印孚瑟斯Infosys Ltd. (INFY) 2016年年度報告「NYSE」.pdf

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1、BEING INFOSYS.BEING MORE.ANNUAL REPORT 2015-16BEING INFOSYS.BEING MORE.We inhabit a universe where time and space bend and stretch continuously.For us,the year in which we celebrated the 100thanniversary of the Theory of General Relativity itself appeared to warp,and passed by much too quickly.It wa

2、s a year during which we focused on our strategy execution,and we saw four quarters of healthy growth.Beyond the financial results,we saw unprecedented achievements by our teams in every aspect of the business.It was a year in which everyone brought home the vision of Renew and New built on a solid

3、foundation of innovation,learning and purpose.In this environment,it is easy to focus on the big picture,and miss seeing the multi-dimensional manner in which true transformation takes hold.In order to return to market leadership in a sustained manner,we need to re-imagine our business in every face

4、t and every detail.From delivery,to sales,consulting,operations,and each and every business enabling function from people,to processes,infrastructure and systems we have to bring about change that addresses the new reality of a pervasively digital and inter-connected world.This issue of our annual r

5、eport celebrates the multiple facets of our transformation.The theme is about transcendence from the ordinary.It is about how innovation and continuous improvement have permeated every corner of our business,and about how we are honing excellence to a fine art form.AtInfosys,it is no longer adequate

6、 to simply meet expectations we have to exceed it every time,and in every way.Today,being Infosys means being more.80,000+employees and several clients have been trained in Design Thinking,which inculcates a culture of empathy and problem finding.It fosters rapid learning by making and by iterative

7、solutiondevelopment.MORE THAN SEEING AND HEARING.LISTENING,MAKING AND IMPROVING.The second edition of the Infosys Global Hackathon,Bangalore campus.Engineers across 18 global locations participated,resulting in 600+ideas and 400+prototypes.These included ideas and solutions across technologies such

8、as mobile,analytics,machine learning,image recognition,IoT sensors and blockchain.MORE THAN CODING.HACKING AS A WAY OF LEARNING.One of 7,000+Zero Distance projects,which focuses on a capability that is crucial for the retail industry.Grassroots innovation to gain consumer insights for new product la

9、unches and continuous product improvement.Sentiment analysis of consumers using social media enabled the mining of reactions,preferences and intent,which in turn helped the retailer design an effective product launch strategy.MORE THAN JUST IDEAS.REAL,PERVASIVE INNOVATION.Three decades of match data

10、 and 12 million data points analyzed by the Infosys Information Platform(IIP)for the ATP World Tour,which hosts 62 tournaments in 31countries.Transforming the experience of the game for players and followers by reimagining player performance,ratings and insights like never before.MORE THAN GAME STAT

11、ISTICS.INSIGHTS WHICH CAN CHANGE THE GAME.MORE THAN SAVING LIVES.LAYING A FOUNDATION FOR GLOBAL HEALTH AND WELLBEING.We developed a comprehensive 3D human heart model using CTscan imaging.The model captures biomechanics of the heart in the most realistic manner.Combined with modern industrial techno

12、logies such as Computer Aided Design(CAD),Finite Element Analysis(FEA),and Computational Fluid Dynamics(CFD),this model enables surgeons to develop complex and customized treatments.Italso helps medical equipment manufacturers and regulatory agencies to optimize design,enhance quality,and shorten ti

13、metomarket for their products,leading to improved and affordable healthcare for all.Infosys partnered with GE Digital to deliver Industrial IoT solutions with advanced implementations in manufacturing,aviation,transportation and healthcare industries.These IoT solutions,based on GEs Predix platform

14、and Infosys Aikid services,will help enterprises simplify,automate and transform their business.Recreating the entire lifecycle of products digitally,from conceptualization to development and maintenance,helps to visualize the underlying design,structural and functional issues.MORE THAN DIGITAL MODE

15、LING.CAPTURING THE ENTIRE DIGITAL FOOTPRINT.Across continents,in partnership with the worlds top universities,global consortia,and most influential researchers,Infosys nurtures a robust research and innovation ecosystem to address emerging challenges on the frontiers of data science,artificial intel

16、ligence,robotics,software engineering,and ICT,for socioeconomic development.MORE THAN GOOD RESEARCH.RESEARCH THAT RESULTS IN COMMON GOOD.We are funding earlystage startups to amplify their reach,bring them to market,and help them scale.This year,we have invested in six startups,working in areas such

17、 as air quality monitoring,wearable technology,data wrangling,and 3Dimaging.The Infosys Innovation Fund has a corpus of US$500 million to boost the global innovation ecosystem.MORE THAN JUST US.LEVERAGING THE POWER OF A THRIVING ECOSYSTEM.#Sitwithme campaign,launched on International Womens Day,Marc

18、h 8,2016,to foster a more balanced,diverse leadership at Infosys.From Bangalore to Palo Alto,London to Lodz,Melbourne to Belo Horizonte,Infosys leaders,including independent board members,have taken the pledge across 15 locations worldwide to work towards a balanced leadership.MORE THAN DOING THE RI

19、GHT THING.MAXIMIZING THE BUSINESS VALUE.With a total capacity of 6.6 MW,generating 12 million kWh of electricity every year,and avoiding 9,800 tons of CO2 emissions,thenew solar plant at our Hyderabad campus helps us meet 100%of our electricity needs with renewable energy.This takes us a step closer

20、 to our goal of becoming carbonneutral.MORE THAN CONSERVATION OF RESOURCES.RESPECTING THE MIRACLE OF LIFE ON EARTH.New Yorkbased OHorizons was one of the winners of the Infy Maker Awards(sponsored by Infosys Foundation USA).5,000 people in underdeveloped villages in Bangladesh will get clean water i

21、n 2016,and 1,000,000 by 2021,thanks to the innovative,lowbudget wood mold biosand filters designed by OHorizons.Thegroup is currently running pilot projects in Mali,Ecuador and Bangladesh.MORE THAN PASSIVE CONSUMERS.CREATING A WORLD FULL OF CREATORS.Infosys Annual Report 2015-16CONTENTS Letter to th

22、e stakeholder.02So we may be more.06Being more.Making it real.07A tribute to K.V.Kamath.09The Infosys Board of Directors.10Key trends.14The year at a glance.15Boards report.17Annexures to the Boards report.29Managements discussion and analysis.61Corporate governance report.74Risk management report.9

23、0CEO and CFO certification.93Standalone financial statements.94Consolidated financial statements.125Shareholder information.153Business responsibility report.159Global presence.18402|Letter to the stakeholderLETTER TO THE STAKEHOLDERDear Stakeholder,We live in extraordinary times.Technology is resha

24、ping our world in a fundamental way:new CPUs from Intel built on 14 nanometer processor technology deliver unprecedented performance and analysts recently reported that hardware unit sales for cloud are approaching those for enterprise.Technology companies are making cars and watches,and creating ne

25、w kinds of transportation,hospitality,retail,insurance,and other services,disrupting entire industries.And recently,a fleet of driverless trucks made by various vendors,drove thousands of miles across Europe,demonstrating vividly that the end of a key job category is upon us.The world of our future

26、looks vastly different from what we see today an increasingly digital world,a deeply connected world,a collaborative world.It was clear nearly two years ago,and today it is starkly clear,that given this digital transformation of our world,the traditional services industry of the past,in which we com

27、pete to do the same work cheaper but with world-class quality,must also transform.Aservices company must be more,and we,Infoscions,as individuals and as a company,must be more.We must instead become a company that delivers value and innovation.Our context has fundamentally,and irreversibly,changed,a

28、nd we cannot go back to the approaches and methods of the past.The imperatives,and the opportunities,areclear.It is with this new reality in mind that we embraced three simple ideas in our strategy:renew ourselves and help our clients renew their businesses;drive innovation and new opportunities in

29、our business and with our clients;and do all of this based on a culture of education and collaboration.Indeed,when we think about it,this blueprint applies to all businesses.Renew is about being better.Better than we have been.Automation is a key part of this.It is how we improve solutions to the kn

30、own,well-defined problems and improve the businesses we are already in.It is about driving grassroots innovation in every project and in every service.The repetitive tasks can be automated by bringing Artificial Intelligence to our existing services and existing customer landscapes,so that we fundam

31、entally transform cost and productivity.And we set a lofty benchmark for this:if we have done something once,we should not do it again.It can be automated.New is about being different.This is the breakthrough innovation.It is about finding problems that we dont easily have words to describe,that no

32、one has defined.It is the unknown problems.It is about leveraging automation to digitize our physical world,and using Design Thinking to focus on the empathy,the problem-finding,which uncovers new markets,for us and for our clients.Dr.Vishal SikkaChief Executive Officer and Managing DirectorInfosys

33、Annual Report 2015-16And our Culture is all about education.It is staying true to who we are.It is the idea of being improving,where we constantly build upon what we already know.Education is how we drive our strategy it helps us learn new techniques to automate the things we understand,and it gives

34、 us the mindset to discover the things that we do not yet know.It is how we work.It is not the innovation lab that drives all the big ideas,it is to enable and empower every Infoscion to be an innovator.This bedrock of our culture,this learnability as Mr.Murthy always said,to me,and to all of us an

35、ability to learn,is as true and critical for our future as it has ever been.On AI specifically,people often ask me if all this automation,this AI,will lead to human obsolescence,and the elimination of jobs.It is my emphatic view,having studied AI at the feet of some of its great pioneers,that this i

36、s not the case.AI,like all great technologies and tools that have come before it,can and should amplify people enabling us to focus on the creative work,the imaginative work.The driverless trucks that I mentioned did things we humans simply cannot do,e.g.platooning;we dont have the mechanical precis

37、ion or the reflexes for it;we do,however,have the imagination and the knowledge to build the software and systems for driverless trucks,and to govern their safe operation.Technology can and must be the great amplifier of our human potential,our humanity.It is why we focus on education and learning;i

38、t is why we participate in OpenAI and other initiatives to develop and advance AI openly,to help bring its benefits to all of us.It has been more than one year since we outlined this Renew and New strategy for consistent and profitable growth of the company.I am happy to share with you the progress

39、we have made so far on the execution of our strategy.In the financial year 2016,our revenues grew in rupee terms by 17.1%to 62,441 crore.In dollar terms,our revenues grew during the year by 9.1%to US$9,501 million and in constant currency terms,revenues grew by 13.3%.For the financial year 2016,our

40、operating profit margin was 25.0%and net profit margin was 21.6%.During the year,earnings per share grew by 9.4%in rupee terms and 1.9%in dollar terms.Ouroperating cash flows were healthy during the year and we ended the year with liquid assets of US$5,202 million(34,468 crore).We focused on effecti

41、ve strategy execution during the year,and I am happy to report that several indicators of strategy execution have improved.For example,our large deal wins have improved significantly during the year,demonstrating,Ibelieve,that the renewal of our existing core services,together with all the new thing

42、s we can bring,are helping us to differentiate on value,not cost.The total contract value of large deals won during the year increased by 45%to US$2.8 billion this year.Similarly,due to our focused client engagement and value creation,the revenue from top clients improved during the year.Top 10 clie

43、nts grew by 12.3%in constant currency and top 25 clients grew by 9.3%in constant currency for the year.The measures that we deployed to deepen employee engagement have begun to show results,with attrition coming down to 13.6%this year from 18.9%last year.Our efforts towards increase in per capita re

44、venue improvement through productivity improvement and automation are in early stages.During the year,we released nearly 4,000 full-time employees from projects as a result of automation of underlying services.We will continue to focus on this crucial front.We have several additional levers to furth

45、er enhance operational efficiency,such as utilization,onsite effort mix,onsite employee cost and sub-contractor expenses,which we plan to optimize.Behind these numbers is the work of several transformational initiatives that Pravin and I started over the last 21 months.We set out to renew and bring

46、entirely new ideas to everything from our processes,to training and curriculum,to marketing,to onboarding,to large deals,to the bench,to our ecosystem,and more.And the results we see are many of these initiatives beginning to take hold and flourish.We see this in the renewal of ourselves internally,

47、to drive innovation and create value.I am most proud of initiatives such as Zero Distance,in which the teams working in more than 7,000 master projects at Infosys have found and continue to find incremental innovation looking beyond the SOW,to add value.With this initiative,under the passionate lead

48、ership of Ravi,our delivery teams learn and live being innovators rather than order-takers.Our work on this is not done,and in the coming year,Ilook forward to taking our grassroots innovation to new levels.From BPO to Product Engineering,from Business Intelligence to Digital,from Application Develo

49、pment and Maintenance to Cloud Infrastructure Services,we have embarked on a great renewal of all of our services with automation and pervasive grassroots innovation,founded on a culture of collaboration and openness.Infosys Annual Report 2015-16Letter to the stakeholder|03 Infosys Annual Report 201

50、5-1604|Letter to the stakeholderWe have trained over 80,000 employees in Design Thinking,in what is surely the largest ever corporate training program for Design Thinking.It is about building creative confidence,as David Kelley describes it,in every Infoscion.About learning to ask questions,to chall

51、enge the status quo,to look inside the work we are doing and find new problems to solve.Going forward,we will bring Design Thinking to every facet of our work;it will help us deploy our bandwidth that automation helps us save towards innovation and value-creation for clients and for us;and it will h

52、elp us engage our clients in their most strategic areas areas we have rarely worked in.We introduced Zero Bench in July 2015,an initiative to eradicate the bench a construct of our industry that,21 months later,I still cannot accept from our company and our industry,creating a marketplace inside Inf

53、osys so that people awaiting longer-term assignments continue to add value to Infosys and our clients.In just nine months,by the end of the financial year 2016,more than 12,000 jobs had been created on our Zero Bench marketplace,and more than 67%of folks on the bench had completed at least one of th

54、ese!We improved employee engagement,creating a new performance management system in which managers provide continuous feedback and an ongoing dialog about performance.We are improving our processes,slowly but surely to ease the way employees work.We ourselves are one of the first users of Infosys Ma

55、na,to automate and simplify our mission-critical travel process.And we are investing in employees,not just in training,skills development and the overall employee experience,but investing to drive retention and attract the best leaders through the new stock incentive plan for employees.We are also i

56、nvesting in the Virtual Global Delivery Model,and in our workspaces,to help further our teams ability to collaborate and to deliver value to clients across boundaries.In all of these things,I want to point out our efforts in developing a culture of collaboration,with Zero Distance as a great example

57、 of many,such as the tremendous work of our finance team under the leadership of my colleague and friend Ranga the leader of a world-class finance organization which is both improving our processes and our collaboration,while upholding the utmost standards of governance and compliance set by our fou

58、nders.Collaboration makes us exponentially more powerful and faster.Competition,on the other hand,a very human tendency of ours,is best when aimed at competing with our past selves,the way we used to be,rather than looking backwards towards others.I believe this leverage of collaboration and competi

59、tion can best help us create the company we aspire to be,even while competitors increasingly emulate us.I believe these internal efforts to renew and bring innovation have led to the steep decline in attrition compared to where we were two years ago.While our work to build an extraordinary workplace

60、 for Infoscions as innovators is far from done,these are good signs.When I walk around our beautiful campuses,and feel the energy of many reinvigorated Infoscions,when I listen to the passion in the voice,and the glint in the eyes of a 31-year-old project manager beaming with a Zero Distance idea,mo

61、re than any of the numbers,I feel reassured that we are on the right path.Turning to what and how we deliver to our clients we took big steps in the financial year 2016 by bringing a combination of automation and innovation,powered by education,to clients,and are now building on thiswork.We launched

62、 our Aikid service offerings,renewing our existing service lines and introducing new types of services.In Aikid,we are helping our clients capture the knowledge and know-how and renew their organizations(Ki);leverage open,intelligent platforms to drive new opportunities through new kinds of applicat

63、ions(Ai);and bring design-led services that help clients find their most important problems to solve with Design Thinking(D).And now bringing these services together with our Infosys Mana platform,our purposeful approach to AI,we can help our clients reinvent the continual reinvention of their syste

64、m landscapes.We can lower the cost of maintenance for both physical and digital systems;capture the know-how of people and fragmented and complex systems across generations;simplify the continuous renovation of core business processes;and enable businesses to bring new and delightful experiences to

65、their customers and end-users.We refocused consulting to be the tip of our spear,and as part of this charter,I am pleased to see Design Thinking as a key fabric of our work,making its way into each and every client engagement.We brought the Infosys Information Platform(IIP)to clients in a big way,an

66、d created entirely new opportunities resulting in discussions or implementations for more than 200 clients using our Infosys Annual Report 2015-16open,intelligent cloud-based analytics platform,to define breakthrough solutions from their diverse data sources.Both IIP and IAP are now a part of the br

67、oader Mana platform.Our EdgeVerve subsidiary continues to lead our all-important software front.Panaya,Skava and EdgeVerve continued to add value for our clients and for us.Our philosophy of organic first,then external hiring,then investments,and then mergers and acquisitions is,I believe,the right

68、balance for Infosys.Under Ritikas leadership,we made several investments,and three acquisitions.On investments,we will continue to carefully deploy our capital on innovative companies that are inventing the future.On acquisitions,we will continue to consider companies that help us advance our cause,

69、and where there is a matching of purpose and passion;we will not buy revenue or market share in markets of yesterday.And as importantly as the work we do with clients and internally,we continued to have a deep focus on contributing to the world around us,in our communities,in the proud and yet humbl

70、e work we do through our foundations.Our Infosys Foundation,led by the exemplary Mrs.Murty,continued to set new standards in bringing help to those in need across a wide spectrum of needs and regions in India.The Infosys Science Foundation,a purposeful support of the advances in basic sciences that

71、our founders have so passionately believed in and led,has continued its great work.And our young Infosys Foundation USA,which under Vandanas leadership emerged,in the words of the White House Office of Science and Technology Policys senior advisor,is already becoming a force,reaching out to as many

72、people as possible in the all-important frontiers of bringing computer science education and makingtoall.And on a larger scale,our amazing facilities team led by the incomparable Ramadas Kamath broke new grounds and new frontiers in sustainability and innovation including moving our Hyderabad campus

73、 completely off the grid,a solar powered campus serving 15,000+Infoscions!And yet,as we look ahead,we can clearly see that we are barely at the start of where we need to go.Like any large-scale transformation,metamorphosis as our Chairman Sesh,who took over this year from my mentor and the quintesse

74、ntial leader-entrepreneur Mr.Kamath,calls it will take time.We have started to implement the changes that will drive our transformation.But it cannot be the valiant efforts of a few warriors within Infosys.The world as we knew it has been transformed.Add to this the extreme cost pressure on our clie

75、nts due to the disruptions they face,including entirely new types of competitors,and in turn,the pricing pressure this brings to the services industry.We must massively scale our innovation and drive our strategy in every aspect in our company.Allof you,our stakeholders,some of whom have been with u

76、s for many years,are an integral part of our journey,in empowering our people and our company to be more.If we can execute our strategy,and do the things we must learn to do,the year,and the years,ahead of us could be deeply rewarding,and I look forward to a great journey ahead,together.Dr.Vishal Si

77、kkaChief Executive Officer and Managing DirectorLetter to the stakeholder|0506|So we may Be MoreSO WE MAY BE MOREThese times of being digital that we live in are also times when all things around us are becoming services.As a services company,we are particularly well-suited to thrive by creating ama

78、zing experiences.And it only stands to reason that we use this advantage to improve the way we serve,not just our clients,but also ourselves by enhancing our experience at work.About a year ago,we started on a journey of renewal to simplify our key processes,systems and policies.We wanted the employ

79、ee experience at Infosys to be not only empowering but truly delightful.Weapproached this transformation guided by the tenets of Design Thinking,which teaches us that any service has three underlying components:desirability how well it addresses the most pressing needs of end-users;feasibility how w

80、ell the service is orchestrated;and finally,viability the economic benefits of delivering the service.A highly motivated team of our employee volunteers,governed by a central project management office,took up the task of driving this service metamorphosis.The annual employee satisfaction survey poin

81、ted out where the biggest opportunities for change lay.Needless process complexity,lack of end-to-end process ownership,undue delays in cross-functional processes,poor application user interface,manual interventions that could easily be automated,were the challenges at hand.The team catalyzed more t

82、han 200 changes in over 15 processes including those related to travel,claims and reimbursement,and project management.The Bell Curve-inspired Comparative Relative Ranking(CRR)was eased out of the performance evaluation process.The company dress-code was made more employee-friendly too.Not surprisin

83、gly,these improvements reflected in surging satisfaction scores in employee surveys and a drop in our attrition numbers from 18.9%to 13.6%through the pastyear.The journey of getting better at being better did not stop there.Not satisfied with merely improving the existing environment,we set out to s

84、imultaneously re-imagine the policy and process landscape and create fundamental simplification at Infosys.Code-named Process+,a program was launched in late 2015 to rethink our systems and achieve radical optimization and efficiencies,reduction in cycle time,increased data flow and improved user ex

85、perience by leveraging smart technology and next-generation analytics,while remaining uncompromising on governance and compliance.Global Mobility,Order to Remittance,Procure to Pay,and Claims Management were some of the enterprise processes targeted for deep simplification.In early 2016,we launched

86、Optiwise,a grounds-up movement to involve employees in bringing positive change within Infosys.Optiwise invites employees to share ideas to(a)save cost and/or effort,(b)reduce waste,and(c)increase productivity.Over 2,000 ideas have come in from all over the globe,and over 250 have been identified fo

87、r implementation on priority.This journey embodies the spirit of our strategy of continuous renewal to remain relevant through changing times.But renewal by itself is not enough,we must also do completely new things so that we may thrive in disruptive times.We are becoming better at solving fundamen

88、tal problems and,in doing so,we are creating more exciting,and richer,experiences for our own people,and for our clients.U.B.Pravin RaoChief Operating Officer and Whole-time DirectorInfosys Annual Report 2015-16Being More.Making it Real.|07BEING MORE.MAKING IT REAL.Adding the Infosys touch to shape

89、the futureThis is my 16th year in Infosys and it has been extraordinary!We have worked on a spectrum of initiatives to sharpen and strengthen our traditional service lines while curating brand new ones.We have onboarded top talent and done all this while being focused on execution and innovation for

90、 our clients.The role of technology in the financial services industry has never been more important,and the threat of disruption by new entrants has never Mohit JoshiPresident and Global Head Financial Servicesbeen more real.Our clients are focused on digital transformation,on greater efficiency th

91、rough industrialization,and on meeting the regulatory and compliance agenda.Wehave historically built a superb execution engine and tied it to deep domain and consulting capabilities in the sector.In the past 18 months,we have built and acquired tremendous capabilities in automation and artificial i

92、ntelligence with Mana,in data management with IIP,and we now offer comprehensive digital platforms through EdgeVerve and Skava.We have worked with the fintech community to build a deep ecosystem to lead the innovation agenda for our clients and have helped our clients imagine the future with Design

93、Thinking.All these together offer our clients an opportunity to shape the future of the financial services industry through technology.Throughout the history of this company,our leaders have spoken about purpose it is the glue that binds all our stakeholders and connects us to the broader community.

94、It has given the company a sense of self and a touchstone when vital decisions have to be made.Our strategy of Renew and New,with a strong underpinning of an empowering culture,has revitalized this purposefulness.This is reflected in an enormous upsurge in client and employee engagement and enthusia

95、sm.I have no doubt that it has also helped us deliver better financial performance.More innovations from More for MoreRavi Kumar S.President and Chief Delivery OfficerOur vision is to be able to deliver the most extraordinary and path-breaking software projects of our times as we help our clients fo

96、rmulate and execute against a strategy for the digital age.Whether it is capturing the know-how of retiring talent into a knowledge-based AI system to maintain what we engineer through generations of making,or creating digital twins of physical things and environments so we might improve them,we wan

97、t to be able to create a new future.A future that puts an end to a past of more of the same,manual,increasingly cheaper and temporarily more cost-efficient services.A future where businesses can leverage machine-generated insights,a Infosys Annual Report 2015-1608|Being More.Making it Real.knowledge

98、-enabled enterprise to straight-through and touchless processing ofeverything they do in an agile,automated,seamlessly connected landscape designed to amplify human potential.At Infosys,weve been innovating from the grassroots up,to create a future such as this.For us,innovation is a quest for a cli

99、ent problem that is unknown or unarticulated.It is also about finding surprisingly smart ways to solve a known problem.We employ a simple framework Zero Distance to first spot and then resolve these problems.The framework encourages our people to look and learn from others.To find opportunities to i

100、mprove efficiencies or create new value.To articulate the value of these ideas in clear business terms.And,most importantly,to then share the knowledge with others.Because it is only through collaboration that we will achieve our aspirations while also nurturing a culture of lifelong learning.It is

101、the only way forward with us looking around to understand the best thinking,applying that knowledge to improve our work,and everyone around helping us do this.Only then might we do more,be more,and reap its rewards,in the year ahead and beyond.landscapes and bring extreme productivity to theirenterp

102、rise.Top-line Growth:The Infosys Information Platform,I informed him,had the power to generate deep insights for example,the capability to predict out of stocks at select retail stores every Thursday where he wouldnt ordinarily replenish the inventory until Monday,empowering him to act quickly on th

103、e insights.Business Model Reinvention:Skava is a terrific platform for its ability to create differentiated immersive digital experiences online,on mobile,with virtual reality and in-store,driving completely new business models for this client.N.R.Narayana Murthy once said,“Strategy is differentiati

104、on”.Infosys has in recent times found new offerings organically and inorganically to differentiate itself by addressing all the strategic objectives of our client CXOs.Most importantly,Infosys is willing to partner with this client on the business outcomes.I have been with Infosys now for over 15 ye

105、ars.Wehave always prided ourselves on differentiation and earning respect from all stakeholders respect for our strategy and recommendations,respect for our values,and respect for the relevance of our offerings.This is the Infosys I am proud of.An Infosys that is powered by intellect,and driven by v

106、alues.Sandeep DadlaniPresident and Global Head Manufacturing,Retail,CPG and LogisticsMore relevance,more respect“Productivity,Top-line Growth and Reinvention are my priorities,”quipped the CEO of a large CPG client of Infosys,talking about his agenda for the year as he went on to explain his key cha

107、llenges.Productivity:I told this client CEO that our newly launched knowledge-based AI platform,Mana,brings machine learning together with the deep knowledge of an organization to drive automation and innovation in other words,this places us in a perfect position to reinvent systems and process Info

108、sys Annual Report 2015-16In June last year,we had a change of guard in the Board leadership.We bid farewell to K.V.Kamath,along-standing member of the Infosys Board,who had steered the company through key leadership transitions.Mr.Kamath stepped down as Chairman of the Board on June 5,2015,to be suc

109、ceeded by R.Seshasayee,ahighly regarded personality in the Indian industry.K.V.Kamaths innovative ideas,right from technology adoption and universal banking to ATM services,have revolutionized the banking industry in India.He was appointed Chairman of Infosys Limited in 2011.As Chairman,Mr.Kamath wa

110、s instrumental in sharpening the governance processes at a time when the company was embarking on a new strategic direction.In 2013,he played a key role in bringing back N.R.Narayana Murthy to steer Infosys through a period of leadership transition and stabilization.During his tenure at Infosys,Mr.K

111、amath had been amember of several committees,including the audit committee and the corporate social responsibility committee.As a key member of the nomination and remuneration committee,he ensured that the leadership transition at Infosys was seamless.Beyond his formal responsibilities,Mr.Kamath has

112、 been extraordinarily helpful in mentoring several leaders including our CEO,Dr.Vishal Sikka.As a member of various industry bodies including the National Council of the Confederation of Indian Industry,Mr.Kamaths accomplishments have earned him several awards.In 2008,he received the Padma Bhushan f

113、or his contribution to the growth of the banking sector.After an illustrious career,Mr.Kamath has embarked on a new journey as the President of the New Development Bank,promoted by BRICS nations.On behalf of our employees and shareholders,we wish him success and thank him for his invaluable contribu

114、tions to Infosys.A TRIBUTE TO K.V.KAMATHA tribute to K.V.Kamath|09 Infosys Annual Report 2015-16Infosys Annual Report 2015-16Clockwise from top right:R.SeshasayeeChairman of the Board and Independent DirectorU.B.Pravin RaoChief Operating Officer and Whole-time DirectorKiran Mazumdar-Shaw Independent

115、 DirectorDr.Vishal SikkaChief Executive Officer and Managing DirectorTHE INFOSYS BOARD OF DIRECTORSInfosys Annual Report 2015-16Clockwise from top right:Roopa KudvaIndependent DirectorRavi VenkatesanIndependent DirectorDr.Punita Kumar-SinhaIndependent DirectorProf.Jeffrey S.LehmanIndependent Directo

116、rProf.John W.EtchemendyIndependent DirectorInfosys Annual Report 2015-1612|Board and committees Infosys LimitedBOARD AND COMMITTEES INFOSYS LIMITEDThe Board of DirectorsR.SeshasayeeChairman and Independent DirectorDr.Vishal SikkaChief Executive Officer and Managing DirectorU.B.Pravin RaoChief Operat

117、ing Officer and Whole-time DirectorProf.Jeffrey S.LehmanIndependent DirectorProf.John W.EtchemendyIndependent DirectorKiran Mazumdar-ShawIndependent DirectorDr.Punita Kumar-SinhaIndependent DirectorRavi VenkatesanIndependent DirectorRoopa KudvaIndependent DirectorExecutive officersDr.Vishal SikkaChi

118、ef Executive Officer and Managing DirectorU.B.Pravin RaoChief Operating Officer and Whole-time DirectorM.D.Ranganath Chief Financial Officer and Executive Vice PresidentDavid D.KennedyExecutive Vice President,General Counsel and ChiefCompliance OfficerBoard committeesAudit committeeRoopa KudvaChairp

119、erson and Financial ExpertProf.Jeffrey S.Lehman R.SeshasayeeRavi VenkatesanCorporate social responsibility committeeR.SeshasayeeChairpersonKiran Mazumdar-ShawDr.Vishal SikkaNomination and remuneration committeeProf.Jeffrey S.LehmanChairpersonProf.John W.EtchemendyKiran Mazumdar-ShawR.SeshasayeeAs on

120、 March 31,2016Risk and strategy committeeRavi VenkatesanChairpersonProf.John W.EtchemendyKiran Mazumdar-Shaw R.SeshasayeeRoopa KudvaStakeholders relationship committeeProf.Jeffrey S.LehmanChairpersonProf.John W.EtchemendyRavi VenkatesanFinance and investment committeeRoopa KudvaChairpersonProf.John

121、W.EtchemendyKiran Mazumdar-Shaw Ravi VenkatesanInfosys Annual Report 2015-16The Board of Directors Subsidiaries|13 David D.KennedyDirector Mohit JoshiDirectorTao LiuDirectorInfosys Technologies(Sweden)ABRajesh K.MurthyChairpersonEricS.PaternosterDirectorMohit JoshiDirectorInfosys Tecnologia do Brasi

122、l Ltda.Claudio Henrique ElsasLegal AdministratorKallidus Inc.Arish AliDirectorDineshR.DirectorFrank ClarkDirectorNoah Consulting LLCDavidG.WagnerDirectorJohn RuddyDirectorRajesh K.MurthyDirectorRobin GoswamiDirectorPanaya Inc.A.G.S.ManikanthaDirectorAbdul RazackDirectorDoron GerstelDirectorSkava Sys

123、tems Private Ltd.A.G.S.ManikanthaDirector DineshR.DirectorSudhaK.VaradarajanDirectorEdgeVerve Systems LimitedSandeep DadlaniChairpersonMichael RehDirectorArun Kumar KrishnanWhole-time DirectorJonathan HellerDirectorRoopa KudvaIndependent Director Sanjay PurohitDirectorSrinivasan RajamIndependent Dir

124、ectorInfosys Americas Inc.Sandeep Dadlani ChairpersonManish TandonDirectorMohit JoshiDirectorInfosys BPO LimitedU.B.Pravin RaoChairpersonAnup UppadhayayChief Executive Officer and Managing DirectorProf.Jayanth R.VarmaIndependent DirectorDr.Omkar GoswamiIndependent DirectorRoopa KudvaIndependent Dire

125、ctorInfosys Consulting Holding AG(Formerly Lodestone Holding AG)Sanjay PurohitChairpersonJrgen BauerActing Chief Executive OfficerManish TandonDirector Rajesh K.MurthyDirectorU.B.Pravin RaoDirectorInfosys Nova Holdings LLCDr.Vishal SikkaChief Executive OfficerDavid D.KennedyVice PresidentRitika Suri

126、Vice President and SecretaryInfosys Public Services,Inc.Prof.Jeffrey S.LehmanChairpersonEricS.PaternosterChief Executive OfficerManish TandonDirectorRavi KumarS.DirectorInfosys Technologies(Australia)Pty.LimitedU.B.Pravin RaoChairpersonAndrew GrothChief Executive OfficerV.G.DheeshjithDirectorInfosys

127、 Technologies(China)Co.LimitedRavi KumarS.ChairpersonV.R.RangarajanChief Executive Officer and Legal RepresentativeDavid D.KennedyDirectorMohit JoshiDirectorTao LiuDirectorInfosys Technologies S.de R.L.de C.V.Ravi ArcotLegal AdministratorInfosys Technologies(Shanghai)Company LimitedRavi KumarS.Chair

128、personV.R.RangarajanDirector and Legal RepresentativeAs on March 31,2016THE BOARD OF DIRECTORS SUBSIDIARIESInfosys Annual Report 2015-1614|Key trends2012201320142015201620122013201420152016Number of clients(3)(4)Number of employees(3)(4)9508907986941,0921,76,1871,60,4051,56,6881,49,9941,94,044201220

129、1320142015201620122013201420152016Dividend payout ratio(2)(in%)Market capitalization(3)(in crore)29.729.939.749.849.72,54,7711,88,5101,65,9171,64,5922,79,8372012201320142015201620122013201420152016Revenues(1)(in US$million)Net proft(1)(in US$million)2,0526,9947,3988,2498,7119,5011,7161,7251,7512,013

130、2012201320142015201620122013201420152016Revenues(1)(in crore)Net proft(1)(in crore)33,73440,35250,13353,31962,4418,3169,42110,64812,32913,491For the detailed ratio analysis,refer to https:/ on IFRS consolidated financial statements(2)Based on dividend declared,excluding special dividend and includin

131、g corporate dividend tax(3)At the end of the fiscal(4)ConsolidatedKey trendsInfosys Annual Report 2015-16The year at a glance|15 Indian GAAP standalonein crore,except per equity share data20162015Growth(%)Financial performanceIncome53,98347,30014.1Gross profit21,72819,47211.6Operating profit(Profit

132、Before Interest,Tax,Depreciation and Amortization)15,76313,96212.9Profit after tax and before exceptional item12,75011,7528.5Profit after tax and after exceptional item15,78612,16429.8EPS before exceptional item(par value of 5/-each):Basic55.51(1)51.178.5Diluted55.51(1)51.178.5EPS after exceptional

133、item(par value of 5/-each):Basic68.73(1)52.9629.8Diluted68.73(1)52.9629.8Financial positionCash and cash equivalents29,17627,7225.2Current investments2749(99.7)Net current assets30,56029,0375.2Fixed assets9,1828,11613.1Non-current assets(excluding fixed assets)17,48810,94559.8Total assets72,76761,81

134、317.7Non-current liabilities7330143.3Shareholders fund57,15748,06818.9(1)Adjusted for bonus shares allotted in June 2015Indian GAAP consolidatedin crore,except per equity share data20162015Growth(%)Financial performanceIncome62,44153,31917.1Gross profit24,83221,48515.6Operating profit(Profit Before

135、Interest,Tax,Depreciation and Amortization)17,12014,87115.1Profit after tax13,67812,37210.6EPS(par value of 5/-each):Basic59.85(1)54.1310.6Diluted59.84(1)54.1310.6Financial positionCash and cash equivalents32,69730,3677.7Current investments75872(91.4)Net current assets34,56431,7398.9Fixed assets14,1

136、4012,12216.6Non-current assets(excluding fixed assets)9,2486,92533.5Total assets75,14166,28913.4Non-current liabilities12650152.0Shareholders fund57,82650,73614.0(1)Adjusted for bonus shares allotted in June 2015IFRS consolidatedin crore,except per equity share data20162015Growth(%)Revenues62,44153,

137、31917.1Gross profit23,34320,43614.2Operating profit15,62013,83212.9Net profit13,49112,3299.4EPS(par value of 5/-each):Basic59.03(1)53.949.4Diluted59.02(1)53.949.4Financial positionCash and cash equivalents32,69730,3677.7Available-for-sale financial assets Current75874(91.4)Net current assets38,45635

138、,8137.4Property,plant and equipment10,5309,12515.4Intangible assets(including goodwill)4,7493,72927.4Non-current assets (excluding property,plant and equipment,intangible assets and goodwill)8,4156,30233.5Total assets75,38966,35213.6Non-current liabilities37120680.1Total equity61,77954,76312.8(1)Adj

139、usted for bonus shares allotted in June 2015The year at a glanceInfosys Annual Report 2015-1616|The year at a glancein US$million,except per equity share data20162015Growth(%)Revenues9,5018,7119.1Gross profit3,5513,3376.4Operating profit2,3752,2585.2Net profit2,0522,0131.9EPS(par value of 5/-($0.16)

140、each):Basic0.90(1)0.881.9Diluted0.90(1)0.881.9Financial positionCash and cash equivalents4,9354,8591.6Available-for-sale financial assets Current11140(92.1)Net current assets5,8045,7311.3Property,plant and equipment1,5891,4608.8Intangible assets(including goodwill)71759720.1Non-current assets (exclu

141、ding property,plant and equipment,intangible assets and goodwill)1,2701,00726.1Total assets11,37810,6157.2Non-current liabilities563369.7Total equity9,3248,7626.4(1)Adjusted for bonus shares allotted in June 2015Infosys Annual Report 2015-16Boards report|17 Boards reportDear members,The Board of Dir

142、ectors hereby submits the report of the business and operations of your Company(the Company or Infosys),along with the audited financial statements,for the financial year ended March31,2016.The consolidated performance of the Company and its subsidiaries has been referred to wherever required.1.Resu

143、lts of our operationsin crore,except per equity share dataParticularsStandaloneConsolidated 201620152016 2015Income from software services and products53,98347,30062,44153,319Software development expenses32,25527,82837,60931,834Gross profit21,72819,47224,83221,485Selling and marketing expenses2,6942

144、,5493,4312,946General and administration expenses3,2712,9614,2813,668Operating profit before depreciation15,76313,96217,12014,871Depreciation and amortization1,1159131,2661,017Operating profit 14,64813,04915,85413,854Other income 3,0093,3373,1283,430Profit before exceptional item and tax17,65716,386

145、18,98217,284Profit on transfer of business(1)3,036412 Profit before tax20,69316,79818,98217,284Tax expense4,9074,6345,3014,911Profit before minority interest and share in net profit/(loss)of associate15,78612,16413,68112,373Share in net profit/(loss)of associate(3)(1)Profit for the year15,78612,1641

146、3,67812,372Surplus opening balance35,15230,39236,48331,453Dividend eliminated on consolidation of trust2821Transfer from Special Economic Zone Re-investment Reserve on utilization(2)591591Deconsolidation of trust(3)(42)Amount available for appropriation51,52942,51450,78043,846DividendInterim2,2971,7

147、23 2,2971,723Final3,2733,3883,2733,388Total dividend5,5705,1115,5705,111Dividend tax1,1341,0341,1341,034Amount transferred to general reserve1,5791,2171,5791,217Amount transferred to other reserve(4)11Amount transferred to Special Economic Zone Re-investment Reserve(2)591591Surplus closing balance42

148、,65535,15241,90536,483Earnings per share(EPS)before exceptional item(5)(6)Basic55.5151.1759.8554.13Diluted55.5151.1759.8454.13EPS after exceptional item(5)(6)Basic68.7352.9659.8554.13Diluted68.7352.9659.8454.13Notes:The above figures are extracted from the standalone and consolidated financial state

149、ments as per Indian Generally Accepted Accounting Principles(GAAP).1 crore=10 million(1)On April24,2015,the Board of Directors of Infosys authorized the Company to execute a Business Transfer Agreement and related documents with EdgeVerve Systems Limited(EdgeVerve),to transfer the business of Finacl

150、e and Edge Services.Based on an enterprise valuation done by an independent valuer,the business was transferred for a consideration of 3,222 crore and 177 crore for Finacle and Edge Services,respectively.Netassets amounting to 363 crore(including working capital amounting to 337 crore)have been tran

151、sferred and accordingly a gain of 3,036 crore has been recorded as an exceptional item.During the year ended March 31,2015,based on an enterprise valuation done by an independent valuer,the business was transferred for a consideration of 421 crore with effect from July 1,2014.Net assets amounting to

152、 9 crore have also been transferred and accordingly a gain of 412 crore has been recorded as an exceptional item.Thetransfer of assets and liabilities has been accounted for at carrying values and does not have any impact on the consolidated financial statements.(2)The Special Economic Zone(SEZ)Re-i

153、nvestment Reserve has been created out of the profit of eligible SEZ units in terms of the provisions of Section 10AA(1)(ii)of the Income-tax Act,1961.Thereserve should be utilized by the Company for acquiring new plant and machinery for the purpose of its business in the terms of the Section 10AA(2

154、)of the Income-tax Act,1961.(3)Effective January1,2015,the Infosys Limited Employees Welfare Trust(the Trust)has been deconsolidated consequent to SEBI(Share Based Employee Benefits)Regulations,2014 issued on October28,2014.(4)Under the Swiss Code of Obligation,a few Infosys Consulting Holding AG(fo

155、rmerly Lodestone Holding AG)subsidiaries are required to appropriate 5%of the annual profit to legal reserve until this equals 20%of the paid-up share capital.To the extent it does not exceed one half of the share capital,the general reserve may be used only to cover losses or for measures designed

156、to sustain the Company through difficult times,to prevent unemployment or to mitigate its consequences.(5)Equity shares are at par value of 5 per share.(6)The Company has allotted 1,14,84,72,332 fully-paid-up equity shares of face value of 5 each in June 2015,and 57,42,36,136 fully-paid-up equity sh

157、ares were allotted on December2014,pursuant to a bonus issue approved by the shareholders.For the bonus issue,a bonus share of one equity share for every equity share held,and a stock dividend of one American Depositary Share(ADS)for every ADS held,respectively,has been allotted.Consequently,the rat

158、io of equity shares underlying the ADSs held by an American Depositary Receipt holder remains unchanged.Earnings per share(EPS)of the previous year has been adjusted for the bonus issue,in accordance with Accounting Standard(AS)20 Earnings Per Share.Infosys Annual Report 2015-1618|Boards reportReven

159、ues standaloneOur total income on a standalone basis increased to 53,983 crore from 47,300 crore in the previous year,at a growth rate of 14.1%.Our software export revenues aggregated to 52,709 crore,up by 14.6%from 45,993 crore in the previous year.Out of the total revenue,66.0%came from North Amer

160、ica,21.8%from Europe,2.4%from India and 9.8%from the Rest of the World.On a standalone basis,our share of revenues from all parts of the world outside North America has decreased to 34.0%in the current year from 36.0%in the previous year.Revenues consolidatedOur total income on a consolidated basis

161、increased to 62,441 crore from 53,319 crore in the previous year,at a growth rate of 17.1%.Our software export revenues aggregated to 60,818 crore,up by 16.9%from 52,035 crore in the previous year.Out of the total revenue,62.7%came from North America,23.0%from Europe,2.6%from India,and 11.7%from the

162、 Rest of the World.On a consolidated basis,our share of revenues from all parts of the world outside North America decreased to 37.3%in the current year from 38.5%in the previous year.Profits standaloneOur gross profit on a standalone basis amounted to 21,728 crore(40.2%of revenue),as against 19,472

163、 crore(41.2%of revenue)in the previous year.Sales and marketing costs were 5.0%of our revenue for the year ended March31,2016 as compared to 5.4%for the year ended March31,2015.General and administration expenses were 6.1%and 6.3%of our revenues during the current year and previous year,respectively

164、.The operating profit before depreciation amounted to 15,763 crore(29.2%of revenue),as against 13,962 crore(29.5%of revenue)in the previous year.The profit before exceptional item and tax was 17,657 crore(32.7%of revenue),as against 16,386crore(34.7%of revenue)in the previous year.Net profit was 15,

165、786 crore(29.2%of revenue),as against 12,164 crore(25.8%of revenue)in the previous year.Profits consolidatedOur gross profit on a consolidated basis amounted to 24,832 crore(39.8%of revenue),as against 21,485 crore(40.3%of revenue)in the previous year.Sales and marketing costs were 5.5%of our revenu

166、e for the years ended March31,2016 and March31,2015.General and administration expenses were 6.9%of our revenues each during the current year and previous year.The operating profit before depreciation amounted to 17,120 crore(27.4%of revenue),as against 14,871 crore(27.9%of revenue)in the previous y

167、ear.Theprofit before tax was 18,982 crore(30.4%of revenue),as against 17,284 crore(32.4%of revenue)in the previous year.Net profit was 13,678 crore(21.9%of revenue),as against 12,372 crore(23.2%of revenue)in the previous year.Capital expenditure on tangible assets standaloneThis year,on a standalone

168、 basis,we capitalized 2,163 crore.Thiscomprises 945 crore for investment in computer equipment,5 crore on vehicles and the balance of 1,213 crore on infrastructure.In the previous year,we capitalized 2,540 crore.This comprised 694crore for investment in computer equipment,3 crore on vehicles and the

169、 balance of 1,843 crore on infrastructure.Capital expenditure on tangible assets consolidatedOn a consolidated basis,we capitalized 2,379 crore including certain assets having gross book value of 4 crore taken over on acquisitions during the year.During the current year,1,105 crore has been invested

170、 in computer equipment,6 crore on vehicles,and the balance of 1,268 crore on infrastructure.In the previous year,we capitalized 2,673 crore including assets having gross book value of 22 crore taken over on an acquisition.During the year,778 crore has been invested in computer equipment,6 crore on v

171、ehicles,and the balance of 1,889 crore in infrastructure.LiquidityWe continue to be debt-free and maintain sufficient cash to meet our strategic objectives.We understand that liquidity in the Balance Sheet has to balance between earning adequate returns and the need to cover financial and business r

172、isks.Liquidity enables us to make a rapid shift in direction,if there is a market demand.We believe that our working capital is sufficient to meet our current requirements.As on March31,2016,on a standalone basis,we had liquid assets of 30,711 crore,as against 29,705 crore at the previous year-end.O

173、n a consolidated basis,we had liquid assets of 34,371 crore at the current year-end,as against 32,543 crore at the previous year-end.These funds comprise deposits with banks and highly rated financial institutions,liquid mutual funds,fixed maturity plans,tax-free bonds and government bonds.The detai

174、ls of the tax-free bonds and government bonds are disclosed under the non-current and current investments section in the financial statements in this Annual Report.AppropriationsDividendThe Board,in its meeting held on October12,2015,declared an interim dividend of 10 per equity share.Further,the Bo

175、ard,in its meeting held on April15,2016,has recommended a final dividend of 14.25 per equity share for the financial year ended March31,2016.The proposal is subject to the approval of shareholders at the ensuing Annual General Meeting to be held on June18,2016.Thetotal dividend appropriation(excludi

176、ng dividend tax)for the current year is 5,570 crore,as against 5,111 crore in the previous year.Dividend(including dividend tax)as a percentage of consolidated net profit after tax is 49.7%,as compared to 49.8%in the previous year.The Register of Members and Share Transfer Books will remain closed o

177、n June11,2016 for the purpose of payment of the final dividend for the financial year ended March31,2016,and the Annual General Meeting.The Annual General Meeting is scheduled to be held on June18,2016.Bonus sharesThe Company has allotted 1,14,84,72,332 fully-paid-up equity shares of face value 5 ea

178、ch in June 2015 to the shareholders of the Company in proportion of 1:1 and consequently,the number of shares increased from 1,14,84,72,332 to 2,29,69,44,664.The Company allotted 57,42,36,166 fully-paid-up equity shares of face value 5 each in December 2014 to the shareholders of the Company in prop

179、ortion of 1:1 and consequently,the number of shares increased from 57,42,36,166 to 1,14,84,72,332.Particulars of loans,guarantees or investmentsLoans,guarantees and investments covered under Section 186 of the Companies Act,2013 form part of the Notes to the financial statements provided in this Ann

180、ual Report.Transfer to reservesWe propose to transfer 1,579 crore to the general reserve on account of declaration of dividend.An amount of 42,655 crore is proposed to be retained in the surplus at the standalone level.Fixed depositsWe have not accepted any fixed deposits and,as such,no amount of pr

181、incipal or interest was outstanding as of the Balance Sheet date.Particulars of contracts or arrangements made with related partiesParticulars of contracts or arrangements with related parties referred to in Section 188(1)of the Companies Act,2013,in the prescribed Form AOC-2,is appended as Annexure

182、 2 to the Boards report.Infosys Annual Report 2015-16Boards report|19 Material changes and commitments affecting financial position between the end of the financial year and date ofthe reportThe shareholders have approved the following resolutions through a postal ballot concluded on March 31,2016:2

183、015 Stock Incentive Compensation Plan and grant of stock incentives to eligible employees of the Company under the Plan 2015 Stock Incentive Compensation Plan and grant of stock incentives to eligible employees of the Companys subsidiaries under the Plan Re-appointment of Prof.Jeffrey S.Lehman,as an

184、 Independent Director Appointment of Dr.Punita Kumar-Sinha,as an Independent Director Re-appointment of Dr.Vishal Sikka,Chief Executive Officer and Managing Director,on the following terms and conditions:Base pay:An annual base salary of US$1,000,000 to be paid in accordance with the Companys normal

185、 practices and subject to withholding taxes;Variable pay:Annual performance-based variable pay at a target level of US$3,000,000 less applicable tax and subject to the Companys achievement of fiscal year performance targets set by the Board as described in the postal ballot;Stock compensation:Eligib

186、le to receive an annual grant of 1)US$2,000,000 of fair value in RSUs which vest over time(time-based RSUs),subject to continued service,and 2)US$5,000,000 in performance-based equity and stock options upon achievement of certain performance targets as described in the postal ballot;Employee benefit

187、s and paid vacation as applicable to other whole-time directors of the Company;Minimum and maximum remuneration:Should Dr.Sikka fail to achieve minimum performance targets,his remuneration as proposed will fall to US$3,000,000 annually,consisting of US$1,000,000 of base salary and US$2,000,000 of ti

188、me-based RSUs.If Dr.Sikkas performance targets are exceeded,the performance-based payments for variable components of his compensation(variable pay and performance equity)will be capped at 150%of the target compensation for such variablecomponents.The details of the postal ballot result are provided

189、 in the Corporate governance report which forms part of this Annual Report.Variation in market capitalizationAs at March 31,Increase/(decrease)in%20162015Market capitalization(in crore)2,79,8372,54,7719.8Price earnings ratio(1)20.420.5(0.5)Percentage increase in the market price of shares in compari

190、son with the last public offer price(2)6,56,600Notes:Data based on share prices quoted on NSE(1)Based on consolidated Indian GAAP financial statements(2)Last public offer price in India has been adjusted for bonus issues and stock split.Managements discussion and analysisIn terms of the provisions o

191、f Regulation 34 of the Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements)Regulations,2015,the Managements discussion and analysis is set out in this Annual Report.2.BusinessStrategyOur strategic objective is to build a sustainable organization that remains releva

192、nt to the agenda of our clients,while generating profitable growth for our investors.In order to do this,we will apply the priorities of renew and new to our own business and cascade it to everything we do.These translate to the following strategic focus areas:Build expansive,lasting relationships w

193、ith our clients by delivering differentiated market offerings:Our strategy is to engage with clients on their large transformative programs,both in traditional IT areas as well as for their new digital business initiatives.We expand existing client relationships by providing them with a broad set of

194、 end-to-end service offerings and increase the size,nature and number of projects we do with them.Our specific industry,domain,process,and technology expertise allows us to enable clients to transform their businesses with innovative strategies and solutions.Through our transformation service offeri

195、ng,which we call Aikid,we help our clients address key aspects of their business.Our Ai offering,aresult of our investments in building intellectual property,helps clients leverage software-based platforms to dramatically boost productivity and to deliver next-generation experiences to their custome

196、rs.OurKi offering captures the know-how of existing client technology landscapes,which we then leverage for process improvements and transformation.With our D offering,which incorporates Design Thinking concepts,we help clients identify and prioritize their most significant problems and solve them i

197、n rapid,iterative and innovative ways.We offer an end-to-end suite of high-quality,highly-responsive and innovation-led services spanning business consulting,ITservices,software platform-based services and business process management.This enables us to partner with our clients on large,multi-yeareng

198、agements.Through our Zero Distance program,we help our clients innovate and derive more value from their projects.Zero Distance is the process of everyday innovation at Infosys whereby all employees are expected to innovate in their individual capacities and through their individual jobs.Zero Distan

199、ce has a three-fold emphasis:to reduce the gap between us and the code we write,the gap between us and our clients,and the gap between us and the ultimate end-user.We also plan to acquire new clients and increase our presence in new geographies and market segments by investing in targeted business d

200、evelopment and marketing.We will position our brand as differentiated,global and respected.Deliver solutions and services leveraging highly cost-effective models:Our strategy is to leverage software-based automation and our Global Delivery Model to deliver solutions and services to our clients in th

201、e most cost-effective manner,while at the same time optimizing our cost structure to remain competitive.We are embracing artificial intelligence-based automation techniques and software automation platforms to boost productivity of our projects.We are leveraging software process engineering and coll

202、aboration technologies to improve process productivity.Our Global Delivery Model provides scale,quality,expertise,cost and time-to-market advantages to our client projects.The model enables us to work at the location where the best talent is available and where it makes the best economic sense with

203、the least amount of acceptable risk.Over the last 30 years,we have developed our distributed execution capabilities to deliver high-quality and scalable services.This scalable infrastructure complements our ability to deliver project components that are executed round the clock and across time zones

204、,enabling us to reduce project delivery times.Enhance our operational processes for agility and optimal cost:We periodically assess the effectiveness of our organization structure and processes to optimize it for alignment with our strategic objectives Infosys Annual Report 2015-1620|Boards reportan

205、d agility.Wecontinually evaluate critical cross-functional processes and benchmark them with best-in-class practices to optimize costs and enable swift and effective response to our clients.We constantly monitor and optimize various operational parameters such as the cost and utilization of resource

206、s,distribution of employees around the world,cost of operating our campuses and whether we are optimally realizing the efficiencies of scale.Last year,we launched our Zero Bench program.This program allows us to effectively deploy our un-utilized resources into internal projects.Zero Bench enables e

207、mployees to fulfill their professional aspirations while at the same time helping us to improve our employee engagement and our operational efficiency.Attract and retain a global,diverse,motivated and high-performing employee base:Our employees are our biggest assets.To meet the evolving needs of ou

208、r clients,our priority is to attract and engage the best talent in the right locations with the right skills.We offer our employees challenging work assignments,benchmarked compensation and a collaborative,productive work environment.Our performance management system is objective and rewards perform

209、ance.We invest substantially in employee engagement to motivate employees and encourage social communication and collaboration.Teaching and learning are central to the Infosys culture.Ourinvestments in our Global Education Center and in creating various learning opportunities for our employees help

210、them stay abreast of new developments in software technologies,spur innovation and build a lifelong career at Infosys.We are guided by our value system which motivates our attitudes and actions.Our core values are Client value,Leadership by example,Integrity and transparency,Fairness and Excellence(

211、C-LIFE).Pursue strategic alliances and acquisitions:We leverage alliances that complement our core competencies.We partner with leading technology software and hardware providers in creating,deploying,integrating and operating business solutions for our clients.Wehave also expanded the scope of our

212、collaborations to encompass universities and research organizations.We will deploy our capital in making selective business acquisitions that augment our expertise,complement our presence in certain market segments and accelerate the execution of our strategies.We have an innovation fund with an out

213、lay of US$500 million to tap into innovation networks of early-stage companies and universities to gain access to new thinking and business models.OrganizationOur go-to-market business units are organized as follows:Financial Services Manufacturing Retail,CPG and Logistics Energy,Utilities,Communica

214、tions and Services Hi-tech Life Sciences,Healthcare and Insurance China Japan India Infosys Public ServicesOur service delivery is organized as horizontal centers of excellence:Infosys Global Consulting Global Delivery Enterprise Solutions Infosys Digital Enterprise Mobility Application Development

215、Services Application Management Services Application Modernization Services Independent Validation Solutions Data and Analytics Engineering Services Cloud and Infrastructure Services Infosys Center for Emerging Technology Solutions Products Finacle EdgeVerve Platforms Panaya Skava Infosys BPOClient

216、baseOur client-centric approach continues to bring us high levels of client satisfaction.We derived 97.1%of our consolidated revenues from repeat business this fiscal.We,along with our subsidiaries,added 325 new clients,including a substantial number of large global corporations.Our total client bas

217、e at the end of the year stood at 1,092.The client segmentation for the current and previous years on a consolidated basis is as follows:Clients201620151 million dollar+5585295 million dollar+26824410 million dollar+17715925 million dollar+888350 million dollar+524775 million dollar+3129100 million

218、dollar+1415200 million dollar+64300 million dollar+1InfrastructureWe added 19.67 lakh sq.ft.of physical infrastructure space during the year.The total available space as on March 31,2016 stands at 423.35lakh sq.ft.The number of marketing offices as on March 31,2016 was 85,the same as the previous ye

219、ar.Infosys Innovation Fund We have an innovation fund with an outlay of US$500 million to tap into innovation networks of early-stage companies and universities to gain access to new thinking and business models.Through the Infosys Innovation Fund,we have invested in six start-ups this year.Subsidia

220、ries and associatesWe,along with our subsidiaries,provide consulting,technology,outsourcing and next-generation services.At the beginning of the year,we had 13 direct subsidiaries,29 step-down subsidiaries and one associate.As on March31,2016,we have 16 direct subsidiaries,30 step-down subsidiaries

221、and one associate.During the year,the Board of Directors(the Board)reviewed the affairs of the subsidiaries.In accordance with Section 129(3)of the Companies Act,2013,we have prepared consolidated financial statements of the Company,which forms part of this Annual Report.Further,a statement containi

222、ng the salient features of the financial statement of our subsidiaries in the prescribed format AOC-1 is appended as Annexure 1 to the Boards report.The statement also provides the details of performance and financial positions of each of the subsidiaries.In accordance with Section 136 of the Compan

223、ies Act,2013,theaudited 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,.These documents will also be available for inspection during business hours at our regist

224、ered office in Bangalore,India.Infosys Annual Report 2015-16Boards report|21 During the year,investments were made in the following subsidiary and new acquisitions:EdgeVerve Systems Limited(EdgeVerve):On April 24,2015,theBoard of Directors of Infosys authorized the Company to execute a Business Tran

225、sfer Agreement and related documents with EdgeVerve,to transfer the business of Finacle and Edge Services.Post the requisite approval from shareholders through postal ballot on June4,2015,a Business Transfer Agreement and other related documents were executed with EdgeVerve to transfer the business

226、with effect from August1,2015.The Company has undertaken an enterprise valuation by an independent valuer and accordingly the businesses were transferred for a consideration of 3,222crore and 177 crore for Finacle and Edge Services,respectively.Theconsideration was settled through the issue of 85,00

227、,00,000 equity shares amounting to 850 crore and 25,49,00,000 non-convertible redeemable debentures amounting to 2,549crore in EdgeVerve,post the requisite approval from shareholders on December11,2015.Thetransfer of assets and liabilities was accounted for at carrying values and did not have any im

228、pact on the consolidated financialstatements.Kallidus Inc.and Skava Systems Pvt.Ltd.(Kallidus):On June2,2015,Infosys acquired 100%of the voting interests in Kallidus Inc.,(d.b.a Skava)(Kallidus),a leading provider of digital experience solutions,including mobile commerce and in-store shopping experi

229、ences to large retail clients,and 100%of the voting interests of Skava Systems Private Limited,India,an affiliate of Kallidus.The business acquisition was conducted by entering into a share purchase agreement for a cash consideration of US$91 million(approximately 578 crore)and a contingent consider

230、ation of up to US$20 million(approximately 128 crore on acquisition date),thepayment of which is dependent upon the achievement of certain financial targets by Kallidus over a period of three years ending on December31,2017.Noah Consulting LLC(Noah):On November16,2015,Infosys acquired 100%membership

231、 interest in Noah Consulting LLC,aleading provider of advanced information management consulting services for the oil and gas industry.The business acquisition was conducted by entering into a share purchase agreement for a cash consideration of US$33 million(approximately 216 crore)and a contingent

232、 consideration of up to US$5 million(approximately 33crore on acquisition date)and retention bonus of up to US$32million(approximately 212 crore on acquisition date),referred to as retention bonus,payable to the employees of Noah at each anniversary following the acquisition date over the next three

233、 years,subject to their continuous employment with the Group at each anniversary.Thepayment of contingent consideration to the sellers of Noah was dependant upon the achievement of certain financial targets by Noah for the years ended December31,2015 and December31,2016.During the year ended March31

234、,2016,based on the assessment of Noah achieving the targets for the respective periods,the entire contingent consideration was reversed.ProductsEdgeVerve Systems Limited,a wholly-owned subsidiary of Infosys,develops innovative software products and offers them on premise and on the cloud.Our product

235、s help businesses develop deeper connections with stakeholders,power continuous innovation and accelerate growth in the digital world.We power our clients growth in rapidly-evolving areas like banking,interactive commerce,distributive trade,credit servicing,customer service and enterprise buying.Tod

236、ay,EdgeVerve products and platforms are used by global corporations across industries such as financial services,insurance,retail and CPG,life sciences,manufacturing,and telecom.Oursolutions are available in two broad categories Edge suite andFinacle.Finacle,our universal banking solution suite,is t

237、he choice of financial institutions across 92 countries and serves over 839 million bank customers.Finacle solutions address the core banking,e-banking,mobile banking,CRM,payments,treasury,origination,liquidity management,Islamic banking,wealth management,and analytics needs of financial institution

238、s.Finacle solutions are consistently rated as a leader in the market by top industry analysts and is proven to be the most scalable banking platform globally.PlatformsAn important part of our strategy is the creation of the InfosysPlatform which consists of the Infosys Information Platform(IIP)and t

239、he Infosys Automation Platform(IAP).Our platforms leverage open source software components,and/or our proprietary software products,allof which can be deployed in the public or private cloud or on the customers premise.IIP:Our IIP helps enterprises embark on their Big Data journey by providing a com

240、pelling price-performance ratio in data processing while also enabling them to take advantage of innovations happening in the open source community.IIP is based on an assembly of tested open source components and offers rapid deployment as a base for a broad variety of industry-specific scenarios.IA

241、P:Our IAP,which was built on top of IIP,enables improved efficiencies in IT operations.IAP helps ensure business outcomes by monitoring and analyzing in near real-time,the health of all layers of IT systems including business processes,applications and infrastructure leveraging stream processing and

242、 Big Data technologies.IAP aims to predict issues using knowledge models,machine learning algorithms and predictive analytics and prevent business disruptions through proactive interventions.IAP automates repetitive tasks in IT operations and leverages advanced capabilities like natural language pro

243、cessing and artificial intelligence.Panaya:Panaya,an Infosys company,is a leader in ERP change analytics and cloud-based enterprise software testing.The Panaya CloudQuality Suite disrupts the risk,time and costs required to deliver all types of SAP and Oracle EBS changes.Powered by Big Data analytic

244、s and aggregating since 2008,Panaya CloudQuality Suite delivers insights that tell organizations what will break,how to fix it and what to test.It is constantly improving and finding smarter ways to perform everything from day-to-day maintenance to major projects.SkavaSkava,an Infosys company,powers

245、 the next generation of digital transformation for leading retailers worldwide by delivering the most versatile technology platform in the industry.Skava enables digital shopping experiences for global brands across mobile,tablet,desktop,in-store,and all emerging channels.Open SourceOSSmosis,the Inf

246、osys Open Source program,was set up with an objective of nurturing innovation through Open Source adoption and contribution.Through this program,over 25,000 employees have been trained on key Open source technologies;12 key communities of practices,including BigData and DevOps,have been setup;new an

247、d existing partners are engaged for enablement,joint solutions and go-to-market.Over 100 key contributors have been contributing to forums like Spark,Selenium,Jenkins etc.Infosys POV on Open Source(https:/ acknowledged by several clients,and executives.QualityWe continue our journey of delivering va

248、lue to our clients through significant investments in quality programs.While sustaining existing external benchmarks and certifications,we have added new certifications and further enhanced our programs and initiatives Infosys Annual Report 2015-1622|Boards reportto renew our commitment to the cultu

249、re of quality,client value,innovation and productivity improvement.We continue to adhere to international quality standard certifications such as ISO 9001,ISO 22301,ISO 20000,ISO 27001,AS EN 9100,ISO 13485,TL 9000 SV,OHSAS 18001 and ISO 14001.We have received an independent auditors assurance report

250、 on compliance to ISAE 3402/SSAE16 and a certification of compliance on PCIDSS V3.0 for Infosys BPO Limited.We also get assessed at CMMi Level5.According to the Process Maturity Profile published by the CMMi Institute of Carnegie Mellon University in December 2015,only 7%of 12,691 organizations glob

251、ally are operating at Level5,which is the highest level of process maturity.Our Quality department handles large change management initiatives to drive quality and productivity improvements across the Company,using various techniques such as Six Sigma,Lean methodology,and engineering levers like Reu

252、se,Automation and Tools.Our Quality department partners with business units to help implement and sustain the Zero Distance program,an initiative to infuse grassroots innovation across all our projects,and effectively measure benefits to the client,and ensure substantial clientimpact.We continue to

253、fine-tune our Client Value Survey to capture the voice of our customers,and to assess client expectations as an ongoing process.The data that is collected is analyzed around satisfaction,advocacy,loyalty,fulfillment and value for money,and helps us draw action plans to improve client experience.Bran

254、dingThe Infosys brand is a key intangible asset of the Company.It positions Infosys as the next-generation services company that would help enterprises renew themselves while also creating new avenues to generate value.Brand Infosys is being built around the premise that software,in a very fundament

255、al way,is reshaping the world aroundus.And because of this,there is a duality that every business faces on the one hand,the need to renew existing systems,to improve their effectiveness with new technologies and innovation,and on the other hand,the need to deliver completely new kinds of services an

256、d new solutions in new ways using next-generation technologies.Infosyshelps its clients achieve this dual agenda in a culture of learning and innovation at the grassroots level.The way Infosys connects with its clients,builds out great ideas and creates value from innovations is called Zero Distance

257、 describing its approach to operating at the intersection of desirability,feasibility and viability.Our marketing reach extends globally through advertisements,public relations and digital marketing initiatives.We participate in premier business and industry events around the world.We also organize

258、signature events and roundtables across geographies.Confluence,our flagship client event,is consistently well-attended and rated highly by our clients and industry partners.Awards and recognitionIn fiscal 2016,we were conferred multiple awards and recognition,both international and national.The majo

259、r ones among them are listed as follows:Business and management We won the Corporate Citizen of the Year Award at the Economic Times Award 2015.The Institute of Company Secretaries of India honored us with the certificate of recognition for adopting exemplary corporate governance practices at the Na

260、tional Awards for Excellence in Corporate Governance.Our Annual Report 2014-15 received the Gold award in the IT category at the League of American Communications Professionals Vision Awards 2014.In the Asia-Pacific region category,we were featured among the top 50 reports,while the letter to the sh

261、areholder was adjudged the Best Shareholder Letter.We were ranked among Asias Most Admired Brands of 2014 by World Consulting&Research Corporation,a leading brand rating and ranking company.Banking Infosys Finacle has been named a leader by Forrester Research,Inc.in The Forrester Wave:Mobile Banking

262、 Solutions,Q42015 report,and in The Forrester Wave:Omnichannel Banking Solutions,Q32015report.We were positioned as a Leader and Star Performer in 2015 Banking Application Outsourcing PEAK Matrix by Everest.We received the Highest Product Score in Gartner Critical Capabilities for International Reta

263、il Core Banking Report.Finacle emerged as the leading solution with the highest scores across all the use-cases presented.ERP services We won the 2015 Oracle Excellence Award for the strategic focus areas of SaaS and PaaS,and Specialized Partner of the Year,North America,for CX Cloud as well as PaaS

264、.We were positioned as a Leader in Gartners Magic Quadrant for Oracle Application Management Services as well as for SAP Implementation Services Worldwide,2015.Technology innovation We were recognized as one of the most relevant service providers for digital strategy in North America by the Everest

265、Group in a report titled North America Digital Adoption Survey How Pervasive is Your Digital Strategy?IDC Energy Insights,a leading market intelligence and advisory services firm,positioned Infosys as a major player for providing professional services to the oil and gas industry.We were positioned a

266、s a Leader in Gartners Magic Quadrant for Application Testing Services,Worldwide,2015.We were rated as Leaders in the Forrester Global Wave for Workplace Transformation.We were positioned as a Major Player in the IDC MarketScape on Microsoft implementation services.The IDC MarketScape report,Worldwi

267、de Manufacturing PLM Strategic Consulting 2015 Vendor Assessment positioned Infosys as a Leader in providing manufacturing product lifecycle management(PLM)strategic consulting.Sustainability awards We were awarded the Leadership in Energy and Environment Design(LEED)India Platinum rating for two of

268、 our buildings in Pune and Bangalore.At The Energy Award,London,we won the Innovative Technology of the Year award.Infosys was placed third in the Industrial Water Use Efficiency category at the Federation of Indian Chambers of Commerce and Industry Water Awards.We received the NDTV Property Award u

269、nder the Most Environment-Friendly Commercial/Office Space category.We also won the Golden Peacock Award under the Corporate Award for Sustainability India category.The Solar Energy Global Conference and Awards recognized Infosys under four categories:Best Company for Commercial Rooftop Installation

270、s,Best Company for Sustainability in Solar Energy,Company of the Year,and Best Company for Green Initiatives.For the complete list of awards and recognition won by Infosys,referto https:/ Annual Report 2015-16Boards report|23 3.Human resources managementWe have set up a scalable recruitment and huma

271、n resources management process.Over the last year,on a standalone basis,we received 11,15,745 applications from prospective employees.TheInfosys Group added 17,857(net)and 52,545(gross)employees this year,taking the total strength to 1,94,044 from 1,76,187 at the end of the previous year.On a standa

272、lone basis,the attrition rate for fiscal 2016 stands at 13.6%,compared to 18.9%for the previous year.Human resources management at Infosys goes beyond the set boundaries of compensation,performance reviews and development.We look at the employees entire lifecycle,to ensure timely interventions that

273、help build a long-lasting and fruitful career.With this in mind,weinitiated several positive changes in our HR practice this year.A large part of our focus in fiscal 2015 was on listening to employee feedback to make the right changes.Zero Distance,a movement to bring innovation to every project at

274、Infosys,facilitated by a five-point framework of innovation was an example of employee engagement built through ground-up involvement in organizational growth and strategy.Through the year,we gathered feedback from employees across all our communication channels and platforms,including our annual em

275、ployee engagement survey(LITMUS 2016).From LITMUS,weidentified a number of tracks to be actionized,and invited employees to be a part of these.We also worked on an exercise to identify influencer groups within the organization,whose networks could be leveraged to spread ideas of innovation and colla

276、boration.To ensure that employees are able to be their productive best,weworked on simplifying internal processes through a collaborative effort with various teams.Rewards and recognition in terms of the annual awards for excellence,quarterly promotions,and unit awardscontinued.As part of the focus

277、on human resources development during fiscal 2016,we introduced iCount,the renewed performance management system.We moved away from the bell curve,to focus on individual employee contribution and continuous feedback,and built a self-serviced platform to empower employees to design their own journey

278、within the organization.To foster a positive workplace environment,free from harassment of any nature,we have institutionalized the Anti-Sexual Harassment Initiative(ASHI)framework,through which we address complaints of sexual harassment at the workplace.Our global policy assures discretion and guar

279、antees non-retaliation to complainants.We follow a gender-neutral approach in handling complaints of sexual harassment and we are compliant with the law of the land wherever we operate.We have also constituted an Internal Complaints Committee(ICC)in all locations across India to consider and address

280、 sexual harassment complaints in accordance with the Sexual Harassment of Women at Workplace(Prevention,Prohibition and Redressal)Act,2013.The details of issues raised and resolved regarding sexual harassment of women at the workplace are available in the Enhancing employee value section in the Busi

281、ness Responsibility Report which forms part of this Annual Report.Talent fulfillmentWe continue to improve our talent supply chain processes to maintain a consistent high utilization throughout the year and effectively support our higher growth.In fiscal 2016,we launched an innovative program named

282、ZeroBench to productively engage employees who are on bench(between client engagements)to create valuable outcomes for the organization.Our employees can now leverage our training infrastructure to upgrade their skills during their bench period and also work on short,internal projects of their choic

283、e,to gain exposure,hone their skills,extend networks,while delivering value.To foster a culture of innovation and rapid problem-solving using technology,we launched the second season of the Infosys Global Hackathon.During this fiscal,we also launched Compass,a digital platform to mobilize opportunit

284、ies in careers,learning and networks within the organization.Education,training and assessmentLearning and education are at the foundation of Infosys.Competency development continues to be a key area of strategic focus for us.During fiscal 2016,the total training provided for Infoscions was over 2.1

285、2 million person days.Many of our employees also took external certifications,creating a large pool of certifiedpeople.To enhance the innovation quotient among the workforce,weconducted the Design Thinking program,which trains individuals in an empathetic,customer-centric mode of problem-finding and

286、 problem-solving.The total number of participants benefiting from the Design Thinking training crossed 80,000 as of March31,2016.TheDesign Thinking training has been imparted to client teams,leadership teams,Infoscions and freshrecruits.Our industry-academia partnership program,Campus Connect,made p

287、rogress through the launch of electives to help engineering colleges run new programs within their curricula.During fiscal 2016,we engaged with 1,225 faculty members who in turn trained 40,996 students.With this,the total number of beneficiaries covered has reached 13,111 faculty members and 3,71,63

288、9 students from 317 engineering institutions.Our knowledge management system set a new record by winning the Global Most Admired Knowledge Enterprise(MAKE)award for the 11th time,Asian MAKE award for the 13th time and Indian MAKE award for the 11th time.Infosys Leadership InstituteThe vision of the

289、Infosys Leadership Institute(ILI)is to be recognized as a globally respected institution that is committed to developing leaders within Infosys.The primary purpose of the institute is to develop and prepare senior leaders of the organization for current and future executive leadership roles.ILI empl

290、oys a wide range of developmental approaches including classroom training,coaching,leaders teach and experience-sharing sessions.Senior leaders from across Infosys and its subsidiaries are the beneficiaries of ILIsprograms.Particulars of employeesThe ratio of remuneration of each director to the med

291、ian of employees remuneration as per Section 197(12)of the Companies Act,2013,read with Rule 5(1)of the Companies(Appointment and Remuneration of Managerial Personnel)Rules,2014 forms part of the Boards report(Annexure 3a).A statement containing the names of every employee posted in India throughout

292、 the financial year and in receipt of a remuneration of 60lakh or more,or posted for part of the year and in receipt of 5 lakh or more a month,under Rule 5(2)of the Companies(Appointment and Remuneration of Managerial Personnel)Rules,2014 forms part of the Boards report(Annexure 3b).The details of e

293、mployees posted outside India can be made available on request.Employees stock options/Restricted stock units2015 Stock Incentive Compensation PlanThe shareholders approved the issuance of stock incentives to the employees of the Company and its subsidiaries under the 2015 Stock Incentive Compensati

294、on Plan(the 2015 Plan)in the recently concluded postal ballot on March 31,2016.The 2015 plan is in compliance with the SEBI(Share Based Employee Benefits)Regulations,2014 and the details are also available on our website(https:/ purpose of the 2015 Plan is to:Attract,retain and motivate talented and

295、 critical employees;Encourage employees to align individual performance with Company objectives;and Reward employee performance with ownership.Infosys Annual Report 2015-1624|Boards reportThe 2015 Plan provides for stock incentives to eligible employees such as Restricted Stock Units(RSU)and stock o

296、ptions(together Stock Incentives).Subject to applicable law and conditions for exercise,eligible employees are entitled to receive equity shares,American Depositary Receipts(ADRs)or cash on exercise of the Stock Incentives.The Stock Incentives vest over a period of four years from the date of the gr

297、ant,or such other period as decided in the sole discretion by the Administrator.The 2015 Plan shall be administered by the nomination and remuneration committee of the Board constituted by the Company pursuant to the provisions of Section 178 of the Companies Act,2013(theAdministrator).The Administr

298、ators decisions,determinations,and interpretations will be final and binding on all eligible employees and participants under the 2015 Plan.EachStock Incentive shall be evidenced by an award agreement that will specify such terms and conditions as the Administrator will determine,including whether t

299、he eligible employees will get equity shares of the Company,ADRs of the Company or cash on exercise of the StockIncentives.The Board had,in October 2015,recommended that the Company create a pool of up to 2%of the shares outstanding towards the 2015 Plan for employees of the Company.The Management h

300、as recommended to the Board that a budget of 1%of the shares outstanding be allocated at this time to the needs of the Plan,amounting to approximately 2,40,38,883 equity shares.This 1%pool includes 1,12,23,576 treasury shares of the Company that are currently held in trust towards the 2011 RSU Plan.

301、Consequently,an additional 1,28,15,307 equity shares,amounting to 0.56%of the shares outstanding,will be required to be set aside for the 2015 Plan.Weexpect the pool of 2,40,38,883 shares to be granted over a period of four to seven years.To calculate the employee compensation cost,the Company uses

302、the Fair Value Method for the valuation of the Stock Incentives granted.The exercise price for the restricted stock units will be equal to the par value of the shares and the exercise price of stock options would be market price as on the date of the grant.The total number of equity shares and ADRs

303、to be allotted pursuant to the exercise of the Stock Incentives under the 2015 Plan to the employees of the Company and its subsidiaries shall not cumulatively exceed 2,40,38,883 equity shares(approximately 1%of the issued capital)of which 1,70,38,883 shares will be issued as RSUs at par value(inclu

304、ding shares currently held under the RSU 2011 Plan amounting to 1,12,23,576 equity shares)and 70,00,000 will be issued as stock options at market price.The mix of RSUs,options or other equity rights under the Plan may be adjusted in the sole determination of the Administrator from time to time.In Ju

305、ne 2015,the Company,based on the recommendation of the nomination and remuneration committee,made a grant of 1,24,061 RSUs to Dr.Vishal Sikka.The grant price was 5 per RSU and the RSUs would vest subject to the achievement of certain key performance indicators as set forth in the award agreement for

306、 each applicable year of the vesting tranche and continued employment through each vesting date.Further,the award granted to Dr.Vishal Sikka on June 22,2015 was modified by the nomination and remuneration committee on April 14,2016.There is no modification or change in the total number of RSUs grant

307、ed or the vesting period(which is four years).The modifications relate to the criteria of vesting for each of the years.Based on the modification,the first tranche of the RSUs will vest subject to achievement of certain key performance indicators for the year ended March 31,2016.During fiscal 2016,D

308、r.Vishal Sikka exercised 10,824 options and held 2,21,505 options outstanding as on March 31,2016.The details of the employee stock options/RSU plan form part of the Notes to accounts of the financial statements in this Annual Report.4.Corporate governanceOur corporate governance philosophyCorporate

309、 governance is about maximizing shareholder value legally,ethically and sustainably.At Infosys,the goal of corporate governance is to ensure fairness for every stakeholder.We believe sound corporate governance is critical to enhance and retain investor trust.We always seek to ensure that our perform

310、ance is driven by integrity.Our 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 busine

311、ss decisions.Our Corporate governance report for fiscal 2016 forms part of this Annual Report.Board diversityThe 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,reg

312、ional and industry experience,cultural and geographical background,age,ethnicity,race and gender,which will help us retain our competitive advantage.The Board has adopted the Board Diversity Policy which sets out the approach to diversity of the Board of Directors.TheBoardDiversity Policy is availab

313、le on our website(https:/ on diversity is available in the Corporate governance report that forms part of this Annual Report.Number of meetings of the BoardThe Board met eight times during the financial year,the details of which are given in the Corporate governance report.The maximum interval betwe

314、en any two meetings did not exceed 120 days,asprescribed in the Companies Act,2013.Policy on directors appointment and remunerationThe current policy is to have an appropriate mix of executive and independent directors to maintain the independence of the Board,and separate its functions of governanc

315、e and management.On March31,2016,the Board consists of nine members,two of whom are executive or whole-time directors,and seven are independent directors.The policy of the Company on directors appointment and remuneration,including criteria for determining qualifications,positive attributes,independ

316、ence of a director and other matters,as required under sub-section(3)of Section 178 of the Companies Act,2013,is available on our website(https:/ has been no change in the policy since the last fiscal year.Weaffirm that the remuneration paid to the directors is as per the terms laid out in the nomin

317、ation and remuneration policy of the Company.Declaration by independent directorsThe Company has received necessary declaration from each independent director under Section 149(7)of the Companies Act,2013,that he/she meets the criteria of independence laid down in Section 149(6)of the Companies Act,

318、2013 and Regulation 25 of SEBI(Listing Obligations and Disclosure Requirements)Regulations,2015.Board evaluation SEBI(Listing Obligations and Disclosure Requirements)Regulations,2015,mandates that the Board shall monitor and review the Board evaluation framework.The framework includes the evaluation

319、 of directors on various parameters such as:Board dynamics and relationships Information flows Decision-makingInfosys Annual Report 2015-16Boards report|25 Relationship with stakeholders Company performance and strategy Tracking Board and committees effectiveness Peer evaluationThe Companies Act,201

320、3 states that a formal annual evaluation needs to be made by the Board of its own performance and that of its committees and individual directors.Schedule IV of the Companies Act,2013 states that the performance evaluation of independent directors shall be done by the entire Board of Directors,exclu

321、ding the director beingevaluated.The evaluation of all the directors and the Board as a whole was conducted based on the criteria and framework adopted by the Board.The evaluation process has been explained in the Corporate governance report.The Board approved the evaluation results as collated by t

322、he nomination and remunerationcommittee.Familiarization program for independent directorsAll new independent directors inducted into the Board attend an orientation program.The details of training and familiarization program are provided in the Corporate governance report and is also available on ou

323、r website(https:/ the time of the appointment of an independent director,theCompany issues a formal letter of appointment outlining his/her role,function,duties and responsibilities.The format of the letter of appointment is available on our website(https:/ code of conduct for the prevention of insi

324、der tradingThe Board of Directors has adopted the Insider Trading Policy in accordance with the requirements of the SEBI(Prohibition of Insider Trading)Regulation,2015 and the applicable US Securities laws.The Insider Trading Policy of the Company lays down guidelines and procedures to be followed,a

325、nd disclosures to be made while dealing with shares of the Company,as well as the consequences of violation.The policy has been formulated to regulate,monitor and ensure reporting of deals by employees and to maintain the highest ethical standards of dealing in Company securities.The Insider Trading

326、 Policy of the Company covering code of practices and procedures for fair disclosure of unpublished price sensitive information and code of conduct for the prevention of insider trading,is available on our website(https:/ AgreementThe Securities and Exchange Board of India(SEBI),on September2,2015,i

327、ssued SEBI(Listing Obligations and Disclosure Requirements)Regulations,2015 with the aim to consolidate and streamline the provisions of the Listing Agreement for different segments of capital markets to ensure better enforceability.The said regulations were effective December1,2015.Accordingly,all

328、listed entities were required to enter into the Listing Agreement within six months from the effective date.The Company entered into Listing Agreement with BSE Limited and the National Stock Exchange of India Limited during December 2015.PoliciesWe seek to promote and follow the highest level of eth

329、ical standards in all our business transactions guided by our value system.The SEBI(Listing Obligations and Disclosure Requirements)Regulations,2015 mandated the formulation of certain policies for all listed companies.All our corporate governance policies are available on our website(https:/ are re

330、viewed periodically by the Board and updated based on need and new compliance requirement.In addition to its Code of Conduct and Ethics,key policies that have been adopted by the Company are as follows:Name of the policyBrief descriptionWeb linkRecoupment PolicyThe policy deals with the provisions i

331、f the Company restates its financial statements.It allows the Company to recover any incentive-based compensation received by an executive officer that is in excess of what would have been payable based on the restated and corrected financial statements.https:/ Policy(Policy on vigil mechanism)The C

332、ompany has adopted the whistleblower mechanism for directors and employees to report concerns about unethical behavior,actual or suspected fraud,or violation of the Companys code of conduct and ethics.There has been no change to the Whistleblower Policy adopted by the Company during fiscal 2016.http

333、s:/ and Remuneration PolicyThis policy formulates the criteria for determining qualifications,competencies,positive attributes and independence for the appointment of a director(executive/non-executive)and also the criteria for determining the remuneration of the directors,keymanagerial personnel and other employees.https:/ Social Responsibility PolicyThe policy outlines the Companys strategy to b