TECH MAHINDRA

Tech Mahindra is an Indian multinational information technology services

and consulting company. Part of the Mahindra Group, the company is headquartered
in Pune and has its registered office in Mumbai. Tech Mahindra is a US$6.0 billion company
with over 158,000 employees across 90 countries. The company was ranked #5 in India's IT
firms and overall #47 on Fortune India 500 list for 2019. On 25 June 2013, Tech Mahindra
announced the completion of a merger with Mahindra Satyam. Tech Mahindra has 1262
active clients as of June 2022. Tech Mahindra Limited has entered into share subscription
agreement to acquire 26% equity shares in Upendra Singh Multi Transmission Private
Limited. The acquisition would enable the Company to procure 1.5 MW of Solar Energy for
its captive consumption at its facilities located in Noida, UP.

Mahindra & Mahindra started a joint venture with British Telecom in 1986 as a technology

outsourcing firm. British Telecom initially had around a 30 percent stake in Tech Mahindra.
In December 2010, British Telecom sold 5.5 percent of its stake in Tech Mahindra to
Mahindra & Mahindra for Rs. 451 crore. In August 2012, British Telecom sold 14.1 percent
of its stake to institutional investors for about Rs. 1,395 crore. In December 2012, British
Telecom sold its remaining 9.1 per cent (11.6 million shares) shareholding to institutional
investors for a total gross cash proceeds of Rs. 1,011.4 crores. This sale marked the exit of
British Telecom from Tech Mahindra.

MISSION 
Tech Mahindra represents the connected world, offering innovative and customer-centric
information technology services and solutions, enabling Enterprises, Associates and the
Society to Rise™. We are a USD 4 billion company with 107,200+ professionals across 90
countries, helping over 818 global customers including Fortune 500 companies. Our
innovation platforms and reusable assets connect across a number of technologies to deliver
tangible business value to our stakeholders. Tech Mahindra is also amongst the Fab 50
companies in Asia as per the Forbes 2015 List.

VISION
Tech Mahindra Foundation is the Corporate Social Responsibility (CSR) arm of Tech
Mahindra. It was set up in 2006 as a Section 25 Company (referred to as Section 8 Company
in the Companies Act, 2013), with a vision of Empowering through Educated, skilled and
able women and men are a country’s true strength. We aspire to see children who are
purposefully engaged, youth that is constructively employed and a society that provides equal
opportunities to people with different abilities. Through its corporate social responsibility
initiatives, the Mahindra Group commits itself to this. The key focus areas for Corporate
Social Responsibility at Tech Mahindra Foundation are: Empowerment of girls/women
Empowerment of people with disabilities corporate volunteering.
POLICY
This Policy is titled as the ‘TML CSR Policy’ and it shall apply to all social responsibility
initiatives and activities taken up by the Company & its subsidiaries in India for the larger
benefit of the society.

IMPACT
In 2014, Tech Mahindra acquired Lightbridge Communications Corporation (LCC), one of
the largest independent telecom services companies in the world with local presence in over
50 countries. In 2015, Tech Mahindra acquired SOFGEN Holdings, a 450-employee Swiss IT
firm serving the financial services industry Tech Mahindra purchased a controlling stake
in Pininfarina S.p.A., an Italian brand in automotive and industrial design Tech Mahindra
announced the launch of its Automation Framework AQT (Automation, Quality, Time) By
March 2016, Tech Mahindra's post-tax earnings had surged past that of M&M. Tech
Mahindra said it would buy financial technology firm Target Group to boost its platform
business process-as-a-service offering in the banking sector. In 2017, Tech Mahindra and
Midad Holdings, a part of diversified business conglomerate Al Fozan Group announced the
launch of a joint venture, Tech Mahindra Arabia Ltd. On the basis of a global partnership
agreement signed, Tech Mahindra will market Huawei's enterprise products and services
across 44 countries including India. Tech Mahindra announced that it has signed a definitive
agreement to acquire CJS Solutions Group LLC, a US-based healthcare Information
Technology consulting company which does business as (DBA) “The HCI Group.” In 2019,
Tech Mahindra acquired Dyna Commerce BV. Tech Mahindra, during September 2019, has
acquired BORN Group, a New York City based digital content and production agency, for
$95 million in an all-cash deal.
In March 2021, Tech Mahindra partnered with US-based business intelligence analytics
company Thought Spot. In April 2021, Tech Mahindra acquired US-based DigitalOnUs, a
hybrid cloud and DevOps services provider for $120 million. In June 2021, Tech Mahindra
also acquired another US-based (New Jersey) Brainscale Inc., a leading cloud consulting and
cloud transformation service provider for $30 million, and Colorado-based Event us solutions
group for $44 million. Overall, spending around $230 million to buy 5 companies in the year
2021 itself.

WHAT ARE THEY DOING

We are focused on leveraging next-generation technologies including 5G, Blockchain,

Metaverse, Quantum Computing, Cyber security, Artificial Intelligence, and more, to enable
end-to-end digital transformation for global customers. The Mahindra aims at delivering
tomorrow’s experiences today and believes that the ‘Future is Now’.
PHILOSOPHY

At Tech Mahindra, we live the philosophy of connected world and connected experiences.
We thrive on change that is powered by the intelligent symphony of technology and humans
designing meaningful and sustainable experiences. Consumer 'experiences' are driving and
disrupting industries like never before. Mahindra has believed in doing well for the
communities in which it operates, a philosophy we call 'Rise For Good'. This goes beyond
philanthropy and CSR, and is more about an attitude, a way of life. The larger goal is to drive
positive change for all our stakeholders.

VALUES
 Good corporate citizenship, professionalism, quality focus, customer-first, and dignity of the
individual - inspire our associates to achieve our core purpose.

MERGER WITH MAHINDRA SATYAM

Tech Mahindra announced its merger with Mahindra Satyam on March 21, 2012, after

getting approval of the two company boards to create an IT company worth US$ 2.5 billion.
The two firms had received the go-ahead for the merger from the Bombay Stock
Exchange and the National Stock Exchange. On June 11, 2013, Andhra Pradesh High Court
gave its approval for merging Mahindra Satyam with Tech Mahindra, after getting approval
from the Bombay high court.Vineet Nayyar said that technical approvals from the Registrar
of Companies in Andhra Pradesh and Maharashtra are required which will be done in two to
four weeks, and within eight weeks, the new merged entity would be in place. The new
organization would be led by Anand Mahindra as Chairman, Vineet Nayyar as Vice
Chairman, and C. P. Gurnani as the CEO and Managing Director. On June 25, 2013, Tech
Mahindra announced the completion of its merger with Mahindra Satyam to create the
nation's fifth largest software services company with a turnover of US$2.7 billion.Tech
Mahindra got the approval from the registrar of companies for the merger at 11:45 pm on
June 24, 2013. July 5, 2013 has been determined as record date on which the Satyam
Computer Services ('Mahindra Satyam') shares will be swapped for Tech Mahindra shares
under the approved scheme. Mahindra (Satyam Computer Services), was suspended from
trading with effect from July 4, 2013, following the merger.Tech Mahindra completed share
swap and allocated its shares to the shareholders of Satyam Computer Services on July 12,
2013.The stock exchanges have accorded their approval for trading the new shares with effect
from July 12, 2013 onwards. Tech Mahindra posted net profit of INR 686 crore for the first
quarter ended June 30, 2013, up 27% compared to the corresponding quarter the previous
year.
TECH MAHINDRA INCOME STATEMENT ANALYSIS

 Operating income during the year rose 17.9% on a year-on-year (YoY) basis.
 The company's operating profit increased by 17.6% YoY during the fiscal. Operating
profit margins witnessed a fall and stood at 17.9% in FY22 as against 18.0% in FY21.
 Depreciation charges increased by 4.3% and finance costs decreased by 6.6% YoY,
respectively.
 Other income grew by 45.1% YoY.
 Net profit for the year grew by 29.3% YoY.
 Net profit margins during the year grew from 11.5% in FY21 to 12.6% in FY22.

TECH MAHINDRA INCOME STATEMENT 2021-22

No. of Months Year 12 Mar- 12 Mar- %

Ending 21* 22* Change

Rs
Net Sales 378,551 446,460 17.9%
m

Rs
Other income 7,871 11,420 45.1%
m

Rs
Total Revenues 386,422 457,880 18.5%
m

Rs
Gross profit 67,963 79,903 17.6%
m

Rs
Depreciation 14,577 15,204 4.3%
m

Rs
Interest 1,740 1,626 -6.6%
m

Rs
Profit before tax 59,517 74,493 25.2%
m

Rs
Tax 15,999 18,220 13.9%
m
 Rs
Profit after tax 43,518 56,273 29.3%
m

Gross profit
% 18.0 17.9
margin

Effective tax rate % 26.9 24.5

12.6
Net profit margin % 11.5

TECH MAHINDRA INCOME STATEMENT ANALYSIS

 Operating income during the year rose 17.9% on a year-on-year (YoY) basis.
 The company's operating profit increased by 17.6% YoY during the fiscal. Operating
profit margins witnessed a fall and stood at 17.9% in FY22 as against 18.0% in FY21.
 Depreciation charges increased by 4.3% and finance costs decreased by 6.6% YoY,
respectively.
 Other income grew by 45.1% YoY.
 Net profit for the year grew by 29.3% YoY.
 Net profit margins during the year grew from 11.5% in FY21 to 12.6% in FY22.

TECH MAHINDRA BALANCE SHEET AS ON MARCH 2022

No. of Months Year Ending 12 Mar-21* 12 Mar-22* % Change

Networth Rs m 243,943 264,769 8.5

Current Liabilities Rs m 102,775 125,048 21.7

Long-term Debt Rs m 1,658 1,420 -14.4

Total Liabilities Rs m 387,647 440,516 13.6

Current assets Rs m 252,599 244,557 -3.2

Fixed Assets Rs m 135,048 195,959 45.1

Total Assets Rs m 387,647 440,516 13.6

ACQUISITION OF SATYAM COMPUTER SERVICES LTD.

After the Satyam scandal of 2008-09 Tech Mahindra bid for Satyam Computer Services, and
emerged as a top bidder with an offer of INR 58.90 a share for a 31 percent stake in the
company, beating a strong rival Larsen & Toubro. After evaluating the bids, the government-
appointed board of Satyam Computer announced on 13 April 2009: "its Board of Directors
has selected Venturbay Consultants Private Limited, a subsidiary controlled by Tech
Mahindra Limited as the highest bidder to acquire a controlling stake in the Company,
subject to the approval of the Hon'ble Company Law Board."

TECH MAHINDRA CSR GOVERNANCE STRUCTURE

The Board of Directors of Tech Mahindra Limited will be the apex authority responsible for
the implementation of CSR projects each year in accordance with the provisions of Section
135 of the Companies Act 2013 and the amendments thereof. A CSR Report will be
published as part of the Annual Report of the company which will adhere to the format
provided in Section 135. In this report, the annual CSR expenditure as well as the unspent
amount will be certified by the CFO of the company or a suitable authority designated by the
CFO. The Board of Directors will constitute a CSR Committee, details of which will be
published on the company website as well as in its Annual Reports. TMF and MEI will be led
by their respective heads, who will provide quarterly reports to the Board of Directors
through the CSR Committee of Tech Mahindra Limited. Mahindra University will be run by
the Vice Chancellor under the guidance of the Governing Body.