI into statement of profit 45 517
and loss as “exchange differences”
Derivatives not in hedging relationships
Gain or (loss) recognized into statement of profit and loss as “exchange 4 14
differences”
Book 1.indb 272 04-Jul-19 8:47:50 PM

The following table summarizes the activity in the accumulated ‘Other comprehensive income’ within equity related to all
derivatives classified as cash flow hedges:
Year ended
31 March 2019 31 March 2018
(Loss) gain as at the beginning of the year 170 556
Unrealized gain on cash flow hedging derivatives during the year 82 131
Net loss (gain) reclassified into net income on occurrence of hedged transactions (45) (517)
Gain as at the end of the year 207 170
Deferred tax (36) (33)
Cash flow hedging reserve (net of tax) 171 137
The estimated net amount of existing gain that is expected to be reclassified into the statement of profit and loss within the
next twelve months is ` 110 crores (previous year gain of ` 156 crores).
(b) Financial assets and liabilities
Fair value
Total
Fair value through through other Amortized
carrying
profit and loss comprehensive cost
value
income
Financial assets
Investments 1,031 1,226 48 2,305
Loans - - 1,667 1,667
Total 1,111 1,461 26,748 29,320
Borrowings - - 3,701 3,701
Trade payables - - 1,305 1,305
Others (refer note 3.14) 395 - 7,091 7,486
Total 395 - 12,097 12,492
Fair value through

Total
Fair value through other Amortized
carrying
profit and loss comprehensive cost
value
income
Financial assets
Investments 2,384 260 16 2,660
Loans - - 3,645 3,645
Others (refer note 3.6) - 201 4,112 4,313
Total 2,384 461 21,430 24,275
Trade payables - - 918 918
Total 124 1 8,025 8,150
Book 1.indb 273 04-Jul-19 8:47:50 PM

Transfer of financial assets
The Group has revolving accounts receivables based facilities of ` 767 crores permitting it to sell certain accounts receivables
to banks on a non-recourse basis in the normal course of business. The aggregate maximum capacity utilized by the Group
at any time during the year was ` 545 crores (previous year, ` 148 crores). Outstanding utilization against this facility as of 31
March 2019 is ` 545 crores (previous year, nil).
During the year ended 31 March 2019, the Group has also sold finance lease receivables of ` 94 crores (previous year, ` 53
crores) on non-recourse basis. Gains or losses on the sale are recorded at the time of transfer of these receivables and are
immaterial. The Group has immaterial outstanding service obligations.
Fair value hierarchy
The assets and liabilities measured at fair value on a recurring basis as at 31 March 2019 and the basis for that measurement
is as below:
Fair Value Level 1 inputs Level 2 inputs Level 3 inputs

Assets
Investments carried at fair value through profit and loss 1,031 994 37 -
Investments carried at fair value through other 1,226 1,226 - -
Liabilities
Unrealized loss on derivative financial instruments 4 - 4 -
Liability towards non-controlling interest 378 - - 378
Deferred consideration 13 - - 13
There have been no transfers between Level 1 and Level 2 during the year
The following table discloses the assets and liabilities measured at fair value on a recurring basis as at 31 March 2018 and
the basis for that measurement:
Fair Value Level 1 inputs Level 2 inputs Level 3 inputs

Assets
Investments carried at fair value through profit and loss 2,384 2,357 27 -
Investments carried at fair value through other 260 260 - -
Liabilities
Unrealized loss on derivative financial instruments 9 - 9 -
Deferred consideration 116 - - 116
Valuation Methodologies
Investments: The Group’s investments consist of investment in debt securities in the form of bonds, debentures and mutual
funds which are determined using quoted prices or identical quoted prices of assets or liabilities in active markets and are
classified as Level 1. The investment in limited liability partnership (LLP) is classified as fair value through profit and loss. The
share of profit/loss in limited liability partnership (LLP) is accounted for in the books of the company as and when it is credited/
debited to the partners’ capital account and is classified as Level 2.
Derivative financial instruments: The Group’s derivative financial instruments consist of foreign currency forward exchange
contracts. Fair values for derivative financial instruments are based on broker quotations and are classified as Level 2.
Book 1.indb 274 04-Jul-19 8:47:50 PM

Fair value of earn-out consideration: The fair value measurement of earn-out consideration is determined using Level 3 inputs.
The Group earn-out consideration represents a component of the total purchase consideration for its various acquisitions.
The measurement is calculated using unobservable inputs based on the Group’s own assessment of achievement of certain
performance goals. During the year ended 31 March 2019, the Group has charged finance cost of ` 5 crores, recognized
other income of ` 19 crores and has fair valued the earn-out liability. During the year ended 31 March 2019, the group has
made eanrout payment of ` 26 crores and has reduced the fair value of earnout liability estimated as at acquisition date by `
64 crores. The Group estimated the total fair value of the earn out consideration to be ` 14 crores and ` 116 crores as of 31
March 2019 and 31 March 2018 respectively for acquisitions consummated in current and previous periods.
The Group assessed that fair value of cash and short-term deposits, trade receivables, trade payables, bank overdrafts and
other current liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.
(c) Financial risk management
The Group is exposed to market risk, credit risk and liquidity risk which may impact the fair value of its financial instruments.
The Group has a risk management policy to manage & mitigate these risks.
The Group’s risk management policy aims to reduce volatility in financial statements while maintaining balance between
providing predictability in the Group’s business plan along with reasonable participation in market movement.
Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in
market prices. Market risk comprises of currency risk and interest rate risk. The Group is primarily exposed to fluctuation in
foreign currency exchange rates.
(i) Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes
in exchange rates. The Group’s exposure to the risk of changes in exchange rates relates primarily to the Group’s
operations and the Group’s net investments in foreign subsidiaries.
The exchange rate risk primarily arises from assets and liabilities denominated in currencies other than the functional
currency of the respective entities and foreign currency forecasted revenue and cash flows. A significant portion of the
Group revenue is in US Dollar, Pound Sterling (GBP) and Euro while a large portion of costs are in Indian rupees. The
fluctuation in exchange rates in respect to India rupee may have potential impact on the statement of profit and loss and
other comprehensive income and equity.
To mitigate the foreign currency risk the Group uses derivatives as governed by the Group’s strategy, which provides
principles on the use of such forward contracts and currency options consistent with the Group’s Risk Management Policy.
Appreciation / depreciation of 1% in respective foreign currencies with respect to functional currency of the Company and
its subsidiaries would result in decrease / increase in the Group’s profit before tax by approximately ` 13 crores for the
year ended 31 March 2019.
The rate sensitivity is calculated by aggregation of the net foreign exchange exposure and a simultaneous parallel foreign
exchange rates shift of all the currencies by 1% against the respective functional currencies of the Company and its
subsidiaries. The sensitivity analysis presented above may not be representative of the actual change.
Non-derivative foreign currency exposure as of 31 March 2019 and 31 March 2018 in major currencies is as below:
Net financial assets Net financial liabilities

USD / INR 7,732 3,686 2,207 1,371
GBP / INR 205 300 80 44
EURO / INR 405 439 91 158
Book 1.indb 275 04-Jul-19 8:47:51 PM

(ii) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes
in market interest rates. The Group’s exposure to the risk of changes in market interest rates arises on borrowings with
floating interest rate which is not material.
Credit risk
Financial instruments that potentially subject the Group to concentration of credit risk consist principally of cash and bank
balances, inter-corporate deposits, trade receivables, unbilled revenue, finance lease receivables, investment securities and
derivative instruments. The cash resources of the Group are invested with mutual funds, banks, financial institutions and
corporations after an evaluation of the credit risk. By their nature, all such financial instruments involve risks, including the
credit risk of non-performance by counterparties.
The customers of the Group are primarily corporations based in the United States of America and Europe and accordingly,
trade receivables and finance lease receivables are concentrated in the respective countries. The Group periodically assesses
the financial reliability of customers, taking into account the financial condition, current economic trends, analysis of historical
bad debts and ageing of accounts receivables.
The allowance for lifetime expected credit loss on customer balances is as below:
As at
31 March 2019 31 March 2018
Balance at the beginning of the year 291 296
Additional provision during the year 133 133
Deductions on account of write offs and collections (120) (142)
Effect of exchange rates changes 5 4
Balance at the end of the year 309 291
Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting its obligations associated with financial liabilities.
The investment philosophy of the Group is capital preservation and liquidity in preference to returns. The Group consistently
generates sufficient cash flows from operations and has access to multiple sources of funding to meet the financial obligations
and maintain adequate liquidity for use.
Maturity profile of the Group’s non-derivative long term financial liabilities based on contractual payments is as below:
Year 1
Year 2 Year 3 Year 4-5 Total
(Current)
As at 31 March 2019
Borrowings 1,218 439 299 2,239 4,195
Employee bonuses accrued 1,335 4 3 - 1,342
Deferred Consideration 9 12 - - 21
Total 2,562 455 302 2,239 5,558
As at 31 March 2018
Borrowings 219 168 143 27 557
Employee bonuses accrued 846 4 - 2 852
Deferred Consideration 43 28 26 19 116
Total 1,108 200 169 48 1,525
Book 1.indb 276 04-Jul-19 8:47:51 PM

Under cash pooling arrangements with banks outside India, the contractual terms of arrangements preclude individual bank
accounts within the arrangement from being considered separate units of account. Accordingly, the balances of all such bank
accounts subject to the arrangements are presented on net basis. The impact of such netting on gross bank balances of `
6,438 crores (31 March 2018, ` 1,830 crores) and gross bank overdraft of ` 537 crores (31 March 2018, ` 173 crores) is ` 504
crores (31 March 2018, ` 131 crores).
3.30 Segment Reporting
The Group’s operations predominantly relate to providing a range of IT & BPO services targeted at Global 2000 companies spread
across America, Europe & Rest of the World. IT services include software services & IT infrastructure management services.
Within software services, the Group provides application development & maintenance, enterprise application, next generation
SAAS (Software As A Service) application services and engineering and R&D (Research and Development) services to several
global customers. Infrastructure management services involve managing customer’s IT assets effectively. Business process
outsourcing services include the traditional contact centre & help desk services and the next generation services around platform
BPO & BPAAS (Business Process As A Service) delivered through a global delivery model.
The Chief Operating Decision Maker (“CODM”) evaluates the Group’s performance by business segment, comprising software
services, infrastructure management services and business process outsourcing services. Accordingly, the above stated business
segments have been identified as reportable segments for the purpose of segment reporting. The CODM assesses the performance
of the operating segments based on a measure of segment earnings.
Segment accounting policies
The accounting principles used in the preparation of the financial statements are consistently applied to record revenue and
expenditure in individual segments and are as set out in note 1 to the financial statements on significant accounting policies. The
accounting policies in relation to segment accounting are as under:
a) Segment revenue and expenses
Segment revenue is directly attributable to the segment and segment expenses have been allocated to various segments
on the basis of specific identification. However, segment revenue does not include other income. Segment expenses do not
include finance cost.
b) Segment assets and liabilities
Assets and liabilities are not identified to any reportable segments, since these are increasingly used interchangeably across
segments and consequently, the management believes that it is not practicable or meaningful to provide segment disclosures
relating to assets and liabilities.
Book 1.indb 277 04-Jul-19 8:47:51 PM

Financial information about the business segments for the year ended 31 March 2019 is as follows:
Business
IT
Software process
Infrastructure Total
services outsourcing
services
services
Segment revenues 34,911 22,476 3,040 60,427
Less : Inter-segment revenue - - - -
Net revenue of operations from external customers 34,911 22,476 3,040 60,427
Segment results 7,016 4,476 361 11,853
Finance cost (174)
Other income 371
Interest income 572
Profit before share of profit (loss) of associate and tax 12,622
Share of profit of associates -
Profit before tax 12,622
Tax expense (2,502)
Profit for the year 10,120
Significant non-cash items
Depreciation and amortization 1,363 621 89 2,073
Provision for doubtful debts / bad debts written off 22
Financial information about the business segments for the year ended 31 March 2018 is as follows:
Business
IT
Software process
Infrastructure Total
services outsourcing
services
services
Segment revenues 29,611 19,095 1,863 50,569
Less : Inter-segment revenue - - - -
Net revenue of operations from external customers 29,611 19,095 1,863 50,569
Segment results 5,904 3,786 173 9,863
Finance cost (69)
Other income 750
Interest income 467
Profit before share of profit (loss) of associate and tax 11,011
Share of profit of associates 13
Profit before tax 11,024
Tax expense (2,302)
Profit for the year 8,722
Significant non-cash items
Depreciation and amortization 882 439 62 1,383
Provision for doubtful debts / bad debts written off 80
Segment revenue from customers by geographic area based on location of the customer is as follows:
Year ended
31 March 2019 31 March 2018
America 35,972 29,463
Europe 16,136 13,843
India * 2,118 1,995
Rest of the world 6,201 5,268
60,427 50,569
* includes revenue billed to India based captive of global customers
Book 1.indb 278 04-Jul-19 8:47:51 PM

During the years ended 31 March 2019 and 2018, no single customer represents 10% or more of the Group’s total revenue
and the top five customers accounted for 17.0% and 16.3% of the revenue of the Group respectively.
3.31 Employee benefits
The Group has calculated the various benefits provided to employees as shown below:
A. Defined contribution plans and state plans

Superannuation Fund
Employer’s contribution to Employees State Insurance
Employer’s contribution to Employee Pension Scheme
During the year the Company and its subsidiaries in India have recognized the following amounts in the statement of profit
and loss :-
Year ended
31 March 2019 31 March 2018
Superannuation Fund 4 3
Employer’s contribution to Employees State Insurance 14 16
Employer’s contribution to Employee’s Pension Scheme 109 99
Total 127 118
The Group has contributed ` 511 crores (previous year ` 448 crores) towards other foreign defined contribution plans.
B. Defined benefit plans
a) Gratuity
b) Employer’s contribution to provident fund
Gratuity
The following table sets out the status of the gratuity plan
Statement of profit and loss
Year ended
31 March 2019 31 March 2018
Interest cost (net) 26 22
Net benefit expense 118 111
Balance Sheet
As at
31 March 2019 31 March 2018
Defined benefit obligations 480 406
Fair value of plan assets 16 14
Net plan liability 464 392
Current defined benefit obligations 80 68
Non-current defined benefit obligations 384 324
Book 1.indb 279 04-Jul-19 8:47:51 PM

Changes in present value of the defined benefit obligations are as follows:
Year ended
31 March 2019 31 March 2018
Opening defined benefit obligations 406 353
Interest cost 27 23
Actuarial changes arising from changes in financial assumptions 11 (18)
Experience adjustments (22) (17)
Closing defined benefit obligations 480 406
Changes in fair value of the plan assets are as follows:
Year ended
31 March 2019 31 March 2018
Opening fair value of plan assets 14 16
Interest income 1 1
Contributions 26 -
Return on plan assets, excluding amount recognized in interest income (1) (1)
Closing fair value of plan assets 16 14
The overall expected rate of return on assets is determined based on the market prices prevailing on that date, applicable to
the period over which the obligation is to be settled.
The principal assumptions used in determining gratuity for the Group’s plans are shown below:
As at
31 March 2019 31 March 2018
Discount rate 7.20% 7.60%
Estimated Rate of salary increases 7.00% 7.00%
Employee Turnover 22.00% 22.00%
Expected rate of return on assets 7.20% 7.60%
The estimates of future salary increases, considered in the actuarial valuation, take account of inflation, seniority, promotion
and other relevant factors, such as supply and demand in the employment market.
Discount rate and future salary escalation rate are the key actuarial assumptions to which the defined benefit obligation are
particularly sensitive. The following table summarizes the impact on defined benefit obligation as at 31 March 2019 arising
due to increase / decrease in key actuarial assumptions by 50 basis points:
Salary
Discount rate
escalation rate
Impact of increase (13) 14
Impact of decrease 14 (13)
The sensitivity analysis presented may not be representative of the actual change in the defined benefit obligations as
sensitivities have been calculated to show the movement in defined benefit obligations in isolation and assuming there are no
other changes in market conditions. There have been no changes from the previous years in the methods and assumptions
used in preparing the sensitivity analyses.
Book 1.indb 280 04-Jul-19 8:47:51 PM

The defined benefit obligations are expected to mature after 31 March 2019 as follows:
Year ending 31 March, Cash flows

- 2020 83
- 2021 85
- 2022 95
- 2023 107
- 2024 116
- Thereafter 1,961
The weighted average duration to the payment of these cash flows is 6.05 years.
Employers Contribution to Provident Fund
The actuary has provided a valuation and based on the assumptions mentioned below, there is no shortfall as at 31 March
2019 and 31 March 2018.
The details of the fund and plan asset position are given below:-
31 March 2019 31 March 2018

Plan assets at the year end 3,477 2,826
Present value of benefit obligation at year end 3,477 2,826
Asset recognized in balance sheet - -
Assumptions used in determining the present value obligation of the interest rate guarantee under the Deterministic Approach:
31 March 2019 31 March 2018

Government of India (GOI) bond yield 7.20% 7.60%
Remaining term of maturity 8 years 8.51 years
Expected guaranteed interest rate 8.65% 8.55%
During the year ended 31 March 2019, the Group has contributed ` 144 crores (previous year, ` 124 crores) towards
employer’s contribution to provident fund.
3.32 Related party transactions
a) Related parties where control exists
Employee benefit trusts

Hindustan Instruments Limited Employees Provident Fund Trust
HCL Consulting Limited Employees Superannuation Scheme
HCL Comnet System and Services Limited Employees Provident Fund Trust.
Geometric Gratuity Trust
HCL South Africa Share Ownership Trust
HCL Technologies Stock Options Trust
C3i Support Services Employees Gratuity Trust
Key Management Personnel

Mr. Shiv Nadar – Chairman and Chief Strategy Officer
Mr. C. Vijayakumar – President and Chief Executive Officer
Mr. Prateek Aggarwal – Chief Financial Officer (w.e.f. 1 October 2018)
Mr. Manish Anand – Company Secretary
Mr. Anil Chanana – Chief Financial Officer (upto 1 October 2018)
Book 1.indb 281 04-Jul-19 8:47:51 PM

Non-Executive & Independent Directors

Mr. Ramanathan Srinivasan
Mr. Keki Mistry (ceased to be Director w.e.f. 30 April 2018)
Ms. Robin Ann Abrams
Mr. Subramanian Madhavan
Mr. Thomas Sieber
Ms. Nishi Vasudeva
Mr. Deepak Kapoor
Mr. James Philip Adamczyk (appointed w.e.f. 26 July 2018)
Non-Executive & Non-Independent Directors

Mr. Sudhindar Krishan Khanna (ceased to be Director w.e.f. 8 April 2019)
Associates
CeleritiFintech Services Limited (and its subsidiaries) [refer note 2(b)(ii)]
b) Related parties with whom transactions have taken place during the current year
Others (Significant influence)

HCL Infosystems Limited HCL Insys. Pte. Limited, Singapore
HCL Avitas Private Limited HCL IT City Lucknow Private Limited
Vama Sundari Investments (Delhi) Private Limited HCL Infotech Limited
HCL Corporation Private Limited Shiv Nadar University
SSN Investments (Pondi) Private Limited HCL Holding Private Limited
Naksha Enterprises Private Limited Digilife Distribution and Marketing Services Ltd.
SSN Trust HCL Learning Limited
Shiv Nadar Foundation HCL Services Limited (ceased to be related party w.e.f 15 June 2018)
Transactions with related Significant influence Associates

parties during the normal Year ended Year ended
course of business 31 March 2019 31 March 2018 31 March 2019 31 March 2018
Revenue from operations 27 16 - -
Interest income 1 - - -
Purchase of materials and 190 137 - 262
services
Payment for use of facilities 47 35 - -
Purchase of capital equipments - 10 - -
Dividend paid 656 993 - -
Other expenses 37 10 - -
Year ended
Transactions with Key Managerial personnel during the year
31 March 2019 31 March 2018
Compensation
- Short-term employee benefits 39 39
- Other long-term employee benefits - 16
- Termination benefits 1 -
Book 1.indb 282 04-Jul-19 8:47:51 PM

Year ended
Transactions with Directors during the year
31 March 2019 31 March 2018
Commission & other benefits to Directors (includes sitting fees) 8 8
Significant influence
Outstanding balances As at
31 March 2019 31 March 2018
Unbilled receivable 1 -
Trade receivables 10 6
Deferred contract cost 19 -
Capital accounts payable [includes supplier credit] 3 2
Supplier Credit 164 125
Liabilities for expenses 30 20
Contract liabilities (previous year : revenue received in advance) 2 15
Trade payables 2 5
3.33 Research and development expenditure
Year ended
31 March 2019 31 March 2018
Revenue 925 128
Capital 6 13
931 141
3.34 Commitments and contingent liabilities
As at
31 March 2019 31 March 2018
i) Capital and other commitments
Capital commitments
Estimated amount of contracts remaining to be executed on capital account 462 361
and not provided for (net of advances) [includes related party ` Nil (31 March
2018, ` 1 crores)]
Uncalled liability on other investments partly paid
Capital commitment in limited liability partnership 13 3
ii) Contingent liabilities
Others 1 1
476 365
The Group is involved in various lawsuits, claims and proceedings that arise in the ordinary course of business, the outcome of
which is inherently uncertain. Some of these matters include speculative and frivolous claims for substantial or indeterminate
amounts of damages. The Group records a liability when it is both probable that a loss has been incurred and the amount
can be reasonably estimated. Significant judgment is required to determine both probability and the estimated amount. The
Group reviews these provisions at least quarterly and adjusts these provisions accordingly to reflect the impact of negotiations,
settlements, rulings, advice of legal counsel, and updated information. The Group believes that the amount or estimable range of
reasonably possible loss, will not, either individually or in the aggregate, have a material adverse effect on its business, consolidated
financial position, results of the Group, or cash flows with respect to loss contingencies for legal and other contingencies as at
31 March 2019.
Book 1.indb 283 04-Jul-19 8:47:51 PM

The Company and its various subsidiaries are required to comply with the local transfer pricing regulations, which are
contemporaneous in nature. The Group appoints independent consultants annually for conducting transfer pricing studies to
determine whether transactions with associate enterprises undertaken during the financial year, are on an arm’s length basis.
Adjustments, if any, arising from the transfer pricing studies in the respective jurisdictions will be accounted for when the study
is completed for the current financial year. The management is of the opinion that its transactions with associates are at arm’s
length so that the outcome of the studies to corroborate compliance with legislation will not have any material adverse impact on
the financial statements.
3.35 Additional information under general instructions for the preparation of consolidated financial statements of
Schedule III to the Companies Act, 2013
Net Assets, i.e. total Share in other Share in total
Percent- Share in profit
assets minus comprehensive comprehensive
age and loss
liabilities as at income income
Country of holding
S. No. Name of the Entity 31 March 2019
incorporation as at
31 March As % As % As % As %
2019 of Amount of Amount of Amount of Amount
consolidate consolidate consolidate consolidate
Parent
HCL Technologies Limited India NA 62.63 25,970 81.14 8,212 100.00 44 81.23 8,256
Subsidiaries
Indian
HCL Comnet Systems &
1 India 100% 0.06 27 0.05 5 - - 0.05 5
Services Limited
2 HCL Comnet Limited India 100% 0.62 256 0.06 6 - - 0.06 6
Statestreet HCL Services
3 India 100% 0.83 346 1.24 125 - - 1.23 125
(India) Private Limited *
4 HCL Eagle Limited India 100% 0.03 12 - - - - - -
HCL Global Processing
5 India 100% 0.10 42 0.05 5 - - 0.05 5
Services Limited
HCL Technologies
6 India 100% 0.01 6 (0.01) (1) - - (0.01) (1)
Solutions Limited
Concept2Silicon Systems
7 India 100% 0.02 9 - - - - - -
Private Limited
HCL Training & Staffing
8 India 100% 0.06 26 (0.10) (11) - - (0.11) (11)
Services Private Limited
C3i Support Services
9 India 100% 0.02 8 0.05 5 - - 0.05 5
Private Limited
Foreign
10 HCL Bermuda Limited Bermuda 100% 0.01 3 0.03 3 - - 0.03 3
HCL Technologies
11 China 100% 0.12 51 0.13 13 - - 0.13 13
(Shanghai) Limited
HCL Singapore Pte.
12 Singapore 100% 0.52 214 0.57 58 - - 0.57 58
Limited
13 HCL Great Britain Limited UK 100% 0.10 42 0.38 38 - - 0.38 38
14 HCL (Netherlands) BV Netherlands 100% 0.15 64 0.12 12 - - 0.12 12
15 HCL Belgium NV Belgium 100% 0.16 64 0.06 6 - - 0.06 6
16 HCL Sweden AB Sweden 100% 0.25 102 0.13 13 - - 0.13 13
17 HCL GmbH Germany 100% 0.12 50 0.11 12 - - 0.11 12
18 HCL Italy SRL Italy 100% 0.04 16 0.01 1 - - 0.01 1
HCL Australia Services
19 Australia 100% 0.38 157 0.62 63 - - 0.62 63
Pty. Limited
20 HCL (New Zealand) Limited New Zealand 100% 0.08 32 0.10 10 - - 0.10 10
HCL Hong Kong SAR
21 Hong Kong 100% 0.03 14 0.12 12 - - 0.12 12
Limited
22 HCL Japan Limited Japan 100% 0.26 109 0.22 22 - - 0.22 22
23 HCL America Inc. USA 100% 6.46 2,679 7.01 710 - - 6.98 710
Book 1.indb 284 04-Jul-19 8:47:51 PM


age and loss
Country of holding
incorporation as at
HCL Technologies Austria
24 Austria 100% 0.06 23 0.09 9 - - 0.09 9
GmbH
25 HCL Poland Sp.z.o.o Poland 100% 0.01 5 0.31 31 - - 0.31 31
26 HCL EAS Limited UK 100% 0.18 75 0.19 19 - - 0.19 19
HCL Insurance BPO
27 UK 100% (0.06) (23) 0.07 7 - - 0.07 7
Services Limited
28 Axon Group Limited UK 100% 0.05 20 (0.01) (1) - - (0.01) (1)
HCL Axon Technologies
29 Canada 100% 0.46 192 0.46 47 - - 0.46 47
Inc.
HCL Technologies
30 Switzerland 100% 0.09 37 0.04 4 - - 0.04 4
Solutions GmbH
Axon Solutions Pty.
31 Australia 100% 0.03 13 - - - - - -
Limited
32 Axon Solutions Limited UK 100% 4.31 1,787 0.59 60 - - 0.59 60
HCL Axon Malaysia Sdn.
33 Malaysia 100% 0.16 64 0.29 30 - - 0.29 30
Bhd.
Axon Solutions Singapore
34 Singapore 100% 0.01 5 - - - - - -
Pte. Limited
Axon Solutions (Shanghai)
35 China 100% 0.30 122 0.33 34 - - 0.33 34
Co. Limited
HCL Axon (Proprietary)
36 South Africa 100% 0.82 342 0.28 28 - - 0.28 28
Limited
37 HCL Argentina s.a. Argentina 100% 0.02 8 (0.01) (1) - - (0.01) (1)
38 HCL Mexico S. de R.L. Mexico 100% 0.22 92 (0.07) (7) - - (0.07) (7)
HCL Technologies
39 Romania 100% 0.01 2 0.01 1 - - 0.01 1
Romania s.r.l.
40 HCL Hungary Kft Hungary 100% 0.01 6 0.01 1 - - 0.01 1
HCL Latin America Holding
41 USA 100% - 1 - - - - - -
LLC
HCL (Brazil) Technologia
42 Brazil 100% 0.15 64 (0.05) (5) - - (0.05) (5)
da informacao Ltda.
HCL Technologies
43 Denmark 100% 0.53 220 0.29 29 - - 0.29 29
Denmark Aps
HCL Technologies Norway
44 Norway 100% 0.44 184 0.42 43 - - 0.42 43
AS
PT. HCL Technologies
45 Indonesia 100% 0.04 18 0.02 2 - - 0.02 2
Indonesia Limited
HCL Technologies
46 Philippines 100% 0.12 50 0.22 22 - - 0.22 22
Philippines Inc.
HCL Technologies South
47 South Africa 100% 0.05 21 (0.06) (6) - - (0.06) (6)
Africa (Proprietary) Limited
48 HCL Arabia LLC Saudi Arabia 100% 0.05 19 - - - - - -
HCL Technologies France
49 France 100% 0.56 232 0.10 10 - - 0.10 10
SAS
Filial Espanola De HCL
50 Spain 100% 0.16 66 0.04 4 - - 0.04 4
Technologies S.L
Anzospan Investments Pty
51 South Africa 100% 0.01 4 - - - - - -
Limited
HCL Investments (UK)
52 UK 100% 0.26 106 0.06 6 - - 0.06 6
Limited
Book 1.indb 285 04-Jul-19 8:47:51 PM


age and loss
Country of holding
incorporation as at
HCL America Solutions
53 USA 100% 0.26 108 0.05 5 - - 0.05 5
Inc.
54 HCL Technologies Chile Spa Chile 100% 0.10 41 0.04 4 - - 0.04 4
HCL Technologies UK
55 UK 100% 0.71 294 0.30 30 - - 0.30 30
Limited
Statestreet HCL Holding
56 UK 100% - - - - - - - -
UK Limited *
Statestreet HCL Services
57 Philippines 100% 0.07 28 (0.02) (2) - - (0.02) (2)
(Phillipines) Inc. *
58 HCL Technologies B.V. Netherlands 100% (0.02) (10) 0.26 26 - - 0.26 26
HCL (Ireland) Information
59 Ireland 100% 0.12 51 0.38 38 - - 0.38 38
Systems Limited
HCL Technologies
60 Germany 100% 0.13 53 0.44 45 - - 0.43 45
Germany Gmbh
HCL Technologies Belgium
61 Belgium 100% 0.09 37 0.05 5 - - 0.05 5
BVBA
HCL Technologies Sweden
62 Sweden 100% 1.44 598 1.95 198 - - 1.93 198
AB
HCL Technologies Finland
63 Finland 100% 0.79 329 0.45 46 - - 0.45 46
Oy
HCL Technologies Italy
64 Italy 100% 0.05 23 0.12 12 - - 0.12 12
S.P.A
HCL Technologies
65 Columbia 100% 0.03 14 (0.02) (2) - - (0.02) (2)
Columbia S.A.S
HCL Technologies Middle
66 UAE 100% 0.06 23 0.04 4 - - 0.04 4
East FZ-LLC
HCL Istanbul Bilisim
67 Turkey 100% 0.03 12 0.03 3 - - 0.03 3
Teknolojileri Limited Sirketi
HCL Technologies Greece
68 Greece 100% 0.02 7 0.01 1 - - 0.01 1
Single Member P.C
69 HCL Technologies S.A. Venezuela 100% - - (0.02) (2) - - (0.02) (2)
HCL Technologies Beijing
70 China 100% - - 0.05 5 - - 0.05 5
Co., Ltd
HCL Technologies
71 Luxembourg 100% - 1 0.01 1 - - 0.01 1
Luxembourg S.a r.l
HCL Technologies Egypt
72 Egypt 100% 0.02 7 0.01 1 - - 0.01 1
Limited
HCL Technologies Estonia
73 Estonia 100% 0.01 6 0.01 1 - - 0.01 1
OÜ
HCL Technologies
74 Thailand 100% 0.05 21 0.02 2 - - 0.01 2
(Thailand) Ltd.
HCL Technologies Czech Czech
75 100% (0.01) (3) 0.09 9 - - 0.09 9
Republic s.r.o. Republic
HCL Muscat Technologies
76 Oman 100% 0.01 4 0.02 2 - - 0.02 2
L.L.C.
77 Powerteam, LLC USA 100% 0.56 233 0.18 18 - - 0.18 18
78 Point To Point Limited UK 100% 0.09 39 (0.01) (1) - - (0.01) (1)
Point To Point Products
79 UK 100% 0.02 6 0.01 1 - - 0.01 1
Limited
HCL Technologies
80 Lithuania 100% 0.02 7 0.06 6 - - 0.06 6
Lithuania UAB
Book 1.indb 286 04-Jul-19 8:47:52 PM


age and loss
Country of holding
incorporation as at
HCL Technologies
81 China 100% 0.01 4 - - - - - -
(Taiwan) Ltd.
82 Geometric Americas, Inc. USA 100% 0.63 261 0.08 8 - - 0.08 8
Geometric Asia Pacific
83 Singapore 100% 0.05 23 0.08 8 - - 0.08 8
Pte. Ltd
84 Geometric Europe GmbH Germany 100% 0.22 91 0.04 4 - - 0.04 4
85 Geometric China, Inc. China 100% 0.04 15 (0.02) (2) - - (0.02) (2)
86 Geometric SRL Romania 100% 0.01 6 0.01 1 - - 0.01 1
87 Geometric SAS France 100% 0.08 35 0.05 5 - - 0.05 5
Butler America Aerospace
88 USA 100% 1.46 604 (0.10) (10) - - (0.10) (10)
LLC
89 HCL Mortgage Holding LLC USA 100% - - 0.06 6 - - 0.06 6
Urban Fulfillment Services
90 USA 100% 0.11 43 (0.60) (61) - - (0.60) (61)
LLC
Datawave (An HCL
Technologies Company)
91 Scotland 100% 0.29 118 (0.10) (10) - - (0.10) (10)
Limited (formely known as
“ETL Factory Limited”)
HCL Technologies
92 Corporate Services UK 100% 3.84 1,591 0.17 17 - - 0.17 17
Limited
93 Telerx Marketing, Inc. USA 100% 0.89 369 0.18 18 - - 0.18 18
94 C3i Europe Eood Bulgaria 100% (0.01) (4) 0.06 6 - - 0.06 6
95 C3i (UK) Limited UK 100% - - - - - - - -
96 C3i Japan GK Japan 100% - 1 - - - - - -
C3i Services
97 &Technologies (Dalian) China 100% - 1 0.04 4 - - 0.04 4
Co., Ltd
HCL Technologies SEP
98 USA 80% (0.38) (157) (0.56) (57) - - (0.56) (57)
Holdings Inc.
Actian Corporation (and
99 USA 80% 5.44 2,254 0.31 32 - - 0.31 32
including its subsidiaries)
Honisgberg & Duvel
100 USA 100% 0.01 3 (0.01) (1) - - (0.01) (1)
Corporation
Honisgberg & Duvel
101 Germany 100% 0.60 246 0.04 5 - - 0.04 5
Datentichnik GMBH
H&D Business Services
102 Germany 100% (0.01) (3) - - - - - -
GmbH
103 H&D IT Solutions GmbH Germany 100% (0.03) (11) - - - - - -
H&D Training und
104 Germany 100% - - - - - - - -
Consulting GmbH
H&D IT Professional
105 Germany 100% - (1) - - - - - -
Services GmbH
106 qmo-it GmbH Germany 100% - 1 - - - - - -
H&D Services for
107 Germany 100% (0.01) (4) - - - - - -
Engineering GmbH
108 catis GmbH Germany 100% - - - - - - - -
H&D IT Automotive
109 Germany 100% (0.01) (3) - - - - - -
Services GmbH
ca Management Services
110 Germany 100% (0.01) (4) - - - - - -
GmbH
Book 1.indb 287 04-Jul-19 8:47:52 PM


age and loss
Country of holding
incorporation as at
H&D ITAS Infrastructure
111 Germany 100% (0.01) (5) - - - - - -
Services GmbH
H&D ITAS Application
112 Germany 100% (0.01) (2) - - - - - -
Services GmbH
H&D ITAS Client Services
113 Germany 100% (0.01) (5) - - - - - -
GmbH
114 H&D ITAS Sud GmbH Germany 100% - (1) - - - - - -
115 H&D International GmbH Germany 100% 0.01 3 0.02 2 - - 0.02 2
Honisgberg & Duvel Czech
116 100% 0.04 17 0.03 3 - - 0.03 3
Datentechnik Czech s.r.o. Republic
HCL Technologies Vietnam
117 Vietnam 100% - - - - - - - -
Company Limited
HCL Guatemala, Sociedad
118 Guatemala 100% - - - - - - - -
Anonima
Total 100.00 41,469 100.00 10,120 100.00 44 100.00 10,164
Non controlling interest (103) - - -
Consolidation adjustments - - 146 146
Consolidated Net assets / Profit after tax 41,366 10,120 190 10,310
Note: Dividend received from subsidiaries has been excluded from profits.
* The Group has equity interest of 49% and 100% dividend rights and control

age and loss
Country of holding
incorporation as at
Parent
HCL Technologies Limited India NA 56.54 20,572 83.88 7,316 100.00 (281) 83.34 7,035
Subsidiaries
Indian
1 HCL Comnet Systems & India 100% 0.07 26 (0.07) (6) - - (0.08) (6)
Services Limited
2 HCL Comnet Limited India 100% 0.65 236 0.79 69 - - 0.82 69
3 Statestreet HCL Services India 100% 0.88 319 0.93 81 - - 0.97 81
(India) Private Limited *
4 HCL Eagle Limited ** India 100% 0.03 12 0.01 1 - - 0.01 1
5 HCL Global Processing India 100% 0.10 36 0.06 5 - - 0.06 5
Services Limited
6 HCL Technologies India 100% 0.02 7 0.01 1 - - 0.01 1
Solutions Limited
7 Concept2Silicon Systems India 100% 0.03 9 - - - - - -
Private Limited
8 HCL Training & Staffing India 100% 0.10 38 - - - - - -
Services Private Limited
Book 1.indb 288 04-Jul-19 8:47:52 PM


age and loss
Country of holding
incorporation as at
Foreign
9 HCL Bermuda Limited Bermuda 100% (0.01) 1 (0.01) (1) - - (0.01) (1)
10 HCL Technologies China 100% 0.15 59 0.02 2 - - 0.02 2
(Shanghai) Limited
11 HCL Singapore Pte. Singapore 100% 0.33 121 0.49 42 - - 0.50 42
Limited
12 HCL Great Britain Limited UK 100% 0.40 147 0.58 51 - - 0.60 51
13 HCL (Netherlands) BV Netherlands 100% 0.05 18 0.14 12 - - 0.15 12
14 HCL Belgium NV Belgium 100% 0.19 68 0.07 6 - - 0.07 6
15 HCL Sweden AB Sweden 100% 0.21 76 0.11 10 - - 0.12 10
16 HCL GmbH Germany 100% 0.28 104 0.08 7 - - 0.08 7
17 HCL Italy SRL Italy 100% 0.05 17 0.02 1 - - 0.02 1
18 HCL Australia Services Australia 100% 0.76 275 0.51 44 - - 0.53 44
Pty. Limited
19 HCL (New Zealand) New Zealand 100% 0.14 50 0.12 10 - - 0.12 10
Limited
20 HCL Hong Kong SAR Hong Kong 100% 0.09 33 0.06 6 - - 0.07 6
Limited
21 HCL Japan Limited Japan 100% 0.27 100 0.10 8 - - 0.10 8
22 HCL America Inc. USA 100% 18.41 6,700 4.41 385 - - 4.56 385
23 HCL Technologies Austria Austria 100% 0.02 8 0.08 7 - - 0.08 7
GmbH
24 HCL BPO Services (NI) UK - - - - - - - - -
Limited
25 HCL Poland Sp.z.o.o Poland 100% (0.08) (32) 0.13 11 - - 0.14 11
26 HCL EAS Limited UK 100% 0.17 63 0.31 27 - - 0.32 27
27 HCL Insurance BPO UK 100% (0.03) (11) (0.39) (34) - - (0.40) (34)
Services Limited
28 HCL Expense USA - - - 0.46 40 - - 0.47 40
Management Services Inc.
29 Axon Group Limited UK 100% 0.02 8 0.03 2 - - 0.03 2
30 HCL Axon Technologies Canada 100% 0.46 166 0.32 28 - - 0.33 28
Inc.
31 HCL Technologies Switzerland 100% 0.03 8 0.06 5 - - 0.06 5
Solutions GmbH
32 Axon Solutions Pty. Australia 100% 0.03 12 - - - - - -
Limited
33 Axon Solutions Limited UK 100% 5.02 1,826 0.85 75 - - 0.88 75
34 HCL Axon Malaysia Sdn. Malaysia 100% 0.15 55 0.22 19 - - 0.23 19
Bhd.
35 Axon Solutions Singapore Singapore 100% 0.01 5 - - - - - -
Pte. Limited
36 Axon Solutions (Shanghai) China 100% 0.41 150 0.08 7 - - 0.08 7
Co. Limited
37 HCL Axon (Proprietary) South Africa 100% 1.18 429 0.46 40 - - 0.47 40
Limited
38 HCL Argentina s.a. Argentina 100% 0.01 4 (0.02) (2) - - (0.02) (2)
39 HCL Mexico S. de R.L. Mexico 100% 0.24 85 (0.01) (1) - - (0.01) (1)
40 HCL Technologies Romania 100% 0.01 2 - - - - - -
Romania s.r.l.
Book 1.indb 289 04-Jul-19 8:47:52 PM


age and loss
Country of holding
incorporation as at
41 HCL Hungary Kft Hungary 100% 0.03 8 0.01 1 - - 0.01 1
42 HCL Latin America Holding USA 100% - 1 - - - - - -
LLC
43 HCL (Brazil) Technologia Brazil 100% 0.15 54 0.09 8 - - 0.09 8
da informacao Ltda.
44 HCL Technologies Denmark 100% 0.37 136 0.18 16 - - 0.19 16
Denmark Aps
45 HCL Technologies Norway Norway 100% 0.11 41 0.31 27 - - 0.32 27
AS
46 PT. HCL Technologies Indonesia 100% 0.04 15 0.01 1 - - 0.01 1
Indonesia Limited
47 HCL Technologies Philippines 100% 0.11 38 0.06 5 - - 0.06 5
Philippines Inc.
48 HCL Technologies South South Africa 100% 0.08 30 (0.01) (1) - - (0.01) (1)
Africa (Proprietary) Limited
49 HCL Arabia LLC Saudi Arabia 100% 0.03 11 0.02 2 - - 0.02 2
50 HCL Technologies France France 100% 0.50 182 0.34 29 - - 0.35 29
SAS
51 Filial Espanola De HCL Spain 100% 0.04 14 0.03 2 - - 0.03 2
Technologies S.L
52 Anzospan Investments Pty South Africa 100% 0.01 3 (0.02) (2) - - (0.02) (2)
Limited
53 HCL Investments (UK) UK 100% - - - - - - - -
Limited
54 HCL America Solutions USA 100% 0.94 341 0.01 1 - - 0.02 1
Inc.
55 HCL Technologies Chile Chile 100% 0.08 28 0.04 3 - - 0.04 3
Spa
56 HCL Technologies UK UK 100% 2.20 797 0.82 72 - - 0.86 72
Limited
57 Statestreet HCL Holding UK 100% - - - - - - - -
UK Limited *
58 Statestreet HCL Services Philippines 100% 0.08 29 0.06 5 - - 0.06 5
(Phillipines) Inc. *
59 HCL Technologies B.V. Netherlands 100% 0.23 83 0.22 19 - - 0.23 19
60 HCL (Ireland) Information Ireland 100% 0.32 117 0.15 13 - - 0.15 13
Systems Limited
61 HCL Technologies Germany 100% 0.42 153 0.35 31 - - 0.36 31
Germany Gmbh
62 HCL Technologies Belgium Belgium 100% 0.08 30 0.08 7 - - 0.08 7
BVBA
63 HCL Technologies Sweden Sweden 100% 1.92 700 1.37 120 - - 1.41 120
AB
64 HCL Technologies Finland Finland 100% 0.35 128 0.14 13 - - 0.15 13
Oy
65 HCL Technologies Italy Italy 100% 0.11 38 0.05 4 - - 0.05 4
S.P.A
66 HCL Technologies Columbia 100% 0.01 5 - - - - - -
Columbia S.A.S
67 HCL Technologies Middle UAE 100% 0.07 24 0.04 4 - - 0.04 4
East FZ-LLC
Book 1.indb 290 04-Jul-19 8:47:52 PM


age and loss
Country of holding
incorporation as at
68 HCL Istanbul Bilisim Turkey 100% 0.03 10 0.03 2 - - 0.03 2
Teknolojileri Limited Sirketi
69 HCL Technologies Greece Greece 100% 0.02 6 - - - - - -
Single Member P.C
70 HCL Technologies S.A. Venezuela 100% - - (0.01) (1) - - (0.01) (1)
71 HCL Technologies Beijing China 100% - - (0.04) (4) - - (0.05) (4)
Co., Ltd
72 HCL Technologies Luxembourg 100% - 2 - - - - - -
Luxembourg S.a r.l
73 HCL Technologies Egypt Egypt 100% 0.01 4 - - - - - -
Limited
74 HCL Technologies Estonia Estonia 100% 0.01 5 (0.02) (2) - - (0.02) (2)
OÜ
75 HCL Technologies Thailand 100% 0.06 21 0.02 2 - - 0.02 2
(Thailand) Ltd.
76 HCL Technologies Czech Czech 100% - 1 - - - - - -
Republic s.r.o. Republic
77 HCL Muscat Technologies Oman 100% 0.01 4 0.01 1 - - 0.01 1
L.L.C.
78 CeleritiFintech Limited UK - - - 0.02 1 - - 0.02 1
79 CeleritiFintech USA, Inc. USA - - - 0.01 1 - - 0.01 1
80 CeleritiFintech Australia Australia - - - (0.01) (1) - - (0.01) (1)
Pty Limited
81 CeleritiFintech Italy S.R.L. Germany - - - 0.01 1 - - 0.01 1
82 CeleritiFintech Germany Italy - - - 0.01 1 - - 0.01 1
GmbH
83 Powerteam, LLC USA 100% 0.68 249 0.31 27 - - 0.32 27
84 Point To Point Limited UK 100% 0.13 48 (0.02) (2) - - (0.02) (2)
85 Point To Point Products UK 100% 0.03 11 0.01 1 - - 0.01 1
Limited
86 HCL Technologies Lithuania 100% 0.01 5 0.01 1 - - 0.02 1
Lithuania UAB
87 HCL Technologies China 100% - 1 - - - - - -
(Taiwan) Ltd.
88 Geometric Americas, Inc. USA 100% 0.83 301 0.11 10 - - 0.11 10
89 Geometric Asia Pacific Singapore 100% 0.09 33 0.10 9 - - 0.10 9
Pte. Ltd
90 Geometric Europe GmbH Germany 100% 0.35 128 0.12 11 - - 0.12 11
91 Geometric China, Inc. China 100% 0.03 13 (0.02) (2) - - (0.02) (2)
92 Geometric SRL Romania 100% 0.01 4 - - - - - -
93 Geometric SAS France 100% 0.07 27 0.03 3 - - 0.03 3
94 Butler America Aerospace USA 100% 1.58 574 0.24 21 - - 0.25 21
LLC
95 HCL Mortgage Holding USA 100% (0.19) (70) (0.07) (6) - - (0.07) (6)
LLC
96 Urban Fulfillment Services USA 100% 0.37 130 (0.27) (23) - - (0.27) (23)
LLC
97 ETL Factory Limited Scotland 100% 0.20 71 0.04 4 - - 0.04 4
98 HCL Technologies UK 100% - - - - - - - -
Corporate Services
Limited
Book 1.indb 291 04-Jul-19 8:47:52 PM


age and loss
Country of holding
incorporation as at
Associates
Foreign
99 CeleritiFintech Services UK - - - 0.14 13 - - 0.14 13
Limited
Total 100.00 36,386 100.00 8,722 100.00 (281) 100.00 8,441
Non controlling interest - (1) - (1)
Consolidation adjustments - - 541 541
Consolidated Net assets / Profit after tax 36,386 8,721 260 8,981
Note: Dividend received from subsidiaries has been excluded from profits.
* The Group has equity interest of 49% and 100% dividend rights and control
** During the year the Company has acquired the remaining 8,000 equity shares of ` 10/- each of HCL Eagle Limited for a
purchase consideration of ` 80,000/- thereby making it a wholly owned subsidiary.
3.36 Subsequent events
Acquisition of Strong-Bridge Envision
On 13 March 2019, the Group through a wholly owned subsidiary has entered into an agreement to acquire 100% shareholding of
Strong-Bridge Holdings, Inc.(doing business as Strong-Bridge Envision or SBE), a provider of digital and analytics (digital consulting
services) across various industry verticals for the purchase consideration of ` 311 crores payable in cash. The acquisition is a step
towards enhancing HCL’s Digital Consulting capabilities which are an integral part of Digital and Analytics business by adding
digital strategy development, agile program management and organizational change management capabilities.
The acquisition is consummated on 1 April 2019.

Officer
9 May 2019 9 May 2019
Book 1.indb 292 04-Jul-19 8:47:53 PM

Statement containing the salient features of the financial statements of subsidiaries / associates companies
Book 1.indb 293

[Pursuant to first proviso to sub-section (3) of section 129 of the Companies Act, 2013, read with rule 5 of Companies (Accounts) Rules, 2014 in the prescribed Form AOC-I]
(Amount in ` Thousand)
Exchange
Investments Profit/ Profit/
Date of Financial Rate as on Provision Extent of
S. Reporting Share Reserves & Total Total (other (Loss) (Loss) Proposed
Name of the Subsidiary Company acquisition / period respective Turnover for shareholding
No. Currency Capital Surplus Assets Liabilities than in before after Dividend
incorporation ended balance taxation (in percentage)
subsidiaries) taxation taxation
sheet date
1 HCL Comnet Systems & Services Limited 24-Aug-99 31-Mar-19 INR 1.00 12,800 173,859 595,001 408,342 124,679 465,792 58,579 12,652 45,927 - 100%
2 HCL Comnet Limited 8-Aug-01 31-Mar-19 INR 1.00 9,500 2,760,700 4,263,800 1,493,600 1,183,921 1,780,000 330,100 205,000 125,100 - 100%
3 HCL Bermuda Limited 10-Dec-97 31-Mar-19 USD 69.11 30,788,566 18,458,217 52,148,173 2,901,390 - - 929,386 - 929,386 - 100%
4 HCL Technologies (Shanghai) Limited 23-Jul-07 31-Dec-18 CNY 10.15 155,432 351,690 1,475,410 968,288 - 1,213,109 81,220 38,810 42,410 - 100%
5 HCL Eagle limited 14-Sep-11 31-Mar-19 INR 1.00 1,000 123,266 128,435 4,169 126,310 - 8,733 2,524 6,209 - 100%
6 HCL Singapore Pte. Limited 1-Jan-03 31-Mar-19 SGD 51.01 103,809 2,767,666 5,753,137 2,881,662 - 9,752,901 700,263 119,122 581,141 - 100%
7 HCL Training & Staffing Services Private 29-Feb-16 31-Mar-19 INR 1.00 17,513 249,108 459,984 193,363 283,408 376,919 (97,880) (24,734) (73,146) - 100%
Limited
8 HCL Great Britain Limited 7-Jan-97 31-Mar-19 GBP 90.62 957,671 2,143,434 6,031,391 2,930,286 - 8,986,416 355,049 74,580 280,469 - 100%
9 HCL (Netherlands) BV 5-Mar-98 31-Mar-19 EUR 77.68 1,410 304,930 2,077,341 1,771,001 - 3,067,629 160,591 45,541 115,050 - 100%
10 HCL Belgium NV 6-Mar-98 31-Mar-19 EUR 77.68 277,165 136,380 890,487 476,942 - 1,220,268 88,677 28,208 60,469 - 100%
11 HCL Sweden AB 12-Jan-98 31-Mar-19 SEK 7.47 747 848,355 2,333,723 1,484,621 - 2,872,191 90,757 8,751 82,006 - 100%
12 HCL GmbH 23-Feb-98 31-Mar-19 EUR 77.68 1,996 608,360 1,353,440 743,084 - 3,274,033 166,867 46,678 120,189 - 100%
13 HCL Italy SRL 2-Jul-98 31-Mar-19 EUR 77.68 792 225,569 251,302 24,941 - 114,494 11,497 (19,772) 31,269 - 100%
14 HCL Australia Services Pty. Limited 21-May-98 31-Mar-19 AUD 49.01 24,507 1,450,209 5,801,353 4,326,637 - 17,956,547 879,576 266,606 612,970 - 100%
15 HCL (New Zealand) Limited 28-Jan-98 31-Mar-19 NZD 47.01 2,182 184,048 555,826 369,596 - 1,878,551 135,272 38,104 97,168 - 100%
16 HCL Hong Kong SAR Limited 5-Jun-98 31-Mar-19 HKD 8.81 1,701 346,565 760,682 412,416 - 1,209,797 127,168 20,760 106,408 - 100%
17 HCL Japan Limited 10-Feb-98 31-Mar-19 JPY 0.62 137,434 387,911 2,628,919 2,103,574 - 7,353,966 337,971 80,263 257,708 - 100%
18 HCL America Inc. 17-Jan-95 31-Mar-19 USD 69.11 517,000 67,667,000 145,903,000 77,719,000 366,000 226,418,000 15,214,000 2,993,000 12,221,000 - 100%
19 HCL Technologies Austria GmbH 1-Mar-97 31-Mar-19 EUR 77.68 36,693 6,640,175 7,018,481 341,613 - 645,328 111,401 7,528 103,873 - 100%
20 HCL Global Processing Services Limited 22-Feb-99 31-Mar-19 INR 1.00 1,061 444,885 453,515 7,569 415,310 78,370 78,811 23,770 55,041 - 100%
21 HCL Technologies (Taiwan) Ltd. 15-Dec-16 31-Mar-19 TWD 2.24 11,211 7,345 64,511 45,955 - 55,169 8,735 1,748 6,987 - 100%
22 HCL Technologies Lithuania UAB 26-Aug-16 31-Mar-19 EUR 77.68 27,964 69,391 130,564 33,209 - 319,636 61,637 9,476 52,161 - 100%
23 HCL Technologies Solutions Limited 1-Jul-08 31-Mar-19 INR 1.00 10,501 49,846 60,521 174 40,721 - 2,310 572 1,738 - 100%
24 HCL Poland Sp.z.o.o 31-May-07 31-Mar-19 PLN 18.07 250,277 635,184 2,246,829 1,361,368 - 4,264,511 330,936 68,802 262,134 - 100%
25 HCL EAS Limited 11-Sep-08 31-Mar-19 USD 69.11 10,889,246 - 54,131,149 43,241,903 - 271,607 521,307 (111,545) 632,852 - 100%
26 HCL Insurance BPO Services Limited 1-Sep-08 31-Mar-19 GBP 90.62 734,928 (140,733) 1,250,102 655,907 - 1,882,448 73,312 1,360 71,952 - 100%
27 Axon Group Limited 15-Dec-08 31-Mar-19 GBP 90.62 61,442 17,382,028 17,518,153 74,683 - - (97,805) - (97,805) - 100%
28 HCL Axon Technologies Inc. 15-Dec-08 31-Mar-19 CAD 51.50 10,700 3,035,600 5,834,600 2,788,300 - 8,593,300 611,000 161,600 449,400 - 100%
29 HCL Technologies Solutions GmbH 15-Dec-08 31-Mar-19 CHF 69.42 8,330 128,142 1,147,671 1,011,199 - 1,411,454 62,478 22,351 40,127 - 100%
30 Axon Solutions Limited 15-Dec-08 31-Mar-19 GBP 90.62 91 3,821,533 5,588,531 1,766,907 - 7,180,361 670,859 144,085 526,774 - 100%
31 HCL Axon Malaysia Sdn. Bhd. 15-Dec-08 31-Dec-18 MYR 16.89 371,554 2,352,199 3,435,310 711,557 - 1,901,486 1,368,164 124,746 1,243,418 - 100%
32 Axon Solutions Singapore Pte. Limited 15-Dec-08 31-Mar-19 SGD 51.01 5,101 (62,934) 72,135 129,968 - 57,850 1,182 308 874 - 100%
33 Axon Solutions (Shanghai) Co. Limited 15-Dec-08 31-Dec-18 CNY 10.15 20,999 904,869 2,347,851 1,421,983 - 2,694,451 224,529 59,141 165,388 - 100%
34 HCL Axon (Proprietary) Limited 15-Dec-08 31-Mar-19 ZAR 4.77 415,347 2,423,718 3,999,341 1,160,276 - 4,047,973 378,917 105,443 273,474 - 100%
35 HCL Argentina s.a. 27-Jul-09 31-Mar-19 ARS 1.58 12,087 - 189,029 176,942 - 169,151 5,289 7,897 (2,608) - 100%
36 HCL Mexico S. de R.L. 25-Jun-09 31-Dec-18 MXN 3.55 162,437 13,452 1,937,894 1,762,005 - 3,558,770 90,183 122,483 (32,300) - 100%
37 HCL Technologies Romania s.r.l. 28-May-09 31-Dec-18 RON 17.14 6,049 15,130 83,974 62,795 - 93,385 8,824 1,690 7,134 - 100%
38 HCL Hungary Kft 12-May-09 31-Mar-19 HUF 0.24 2,177 17,839 236,682 216,666 - 174,412 3,066 451 2,615 - 100%
39 HCL Latin America Holding LLC 30-Mar-09 31-Mar-19 INR 1.00 864,998 (9,704) 980,813 125,519 - - (9,716) - (9,716) - 100%
40 HCL (Brazil) Technologia da informacao Ltda. 30-Dec-08 31-Dec-18 BRL 17.99 548,640 (377,244) 1,275,814 1,104,418 - 1,862,195 35,261 41,114 (5,853) - 100%
41 HCL Technologies Denmark Apps 23-Jun-10 31-Mar-19 DKK 10.40 33,996 634,308 2,914,187 2,245,883 - 6,258,750 358,760 79,102 279,658 - 100%
42 HCL Technologies Norway AS 9-Jun-10 31-Mar-19 NOK 8.01 23,988 1,319,015 4,844,302 3,501,299 - 8,650,709 524,054 115,825 408,229 - 100%
43 PT. HCL Technologies Indonesia Limited 13-Aug-10 31-Mar-19 IDR 0.00 44,009 11,254 295,077 239,814 - 310,378 19,726 9,956 9,770 - 100%
04-Jul-19 8:47:53 PM
Book 1.indb 294

Exchange
sheet date
44 HCL Technologies Philippines Inc. 24-Nov-10 31-Mar-19 PHP 1.31 357,211 567,596 1,390,503 465,696 - 2,429,062 235,552 (11,344) 246,896 - 100%
45 HCL Technologies South Africa (Proprietary) 14-Sep-10 31-Mar-19 ZAR 4.77 14,203 200,458 235,110 20,449 - 48,436 14,908 4,222 10,686 - 100%
Limited
46 HCL Arabia LLC 8-May-11 31-Dec-18 SAR 18.61 113,509 19,000 218,016 85,507 - 150,873 7,898 1,697 6,201 - 100%
47 HCL Technologies France SAS 7-Mar-11 31-Mar-19 EUR 77.68 195,436 820,731 4,955,743 3,939,576 - 8,276,671 343,846 105,531 238,315 - 100%
48 Filial Espanola De HCL Technologies S.L 12-Jan-11 31-Mar-19 EUR 77.68 23,303 115,332 1,004,232 865,597 - 1,261,099 66,333 16,635 49,698 - 100%
49 Anzospan Investments Pty Limited 15-Mar-11 31-Mar-19 ZAR 4.77 293,321 144,084 465,919 28,514 - - 150,049 - 150,049 - 100%
294 Statement under Section 129

50 HCL Investments (UK) Limited 9-Nov-11 31-Mar-19 GBP 90.62 580,392 56,751 1,732,130 1,094,987 - 1,073,310 73,777 14,155 59,622 - 100%
51 HCL America Solutions Inc. 26-Jun-12 31-Mar-19 USD 69.11 700 37,800 3,050,300 3,011,800 - 8,675,900 56,200 7,500 48,700 - 100%
52 HCL Technologies Chile Spa 10-Jun-13 31-Dec-18 CLP 0.10 60,531 157,767 596,833 378,535 - 620,260 67,981 32,598 35,383 - 100%
53 HCL Technologies UK Limited 20-Aug-13 31-Mar-19 GBP 90.62 4,824,877 2,088,064 30,239,599 23,326,658 478,201 31,834,238 699,767 119,618 580,149 - 100%
54 HCL Technologies B.V. 19-Sep-13 31-Mar-19 EUR 77.68 7,768 542,316 2,985,890 2,435,806 - 7,494,403 344,489 87,899 256,590 - 100%
55 HCL (Ireland) Information Systems Limited 29-Oct-13 31-Mar-19 EUR 77.68 7,768 590,645 2,547,272 1,948,859 - 5,665,706 413,289 46,778 366,511 - 100%
56 HCL Technologies Germany Gmbh 21-Nov-13 31-Mar-19 EUR 77.68 7,768 854,936 7,237,318 6,374,614 - 10,907,553 635,845 177,657 458,188 - 100%
57 HCL Technologies Belgium BVBA 25-Nov-13 31-Mar-19 EUR 77.68 7,768 (11,560) 1,125,018 1,128,810 - 1,456,492 24,822 30,093 (5,271) - 100%
58 HCL Technologies Sweden AB 18-Dec-13 31-Mar-19 SEK 7.47 10,304 6,014,091 19,992,974 13,968,579 - 32,674,580 1,871,966 406,123 1,465,843 - 100%
59 HCL Technologies Finland Oy 14-Jan-14 31-Mar-19 EUR 77.68 7,768 489,083 8,986,185 8,489,334 - 4,979,885 318,456 63,952 254,504 - 100%
60 HCL Technologies Italy S.P.A 29-Jul-14 31-Mar-19 EUR 77.68 220,603 240,103 2,003,744 1,543,038 - 3,632,814 102,421 45,018 57,403 - 100%
61 HCL Technologies Columbia S.A.S 6-Aug-14 31-Dec-18 COP 0.02 9,897 (71,261) 152,569 213,933 - 90,700 (29,305) 21,461 (50,766) - 100%
62 HCL Technologies Middle East FZ-LLC 19-Aug-14 31-Mar-19 AED 18.85 68,795 15,339 365,456 281,322 - 516,318 33,282 - 33,282 - 100%
63 HCL Istanbul Bilisim Teknolojileri 30-Sep-14 31-Mar-19 TRY 12.25 1,225 81,575 203,362 120,562 - 261,905 29,593 3,993 25,600 - 100%
Limited Sirketi
64 HCL Technologies Greece Single Member P.C 30-Sep-14 31-Mar-19 EUR 77.68 34,256 12,941 220,096 172,899 - 174,342 11,804 3,614 8,190 - 100%
65 HCL Technologies S.A. 20-Nov-14 31-Mar-19 VES 0.02 25 (1,616) 4,002 5,593 - 53,596 (1,589) - (1,589) - 100%
66 HCL Technologies Beijing Co. Ltd 6-Feb-15 31-Dec-18 CNY 10.15 64,145 50,130 456,840 342,565 - 608,124 51,537 18,628 32,909 - 100%
67 HCL Technologies Luxembourg S.a r.l 12-Feb-15 31-Mar-19 EUR 77.68 3,884 31,475 84,154 48,795 - 116,429 6,687 1,560 5,127 - 100%
68 HCL Technologies Egypt Limited 22-Mar-15 31-Mar-19 EGP 3.99 18,578 (3,345) 86,282 71,049 - 71,942 7,500 1,688 5,812 - 100%
69 HCL Technologies Estonia OÜ 8-Jun-15 31-Mar-19 EUR 77.68 15,535 (18,241) 66,036 68,742 - 16,880 822 - 822 - 100%
70 HCL Technologies (Thailand) Ltd. 10-Jun-15 31-Mar-19 THB 2.18 42,764 36,752 277,098 197,582 - 296,959 23,697 6,773 16,924 - 100%
71 HCL Technologies Czech Republic s.r.o. 28-Aug-15 31-Dec-18 CZK 3.11 103,372 31,817 816,359 681,170 - 1,257,205 66,418 11,442 54,976 - 100%
72 HCL Muscat Technologies L.L.C. 17-Dec-15 31-Mar-19 OMR 179.51 31,181 24,898 93,926 37,847 - 109,219 16,563 2,360 14,203 - 100%
73 Concept2Silicon Systems Private Limited 15-Oct-15 31-Mar-19 INR 1.00 150 18,633 26,955 8,172 - 16,879 (702) 1,864 (2,566) - 100%
74 Powerteam, LLC 28-Oct-15 31-Mar-19 USD 69.11 86 2,621,365 3,453,040 831,589 - 5,415,217 157,410 55,307 102,103 - 100%
75 Point To Point Limited 22-Jan-16 31-Mar-19 GBP 90.62 14,909 88,997 113,669 9,763 - 11,838 (391) (722) 331 - 100%
76 Point to Point Products Limited # 22-Jan-16 31-Mar-19 GBP 90.62 - 47,239 206,248 159,009 - 139,639 10,774 2,051 8,723 - 100%
77 Statestreet HCL Holding UK Limited (Note 10) 9-Dec-11 31-Mar-19 GBP 90.62 579,554 (3,705) 579,391 3,542 - - (508) (96) (412) - 100%
78 Statestreet HCL Services (India) Private 6-Jan-12 31-Mar-19 INR 1.00 393,693 3,957,630 4,874,541 523,218 - 3,714,875 1,492,828 237,019 1,255,809 - 100%
Limited (Note 10)
79 Statestreet HCL Services (Phillipines) Inc. 20-Jun-13 31-Mar-19 PHP 1.31 112,799 159,107 364,138 92,232 - 281,240 (22,359) 3,274 (25,633) - 100%
(Note 10)
80 Geometric Europe GmbH 1-Apr-16 31-Mar-19 EUR 77.68 1,091,363 (811,515) 758,543 478,695 - 1,237,224 96,859 28,974 67,885 - 100%
81 Geometric Asia Pacific Pte. Ltd 1-Apr-16 31-Mar-19 SGD 51.01 5,101 271,925 577,082 300,056 - 582,323 87,100 31,834 55,266 - 100%
82 Geometric China, Inc. 1-Apr-16 31-Dec-18 CNY 10.15 33,297 (54,437) 147,354 168,494 - 132,256 (53,900) 85 (53,985) - 100%
83 Geometric Americas, Inc. 1-Apr-16 31-Mar-19 USD 69.11 833,675 229,969 2,266,288 1,202,644 - 4,175,038 134,533 68,557 65,976 - 100%
84 Geometric SRL 1-Apr-16 31-Dec-18 RON 17.14 6 76,953 91,764 14,805 - 81,503 13,127 2,040 11,087 - 100%
85 Geometric SAS 1-Apr-16 31-Mar-19 EUR 77.68 189,299 (11,719) 482,995 305,415 - 860,125 30,618 - 30,618 - 100%
86 Butler America Aerospace LLC 3-Jan-17 31-Mar-19 USD 69.11 - 793,524 1,314,002 520,478 - 4,989,943 (30,074) 6,315 (36,389) - 100%
04-Jul-19 8:47:53 PM
Book 1.indb 295

Exchange
sheet date
87 HCL Foundation 30-Dec-14 31-Mar-19 INR 1.00 500 (221) 329 50 - - (32) - (32) - 100%
88 Urban Fulfillment Services LLC 23-Aug-17 31-Dec-18 USD 69.81 513,684 (383,825) 305,081 175,222 - 1,584,446 (383,825) - (383,825) - 100%
89 Datawave (An HCL Technologies Company) 1-Sep-17 31-Mar-19 GBP 90.62 11 252,025 843,510 591,474 - 1,223,488 15,162 3,443 11,719 - 100%
Limited (formely known as “ETL Factory
Limited”)
90 HCL Technologies Corporate Services 5-Mar-18 31-Mar-19 USD 69.11 - - 20,505 20,505 - 35,866,449 - - - - 100%
Limited #
91 C3i Support Services Private Limited (Note 6) 6-Apr-18 31-Mar-19 INR 1.00 15,421 552,410 669,484 101,653 - 690,690 135,054 47,463 87,591 - 100%
92 Telerx Marketing, Inc. (Note 6) 6-Apr-18 31-Dec-18 USD 69.81 2 51,161 77,995 26,832 - 146,911 8,627 2,460 6,167 - 100%
93 C3i Europe Eood (Note 6) 6-Apr-18 31-Dec-18 BGN 40.86 6,149 406,160 565,689 153,380 - 1,363,578 86,608 8,718 77,890 - 100%
94 C3i (UK) Limited (Note 6) # 6-Apr-18 31-Dec-18 GBP 89.07 - 3,415 4,767 1,352 - 17,872 1,228 233 995 - 100%
95 C3i Japan GK (Note 6) # 6-Apr-18 31-Dec-18 JPY 0.63 - 7,740 12,474 4,734 - 68,642 5,297 1,613 3,684 - 100%
96 C3i Services &Technologies (Dalian) Co., 6-Apr-18 31-Dec-18 CNY 10.15 19,894 241,493 278,420 17,033 - 330,770 51,260 7,981 43,279 - 100%
Ltd (Note 6)
97 HCL Technologies SEP Holdings Inc (Note 4) 28-Mar-18 31-Dec-18 USD 69.81 1 11,673,917 15,535,394 3,861,476 - - (483,549) - (483,549) - 80%
98 Actian Corporation (Note 7) # 17-Jul-18 31-Dec-18 USD 69.81 - (3,049,837) 10,759,524 13,809,361 - 7,634,366 (300,307) (31,483) (268,824) - 80%
99 Actian Australia Pty Ltd (Note 7) # 17-Jul-18 31-Dec-18 AUD 49.27 - (9,126) 165,270 174,396 - 484,948 13,574 4,623 8,951 - 80%
100 Actian Europe Limited (Note 7) # 17-Jul-18 31-Dec-18 GBP 89.07 - 44,295 1,145,231 1,100,936 - 1,736,644 55,215 11,065 44,150 - 80%
101 Actian France (Note 7) 17-Jul-18 31-Dec-18 EUR 79.98 2,959 18,129 319,523 298,435 - 216,328 5,045 973 4,072 - 80%
102 Actian Germany GmbH (Note 7) 17-Jul-18 31-Dec-18 EUR 79.98 1,999 9,306 340,783 329,478 - 426,468 22,303 11,456 10,847 - 80%
103 Actian International, Inc. (Note 7) # 17-Jul-18 31-Dec-18 USD 69.81 - (80,518) 6,735 87,253 - - - - - - 80%
104 Actian Netherlands B.V. (Note 7) 17-Jul-18 31-Dec-18 EUR 79.98 1,440 44,245 62,090 16,405 - 23,777 1,681 337 1,344 - 80%
105 Actian Netherlands Holding B.V. (Note 7) 17-Jul-18 31-Dec-18 EUR 79.98 1,440 (433,992) 57,629 490,181 - - (4,803) (337) (4,466) - 80%
106 Actian Technology Private Limited (Note 7) 17-Jul-18 31-Mar-19 INR 1.00 1,000 11,496 13,605 1,109 - 1,191 853 228 625 - 80%
107 ParAccel LLC (Note 7) 17-Jul-18 31-Dec-18 USD 69.81 1,663,060 (850,624) 812,436 - - - - - - - 80%
108 Pervasive Software, Inc. (Note 7) # 17-Jul-18 31-Dec-18 USD 69.81 - 14,216,380 14,216,380 - - - - - - - 80%
109 POET Holdings, Inc. (Note 7) # 17-Jul-18 31-Dec-18 USD 69.81 - (35,952) 748,679 784,631 - - (9,463) - (9,463) - 80%
110 Versant GmbH (Note 7) 17-Jul-18 31-Dec-18 EUR 79.98 14,396 983,233 1,266,297 268,668 - 550,147 162,960 10,552 152,408 - 80%
111 Versant India Private Limited (Note 7) 17-Jul-18 31-Mar-19 INR 1.00 1,000 7,079 10,230 2,151 - - (194) (474) 280 - 80%
112 Versant Software LLC (Note 7) 17-Jul-18 31-Dec-18 USD 69.81 2,553,008 (410,415) 2,444,099 301,506 - 135,095 (116,898) - (116,898) - 80%
113 Honisgberg & Duvel Datentichnik GMBH 2-Oct-18 31-Dec-18 EUR 79.98 32,870 842,927 1,929,453 1,053,656 - 5,029,436 (295,826) 3,361 (299,187) - 100%
(Note 8)
114 H&D Business Services GmbH (Note 8) 2-Oct-18 31-Dec-18 EUR 79.98 1,999 - 50,126 48,127 - 500,832 - - - - 100%
115 H&D IT Solutions GmbH (Note 8) 2-Oct-18 31-Dec-18 EUR 79.98 1,999 - 83,446 81,447 - 1,201,383 - - - - 100%
116 H&D Training und Consulting GmbH (Note 8) 2-Oct-18 31-Dec-18 EUR 79.98 1,999 (1,381) 624 6 - - - - - - 100%
117 H&D International GmbH (Note 8) 2-Oct-18 31-Dec-18 EUR 79.98 1,999 16,522 64,158 45,637 - 194,053 10,572 2,876 7,696 - 100%
118 H&D IT Professional Services GmbH (Note 8) 2-Oct-18 31-Dec-18 EUR 79.98 1,899 100 17,648 15,649 - 280,451 - - - - 100%
119 qmo-it GmbH (Note 8) 2-Oct-18 31-Dec-18 EUR 79.98 59,981 6,467 71,020 4,572 - 73,460 5,833 1,669 4,164 - 100%
120 H&D Services for Engineering GmbH (Note 8) 2-Oct-18 31-Dec-18 EUR 79.98 1,999 - 51,721 49,722 - 816,619 - - - - 100%
121 Hönigsberg & Düvel Datentechnik Czech 2-Oct-18 31-Dec-18 CZK 3.11 18,656 161,562 247,304 67,086 - 548,359 125,131 16,355 108,776 - 100%
s.r.o. (Note 8)
122 Hönigsberg & Düvel Corporation (Note 8) 2-Oct-18 31-Dec-18 USD 69.81 6,981 (7,734) 53,726 54,479 - 203,072 (14,920) (4,203) (10,717) - 100%
123 catis GmbH (Note 8) 2-Oct-18 31-Dec-18 EUR 79.98 1,999 5 21,125 19,121 - 94,603 - - - - 100%
124 H&D IT Automotive Services GmbH (Note 8) 2-Oct-18 31-Dec-18 EUR 79.98 1,999 - 56,746 54,747 - 145,766 - - - - 100%
125 ca Management Services GmbH (Note 8) 2-Oct-18 31-Dec-18 EUR 79.98 1,999 - 40,101 38,102 - 424,415 - - - - 100%
126 H&D ITAS Infrastructure Services GmbH 2-Oct-18 31-Dec-18 EUR 79.98 1,999 - 57,147 55,148 - 874,965 - - - - 100%
(Note 8)
04-Jul-19 8:47:53 PM
Book 1.indb 296

Exchange
sheet date
127 H&D ITAS Application Services GmbH 2-Oct-18 31-Dec-18 EUR 79.98 1,999 - 34,129 32,130 - 266,968 - - - - 100%
(Note 8)
128 H&D ITAS Client Services GmbH (Note 8) 2-Oct-18 31-Dec-18 EUR 79.98 1,999 - 91,372 89,373 - 1,429,749 - - - - 100%
129 H&D ITAS Süd GmbH (Note 8) 2-Oct-18 31-Dec-18 EUR 79.98 1,999 - 14,225 12,226 - 102,591 - - - - 100%
130 HCL Technologies Vietnam Company Limited 27-Apr-18 31-Mar-19 VND 0.00 3,411 2,158 26,145 20,576 - 34,396 2,697 539 2,158 - 100%
(Note 5)
296 Statement under Section 129

Notes:
1 Indian rupee equivalents of the figures given in foreign currencies in the accounts of the subsidiary companies, are based on the exchange rates as mentioned above for respective subsidiary.
#
2 Refer table given below for absolute amount of share capital in the following company:
Name of the Subsidiary Company Share Capital(`)
Point to Point Products Limited 181
HCL Technologies Corporate Services Limited 87
C3i (UK) Limited 89
C3i Japan GK 1
Actian Corporation 70
Actian Australia Pty Ltd 49
Actian Europe Limited 89
Actian International, Inc. 70
Pervasive Software, Inc. 70
POET Holdings, Inc. 70
3 HCL Guatemala, Sociedad Anonima, a subsidiary of HCL Bermuda Limited, was incorporated on 22 February 2019 and is yet to commence operations.
4 HCL Technologies SEP Holdings Inc, a subsidiary of HCL America Inc., was incorporated on 28 March 2018, the capital was contributed by the group in 2018-19.
5 HCL Technologies Vietnam Company Limited , a subsidiary of HCL Technologies UK Limited, was incorporated on 27 April 2018.
6 Telerx Marketing, Inc. (and its subsidiaries) was acquired on 6 April 2018.
7 Actian Corporation (and its subsidiaries) was acquired on 17 July 2018.
8 Honisgberg & Duvel Datentichnik GMBH (H&D International Group including its subsidiaries) was acquired on 2 October 2018.
9 Following subsidiaries were dissolved during the year:
* HCL Mortgage Holding LLC was dissolved on 31 October 2018.
* Ingres Canada Corporation was acquired on 17 July 2018 and was dissolved on 18 December 2018.
10 The Group has equity interest of 49% and 100% dividend rights and control.
11 During the year Axon Solutions Pty. Limited went into liquidation hence, no financial statement has been prepared as per their local laws.
12 On 30 September 2017, the Group has terminated its existing arrangements with DXC. Accordingly, CeleritiFinTech Limited (and its step down subsidiaries) and Celeritifintech Services Limited (and its step
down subsidiaries) has not been consolidated with the Group from that date. Accordingly, their standalone financial statements are not considered for the purpose of this statement.
For HCL Technologies Limited
Shiv Nadar S. Madhavan C. Vijayakumar

Chairman and Chief Strategy Officer Director President and Chief Executive Officer

Chief Financial Officer Deputy Chief Financial Officer Company Secretary
Place: Noida, UP (India)

Date: 4 July 2019
04-Jul-19 8:47:54 PM

Ar 14868 Hcltech 2018 2019 12072019232920

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HCL TECHNOLOGIES LTD.

Corporate Identity Number: L741400L1991PLC046369

July 12, 2019

The General Manager The Manager

BSE Scrip Code: 532281 NSE Scrip Code: HCLTECH

This is for your information and records.

For HCL Technologies Limited

4. HCL Techno Ltd AR Notice 2018-19.indd 1 06-Jul-19 3:52:33 PM

4. HCL Techno Ltd AR Notice 2018-19.indd 2 06-Jul-19 3:52:33 PM

4. HCL Techno Ltd AR Notice 2018-19.indd 3 06-Jul-19 3:52:33 PM

4. HCL Techno Ltd AR Notice 2018-19.indd 4 06-Jul-19 3:52:33 PM

4. HCL Techno Ltd AR Notice 2018-19.indd 5 06-Jul-19 3:52:33 PM

4. HCL Techno Ltd AR Notice 2018-19.indd 6 06-Jul-19 3:52:33 PM

4. HCL Techno Ltd AR Notice 2018-19.indd 7 06-Jul-19 3:52:33 PM

4. HCL Techno Ltd AR Notice 2018-19.indd 8 06-Jul-19 3:52:33 PM

4. HCL Techno Ltd AR Notice 2018-19.indd 9 06-Jul-19 3:52:33 PM

4. HCL Techno Ltd AR Notice 2018-19.indd 10 06-Jul-19 3:52:33 PM

Name of the Directors Shiv Nadar Mr. R. Srinivasan Mr. S. Madhavan

4. HCL Techno Ltd AR Notice 2018-19.indd 11 06-Jul-19 3:52:34 PM

4. HCL Techno Ltd AR Notice 2018-19.indd 12 06-Jul-19 3:52:34 PM

Mr. Shiv Nadar Chairman & Chief Strategy Officer

Key Managerial Personnel

Mr. C. Vijayakumar President & Chief Executive Officer

Registered Office Corporate Office

Canara Bank Citibank N.A.

Annual Report 2018-19 1

Book 1.indb 1 04-Jul-19 8:47:34 PM

Management Discussion and Analysis 03

Corporate Governance Report 101

CEO & CFO Certificates 138

Business Responsibility Report 139

Standalone Financial Statements 160

Consolidated Financial Statements 221

Statement under Section 129 293

Book 1.indb 2 04-Jul-19 8:47:34 PM

Annual Report 2018-19 3

Book 1.indb 3 04-Jul-19 8:47:34 PM

• Mode 1: Core Services

• Mode 2: NextGeneration Services

• Mode 3: Products & Platforms

• Corporate Social Responsibility

4 Management Discussion and Analysis

1. HCL Techno Ltd AR 1- 159 2018-19.indd 4 04-Jul-19 9:24:41 PM

Annual Report 2018-19 5

Book 1.indb 5 04-Jul-19 8:47:34 PM

6 Management Discussion and Analysis

Book 1.indb 6 04-Jul-19 8:47:34 PM

Annual Report 2018-19 7

Book 1.indb 7 04-Jul-19 8:47:34 PM

Smart IT Smart Users

focused on assessing and to leverage cognitive bots for

Smart Machine Smart Spaces

that infuse self-diagnostic and meant to expand traditional

8 Management Discussion and Analysis

Book 1.indb 8 04-Jul-19 8:47:34 PM

Annual Report 2018-19 9

Book 1.indb 9 04-Jul-19 8:47:34 PM

• Process-First, Technology-led Digital Operations  Blockchain – HCL DPO provides Blockchain

10 Management Discussion and Analysis