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Report of the Directors •

approved by the Audit Committee every quarter. In line with the industry practice and regulatory requirements, the internal

audit function covers the areas such as review of Internal Financial Controls, Business and Financial operations including

regulatory Compliances.

Reporting of frauds by Auditors

Durng the year under report, neither the Statutory Auditors nor the Secretarial Auditors as reported to the Audit Committee,

under Section 143(12) of the Act, any instance of fraud committed against the Company by its officers or employees, the details

of which would need to be mentioned in the report of the Directors.

Directors’ responsibility statement

The Directors state that:

In the preparation of the annual accounts, the applicable Accounting Standards have been followed and there is no

material departure;

Your Directors have selected such accounting policies and applied them consistently and made judgments and estimates

that are reasonable and prudent so as to give a true and fair view of the state of affairs of your Company as at

March 31, 2019 and of the profit of your Company for that year;

Your Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance

with the provisions of the Companies Act, 2013 for safeguarding the assets of your Company and for preventing and

detecting fraud and other irregularities, if any;

The annual accounts have been prepared on a going concern basis;

Your Directors, had laid down internal financial controls to be followed by your Company and that such internal financial

controls are adequate and were operating effectively;

Your Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such

systems are adequate and operating effectively.

Extract of Annual Return

Pursuant to the provisions of the Section 92(3) of the Act readwith Rule 12(1) of the Companies (Management and Administration)

Rules, 2014, the extract of Annual Return of your Company for the financial year ended on March 31, 2019 is provided as

Annexure E to the Directors Report and forms an integral part of this Annual Report.

Vigil Mechanism (Whistle Blower Policy)

The details of the vigil mechanism (whistle blower policy) are given in the Report on Corporate Governance forming part of this

Annual Report. Your Company has uploaded the policy on its website at

Risk Management Policy

Report on Risk Management based on the risk management policy developed and implemented at your Company for the

Financial Year 2018-19 forms an integral part of this Annual Report.

Project Fusion - New ERP System

During the year under report, your Company has implemented a New ERP System named as Fusion at all locations of your

Company. This system is a complete transformation of ERP+HCM and has key features such as full SaaS deployment, Integration

with external systems, available on all endpoints, Industry best practices and Embedded Business Intelligence.

This system mainly covers functions viz., financials (Including Procurement, Travel, Asset Management), Project Portfolio

Management(ServicesandProducts),EnterprisePerformanceManagement(includingCostandRevenueBudgeting),HumanCapital

Management.Thismodernizedcloudplatformprovidesadditionalopportunitiestobusiness,actionableinsightsforbusinessagility,

cost efficiencies, improved user and customer experience, management of data and privacy risks.

This system implementation has been started in June 2018 and is proposed to be completed by June 2019.

The estimated life of the system is approx. 10 years from its implementation.