Persistent Systems

Shaping the future of software driven business

Report of the Directors •

101

Your Company will comply with the other Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI)

as and when they are made effective.

Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

Your Company has an Anti-Harassment Policy in place which is in line with requirements of the Sexual Harassment of Women

at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (the ‘Act’). All employees (permanent, contractual, temporary

and trainees) are covered under this policy.

Your Company has constituted an Internal Complaints Committee(s) (ICC) across all Company locations in India and abroad to

consider and resolve all sexual harassment complaints reported to this Committee. The constitution of the ICC is as per the

Act and the Committee includes an external member from NGOs with relevant experience at the India locations and half of the

total members of the ICC are women. The Ethics Committee at the global locations, acts in the capacity of Internal Complaints

Committee where the local law over there does not enforce constitution of such committee.

Investigation is conducted and the decisions made by the ICC at the respective location, and the senior women employee is the

presiding officer over every case.

During the year under report, your Company has received one complaint of sexual harassment which was disposed during the

year under the report. As on March 31, 2019, there were no pending cases of sexual harassment in your Company.

Corporate Social Responsibility

Your Company voluntarily started contributing to the CSR initiatives since 1995-96 i.e. much before the legislations made it

compulsory for the corporates. Your Company used to donate 1% of its consolidated net profits till FY 2011-12 and 1.25% of its

consolidated net profits till FY 2013-14. Thereafter, the Company is contributing 2% of the average net profit on unconsolidated

basis of preceding three financial years.

To institutionalize the Company’s CSR initiatives and to develop a systematic approach to administer the process of grant of

donations, your Company formed a Public Charitable Trust - ‘Persistent Foundation’ in the financial year 2008-09.

This year, Persistent Foundation is celebrating 10

year of its establishment. During these 10 years, the Foundation has

contributed to many projects spread across different geographies in association with well-known NGOs to reach out to large

number of beneficiaries. The recently conducted impact assessment study has conferred effectiveness of projects being carried

out by the Foundation for a society at large.

Your Company acknowledges the contribution given by the Foundation to the society and assures its support to the Foundation

for its next journey.

During the year under report, Persistent Foundation (the ‘Foundation’) was able to create excitement among employees to

participate in socially relevant causes. With cooperation of the employees of your Company, the Foundation has set up several

well-defined programs and activities for the promotion of education, health and community development. These activities are

carried out through projects undertaken by the Foundation with the support of the employees and through the Government

authorities, reputed social organizations and institutions.

In addition to contributing

70.51 Million to the Foundation, your Company made donations to various charitable institutions

directly and incurred a cost of the technical contribution towards Stri Shakti Abhiyaan Project, an initiative of the NITI Aayog

and coordinated by McKinsey, India. Thus, during the year under report, your Company donated

80.36 Million i.e. more than

2% of the Average Net Profits of your Company made during three immediately preceding financial years.

Report on CSR activities of your Company under the provisions of the Act during the financial year 2018-19 is annexed hereto

as Annexure G and forms an integral part of this Annual Report.

Based on the profits of three financial years ending on March 31, 2019, the Committee recommended to the Board of

Directors, the amount of

85.21 Million which is to be spent towards CSR activities as per Section 135 of the Act for the

financial year 2019-20.

CSR Committee and CSR Policy

The Board of Directors of your Company has constituted the CSR Committee to help your Company frame, monitor and execute

the Company’s CSR activities under its CSR scope. The Committee defines the parameters and observes them for effective

discharge of the Company’s social responsibility.