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You can view the entire text of Notes to accounts of the company for the latest year

BSE: 533179ISIN: INE262H01021INDUSTRY: IT Consulting & Software

BSE   ` 3398.60   Open: 3430.25   Today's Range 3391.30
3518.00
-31.65 ( -0.93 %) Prev Close: 3430.25 52 Week Range 2232.15
4489.93
Year End :2023-03 

The Company’s objective for capital management is to maximise shareholder value, safeguard business continuity and support the growth of the Company. The Company determines the capital requirement based on annual operating plans and longterm and other strategic investment plans. The funding requirements are met through equity, borrowings and operating cash flows generated. The Company is not subject to any externally imposed capital requirements.

The Board of Directors of the Company at its meeting held on Wednesday, March 22, 2023, approved the issuance of 500,000 (Five Hundred Thousand only) Equity Shares of ?10 each to the PSPL ESOP Management Trust (‘ESOP Trust’) at the allotment price of ? 2,789 per Equity Share, aggregating to the total consideration of ? 1,394.50 Million and the Board has authorized the Stakeholders Relationship and ESG Committee to allot the said Equity Shares to the ESOP Trust. The ESOP Trust made the payment of the consideration on April 5, 2023, and accordingly, 500,000 (Five Hundred Thousand only) Equity Shares of ? 10 each were allotted to the ESOP Trust on April 6, 2023. Consequent to this, the paid-up share capital of the Company is increased from 76.43 Million Equity Shares to 76.93 Million Equity Shares. Listing of the 500,000 shares on the Stock Exchanges is completed.

b. Terms/rights attached to equity shares

The Company has only one class of equity shares having a par value of ?10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

The Board of Directors of Persistent Systems Limited, at its meeting held on January 18, 2023, declared an interim dividend of ? 28 per equity share of face value of ? 10 each for the Financial Year 2022-23.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive 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. However, no such prefrential amounts exist currently.

Disclosure of payable to vendors as defined under the “Micro, Small and Medium Enterprise Development Act, 2006” is based on the information available with the Company regarding the status of registration of such vendors under the said Act, as per the intimation received from them on requests made by the Company. There are no overdue principal amounts / interest payable amounts for delayed payments to such vendors at the Balance Sheet date. There are no delays in payment made to such suppliers during the period or for any earlier years and accordingly there is no interest paid or outstanding interest in this regard in respect of payment made during the period or on balance brought forward from previous year.

The remaining performance obligation disclosure provides the aggregate amount of the transaction price yet to be recognized as at the end of the reporting period and an explanation as to when the Company expects to recognize these amounts in revenue. Applying the practical expedient as given in Ind AS 115, the Company has not disclosed the remaining performance obligation-related disclosures for contracts where the revenue recognized corresponds directly with the value to the customer of the entity’s performance completed to date, typically those contracts where invoicing is on time and material and unit of work-based contracts. Remaining performance obligation estimates are subject to change and are affected by several factors, including terminations, changes in the scope of contracts, periodic revalidations, adjustment for revenue that has not materialized and adjustments for currency.

During the year, ? 3,533.05 million (Previous year ? 1,726.07 million ) of opening unbilled revenue (contract asset) has been reclassified to trade receivables upon billing to customers on completion of milestones.

During the year, the Company recognised revenue of ? 240.27 million (Previous year ? 242.33 million ) arising from opening unearned revenue (contract liability). In addition to that ? 18.04 million (Previous year: NIL) arising from opening unearned revenue has not been recognised in revenue.

In respect of the contracts wherein the transaction price is in the form of revenue share, the estimated revenue for the customer is considered based on the historical trends and management judgement with respect to customer business. The estimated revenue from these contracts included in the total revenue for the year is ? 406.35 million (Previous year ? 211.87 million ).

29\ Gratuity plan:

The Company has a defined benefit gratuity plan. Each employee is eligible for gratuity on completion of minimum five years of service at 15 days basic salary (last drawn basic salary) for each completed year of service. The scheme is funded with an insurance company in the form of a qualifying insurance policy.

The following tables summarize the components of net benefit expense recognized in the statement of profit and loss and the funded status and amounts recognized in the Balance Sheet for the respective plans.

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

The significant actuarial assumptions for the determination of the defined benefit obligations are discount rate and increase in compensation levels. The sensitivity analysis below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

Every percentage point increase / decrease in discount rate will change the gratuity benefit obligation to approximately ? 1,143.07 million / ? 1,439.42 million (previous year: ? 1,076.57 million / ? 1,309.28 million) respectively.

Every percentage point increase / decrease in rate of increase in compensation levels will change the gratuity benefit obligation to approximately ? 1,372.27 million / ? 1,198.85 million (previous year: ? 1,240.68 million / ? 1,103.98 million) respectively.

Sensitivity analysis for each significant actuarial assumptions namely Discount rate and Salary assumptions have been shown in the table above at the end of the reporting period, showing how the defined benefit obligation would have been affected by the changes.

The Mortality and Attrition does not have a significant impact on the Liability , hence are not considered a significant actuarial assumption for the purpose of Sensitivity analysis.

The assumptions used in preparing the sensitivity analysis is Discount rate at 1% and - 1%

Salary assumption at 1 % and -1%

The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except the parameters to be stressed.

There is no change in the method from the previous period and the points /percentage by which the assumptions are stressed are same to that in the previous year.

Superannuation Fund

The Company contributed ? 75.66 million and ? 57.63 million to superannuation fund during the years ended March 31, 2023 and March 31, 2022 respectively and the same is recognised in the Statement of profit and loss under the head employee benefit expenses.

Defined contribution plan — Provident Fund

The Company has certain defined contribution plans. Contributions are made to provident fund for employees @ 12% of Basic salary as per regulation. The contributions are made to registered provident fund administered by the government.

The obligation of the company is limited to the amount contributed and it has no further contractual nor any constructive obligation. The expense recognised during the period towards defined contribution plan (provident fund) is ? 1,159.43 million (Previous year ? 827.57 million).

* Fair value hierarchy

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and consists of the following three levels:

Level 1 — Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 — Inputs are other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3 — Inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data. In respect of equity instruments of unlisted companies, in limited circumstances, insufficient more recent information is available to measure fair value, or if there are a wide range of possible fair value measurements and cost represents the best estimate of fair value within that range. The Company recognises such equity instruments at cost, which is considered as appropriate estimate of fair value.

Financial risk managementFinancial risk factors and risk management objectives

The Company’s activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk. The Company’s focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance. The primary market risk to the Company is foreign exchange risk. The Company uses derivative financial instruments to mitigate foreign exchange related risk exposures. The use of financial derivatives is governed by the

Company’s policies approved by the Board of Directors which provide written principles on foreign exchange hedging. The Company’s exposure to credit risk is mainly for receivables that are overdue for more than 90 days. The Credit Task Force is responsible for credit risk management. Investment of excess liquidity is governed by the Investment policy of the Company. The Company’s Risk Management Committee monitors risks and policies implemented to mitigate risk exposures.

Market risk

The Company operates globally with its operations spread across various geographies and consequently the Company is exposed to foreign exchange risk. Around 70% to 90% of the Company’s foreign currency exposure is in USD. The Company holds plain vanilla forward contracts against expected receivables in USD to mitigate the risk of changes in exchange rates.

Foreign currency sensitivity analysis

For the year ended March 31, 2023 and March 31, 2022 every percentage point depreciation / appreciation in the exchange rate between the Indian rupee and foreign currencies on foreign currency exposure would affect the Company’s profit before tax margin (PBT) by approximately 0.32 % and 0.16% respectively.

Sensitivity analysis is computed based on the changes in the income and expenses in foreign currency upon conversion into functional currency, due to exchange rate fluctuations between the previous reporting period and the current reporting period.

Derivative financial instruments

The Company holds derivative foreign currency forward contracts to mitigate the risk of changes in exchange rates on foreign currency exposures. These derivative financial instruments are valued based on quoted prices for similar assets in active markets or inputs that are directly or indirectly observable in the marketplace. The Company has designated foreign exchange forward contracts as cash flow hedges to mitigate the risk of foreign exchange exposure on highly probable forecast sales transactions.

Credit risk

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting to ? 10,559.23 million and ? 4,511.05 million as at March 31, 2023 and March 31, 2022, respectively. Trade receivables are typically unsecured and are derived from revenue earned from customers primarily located in the United States. Credit risk is managed by the Company by Credit Task Force through credit approvals, establishing credit limits and continuously monitoring the recovery status of customers to which the Company grants credit terms in the normal course of business. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss. The Company uses a provisioning policy approved by the Board of Directors to compute the expected credit loss allowance for trade receivables. The policy takes into account available external and internal credit risk factors and the Company’s historical experience for customers.

Credit risk is perceived mainly in case of receivables overdue for more than 90 days. The following table gives details of risk concentration in respect of percentage of receivables overdue for more than 90 days:

Credit risk on cash and cash equivalents is limited as the Company generally invests in deposits with banks and financial institutions with high credit ratings. Investments primarily include investment in debts mutual funds, quoted bonds.

Liquidity risk

The Company’s principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from operations. The Company has no outstanding bank borrowings. The investment of surplus funds is governed by the Company’s investment policy approved by the Board of Directors. The Company believes that the working capital is sufficient to meet its current fund requirements. Accordingly, no liquidity risk is perceived.

As at March 31, 2023, the Company had a working capital of ? 16,765.49 million including cash and cash equivalents and current fixed deposits of ? 5,277.15 million and current investments of ? 1,879.66 million.

As at March 31, 2022, the Company had a working capital of ? 15,085.17 million including cash and cash equivalents and current fixed deposits of ? 6,419.14 million and current investments of ? 4,346.91 million.

Capital management risk

The Company’s objectives when managing capital is to safeguard continuity, maintain a strong credit rating and healthy capital ratios in order to support its business and provide adequate return to shareholders through continuing growth. The Company’s capital management aims to ensure that it maintains a stable capital structure with the focus on total equity to uphold investor, creditor, and customer confidence and to ensure future development of its business. The Company sets the amount of capital required on the basis of annual business and long-term operating plans which include capital and other strategic investments. The funding requirements are met through a mixture of equity, internal fund generation and current and non-current borrowings.

The company does not face a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.

Rental expense recorded for short-term leases was ? 103.10 million for the year ended March 31, 2023 (Previous year R73.22 million).

The company has adopted Ind AS 116, Leases; and has recognized notional interest on lease liability of ? 119.73 million under finance costs for year ended March 31, 2023 (Previous year ? 68.59 Million).

The aggregate depreciation on ROU assets has been included under depreciation and amortisation expense in the Statement of Profit and Loss. (Refer note 4.6).

i. Guarantees outstanding as at March 31, 2023: ? 835.67 Million (March 31, 2022: ? 770.78 Million).

ii. Letters of comfort of USD 51.69 Million: ? 4,247.37 Million (March 31, 2022: 4,547.40) to bank for loans availed by subsidiary of the Company.

34\ Employees stock option plans (ESOP)

Certain information in this note relating to number of shares, options and per share/option price has been disclosed in full and is not rounded off.

The inputs to the model include the share price at date of grant, exercise price, expected volatility, expected dividends, expected term and the risk-free rate of interest. Expected volatility during the expected term of the options is based on historical volatility of the observed market prices of the Company’s publicly traded equity shares and has been modelled based on historical movements in the market prices of the publicly traded equity shares during a larger period after excluding outliers to smoothen the fluctuations.

35\ Contingent liabilities

a. Claims against the company not acknowledged as debt*

(In T million)

Sr. No.

As at March 31, 2023

As at March 31, 2022

1 Indirect tax matters

i. In respect to the order passed by the Learned Principal Commissioner of Service Tax, Pune, for Service tax under import of services on reverse charge basis for the Financial Year 2014-15, the Company has filed an appeal against the order passed by Learned Principal Commissioner of Service Tax, Pune with the Hon’ble Central Excise and Service Tax Appellate Tribunal (CESTAT) on September 23, 2017.

The Hon’ble CESTAT decided and passed the order on January 28,2023 with the direction that the entire show cause notice passed by the Principal Commissioner of Service Tax will now be taken up for fresh adjudication and the judgments noted in the Order of the Hon’ble CESTAT and other submissions, if any, be considered while adjudicating the show cause notice.

The Company has filed Appeal against the CESTAT Order with Hon’ble High Court on March 13,2023.

The Company has paid T 165.58 million under protest towards the demand and the same forms part of the GST receivable balance.

If the appeal filed as mentioned above results in a demand, there will be no impact on the profitability as the Company will be eligible to claim credit/refund for the amount paid.

173.78

173.78

Sr. No.

As at March 31, 2023

As at March 31, 2022

ii. # In respect of export incentives pertaining to previous periods amounting to f 255.52 million, which have been refunded under protest with interest of f 41.03 million, aggregating to f 296.55 million, the Company had filed an application with Directorate General of Foreign Trade (DGFT). The Company believes that its services are eligible for the export incentives and the dispute is purely an interpretation issue given the highly technical nature. However, based on consultation with subject matter specialists, this matter is likely to involve a prolonged litigation. With the intention of avoiding prolonged litigation and settling the dispute, the Company has requested the relevant authorities for settlement of the case and has submitted an application before the Settlement Commission on 29 December 2022. As part of this settlement, the Company has offered to forego f 296.55 million. While the hearing against the settlement application is awaited, the Company has accordingly recognized a provision of f 296.55 million for the quarter ended 31 December 2022. The Company's management reasonably expects that this matter, when ultimately concluded and determined, will not have a material and adverse effect on the Company's results of operations or financial condition. The amount recognised during the year, is presented as an “exceptional item” in the statement of profit and loss for the current period.

296.55

2 Income tax demands disputed in appellate proceedings

1,023.34

855.02

* Set-off availed: The Company spent an excessive amount of ? 55.50 Million in FY 2020-21. In FY 2022-23, the Management has claimed partial set-off against this excessive CSR spend amounting to ? 23.39 Million.

The Company continues to have an amount of ? 32.11 Million available in its book for set off till the end of FY 2023-24 as it is the third (last) year from the year of excessive spend.

38\ Business Combinations

a. During the previous year ended March 31, 2022, the Company had entered into an agreement effecting business

acquisition of Shree Infosoft Private Limited, India on November 18, 2021. The acquisition was accounted for using the acquisition method of accounting on provisional basis availing the exemption under Ind AS 103.

b. During the previous year ended March 31, 2022, the Company had entered into an agreement effecting business

acquisition of Data Glove IT Solutions Pvt. Ltd on March 1, 2022. The acquisition was accounted for using the acquisition method of accounting on provisional basis availing the exemption under Ind AS 103.

c. Pursuant to a share purchase agreement, the Company acquired 100% stake in MediaAgility India Private Limited on April 29, 2022 for a consideration of ? 971.45 Million. The acquisition of the said businesses is accounted for using the acquisition method of accounting under Ind AS 103. The Company is in the process of performing the complete exercise of purchase price allocation of assets and liabilities assumed as at the reporting date. The Company has exercised the option available under Ind AS 103, which provides the Company a period of twelve months from the acquisition date for completing the accounting of purchase price allocation on provisional basis.

45\The Company has deposits of ? 430 million with the financial institutions viz. Infrastructure Leasing & Financial Services Ltd. (IL&FS) and IL&FS Financial Services Ltd. (referred to as “IL&FS Group”) as on the balance sheet date. These were due for maturity from January 2019 to June 2019. In view of the uncertainty prevailing with respect to recovery of outstanding balances from IL&FS Group, Management of the Company has fully provided for these deposits along with interest accrued thereon till the date the deposits had become doubtful of recovery. The Management is hopeful of recovery though with a time lag. The Company continues to monitor developments in the matter and is committed to take steps including legal action that may be necessary to ensure full recovery of the said deposits.

46\ The Company has working capital facilities from banks on the basis of security of trade receivables. The quarterly

statements of trade receivables filed by the Company with banks are in complete agreement with the books of accounts.

47\ Except as stated below the Company has not advanced / loaned / invested funds to any entities, including foreign entities (Intermediaries), with the understanding that the Intermediary shall directly or indirectly lend or invest in other entities by or on behalf of the Company (Ultimate Beneficiaries). Further, the Company has not provided any guarantee, security to or on behalf of the Ultimate Beneficiaries.

b. The Company has complied with the relevant provisions of the Foreign Exchange Management Act, 1999 (42 of 1999) and Companies Act, 2013 and the above transactions are not violative of the Prevention of Money-Laundering Act, 2002.

48\ The Company has not received funds from any entities, including foreign entities (Funding Parties), with the

understanding that the Company shall directly or indirectly, lend or invest in other persons or entities by or on behalf of the Funding Party (Ultimate Beneficiaries). Further, the Company has not provided any guarantee, security on behalf of the Ultimate Beneficiaries.

49\ The financial statements are presented in ? Million and decimal thereof except for per share information or as otherwise stated.

50\ Previous year’s figures have been regrouped where necessary to conform with the current year’s classification. The impact of such regrouping is not material to financial statements.