Infosys annual report 2009-10 pdf

As on March 31, , we have 24 direct subsidiaries and 62 step-down subsidiaries. The changes in subsidiaries during the year is included in the Standalone financial statements of the Company. During the year, the Board of Directors reviewed the affairs of the subsidiaries. In accordance with Section 3 of the Companies Act, , we have prepared the Consolidated financial statements of the Company, which form part of this Annual Report.

The statement also provides details of the performance and financial position of each of the subsidiaries, along with the changes that occurred, during fiscal In accordance with Section of the Companies Act, , the audited financial statements, including the Consolidated financial statements and related information of the Company and audited accounts of each of its subsidiaries, are available on our website, www.

Human resources management Our professionals are our most important assets. For this, we focus on promoting a collaborative, transparent and participative organization culture, and rewarding merit and sustained high performance. Our human resource management focuses on allowing our employees to develop their skills, grow in their career and navigate their next. Towards this, the Company has set up the Anti-Sexual Harassment Initiative ASHI , which proudly completes 21 years of enabling a positive and safe work environment for our employees.

Our ASHI practices have set an industry benchmark as it ranked first among companies that participated in an external survey on the best anti-sexual harassment initiatives in , and Infosys has constituted an Internal Committee IC in all the development centers of the Company across India to consider and resolve all sexual harassment complaints reported by women.

Investigations are conducted and decisions made by the IC at the respective locations, and a senior woman employee is the presiding officer over every case. Half of the total members of the IC are women. The role of the IC is not restricted to mere redressal of complaints but also encompasses prevention and prohibition of sexual harassment.

In the last one year, the IC has worked extensively on creating awareness on relevance of sexual harassment issues in the new normal by using brand-new and innovative measures to help employees understand the forms of sexual harassment while working remotely. The details of sexual harassment complaints that were filed, disposed of and pending during the financial year are provided in the Business Responsibility Report of this Annual report.

Particulars of employees The Company had 2,04, employees on standalone basis and 2,59, employees on consolidated basis as of March 31, The Annual Report and accounts are being sent to the shareholders excluding the aforesaid exhibit. Shareholders interested in obtaining this information may access the same from the Company website. In accordance with Section of the Companies Act, , this exhibit is available for inspection by shareholders through electronic mode.

Notes: 1. The maximum number of shares under the Plan shall not exceed 5,00,00, equity shares. To implement the Plan, up to 4,50,00, equity shares may be issued by way of secondary acquisition of shares by the Infosys Expanded Stock Ownership Trust.

The RSUs granted under the Plan shall vest based on the achievement of defined annual performance parameters as determined by the administrator the nomination and remuneration committee. The performance parameters will be based on a combination of relative Total Shareholder Return TSR against selected industry peers and certain broader market domestic and global indices and operating performance metrics of the Company as decided by the administrator.

Each of the above performance parameters will be distinct for the purposes of calculation of the quantity of shares to vest based on performance. These instruments will generally vest between a minimum of one to a maximum of three years from the grant date.

The maximum number of shares under the Plan shall not exceed 2,40,38, equity shares not adjusted for bonus issue. These instruments will generally vest over a period of four years and the Company expects to grant the instruments under the Plan over the period of four to seven years.

These RSUs and stock options shall be exercisable within the period as approved by the nomination and remuneration committee. The exercise price of the RSUs will be equal to the par value of the shares and the exercise price of the stock options would be the market price as on the date of grant.

Consequent to the September bonus issue, all the then outstanding options granted under the stock option plan have been adjusted for bonus shares. For the shares and ADRs issued under the Plan, the cumulative amount does not exceed 1. The Plan and Plan are in compliance with SEBI Share Based Employee Benefits Regulations, , as amended from time to time, and there has been no material change to the plans during the fiscal.

The details of the Plan and Plan form part of the Notes to accounts of the financial statements in this Annual Report.

Corporate governance Our corporate governance philosophy Our corporate governance practices are a reflection of our value system encompassing our culture, policies, and relationships with our stakeholders. Integrity and transparency are key to our corporate governance practices to ensure that we gain and retain the trust of our stakeholders at all times.

Corporate governance is about maximizing shareholder value legally, ethically and sustainably. At Infosys, the Board exercises its fiduciary responsibilities in the widest sense of the term. Our disclosures seek to attain the best practices in international corporate governance. We also endeavor to enhance long-term shareholder value and respect minority rights in all our business decisions.

Our Corporate governance report for fiscal forms part of this Annual Report. Board diversity The Company recognizes and embraces the importance of a diverse board in its success. We believe that a truly diverse board will leverage differences in thought, perspective, knowledge, skill, regional and industry experience, cultural and geographical backgrounds, age, ethnicity, race and gender, that will help us retain our competitive advantage.

The Board Diversity Policy adopted by the Board sets out its approach to diversity. Additional details on Board diversity are available in the Corporate governance report that forms part of this Annual Report. Number of meetings of the Board The Board met seven times during the financial year.

The meeting details are provided in the Corporate governance report that forms part of this Annual Report. The maximum interval between any two meetings did not exceed days, as prescribed by the Companies Act, As of March 31, , the Board had nine members, two of whom are executive directors, a non-executive and non-independent director and six independent directors.

Two of the independent directors of the Board are women. The details of Board and committee composition, tenure of directors, areas of expertise and other details are available in the Corporate governance report that forms part of this Annual Report. We affirm that the remuneration paid to the directors is as per the terms laid out in the Nomination and Remuneration Policy of the Company.

Board evaluation The nomination and remuneration committee engaged Egon Zehnder, external consultants, to conduct Board evaluation for the year. The evaluation of all the directors, committees, Chairman of the Board, and the Board as a whole was conducted based on the criteria and framework adopted by the Board. The Board evaluation process was completed during fiscal The evaluation parameters and the process have been explained in the Corporate governance report.

Familiarization program for independent directors All new independent directors inducted into the Board attend an orientation program. The details of the training and familiarization program are provided in the Corporate governance report.

Directors and KMP Inductions Uri Levine was appointed to the Board as an independent director effective April 20, for a period of three years and the same was approved by the shareholders at the 39th AGM held on June 27, Bobby Parikh was appointed to the Board as an additional and independent director effective July 15, for a period of three years subject to the approval of shareholders.

In the opinion of the Board, he is a well-respected business leader who brings a wealth of experience and financial acumen to the Infosys Board. His vast experience in the realm of corporate governance will greatly benefit the Company. Further, he possesses integrity and relevant proficiency which will bring tremendous value to the Board and to the Company.

The Board recommends his appointment to the shareholders. The notice convening the 40th AGM to be held on June 19, sets out the details. Bestsellers Editors' Picks All Ebooks. Explore Audiobooks. Bestsellers Editors' Picks All audiobooks. Explore Magazines. Editors' Picks All magazines. Explore Podcasts All podcasts. Difficulty Beginner Intermediate Advanced.

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